01-310! ��������
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Council File # O \ — .��'�
GreenSheet# �,pt3S39
Presented By
Referred To
RESOLUTION
CITY OF SAINT PAUL, MINNESOTA
3y
Committee:
1 ACCEPTING PROPOSAL ON SALE OF
2 $3,630,000 GENERAL OBLIGATION STREET IMPROVEMENT
3 SPECIAL ASSESSMENT BONDS, SERIES 2001B,
4 PROVIDING FOR THEIR ISSUANCE, AND LEVYING
5 A TAX FOR THE PAYMENT THEREOF
6 WHEREAS, the Director, Office of Financial Services, has presented proposals
7 received for the sale of $3,630,000 General Obligation Street Improvement Special Assessment
8 Bonds, Series 2001B (the `Bonds"), of the City of Saint Paul, Minnesota (the "City"); and
9 WHEREAS, the proposals set forth on Exhibit A attached hereto ware received
10 pursuant to the Terms of Proposal at the offices of Springsted Incorporated at 10:30 A.M.,
11 Central Time, this same day; and
12 WHEREAS, the Director, Office of Financial Services, has advised this Council
13 that the proposal of /g�,�,.,,,�,�.eSo,-�e'r,��'as found to be the most advantageous and
14 has recommended that said proposal be accepted; and
15 WHEREAS, the proceeds of the Bonds will finance certain street improvements
16 to be specially assessed, for which the City is proceeding pursuant to its Charter and not
17 Minnesota Stahites, Chapter 429, with any excess to be used far any other purpose permitted by
18 law; and
19 WHEREAS, the City has heretofore issued registered obligations in certificated
20 forin, and incurs substantial costs associated with Yheir printing and issuance, and substantial
21 continuing transaction costs relating to their payment, transfer and exchange; and
22
23
24
25
26
27
28
29
30
31
WHEREAS, the City has determined that significant savings in transaction costs
will result fi•om issuing bonds in "global book-entry farm", by which bonds are issued in
certificated form in large denominations, registered on the books of the City in the name of a
depository or its nominee, and held iu safekeeping and immobilized by such depository, and such
depository as part of the computerized national securities clearance and settlement system (the
"National System") registers transfers of ownership interests in the bonds by making
computerized book entries on its own books and distributes payments on the bonds to its
Participants shown on its books as the owners of such interests; and such Participants and other
banks, brokers and dealers parlicipating in the National System will do likewise (not as agents of
the City) if not the beneficial owners of the bonds; and
12G879Gv2
01-3 tb
WHEREAS, "Participants" means those financial institutions for whom the
Depository efCects book-entry transfers and pledges of securities deposited and immobilized with
the Depositoty; �nd
4 WHEREAS, The Depositary Trust Company, a limited purpose trust company
5 organized under lhe laws of the State of New York, or any of its successors or successors to its
6 fiii�ctions hereu��der (lhe "`Depository"), will act as such depository with respect to the Bonds
7 excepl as set forth below, and the City has heretofore delivered a letter of representations (the
8 "Letter of Representations") setting forth various matters relating to the Depository and its role
9 with respect to the Bonds; and
l0 WHEREAS, the Cily will deliver the Bonds in the form of one certificate per
11 maturity, each represenling the entire principal amotmt of the Bonds due on a particular maturity
12 date (elch a"G1oUal Certificate"), which single certificate per maturity may be transferred on the
I 3 City's Uond register as required by the Uniform Commercial Code, but not exchanged for
14 smaller denominations unless the City determines to issue Replacement Bonds as provided
15 Uelow; and
16 WHEREAS, the City will be able to replace the Depository or under certain
17 circumstlnces to abindon the "global book-entry form" by permitting the Global Certificates to
18 be exch�tuged for smaller denominations typical of ordinary bonds registered on the City's bond
19 register; and "Replacement Bonds" means the certificates representing the Bonds so
20 authenticated and delivered by the Bond Registrar pursuant to paragraphs 6 and 12 hereof; and
2� WHEREAS, "Holder" as used herein means the person in whose name a Bond is
?2 registered on Qte regist�ation books of the City maintained by the registrar appointed as provided
23 in parlgraph 8(the "Bond Registrar"); and
z4 WHER�AS, Rule 15c2-12 of the Securities and Exchange Commission prohibits
25 "participating widerwriters" from purchasing or selling the Bonds unless the City undertakes to
2G provide certain continuing disclosure with respect to the Bonds; and
Z'7 WI-I�REAS, pursuant to Minnesota Statutes, Section 475.60, Subdivision 2(9),
28 public sale requirements do not apply to the Bonds if the City retains an independent financial
2) �dvisor and delermines to sell the Bonds by private negotiation, and the City has instead
30 lufllorized a competitive sale without publication of notice thereof as a form of private
31 negotiation; 1nd
32 WHEREAS, proposals for the Bonds have been solicited by Springsted
33 Incorporated pursuant to an Official Statement and Terms of Proposal therein:
34 NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Saint
35 Paul, Minnesola, as follows:
36 1. Acceptance of Pronosal. The proposal of Banc of America Securities,
37 LLC (tlle "Purchaser"), to purchase $3,630,000 General Obligation Street Improvement Special
38 Assessment Bonds, Series 2001B, of the City (the `Bonds", or individually a`Bond"), in
3) accordance with the Terms of Proposal for the bond sale, at the rates of interest hereinafter set
2
i zoa���a�z
�
d/_3�i
WHEREAS, "Participants" means those financial institutions for whom the
2 Depository effects book-entry transfers and pledges of securities deposited and immobilized with
3 e Depository; and
WHEREAS, The Depository Trust Company, a limited purpose trust company
under the laws of the State of New York, or any of its successors or successors to its
hereunder (the "Depository"), will act as such depository with respect to the Bonds
10
11
I2
13
14
15
except a et forth below, and the C�ty has heretofore delivered a letter of representations (the
"Letter of epresentations") setting forth various matters relating to the Depository and its role
with respect the Bonds; and
maturity, each rep ser
date (each a "Gtoba C
City's bond register a
smaller denominations
below; and
the City will deliver the Bonds in the form of one certificate per
the entire principal amount of the Bonds due on a particular maturity
cate"), which single certificate per maturity may be transferred on the
ired by the Uniform Commercial Code, but not exchanged for
ss the City determines to issue Replacement Bonds as provided
16 WHEREAS, e City will be able to replace the Depository or under certain
17 circumsiances to abandon the ` lobal book-entry form" by permitting the Global Certificates to
18 be exchanged for smaller deno 'nations typical of ordinary bonds registered on the City's bond
19 register; and "Replacement Bond ' means the certificates representing the Bonds so
20 authenticated and delivered by the nd Registrar pursuant to paragraphs 6 and 12 hereof; and
21 WHEREAS, "Holder" a�s�used herein means the person in whose name a Bond is
22 registered on the registrafion books of theQ ity maintained by the registrar appointed as provided
23 in paragraph 8(the "Bond Registrar"); and�
24 WH$REAS, Rule 15c2-12 of th Securities and Exchange Commission prohibits
25 "participating underwriters" from purchasing or lling the Bonds unless the City undertakes to
26 provide certain continuing disclosure with respect the Bonds; and
27 WHEREAS, pursuanf to Minnesota St utes, Section 475.60, Subdivision 2(9),
28 public sale requirements do not apply to the Bonds if th City retains an independent financial
29 advisor and determines to sell the Bonds by private nego 'ation, and the City has instead
30 authorized a competitive sale without publication of notic hereof as a form of private
31 negotiation; and
32 WHEREAS, proposals for the Bonds have been�
33 Incorporated pursuant to an Official Statement and Terms of Pro
34 NOW, THEREFORE, BE IT RESOLVED by the
35 Paul, Minnesota, as follows:
�d by SpringsYed
therein:
36 1. Acce�tance of Proposal. The proposal of
37 "Purchaser") to purchase $3,630,000 General Obligation Street Improvi
38 Assessment Bonds, Series 2001B, of the City (the "Bonds", or individu
39 accordance with the Terms of Proposal for the bend sale, at the rates of
of the City of Saint
(the
Special
"Bond"), in
st hereinafter set
1268796v2 .,�
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1 forth, and to pay fherefor the sum of $3,714,691.40, plus interest accrued to settlement, is hereby
2 found, determined and declared to be the most favorable proposal received and is hereby
3 accepted, and ihe Bonds are hereby awarded to the Purchaser. The Director, Office of Financial
4 Services, or his designee, is directed to retain the deposit of the Purchaser and to forthwith return
5 to the others making proposals their good faith checks or drafts.
� 2. Title• Oci�inll Issue Date• Denominations Maturities. The Bonds shall be
7 titled "General Obligation Street Improvement Special Assessment Bonds, Series 2001B", shall
8 be dated April 1, 2001, as the date of original issue and shall be issued forthwith on or after such
9 dlte as fully registered bonds. The Bonds shall be mimbered from R-1 upward. Global
10 CertificaYes sliall each be in the denonzination of Che entire principal amount maturing on a single
11 date, or, if a portion of said principal amount is prepaid, said principal amount less the
12 prepayment. Repl�cement Bonds, if issued as provided in paragraph 6, shall be in the
13 denominalion of $5,000 each or in any integral multiple thereof of a single maturity. The Bonds
14 sh111 mature on March 1 in the years and amounts as follows:
Year
2002
2003
2004
2005
2006
2007
15
1G
17
18
19
20
21
22
23
24
Amount
$615,000
170,000
I 50,000
150,000
145,000
145,000
Year
2008
2009
2010
2011
2012
2013
Amount
$ 140,000
140,000
140,000
135,000
135,000
1,565,000
For purposes of Minnesota Statutes, Section 475.54, the serial maturities of the Bonds are
combined wilh the serial maturities of the City's $19,000,000 General Obligation Capital
Hnprovement Bonds, Series 2001A.
3. Pur ose. The Bonds shall provide funds for the construction of various
street improvements (the "Improvements") in the City, and any excess funds shall be devoted to
any other pttrpose permitted by law. The total cost of the Improvements, which shall include all
costs enumerated in Mimlesota Statutes, Section 475.65, is estimated to be at least equal to the
amount of the Bonds. Work on the Improvements shall proceed with due diligence to
completion.
25 4. Interest. The Bonds shall bear interest payable semiannually on March 1
26 and Seplember 1 of eaclt year (each, an "Interest Payment Date"), commencing September 1,
27 2001, calculated on the basis of a 360-day year of twelve 30-day months, at the respective rates
28 per lnnum set forlh opposite the maturity years as follows:
12G879Gv2
d�-3,d
forth, and to pay therefor the sum of $ , plus interest accrued to settlement,
2 is hereby found, determined and declared to be the most favorable proposal received and is
3 hereby accepted, and the Bonds are hereby awarded to the Purchaser. The Director, Office of
4 inancial Services, or his designee, is directed to retain the deposit of the Purchaser and to
5 f hwith return to the others making proposals Cheir good faith checks or drafts.
6
7 titl
8 be
9 date as
10
I1
IZ
13
date, or,
2. Title; Original Issue Date; Denominations; Maturities. The Bonds shall be
�neral Obligation Street Improvement Special Assessment Bonds, Series 2001B", shall
April 1, 2001, as the date of original issue and shall be issued forthwith on or after such
ly registered bonds. The Bonds shall be numbered from R-1 upward. Global
te shall each be in the denomination of the entire principal amount maturing on a single
if a ortion of said principal amount is prepaid, said principal amount less the
prepayment. eplacement Bonds, if issued as provided in paragraph 6, shall be in the
denomination o$5,000 each or in any integral multiple thereof of a single maturity. The Bonds
14 shall mature on rch 1 in the years and amounts as follows:
Amount
2002
2003
2004
2005
200G
2007
$615,000
170,000
150,000
150,000
145,000
, 145,000
Year
2008
2009
2010
2011
2012
2013
Amount
140,000
140,000
140,000
135,000
135,000
1,565,000
15
16 For purposes of Minnesota Statutes, ction 475.54, the seriat maturities of the Bonds are
17 combined with the serial maturities of�City's $19,000,000 General Obligation Capital
18 Improvement Bonds, Series 2001A.
19
20
21
22
23
24
3. Puroose. The Bonds
street improvements (the "Improvements")
any other purpose permitted by law. The tc
costs enumerated in Minnesota Statutes, Se
amount of the Bonds. Work on the Improv
completion. •
I provide funds for the construction of various
e City, and any excess funds shall be devoted to
ost of the Improvements, which shall include all
� 5.65, is estimated to be at least equal to the
it hall proceed with due diligence to
25 4. Interest. The Bonds shall bear i erest payable semiannually on March 1
26 and September 1 of each year (each, an "Interest Paymen Date"), commencing September 1,
27 2001, catculated on the basis of a 360-day year of twelve 3'�-day months, at the respective rates
28 per annum set forth opposite the maturity years as follows:�
.��,>m
1268796v2
_ _ .. . .. . . _ . . _ "'_..�._.. __...__.__.,._...��._._..._..-.m_._.._�_--
01-��
2002
2003
2004
2005
2006
2007
M�turitv Year
Interest Rate
4.00%
4.75
4.75
4.75
4.75
4.75
Matttritv Year
2008
2009
2010
2011
2012
2013
Interest Rate
4.75%
5.00
5.00
5.00
5.00
5.00
2 5. Descrivtion of the Global Certificates and Global Book-Entry Svstem.
3 Upon their original issu�nce the Bonds will be issued in the form of a single Global Certificate
4 for eacli maturity, deposited with the Depository by the Purchaser and immobilized as provided
5 in paragraph 6. No Ucneficial owners of interests in the Bonds will receive certiFicates
6 representing their respective interests in the Bonds except as provided in paragraph 6. Except as
7 so provided, during the term of the Bonds, beneficial ownership (and subsequent transfers of
8 beneficial ownership) of interests in the Global Certificates will be reflected by book entries
9 made on the records of the Depository and its Participants and other banks, brokers, and dealers
] 0 participating in the National System. The Depository's book entries of beneficial ownership
11 intcrests 1re authorired to be in increments of $5,000 of principal of the Bonds, but not smaller
12 increments, despite the larger authorized denominations of the Global Certificates. Payment of
13 principal of, premium, if any, and interest on the Global Certificates will be made to the Bond
14 Registrlr as paying agent, and in turn by the Bond Registrar to the Depository or its nominee as
15 registered owner of tlte Global Certificates, and the Depository according to the laws and rules
16 governing it will receive 1nd forward payments on behalf of the beneficial owners of the Global
17 Certificates.
1 g Plyment of principal of, premium, if any, and interest on a Global Certificate may
19 in lhe City's discretion be made by such other method of transferring funds as may be requested
20 by the Holder of a Global Certificate.
21 6. Immobilization of Global Certificates bv the Devositorv Successor
22 Deposilorv' Replacement Bonds. Pursuant to the request of the Purchaser to the Depository,
23 wl�ich request is required by the Terms of Proposal, immediately upon the original delivery of
24 tlte Bonds the Purchaser will deposit the Global Certificates representing all of the Bonds with
25 the Deposilory or its agent. The Global Certificates shall be in typewritten form or otherwise as
26 �eceptable to the Depository, shall be registered in the name of the Depository or its nominee
27 and shall Ue held immobilized from circulation at the offices of the Depository or its agent on
28 bellalf of the Purchaser and subsequent bondowners. The Depository or its nominee will be the
29 sole holder of record of the Global Certificates and no investor or other party purchasing, seliing
3U or otherwise transferring ownership of interests in any Bond is to receive, hold or deliver any
31 bond certificates so long as the Depository holds the Global Certificates immobilized from
32 circul�ttion, except as provided below in this paragraph and in paragraph 12.
33
34
Certificates evidencing the Bonds may not after their original delivery be
transferred or exchinged except:
izax�ne�z
U/-,�/0
Maturity Year
2002
2003
2004
2005
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
Interest Rate
%
Maturity Year
2008
2009
2010
2011
2012
2013
Interest Rate
%
5, Descrintion of the Global Certificates and Global Book-Entrv System.
Upon their ori 'nal issuance the Bonds will. be issued in the form of a single Global Certificate
for each maturit deposited with the Depository by the Purchaser and immobilized as provided
in paragraph 6. N beneficial owners of interests in the Bonds will receive certificates
representing their re ective interests in the Bonds except as provided in paragraph 6. Except as
so provided, during th term of the Bonds, beneficial ownership (and subsequent transfers of
beneficial ownership) o'nterests in the Global Certificates wiil be reflected by book entries
made on the records of th Depository and its Participants and other banks, brokers, and dealers
participating in the Nationa ystem. The Depository's book entries of beneficial ownership
interests are suthorized to be increments of $5,000 of principal of the Bonds, but not smaller
increments, despite the larger a horized denominations of the Global Certificates. Payment of
principal of, premium, if any, an 'nterest on the Global Certificates will be made to the Bond
Registrar as paying agent, and in tu by the $ond Registrar to the Depository or its nominee as
registered owner of the Global Certi ates, and the Depository according to the laws and rules
governing it will receive and forward p ents on behalEnf the beneficial owners of the Global
Certificates.
18 Payment of principal of, �
19 in the City's discretion be made by such
20 by the Holder of a Global Certificate.
21
22
23
24
25
26
27
28
29
30
31
32
33
34
if any, and interest on a Global Certificate may
hod of transferring funds as may be requested
6. I mobilization of Global ificates b the De ositor • Successor
Depository; Replacement Bonds. Pursuant to the re est of the Purchaser to the Depository,
which request is required by the Terms of Proposal, i ediately uPon the originai delivery of
the Bonds the Purchaser will deposit the Global Certific es representing all of the Bonds with
the Depository. The Gtobal Certificates shall be in typew ' ten form or othenvise as acceptable
to the Depository, shall be registered in the name of the Dep sitory or its nominee and shall be
held immobilized from circulation at the offices of.the Deposi ry on behalf of the Purchaser and
subsequent bondowners. The Depository or its nominee will be �ie sote holder of record of the
Gtobal Certificates and no investor or other party purchasing, selti�ng or otherwise transfemng
ownership o£ interests in any Bond is to receive, hold or deliver any 6pnd certificates so long as
the Depository holds the Global Certificates immobilized from circulat� n, excepi as provided
below in this paragraph and in paragraph 12.
Certificates evidencing the Bonds may not after their orig'inal
transferred or exchanged except:
4
�i68796v2
�
be
O� -3 �O
(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
depository (a "substitute depository") designated pursuant to clause (iii) of this
subparagraph, provided that any successor of the Depository or any substitute 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,
9 (iii) To a substitute depository designated by and acceptable to the City upon (a)
10 the determination by the Depository that the Bonds shall no longer be eligible for its
11 depository services or (b) a determination by the City that the Depository is no longer
12 able to carry out its functions, provided that any substitute depository must be qualified to
13 act as such, as provided in clause (ii) of this subparagraph, or
14 (iv) To those persons to whom transfer is requested in written transfer
15 instructions in the event that:
16 (a) the Depository shall resign or discontinue its services for the Bonds
1� and tl�e City is unable to locate a substitute depository within two (2) months
18 following the resignation or determination of non-eligibility, ar
19 (b) upon a determination by the City in its sole discretion that (1) the
2p continuation of the book-entry system described herein, which preciudes the
21 issuance of certificates (other than Global Certificates) to any Holder other than
22 the Depository (or its nominee), might adversely affect the interest of the
23 beneficial owners of the Bonds, ar(2) that it is in the best interest of the beneficial
24 owners of the Bonds that they be able to obtain certificated bonds,
25
26
27
28
29
30
31
32
33
34
35
36
in either of which events the City shall notify Holders of its determination and of the
availability of certificates (the "Replacement Bonds") to Holders requesting the same and
the registration, transfer and exchange of such Bonds will be conducted as provided in
paragraphs 9B and 12 hereof.
In the event of a succession of the Depository as may be authorized by this
paragraph, the Bond Registrar upon presentation of Global Certificates shall register their
transfer to the substitute or successor depository, and the substitute or successor depository shall
be treated as the Depository for all purposes and functions under this resolution. The Letter of
Representations shall not apply to a substitute or successor depository unless the City and the
substihite or successor depository so agree, and a similar agreement may be entered into.
Redemption.
37 (a) Ovtional Redemvtion• Due Date. All Bonds maturing after March 1, 2009, shall
38 be subject to redemption and prepayment at the option of the City on such date and on any day
39 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
40 Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
12G879Gv2
o � -'� ��
1 prepaid in such order of maturity and in such amount per maturity as the City shall determine;
2 and if only part of the Bonds having a common maturity date are called for prepayment, the
3 Global Certificates may be prepaid in $5,000 increments of principal and, if applicable, the
4 specific Replacement Bonds to be prepaid shall be chosen by lot by the Bond Regisirar. Bonds
5 or portions thereof called for redemption shall be due and payable on the redemption date, and
6 ii�terest thereon shall cease to accrue from and after the redemption date.
7 (b) Notation on Global Certificate. Upon a reduction in the aggregate principal
8 amount of a Global Certificate, the Holder may make a notation of such redemption on the panel
9 provided on the Global Certificate stating the amount so redeemed, or may return the Global
10 Certificate to the Bond Registrar in exchange for a new Global Certificate authenticated by the
11 Bond Registrar, in proper principal amount. Such notation, if made by the Holder, shall be for
12 reference only, and may not be relied upon by any other person as being in any way
13 determinative of the principal amount of such Global Certificate outstanding, unless the Bond
14 Registrar has signed the appropriate column of the panel.
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
(c) Selection of Replacement Bonds. To effect a partial redemption of Replacement
Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption
shall assign to each Replacement Bond having a common maturity date a distinctive number for
each $5,000 of the principal amount of such Replacement Bond. The Bond Registrar shall then
select by lot, using such method of selection as it shall deem proper in its discretion, from the
numbers so assigned to such Replacement Bonds, as many numbers as, at $5,000 for each
numbec, shall equal the principal amount of such Replacement Bonds to be redeemed. The
Replacement Bonds to be redeemed shall be the Replacement Bonds to which were assigned
numbers so selected; provided, however, that only so much of the principal amount of each such
Replacement Bond of a denomination of more than $5,000 shall be redeemed as shall equal
$5,000 for each number assigned to it and so selected.
(d) Partial Redemntion of Re�lacement Bond. If a Replacement Bond is to be
redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond
Registrar so requires, a written instrument of transfer in form satisfactory to the City and Bond
Registrar duly executed by the Holder thereof or his, her or its attorney duly autharized in
writing) aud the City shall execute (if necessary) and the Bond Registrar shall authenticate and
deliver to the Holder of such Replacement Bond, without service charge, a new Replacement
Bond ar Bonds of the same series having the same stated matarity and interest rate and of any
authorized denomination or denominations, as requested by such Holder, in aggregate principal
amount equal to and in exchange for the unredeemed portion of the principal of the Bond so
surrendered.
36 (e) Request for Redemption. The Bond Registrar shall call Bonds for redemption and
37 payment as herein provided upon receipt by the Bond Registrar at least forty-five (45) days prior
38 to the redemption date of a request of the City, in written form if the Bond Registrar is other than
39 a City officer. Such request shall specify the principal amount of Bonds to be called for
40 redemption and the redemption date.
41 (� Notice. Mailed notice of redemption shall be given to the paying agent (if other
42 than a City officer) and to each affected Holder. If and when the City shall call any of the Bonds
6
12G879Gv2
o�-��o
1 for redemption and payment prior to the stated maturity thereof, the Bond Registrar shall give
2 written notice iu the name of the City of its intention to redeem and pay such Bonds at the office
3 of tl�e Bond Registrar. Notice of redemption shall be given by first class mail, postage prepaid,
4 mailed not less than thirty (30) days prior to the redemption date, to each Holder of Bonds to be
5 redeemed, at tUe address appearing in the Bond Register. All notices of redemption shall state:
(i)
7
(ii)
The redemption date;
The redemption price;
8 (iii) If less than all outstanding Bonds are to be redeemed, the identification
9 (and, in the case of partial redemption, the respective principal amounts) of the Bonds to
10 be redeemed;
11 (iv) That on the redemption date, the redemption price will become due and
12 payable upon each such Bond, and that interest thereon shall cease to accrue from and
13 after said date; and
14 (v) The place where such Bonds are to be surrendered for payment of the
15 Xedemption price (which shall be the office of the Bond Registrar).
16 (g) Notice to Depositorv. Notices to The Depository Trust Company or its nominee
17 shall contain the CUSIP numbers of the Bonds. If there are any Holders of the Bonds other than
18 the Depository or its nominee, the Bond Registrar shall use its best efforts to deliver any such
19 notice to the Depository on the business day next preceding the date of mailing of such notice to
20 all other Holders.
21
22
23
24
25
26
27
28
29
30
31
8. Bond Re isg trar. U.S. Bank Trust National Association, in Saint Paul,
Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the
"Bond Registrar"), and shall do so unless and until a successor Bond Registrar is duly appointed,
all pursuant to any contract the City and Bond Registrar shall execute which is consistent
herewith. A successor Bond Registrar shall be an officer of the City ar a bank or trust company
eligible for designation as bond registrar pursuant to Minnesota Statutes, Chapter 475, and may
be appoittted pursuant to any contract the City and such successor Bond Registrar shall execute
which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and
until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be
paid to the Holders (or record holders) of the Bonds in the manner set forth in the forms of Bond
and paragraph 14 of this resolution.
32 9. Farms of Bond. The Bonds shall be in the form of Global Certificates
33 unless and until Replacement Bonds are made available as provided in paragraph 6. Each form
34 of bond may contain such additional or different terxns and provisions as to the form of payment,
35 record date, notices and other matters as are consistent with the Letter of Representations and
36 approved by the City Attorney.
37 A. Global Certificates. The Global Certificates, together with the Certificate of
38 Registration, the Register of Partial Payments, the form of Assignment and the registration
126879Gv2
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1 information thereon, shall be in substantially the following form and may be typewritten rather
2 than printed:
12G879Gv2
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UNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
R-
GENERAL OBLIGATION STREET IMPROVEMENT
SPECIAL ASSESSMENT BOND, SERIES 2001B
INTEREST
RATE
MATURITY DATE OF
DATE ORIGINAL ISSUE
CUSIP
April 1, 2001
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REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of Saint Paul,
Ramsey County, Minnesota (the "Issuer" or "City"), certifies that it is indebted and for value
received promises to pay to the registered owner specified above or on the certificate of
regisiration below, or registered assigns, in the manner hereinafter set forth, the principal amount
specified above, on the maturity date specified above, unless called for earlier redemption, and to
pay interest thereon semiannually on March 1 and September 1 of each year (each, an"Interest
Paymeut Date"), commencing September I, 2001, at the rate per annum specified above
(calculated on the basis of a 360-day year of twelve 30-day months) until the principal sum is
paid or has been provided for. This Bond will bear interest from the most recent Interest
Payment D�tte to which interest has been paid or, if no interest has been paid, from the date of
original issue hereo£ The principal of and premium, if any, on this Bond are payable in same-
day funds by 2:30 p.m., Eastern time, upon presentation and surrender hereof at the principal
office of in , Minnesota
(the `Bond Registrar"), acting as paying agent, or any successor paying agent duly appointed by
the Issuer; provided, however, that upon a partial redemption of this Bond which results in the
stated amount hereof being reduced, the Holder may in its discretion be paid without
presentation of this Bond, which payment shall be received no later than 2:30 p.m., Eastern time,
and may make a notation on the panel provided herein of such redemption, stating the amount so
redeemed, or may return the Bond to the Bond Registrar in exchange for a new Bond in the
proper principal amount. Such notation, if made by the Holder, shall be for reference only, and
may not be relied upon by any other person as being in any way determinative of the principal
amount of this Bond outstanding, unless the Bond Registrar has signed the appropriate column of
the panel. Interest on this Bond will be paid on each Interest Payment Date in same-day funds
by 2:30 p.m., Eastern time, to the person in whose name this Bond is registered (the "Holder" or
"Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at
the address appearing thereon at the close of business on the fi&eenth day of the calendar month
preceding such Interest Payment Date (the "Regular Record Date"). Interest payments shall be
126879Gv2
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1 received by the Holder no later than 2:30 p.m., Eastern time; and principal and premium
2 payments shall be received by the Holder no later than 2:30 p.m., Eastern time, if the Bond is
3 surrendered for payment enough in advance to permit payment to be made by such time. Any
4 interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of
5 the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close
6 of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money
7 becomes available far payment of the defaulted interest. Notice of the Special Record Date shall
8 be given to Bondholders not less than ten days prior to the Special Record Date. The principal of
9 and premium, if any, and interest on this Bond are payable in lawful money of the United States
10 of America.
11 Date of Payment Not Business Dav. If the date for payment of the principal of,
12 premium, if any, or interest on this Bond shall be a Saturday, Sunday, legal holiday or a day on
13 which banking institutions in the City of New York, New York, or the city where the principal
14 office of the Bond Registrar is located are authorized by law or executive order to close, then the
15 date for such payment shall be the next succeeding day which is not a Saturday, Sunday, legal
16 holiday or a day on which such banking institutions are authorized to close, and payment on such
17 date shall have the same force and effect as if made on the nominal date of payment.
18 Redemption. All Bonds of this issue (the "Bonds") maturing after March 1, 2009,
19 are subject to redemption and prepayment at the option of the Issuer on such date and on any day
20 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
21 Bonds sttbject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
22 prepaid in such order of maturity and in such amount per maturity as the City shall determine;
23 and if only part of the Bonds having a common maturity date are called for prepayment, this
24 Bond may be prepaid in $5,000 increments of principal. Bonds or portions thereof called for
25 redemption shall be due and payable on the redemption date, and interest thereon shall cease to
26 accrue fcom and after the redemption date.
27 Notice of Redemption. Mailed notice of redemption shall be given to the paying
28 agent (if oUier than a City officer) and to each aFfected Holder of the Bonds. In the event any of
29 the Bonds are called for redemption, written notice thereof will be given by first class mail
30 mailed not less than thirty (30) days prior to the redemption date to each Holder of Bonds to be
31 redeemed. In connection with any such notice, the "CUSIP" numbers assigned to the Bonds
32 shall be used.
33 Replacement or Notation of Bonds after Partial Redemption. Upon a partial
34 redetnption o£this Bond which results in the stated amount hereofbeing reduced, the Holder
35 may in its discretion make a notation on the panel provided herein of such redemption, stating
36 the amount so redeemed. Such notation, if made by the Holder, shall be for reference only, and
37 may not be relied upon by any other person as being in any way deterxninative of the principal
38 amount of the Bond outstanding, unless the Bond Registrar has signed the appropriate column of
39 the panel. Otherwise, the Holder may surrender this Bond to the Bond Registrar (with, if the
40 Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the
41 Issuer and Bond Registrar duly executed by the Holder thereof or his, her ar its attorney duly
42 authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall
43 authenticate and deliver to the Holder of such Bond, without service charge, a new Bond of the
Lp]
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same series having the same stated maturity and interest rate and of the authorized denomination
in aggregate principal amount equal to and in exchange for the unredeemed portion of the
principal of the Bond so surrendered.
Issuance• Purpose• General Obli�ation. This Bond is one of an issue in the total
principal amount of $3,630,000, all of like date of original issue and tenor, except as to number,
maturity, interest rate, denomination and redemption privilege, which Bond has been issued
pursuant lo and in flill conformity with the Constihition and laws of the State of Minnesota and
the Charter of the Issuer, and pursuant to a resolution adopted by the City Council of the Issuer
on March 28, 2001 (the "Resolution"), for the purpose of providing monay to finance the
construction of various street improvements in the City. This Bond is payable out of a special
accoiult relating to the Bonds in Uie General Obligation Special Assessments — Streets Debt
Seivice Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to
provide moneys for flie prompt and fuil payment of its principal, premium, if any, and interest
when the same become due, the full faith and credit and taxing powers of the Issuer have been
anct are hereby irrevocably pledged.
Denominations� Exchan�e Resolution. The Bonds are issuable originally only as
Glob�l Certificates in [iie denomination of the entire principal amount of the issue maturing on a
single date, or, if a porlion oFsaid principal amount is prepaid, said principal amount less the
prepayment. Global Certificates are not exchangeable for fully registered bonds of smaller
denominatious except to evidence a partial prepayment or in exchange for Replacement Bonds if
then �vlilable. Replacement Bonds, if made available as provided below, are issuable solely as
Cully registered bonds in the denominations of $5,000 and integral multiples thereof of a single
m�turity �nd are exchaugeable for fully registered Bonds of other authorized denominations in
equ11 aggregate principal amounts at the principal office of the Bond Registrar, but only in the
maimer and subject to the limitations provided in the Resolution. Reference is hereby made to
the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the
Resolution are on file in the principal office of the Bond Registrar.
[�11t:
Reullcement $onds. Replacement Bonds may be issued by the Issuer in the event
(a) the Depository shall resign or discontinue its services for the Bonds, and only
if lhe Iss�ter is unable to tocate a s�ibstitute depository within two (2) months following
the resignition or determination of non-eligibility, or
(b) upon a determination by the Issuer in its sole discretion that (1) the
continualion oC the boolo-entry system described in the Resolution, which precludes the
issulnce of certificates (other than Global Certificates) to any Holder other than the
Depositocy (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 beneficial owners of the Bonds that
they be able to obtain certificated bonds.
40 Transfer. This Bond shall be registered in the name of the payee on the books of
41 the Issuer by presenting this Bond for registration to the Bond Registrar, who will endorse his,
42 her or ils name and note the date of registration opposite the name of the payee in the certificate
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sa e ser�es having the same staced maturity and interest rate and of the authorized denominatio❑
in a regate principal amount equal to and in exchange for the unredeemed portion of the
nrinci I of the Bond so surrendered.
principal arr"�
maturity, inte
pursuant to a�
the Charter o1
on March 28,
construction c
Issuance; Purpose; General Obli ation. This Bond is one of an issue in the total
nt of $3,630,000, all of like date of original issue and tenor, except as to number,
;st rate, denomination and redemption privilege, which Bond has been issued
��j�n full conformity with the Constitution and laws of the State of Minnesota and
:he�ssuer, and pursuant to a resolution adopted by the City Council of the Issuer
:001.(�the "Resolution"), for the purpose of providing money to finance the
'variol�s street improvements in the City. This Bond is payable out of a special
account relating to the��onds in the General Obligation Special Assessments — Streets Debt
Service Fund of the Issu"�r. This Bond constitutes a general obligation of the Issuer, and to
provide moneys for the p�'ompt and full payment of its principal, premium, if any, and interest
when the same become due�, , the full faith and credit and taxing powers of the Issuer have been
and are hereby irrevocably pl�dged.
Denominations: �xchanga; Resolution. The Bonds are issuable originally only as
Global Certificates in the denomi�,ation of the entire principal amount of the issue maturing on a
single date, or, if a portion of said ��incipal amount is prepaid, said principal amount less the
prepayment. Global Certificates are�pot exchangeable for fully registered bonds of smaller
denominations except to evidence a pa ial prepayment or in exchange for Replacement Bonds if
then available. Replacement Bonds, if�ade available as provided below, are issuable solely as
fully registered bonds in tlie dcnominatiot� of $5,000 and integral multiples thereof of a single
maturity and are exchangeable for fully re� tered Bonds of other authorized denominations in
equal a6grebate principa! amounts at the prin ipal office of the Bond Registrar, but only in the
manner and subject to the limitations provided '� the Resolution. Reference is hereby made to
the Resolution for a description of the rights and �uties of the Bond Registrac Copies of the
Resolution are on file in the principal of6ce of the �ond Registrar.
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29 that:
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Replacement Bonds. Replacement Boil�ls may be issued by the Issuer in the event
(a) the Depository shall resign or discontini�� its services for the Bonds, and only
if the Issuer is unable to locate a substitute depository�within two (2) months following
the resignation or determinatioK of non- eligibility, or '�
(b) upon a determination by the Issuer in its sole �t�creti
continuation of the book-entry system described in the Resolutic
issuance of certificates (other than Global Certificates) to any'''�I�
Depository (or its nominee), might adversely affect the interest�
of the Bonds, or (2) that it is in the best interest of the beneficial
they be able to obtain certificated bonds.
i that (1) the
, which precludes the
9er other than the
the beneficial owners
wners of the Bonds that
40 Transfer. This Bond shall be registered in the name of the pay�* on the books of
41 the Issuer by presenting this Bond for registration to the Bond Registrar, who wii.� endorse his,
42 her or its name and note the date of registration opposite the name of the payee in i��ie certificate
1268796v2
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1 of registration attached hereto. Thereafter this Bond may be transferred by delivery with an
2 assignment duly executed by the Holder ar his, her ar its legal representatives, and the Issuer and
3 Bond Registrar may treat the Holder as the person exclusively entitled to exercise all the rights
4 and powers of an owner until this Bond is presented with such assignment for registration of
5 transfer, accompanied by assurance of the nature provided by law that the assignment is genuine
6 and effective, and until such transfer is registered on said books and noted hereon by the Bond
7 Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable
8 regulations of the Issuer contained in any agreement with, or notice to, the Bond Registrar.
9 Transfer of this Bond may, at the direction and expense of the Issuer, be subject to certain other
10 restrictious if required to qualify this Bond as being "in registered form" within the meaning of
11 Section 149(a) of the federal Internal Revenue Code of 1986, as amended.
12 Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum
13 sufficient to cover any tax or other governmental charge payable in connection with the transfer
14 or exchange of lhis Bond and any lega2 or unusual costs regarding transfers and lost Bonds.
15 Treatment of Registered Owner. The Issuer and Bond Registrar may treat the
16 person in whose name this Bond is registered as the owner hereof for the purpose of receiving
17 payment as herein provided (except as otherwise provided with respect to the Record Date) and
18 for all otlier purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the
19 Bond Registrar shall be affected by notice to the contrary.
20 Authentication. This Bond shall not be valid or become obligatory for any
21 purpose or be entitled to any security unless the Certificate of Authentication hereon shall have
22 been executed by the Bond Registrar.
23 Not Qualified Tax-Exempt Obli at� ions. The Bonds have not been designated by
24 the Issuer as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the federal
25 Internal Revenue Code of 1986, as amended. The Bonds do not qualify for such designation.
26 IT IS HERBBY CERTIFIED AND RECITED that all acts, conditions and things
27 required Uy tl�e Constitution and laws of the State of Minnesota and the Cfiarter of the Issuer to
28 be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been
29 done, have happened and have been performed, in regular and due form, time and manner as
30 required Uy law, and that this Bond, together with all other debts of the Issuer outstanding on the
31 date of original issue hereof and on the date of its issuance and delivery to the original purchaser,
32 does not exceed auy constitutional or statutary or Charter limitation of indebtedness.
33 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by
34 its City Council has caused this Bond to be executed on its behalf by the photocopied facsimile
35 signature of its Mayor, attested by the photocopied facsimile signature of its Clerk, and
36 countersigned by the photocopied facsimile signature of its Director, Office of Financial
37 Services, the official seal having been omitted as permitted by law.
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126879Gv2
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1 Date of Registration:
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5 BOND REGISI'RAR'S
6 C�RTIPICATE OF
7 AUTHENTICATION
8 This Bond is one of the
9 Bonds described in the
10 Resoltttiou mentioned
11 �vilhin.
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18 Bond Registrar
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AuYhorized Signahire
f:
Registrable by:
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
Generll OUligation Street Improvement Special Assessment Bond, Series 2001B, No. R-
t3
1268796v2
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I te of Registration:
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5 BOND REGIS�AR'S
6 CERTIFICATE �
7 AUTHENTICATI�N
8 This Bond is one of t
9 Bonds described in the
IO Resolution mentioned
11 within.
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IS ,
16 Bond Regisirar
Registrable by:
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
17 gy 'ounters�gned:
t8 Authorized Signature
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20 Direc or, Office of Financial
21 Servic �
22 �
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25 ''�
2G '�
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36 General Obligation Street Improvement Special Assessment Bond, Series 200
1268796v2
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No. R-T
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CERTIFICATE OF REGISTRATION
2
3 The transfer of ownership of the principal amount of the attached Bond may be made only by the
4 registered owner or his, her or its legal representative last noted below.
DATE OF SIGNATLIRE OF
REGISTRATION REGISTERED OWNER BOND REGISTRAR
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12G879Gv2
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REGISTER OF PARTIAL PAYMENTS
The principal amount of the attached Bond has been prepaid on the dates and in the amounts
noted below:
Date Amount Bondholder Bond Registrar
If a notation is made on this register, such notation has the effect stated in the attached Bond.
Parlial payments do not require the presentation of the attached Bond to the Bond Registrar, and
a Holder could fail to note the partial payment here.
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12G679Gv2
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ABBREVIATIONS
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The following abbreviations, when used in the inscription on the face of this Bond, shall
be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship
and not as tenants in common
UTMA - as custodian for
(Cust)
underthe
(Minor)
Uniform Transfers to Minors Act
(State)
Additional abbreviations may also be used
though not in the above list.
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ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the attached
4 Bond and does hereby irrevocably constitute and appoint
5 attorney to transfer the Bond on the books kept for the registration
6 thereof, with full power of substitution in the premises.
7 Dated:
8 Notice: The assignor's signature to this assignment must
9 correspond with the name as it appears upon the face of the
10 attached Bond in every particular, without alteration ar any
11 change whatever.
12 Siguature Guaranteed:
13
14 Sigttature(s) must be guaranteed by a national bank ar trust company or by a brokerage firm
15 l�aving a membership in one of the major stock exchanges or any other "Eligible Guarantor
16 Histit�ttion" as defined in 17 CFR 240.17Ad-15(a)(2).
17 The Bond Registrar will not effect transfer of this Bond unless the information
18 concerning the transferee requested below is provided.
19 Name aud Address:
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22 (Include information far all joint owners
23 if the Bond is held by joint account.)
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I2G879Gv2
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I B. Renlacement Bonds. If the City has notified Holders that Replacement Bonds
2 have beeu made available as provided in paragraph 6, then far every Bond thereafter transferred
3 or exchanged (including an exchange to reflect the partial prepayment of a Global Certificate not
4 previously exchanged for Replacement Bonds) the Bond Registrar shall deliver a certificate in
5 tl�e form of the Replacement Bond rather than the Global Certificate, but the Holder o£ a Global
6 Certificale shall not otherwise be required to exchange the Global Certificate for one or more
7 Replacement Bonds since the City recognizes that some beneficial owners may prefer the
8 convenience of the Depository's registerad ownership of the Bonds even though the entire issue
9 is no longer required to be in global book-entry form. The Replacement Bonds, together with the
10 Bond Registrar's Certificate of Authentication, the form of Assignment and the registration
11 information thereon, shall be in substantially the following form:
m
12G879Gv2
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INTEREST
RATE
%
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UNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
GENERAL OBLIGATION STREET IMPROVEMENT
SPECIAL ASSESSMENT BOND, SERIES 2001B
MATURITY DATE OF
DATE ORIGINAL ISSUE
April 1, 2001
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
CUSIP
KNOW ALL PERSONS BY THESE PRESENTS that the City of Saint Paul,
Ramsey County, Minnesota (the "Issuer" or "City"), certifies that it is indebted and for value
received promises to pay to the registered owner specified above, or registered assigns, in the
manner hereinafler set forth, the principal amount specified above, on the maturity date specified
above, tmless called for earlier redemption, and to pay interest thereon semiannually on March 1
and September 1 of each year (each, an"Interest Payment Date"), commencing September 1,
2001, at ihe rate per annum specified above (calculated on the basis of a 360-day year of twelve
30-day months) until the principal sum is paid or has been provided for. This Bond will bear
interest &•om tha most recent InYerest Payment Date to which interest has been paid or, if no
interest has been paid, from the date of original issue hereo£ The principal of and premium, if
any, on tl�is Bond are payable upon presentation and surrender hereof at the principal office of
, in ,
(the "Bond Registrar"), acting as paying agent, or any successar paying
agent duly lppointed by the Issuer. Interest on this Bond will be paid on each Interest Payment
Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder"
or "Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at
the address appearing thereon at the close of business on the fifteenth day of the calendar month
preceding such Interest Payment Date (the "Regular Record Date"). Any interest not so timely
paid shall cease to be payable to the person who is the Holder hereof as of the Regular Recard
Date, and shall be payable to the person who is the Holder hereof at the close of business on a
date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes
available for payment of the defaulted interest. Notice of the Special Record Date shall be given
to Bondholders not less than ten days prior to the Special Recard Date. The principal of and
premittm, if any, and interest on this Bond are payable in lawful money of the United States of
America.
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1 REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF
2 THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL
3 FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE.
4 IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things
5 required by the Constihrtion and laws of the State of Minnesota and the Charter of the Issuer to
6 be done, to happen and to be performed, precedent Yo and in the issuance of this Bond, have been
7 done, have happened and have been performed, in regular and due form, time and manner as
8 required by law, and that this Bond, together with all other debts of the Issuer outstanding on the
9 date of origival issue hereof and on the date of its issuance and delivery to the original purchaser,
10 does not exceed any constitutional or statutory or Charter limitation of indebtedness.
I 1 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by
12 its City Council has caused this Bond to be executed on its behalf by the original or facsimile
13 signature of its Mayor, attested by the original or facsimile signatare of its Clerk, and
14 countersigned by the original or facsimile signature of its Director, Office of Financial Services,
15 the offtcial seal having been omitted as permitted by law.
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Date of Registration:
BOND REGISTRAR'S
CERTIFICATE OF
AUTHENTICATION
This Bond is one of the
Bonds described in the
Resolution menCioned
wiYhin.
Bond Registrar
By
Authorized Signature
12G879Gv2
Registrable by:
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
21
DI-�la
1 ate of Registration;
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Registrable by:
Payable at:
5 BOND REGIS 'S
6 CERTIFICATE F
7 AUTHENTICATI N
8 This Bond is one of e
9 Bonds described in th
10 Resolution mentioned
11 within.
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IS ,
16 Bond Registrar
17 By
18 Authorized Signature
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1268796v2
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
, Office of Financial
21
�._ ..--- .. . . . . _ ,_,._ __..
O\`� \9
] ON REVERSE OF BOND
2 Date o£Pavment Not Business Dav. If the date for payment of the principal of,
3 premium, if any, or interest on this Bond shall be a Saturday, Sunday, legal holiday or a day on
4 which banking institutions in the City of New York, New York, or the city where the principal
5 office of the Bond Registrar is located are authorized by law ar executive order to close, then the
6 date for such payment shall be the next succeeding day which is not a Saturday, Sunday, legal
7 holiday or a day on which such banking institutions are authorized to close, and payment on such
8 date sltall have the same force and effect as if made on the nominal date of payment.
9 Redem�tion. All Bonds of this issue (the "Bonds") maturing after March 1, 2009,
10 are subject to redemption and prepayment at the option of the Issuer on such date and on any day
11 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
12 Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
13 prepaid in sttch order of ma�urify and in such amount per maturity as the City shall determine;
14 and if only part of the Bonds having a common maturity date are called for prepayment, the
15 specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions
16 thereof called for redemption shall be due and payable on the redemption date, and interest
17 thereon sl�all cease to accrue from and after the redemption date.
18 Notice of Redemption. Mailed notice of redemption shall be given to the paying
19 ageut (if other than a City officer) and to each affected Holder of the Bonds. In the event any of
20 the Bonds are called for redemption, written notice thereof will be given by first class mail
21 mailed not less than thirty (30) days prior to the redemption date to each Holder of Bonds to be
22 redeemed. Hi connection with any such notice, the "CUSIP" numbers assigned to the Bonds
23 shall be used.
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
Selection of Bonds for Redemption. To effect a partial redemption of Bonds
having a common maturity date, the Bond Registrar shall assign to each Bond having a common
maturity date a distinctive number for each $5,000 of the principal amount of such Bond. Tha
Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in
its discreCion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each
uumber, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be
redeeuied shall be the Bonds to which were assigned numbers so selected; provided, however,
that only so much of the principal amount of such Bond of a denomination of more than $5,000
shall be redeemed as shall equai $5,000 for each number assigned to it and so selected. If a
Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the
Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactary to the
Issuer and Bond Registrar duly executed by the Holder thereof or his, her ar its attorney duly
aut$orized iii wrifing) and the Issuer shall execute (if necessary) and the Bond Iiegistrar shall
authenlicate and deliver to the Holder of such Bond, without service charge, a new Bond or
Bonds of the same series having the same stated maturity and interest rate and of any authorized
denomination or denominations, as requested by such Holder, in aggregate principal amount
equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered.
Issuance• Purpose• General Obli�ation. This Bond is one of an issue in the total
principal amow�t of $3,630,000, all of like date of ariginal issue and tenor, except as to number,
22
12G8796v2
o�- 'i c°
1 maturity, interest rate, denomination and redemption privilege, which Bond has been issued
2 pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and
3 the Charter of the Issuer, and pursuant to a resolution adopted by the City Council of the Issuer
4 on March 28, 2001 (the "Resolution"), for the purpose of providing money to finance the
5 construction of various street improvements in the City. This Bond is payable out of a special
6 account relating to the Bonds in the General Obligation Special Assessments — Streets Debt
7 Service Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to
8 provide moneys far the prompt and full payment of its principal, premium, if any, and interest
9 when the same become due, the full faith and credit and taxing powers of the Issuer have been
10 and are hereby irrevocably pledged.
11 Denominations• Exchan�e; Resolution. The Bonds are issuable solely as fully
12 registered bonds in the denominations of $5,000 and integral multiples thereof of a single
13 maturity and are exchangeable for fully registered Bonds of other authorized denominations in
14 equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the
15 mattner and subject to the limitations provided in the Resolution. Reference is hereby made to
16 the Resohition for a descripYion of the rights and duties of the Bond Registrar. Copies of the
17 Resolution are on file in the principal offica of the Bond Registrar.
18 Transfer. This Bond is transferable by the Holder in person or by his, her or its
19 attorney duly authorized in writing at the principal office of the Bond Registrar upon
20 presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions
21 provided in the Resolution and to reasonable regulations of the Issuer contained in any
22 agreeuient with, or notice to, the Bond Registrar. Thereupon the Issuer shall execute and the
23 Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully
24 registered Bonds iu the name of the transferee (but not registered in blank or to "bearer" ar
25 similar designation), of au authorized denomination or denominations, in aggregate principal
26 amount equal to the principal amount of this Bond, of the same maturity and bearing interest at
27 the sa�ne rate.
28 Fees u�on Transfer or Loss. The Bond Registrar may require payment of a sum
29 sufficient to cover any tax or other governmental charge payable in connection with the transfer
30 or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds.
31 Treatment of Re�istered Owner. The Issuer and Bond Registrar may treat the
32 person in whose name this Bond is registered as the owner hereof for the purpose of receiving
33 payment as herein provided (except as otherwise provided on the reverse side hereof with respect
34 to the Record Date) and for all other purposes, whether or not this Bond shall be overdae, and
35 neiLher the Issuer nor the Bond Registrar shall be affected by notice to the contrary.
36 Authentication. This Bond shall not be valid or become obligatory for any
37 purpose or be entitled to any security unless the Certificate of Authentication hereon shall have
38 been executed by the Bond Registrar.
39 Not Oualified Tax-Exempt Obli atg ions. The Bonds have not been designated by
40 the Issuer as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the federal
41 Inteinal Revenue Code of 1986, as amended. The Bonds do not qualify for such designation.
23
126879Gv2
o�-'��o
i
ABBREVIATIONS
2 The following abbreviations, when used in the inscription on the face of this
3 Bond, shall be construed as though they were written out in full according to applicable laws or
4 regulations:
5
G
7
8
9
10
11
12
13
14
15
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship
and not as tenants in common
UTMA - as custodian for
(Cust)
underthe
(Minor)
Uniform Transfers to Minors Act
(StaYe)
Additional abbreviations may also be used
though not in the above list.
24
12G8796v2
o�-� �o
ASSIGNMENT
2 For value received, the undersigned hereby sells, assigns and transfers unto
� the within
4 Bond and does hereby irrevocably constitute and appoint attorney to
5 transfer the Bond on the books kept far the registration thereof, with full power of substitution in
G the premises.
Dated:
8 Notice: The assignor's signature to this assignment must correspond with
9 the name as it appears upon the face of the within Bond in every
10 particular, without alteraYion or any ehange whatever.
11 Signature Guaranteed:
if►.1
13 Signature(s) must be guaranteed by a national bank or trust company ar by a brokerage firm
14 l�aving a membership in one of the major stock exchanges or any other "Eligible Guarantor
15 Institution" as defined in 17 CFR 240.17Ad-15(a)(2).
16 The Bond Registrar will not effect transfer of this Bond unless the information
17 concerning the transferee requested below is provided.
18 Name and Address:
19
20
21 (Inciude information for all joint owners
22 if the Bond is held by joinY account.)
25
12G879Gv2
O\ � 1 �o
L!
6
7
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
10. Execution The Bonds shall be executed on behalf of the City by the
signatures of its Mayor, Clerk and Director, Office of Financial Services, each with the effect
noted on the forms of the Bonds, and be sealed with the seal of the City; provided, however, that
the seal of the City may be a printed or photocopied facsimile; and provided further that any of
sucl� signatures may be printed or photocopied facsimiles and the corparate seal may be omitted
on the Bonds as permitted by law. In the event of disability or resignation or other absence of
any such officer, the Bonds may be signed by the manual or facsimile signature of that officer
who tnay �tct on behalf of such absent or disabled officer. In case any such officer whose
siguature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer
before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and
sufficient for all purposes, the same as if he or she had remained in office until delivery.
11. Authentication; Date of Registration. No Bond shall be valid ar obligatory
for aziy purpose or be entitled to any security or benefit under this resolution unless a Certificate
of Autheutication on such Bond, substantially in the form hereinabove set forth, shall have been
duly executed by an authorized representative of the Bond Registrar. Certificates of
Authentication on difPerent Bonds need not be signed by the same person. The Bond Registrar
shall authenticate the signatures of of£icers of the City on each Bond by execution of the
Certificate of Authentication on the Bond and by inserting as the date of registration in the space
provided the date on which the Bond is authenticated. For purposes of delivering the original
Global Ceriificates Yo the Purchaser, the Bond Registrar sha11 insert as the date of registration Yhe
date of original issue, which date is April 1, 2001. The Certificate of Authentication so executed
on each Bond sl�all be conclusive evidence that it has been authenticated and delivered under this
resolution.
24 12. Resistration; Transfer; Exchange. The City will cause to be kept at the
25 principal office of the Bond Registrar a bond register in which, subject to such reasonable
26 regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the
27 registration of Bonds and the registration of transfers of Bonds entitled to be registered ar
28 transferred as herein provided.
29
30
31
32
33
34
35
36
37
38
39
40
41
42
A Global Certificate shall be registered in the name of the payee on the books of
the Bond Registrar by presenting the Globa] Certificate for registration to the Bond Registrar,
who will endorse his or her name and note the date of registration opposite the name of the payee
in the certificate of registration on the Global Certificate. Thereafter a Global Certificate may be
transferred by delivery with an assignment duly executed by the Holder or his, her or its legal
representative, and the City and Bond Registrar may treat the Holder as the person exclusively
entitled to exercise all the rights and powers of an owner until a Global Certificate is presented
wit7i such assigument for registration of transfer, accompanied by assurance of the nature
provided by law that the assignment is genuine and effective, and until such transfer is registered
on said books and noted thereon by the Bond Registrar, all subject to the terms and conditions
provided in the Resolution and to reasonable regulations of the City contained in any agreement
with, or notice to, the Bond Registrar.
Transfer of a Global Certificate may, at the direction and expense of the City, be
subject to other restrictions if required to qualify the Global Certificates as being "in registered
26
126879Gv2
O\�31'
1 foim" within the meaniug of Section 149(a) of the federal Intemal Revenue Code of 1986, as
2 amended.
3 If a Global Certificate is to be exchanged for one ar mare Replacement Bonds, all
4 of the principal amount of the Global Certificate shall be so exchanged.
5 Upon surrender for transfer of any Replacement Bond at the principal office of
6 the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall
7 autltenticate, insert the date of registration (as provided in paragraph 11) of, and deliver, in the
8 natne of the designated transferee ar transferees, one or more new Replacement Bonds of any
9 authorized denomination or denominations of a like aggregate principal amount, having the same
10 stated maturity and interest rate, as requested by the transferor; provided, however, that no bond
11 may be registered in blank or in the name of "bearer" or similar designation.
12 At the option of the Holder of a Replacement Bond, Replacement Bonds may be
13 exchanged for Replacement Bonds of any authorized denomination or denominations of a like
14 aggregate priucipal amouiit and stated maturity, upon surrender of the Replacement Bonds to be
15 exchanged at the principal office of the Bond Registrar. Whenever any Replacement Bonds are
I6 so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall
17 authenticate, insert the date of registration of, and deliver the Replacement Bonds which the
18 Holder making the exchange is entitled to receive. Global Certificates may not be exchanged far
19 Global Certificates of smaller denominations.
20 All Bonds surrendered upon any exchange or transfer provided for in this
21 resolution shall be promptly cancelled by the Bond Registrar and thereafter disposed of as
22 directed by the City.
23 All Bonds delivered in exchange for or upon transfer of Bonds shall be valid
24 general obligations of the City evidencing the same debt, and entitled to the same benefits under
25 this resolution, as the Bonds surrendered for such exchange or transfer.
26 Every Bond presented or surrendered for transfer or exchange shall be duly
27 endorsed or be accompanied by a written instnunent of transfer, in form satisfactory to the Bond
28 Regisirar, duly executed by the Holder thereof or his, her or its attorney duly authorized in
29 writing.
30 The Bond Registrar may require payment of a sum sufFicient to cover any tax or
31 other governmental charge payable in connection with the transfer or exchange of any Bond and
32 1ny legal or unusual costs regarding transfers and lost Bonds.
33 Transfers shall also be subject to reasonable regulations of the City contained in
34 any agreement with, or notice to, the Bond Registrar, including regulations which permit the
35 Bond Registrar to close its transfer books between record dates and payment dates.
36 13. Rights Upon Transfer or Exchanae. Each Bond delivered upon transfer of
37 or in exchange far or in lieu of any other Bond shall carry all the rights to interest accrued and
38 unpaid, and to accrue, which were carried by such other Bond.
27
12G879Gv2
ot-� ��
1 14. Interest Payment; Record Date. Interest on any Global Certificate shall be
2 paid as provided in the first paragraph thereof, and interest on any Replacement Bond shall be
3 paid on each Interest Payment Date by check or draft mailed to the person in whose name the
4 Bond is registered (the "Holder") on the registration books of the City maintained by the Bond
5 Registrar, and in each case at the address appearing thereon at the close of business on the
6 fifteenth (151h) day of the calendar month preceding such Interest Payment Date (the "Regular
7 Record Date"). Any such interest not so timely paid shall cease to be payable to the person who
8 is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the
9 Holder thereof at tl�e close of business on a date (the "Special Record Date") fixed by the Bond
10 Registrar whenever money becomes available for payment of the defaulted interest. Notice of
I 1 the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten
12 (10) days prior to the Special Record Date.
13 15. Holders• Treatment ofRe�istered Owner; Consent ofHolders.
14 (A) For the purposes of all actions, consents and other matters affecting Holders of the
15 Bonds, other than pa}nnents, redemptions, and purchases, the City may (but shall not be
16 obligated to) treat as the Holder of a Bond the beneficial owner of the Bond instead of tha person
17 in whose name the Bond is registered, For that purpose, the City may ascertain the identity of
18 the beiieficial owner of the Bond by such means as the Bond Registrar in its sole discretion
19 deems appropriate, including but not limited to a certificate from the person in whose name the
20 Bond is registered identifying such beneficial owner.
21 (B) The City and Bond Registrar may treat the person in whose name any Bond is
22 registered as the owner of such Bond for the purpose of receiving payment of principal of and
23 premiutn, if any, and interest (subject to the payment provisions in paragraph 14 above) on, such
24 Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and
25 neither the City nar the Bond Registrar shall be affected by notice to the contrary.
26 (C) Any consent, request, direction, approval, objection or other instrument to be signed
27 and executed by the Holders may be in any number of concurrent writings of similar tenor and
28 must Ue signed or executed by such Holders in person or by agent appointed in writing. Proof of
29 the execution of any such consent, request, direction, approval, objection or other instrument or
30 of the writiug appointing any such agent and of the ownership of Bonds, if made in the following
31 manner, shall be suf£icient for any of the purposes of this Resolution and shall be conclusive in
32 favor of tlte City with regard to any action taken by it under such request or other instrument,
33 uamely:
34 (1) The fact and date of the execution by any person of any such writing may be
35 proved by the certificate of any officer in any jurisdiction who by law has power to take
36 acicnowledgments within such jurisdiction that the person signing such writing
37 acknowledged before him or her the execution thereof, or by an affidavit of any witness
38 to such execution.
39 (2) Subject to the provisions of subparagraph (A) above, the fact of the
40 ownership by any person of Bonds and the amounts and numbers of such Bonds, and the
41 date of the holding of the same, may be proved by reference to the bond register.
�
12G879Gv2
OL--���
1 16. DeliverV Application of Proceeds. The Global Certificates when so
2 prcpared �nd exccuted shall be delivered by the Director, Office of Financial Services, to the
3 Purchlser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the
4 proper application thereof.
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
17. Funds. There is hereby created a special fund to be designated the "2001
Clpital Projects Pund" (mimbered C-Ol, the "Capital Fund"), to be administered and maintained
by the City Treasurer as a bookkeeping account separate and apart from all other accounts
maiutained in tlte official financial records of the City. There has been heretofore created and
established the "General Obligation Special Assessments -- Streets Debt Seroice Fund"
(numbered 963, the "DeUt Service Fund"). The Capital Fund and Debt Service Fund shall be
maintained in the manner herein specified until all of the Bonds and the interest thereon have
beeu fully paid.
(i) Caoital Fund. To the Capital Fund there shall be credited the proceeds of
the sale of the Bonds, less accrued interest received thereon, and less any amount paid for
Qle Bonds in excess of $3,593,700. From the Capital Fund there shall be paid all costs
1nd expenses of making the Improvements listed in paragraph 18, after they have been
ordered in accordance with the Charter of the City, including the cost of any construction
contracts heretofore let and all other costs incuned and to be incurred of the kind
auQlorized in Minnesota Statutes, Section 475.65 (including interest on the Bonds
plyable during the construction period); and the moneys in the Capital Fund shall be used
for uo other purpose except as otherwise provided by law; provided that the proceeds of
the Bonds may also be used to the extent necessary to pay interest on the Bonds due priar
to the anticipated date of commencement of the collection of taxes or special assessments
herein covenanted to be levied; and provided further that if upon completion of the
Improvements there shall remain any unexpended balance in the Capital Fund, the
balance may be transferred by the Council to the fund of any other improvement
institufed pursuant to the City's Charter or Minnesota Statutes, Chapter 429, or used to
pay the costs of any other purpose permitted by law, or transferred to the Debt Service
Fund. All earnings on the Capital Fund shall be transferred to the Debt Service Fund, ar
m1y be retained in the Capital Fund.
(ii) Debt Service Fund. There is hereby pledged and there shall be credited to
a special account relating to the Bonds in the Debt Service Fund: (a) collections of
special lssessments herein covenanted to be levied, to the extent provided in paragraph
19; (b) all accrued interest received upon delivery of the Bonds; (c) all funds paid for the
Bonds in excess of $3,593,700; (d) any collections of all taxes which are levied herein, or
which may hereafter be levied in the event that the special assessments herein pledged to
the p�yment of the Bonds and interest thereon are insufficient therefor, (e) all funds
remaining in tlle Capital Fund after completion of the Improvements and payment of the
costs thereof, not so transferred to the account of another improvement or used to pay the
costs of any olher purpose permitted by law; and ( fl all investment earnings on moneys
held in such special account in the Debt Service Fund or on moneys held in the Capital
Pund. If moneys in the special account of the Debt Service Fund should ever be
insufficient to pay debt service on the Bonds, the Bonds shall be paid from the Debt
Setvice Fund or any other special account therein, and the Bonds are hereby made
29
12G879Gv2
16. Delivery; Application of Proceeds, The Global Certificates when so
2 prepared and executed shall be deliver�d by fHe Director, Office of Financial Services, to the
3 Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the
4 oper application thereof.
8
9
10
11
12
13
24
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
17. Funds. There is hereby created a special fund to be designated the "2001
Capita rojects Fund" (numbered C-Ol, the "Capi.tal Fund"), to be administered and maintained
by the Ci Treasurer as a bookkeeping account separate and apart from all other accounts
maintained ' the official financial records of the City. There has been heretofore created and
established t"General Obligation Special Assessments -- Streets Debt Service Fund"
(numbered 9G3, the "Debt Service Fund"). Thetapital Fund and Debt Service Fund shall be
maintained in the anner herein specified until all of the Bonds and the interest thereon have
been fully paid. '
(i) apital Fund. To the Capital Fund there shall be credited the proceeds of
the sale of the B ds, less accrued interest received Thereon, and less any amount paid for
the Bonds in exce of $3,593,700. From the Capital Fund there shall be paid all costs
and expenses of ma 'ng the Improvements listed in paragraph 18, after they have been
ordered in accordance ith the Charter of the City, including the cost of any construction
contracts heretofore let d all other costs incurred and to be incurred �of the kind
authorized in Minnesota �(�atutes, Section 475.65 (including interest on the Bonds
payable during the construcG{'on period); and the moneys in the Capital Fund shall be used
for no other purpose except a'� otherwise provided by law; provided that the proceeds of
the Bonds may also be used to� extent necessary to pay interest on the Bonds due prior
to the anticipated date of comme Eemeiat of the collection of taxes or special assessments
herein covenanted to be levied; anc��.provided further that if upon completion of the
Improvements there shall remain an�e�unexpended balance in the Capital Fund, the
balance may be transferced by the Couttcil to the fund of any other improvement
instituted pursuant to the City's Charter o�Minnesota Statutes, Chapter 429, or used to
pay the costs of any other purpose permitte�i by law, or transferred to the Debt Service
Fund. All earnings on the Capital Fund shal'�be transferred to the Debt Service Fund, or
may be retaincd in the Capital Fund. ���
(ii) Debt Service Fund. There is herel�y pledged and there shall be credited to
a special account relating to the Bonds in the Debt 5ervice Fund: (a) collections of
special assessments herein covenanted to be levied, t��the extent provided in paragraph
19; (b) all accrued interest received upon delivery of tl% Bonds; (c) all funds paid for the
Bonds in excess of $3,593,700; (d) any collections of al�'taxes which are levied herein, or
which may hereafter be levied in the event that the special�=�ssessments herein pledged to
the payment of the Bonds and interest thereon are insufficietat therefor; (e) all funds
remaining in the Capital Fund after completion of the Improv��nents and payment of the
costs thereof, not so transferred to the account of another improuement or used to pay the
costs of any other purpose permitted by law; and (� all investmeri�
held in such special account in the Debt Service Fund or on moneys�
Fund. If moneys in the special account of the Debt Service Fund sho
insufficient to pay debt service on the Bonds, the Bonds shall be paid
Service Fund or any other special account therein, and the Bonds are
1268796v2
29
igs on moneys
in the Capital
ever be
m the Debt
:�iv made
p\—'3\O
payable from the Debt Service Fund and any other special accounts therein for this
purpose. Amounts drawn from the Debt Service Fund or any special account therein may
be repaid with or without interest when moneys suFficient for such repayment are
deposited in the special account relating to the Bonds in the Debt Service Fund.
9
10
11
12
13
14
IS
16
17
18
19
20
21
22
23
24
25
The special account relating to the Bonds in the Debt Service Fund shall be used
solely to pay the principal and interest and any premiums for redemption of the Bonds and any
other general obligation bonds of the City hereafter issued by the City and made payable from
sttch special account in the Debt Service Fund as provided by law, or to pay any rebate due to the
United States. No portion of the proceeds of the Bonds shall be used directly or indirectly to
acquire higher yielding investments or to replace funds which were used directly or indirectly to
acquire higher yielding investments, except (1) for a reasonable temporary period until such
proceeds are needed for the purpose for which the Bonds were issued, and {2) in addition to the
above in au ainount not greater than five percent (5%) of the proceeds of the Bonds. To this
effect, any sttms from time to time held in the Capital Fund or in such special account in the Debt
Service Fund (or uiy other City fund or account which will be used to pay principal or interest to
become due on the bonds payable therefrom) in excess of amounts which under then-applicable
federal arbitrage regulations may be invested without regard as to yield shall not be invested at a
yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such
investtneiits after taking inio account any applicable "temporary periods" ar"minor portion"
made available under the federal arbitrage regulations. In addition, the proceeds of the Bonds
and money in the Capital Fund ar in such special account in the Debt Service Fund shall not be
invested in obligalions or deposits issued by, guaranteed by or insured by the United States or
any agency or instrumentllity thereof if and to the extent that such investment would cause the
Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the federal Internal
Reve�uie Code of 1986, as amended (the "Code").
26 18. Assessments Covera�e Test. The City Council has heretofore
27 detei�nined, and does hereby determine, to proceed with the Improvements and special
28 assessments with respect thereto under the provisions of the Charter of the City, rather than the
29 provisions of Minnesota Statutes, Chapter 429.
30
31
32
33
34
35
36
3'1
38
39
40
4I
42
43
44
Tt is hereby determined that no less than twenty percent (20%) of the cost to the
City of each Improvement financed hereunder within the meaning of Minnesota Statutes, Section
475.58, Subdivision 1(3), shall be paid by special assessments to be levied against every
assessable lot, piece and parcel of land benefitted by the Improvements. The City hereby
covenanCs and agrees that iC will let all constniction contracts not heretofore let within one year
after ordering each Improvement financed hereunder unless the resolution ordering the
Improvement specifies a different time limit for the letting of construction contracts and wiil do
and perform, as soon as they may be done, all acts and things necessary for the final and valid
levy of such special assessments, and in the event that any such assessment be at any time held
invalid with respect to any lot, piece or parcel of land due to any error, defect, or irregularity, in
any action or proceedings taken or to be taken by the City or this Council or any of the City
officers or employees, either in the making of the assessments or in the performance of any
condition precedent thereto, the City and this Council will forthwith do all further acts and take
all further proceedings as may be required by law to make the assessments a valid and binding
]ien upon such property.
30
126879Gv2
���3\
� The special assessments have not heretofore been authorized, and accordingly, for
2 purposes of Mimiesota Statutes, Section 475.55, Subdivision 3, the special assessments are
3 hereby authorized. Subject to such adjustments as are required by conditions in existence at the
4 time the assessments 1re levied, the assessments are hereby authorized and it is hereby
5 determined th�t tlle assessments shall be payable in equal, consecufive, annual installments, with
6 general taxes for fhe years shown below aud with interest on the declining balance of all such
7 assessments at a rate per anmim approximately one percent (1%) per annum in excess of the net
8 effective rate of interest on the Bonds:
Tmprovemenl
Desi�nation
CaselI-Iazelwood
TUiapp/Hillside
Charles/Griggs
Fifth/Kennard
Page/Manoiltin
TOTAL
Amount
$ 926,000
830,000
489,000
867,000
518,000
$3,630,000
LevyYears
2001-2020
for all
Years
2002-2021
for all
) The special assessments shall be such that if collected in full they, together with
10 estimate<t collections of other revenues hereiv pledged for tha payment of the Bonds, will
1 1 produce at least five percent (5%) in excess of the amount needed to meet when due the principal
12 1nd interest payments on the Bonds in every year except the final year (2013). At the time the
13 assessments are in fact levied the City Council shall, based on the then-current estimated
14 collections of the assessments, make any adjustments in any ad valorem taxes required to be
15 levied in order to assure that the City continues to be in compliance with Minnesota Statutes,
1G Section 475.61, Subdivision 1.
1'7 19. Limit on Special Assessments Pled�ed. The City Council hereby finds,
18 determines �tnd declares that the payment of the Bonds does not require the pledge of all the
19 special �ssessments which may be levied with respect to the Tmprovements identified in
20 paragraplZ 18, and that it is necessary, proper and expedient to provide that payments and
21 prepayments of special assessments in excess of the debt service requirements of the Bonds be
22 put to use for other purposes sooner than upon the termination of the Debt Service Fund. Only
23 $3,630,000 original principal amount of the special assessments (which amoLmt is the "Pledged
24 Assessments"), and interest thereon, recognized in paragraph 18 of this Resolution (of which
25 $720,367 tve necessary prior to their scheduled receipt in order to pay debt service on the Bonds
2G on March l, 2002) are or shall be pledged to the payment of the Bonds, and payments of, or with
27 respect lo, such special assessments in excess o£the Pledged Assessments shall be credited
28 instead to a spccial account in the Capital Fimd, and used for the purpose of paying any
2) additionll costs of the Improvements and the costs of other improvements approved by the City,
30 as follows: (a) the first $720,367 of all prepayments of special assessments recognized in
31 paragraph 18 shall be credited to the Debt Service Fund, (b) thereafter until such time as the
32 special �ssessments from time to time outstanding equal in original principal amount the Pledged
33 Assessments or less, prepayments of any of the special assessments recognized in paragraph 18
34 shall Ue treated as prepayments of the portion of the special assessments not pledged to the
35 Bonds and shall be credited instead to said special account of the Capital Fund, and used as
31
i zea�ev�z
!�/�3/�
1 The special assessments have not heretofore been authorized, and accordingly, for
2 purpos of Minnesote Statutes, Section 475.55, Subdivision 3, the special assessments are
3 hereby a orized. Subject to such adjustments as are required by conditions in existence at the
4 time the as ssments are levied, the assessments are hereby authorized and it is hereby
5 determined t at the assessments shall be payable in eyual, consecutive, annual installments, with
6 general taxes r the years shown below and with interest on the declining balance of all such
7 assessments at a ate per annum approximately one percent (1 %) per annum in excess of the net
8 effective rate of i'terest on the Bonds:
Desi ng ation
ICnapp/Hillside
Charles/Griggs
Fifth/Kennard
Page/Manomin
TOTAL
10
11
12
13
14
15
1G
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
Amount Levv Years Years
$ 926,000
830,000
489,000
867,000
518.000
2001-2020 2002-2021
for all for all
The special assessments��all be such that if collected in full they, together with
estimated collections of other revenues h K�ein pledged for the payment of the Bonds, will
produce at least five percent (5%) in excessF�f the amount needed to meet when due the principal
and interest payments on the Bonds in every qe
assessments are in fact levied the City Counci��
collections of the assessments, make any adjust
levied in order to assure that the City continues
Section 475.G1, Subdivision 1.
except the final year (2013). At the time the
all, based on the then-current estimated
�nts in any ad valorem taxes required to be
�e in compliance with Minnesota Siatutes,
19. Limit on S�ecial Assessments }�led�ed. The City Council hereby finds,
determines and declares that the payment of the Bonds`�oes not require the pledge of all the
special assessments which may be levied with respect to�'(he Improvements identified in
paragraph 18, and that it is necessary, proper and expedieri�,to provide that payments and
prepayments of special assessments in excess of the debt se`itvice requirements of the Bonds be
put to use for other purposes sooner than upon the terminatioi�,of the Debt Service Fund. Only
$3,G30,000 original principal amount of the special a§sessmenfr�(which amount is the "Pledged
Assessments"), and interest thereon, recognized in paragraph 1 S� f this Resolution (of which
$ are necessary prior to their scheduled receipt in o�er to pay debt service on the
Bonds on March 1, 2002) are or shall be pledged to the payment of t�e Bonds, and payments of,
or with respect to, such special assessments in excess of the Pledged i�ssassments shall be
credited instead to a special account in the Capital Fund, and used for t�l��purpo;
additional costs of the Improvements and the costs of other improvement�s�apprc
as follows: (a) the first $ of all prepayments of special asgess
recognized in paragraph 18 shall be credited to the Debt Service Fund, (b) th�r�e�
time as the special assessments from time to time outstanding equal in original �
the Pledged Assessments or less, prepayments of any of the special assessments
paragraph 18 shall be treated as prepayments of the portion of the specia] assess
pledged to the Bonds and sNall be credited instead to said special account of the
12G679Gv2
31
ofpaying any
;d by the City,
until such
ipal amount
gnized in
s not
Yal Fund,
.�
,�
�\���LU
1 provided above, and (c) while the special assessments from tima to time outstanding equal in
2 original principal amounf the Pledged Assessments ar mare, regular installment payments made
3 on the Pledged Assessments only (not all of the special assessments) shall be credited to the Debt
4 Service Ptuld, and regular installment payments on that portion, if any, of the remaining
5 assessments in excess oCthe Pledged Assessments shall be credited to said special account ofthe
G Capi[al Funcl, and used as provided above.
7 20, Tax Levv' Covera�e Test. If taxes are levied as provided in the final part
8 of p flf�l�fSpll I H , dle tax levies shall be irrepealable so long as any of the Bonds are outstanding
9 and unpaid, provided th11 [ha City reserves the right and power to reduce the levies in the manner
] 0 and to the extent permitted by Minnesota Statutes, SecCion 475.61, Subdivision 3.
1 1 To provide moneys for payment of the principal and interest on the Bonds due to
12 Ue paid in 2013 there is hereby levied upon all of the taxable property in the City a direct annual
l3 nd valorem tax which shall be spread upon the tax rolls and collected with and as part of other
14 general property taxes in the City for the years and in the amounts as follows:
15 Year of Tax Year of Tax
16 Lev,L Collection Amount
1� 2011 20I2 $1,496,616
1 g The tax levies are such that if collected in full Chey, together with estimaCed
19 collections of special assessments and other revenues herein pledged for the payment of the
20 Bonds, will produce at least five percent (5%) in excess of the amount needed to meet when due
21 the principll and interest payrnents on the Bonds. The tax levies shall be irrepealable so long as
22 any of die Bonds are outstanding and unpaid, pc•ovided Yhat the City reserves the right and power
23 to reduce the levies in the manner and to the extent permitted by Minnesota Statutes, Section
24 475.61, Subdivision 3.
2$ 21. General Obliaation Pledge. For the prompt and full payment of the
26 principal �nd interest on the Bonds, as the same respectively become due, the full faith, credit
27 and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the
28 special �ccoimt relaling to the Bonds in the Debt Service Fund (as defined in paragraph 17
29 hereo� is ever insufPicient to pay all principal and interest then due on the Bonds payabla
30 ther•efrom, the deficiency shall be promptly paid out of any other funds of the City which are
31 �vailable for sucl� purpose, including the general fund of the City and the Debt Service Fund and
32 the special accounts therein, and such other funds may be reimbursed with or without interest
33 from the specia] accotml in the Debt Service Fund relating to the Bonds when a sufficient
34 ballnce is available therein.
35 22. Certificate of Registration. The Director, Office of Financial Services, is
36 hereUy directed to file a certified copy of this Resolution with the officer of Ramsey County,
37 Minnesola, performing the functions of the county auditor (the "County Auditor"), together with
38 such other information as the Co�mty Auditor shall require, and to obtain the Cotmty Auditor's
39 certiGcate that d1e Bonds have been entered in the County Auditor's Bond Register, and that the
40 tax levy required by law has been made.
32
12G879GV2
4/-.�i�
C!
0
and used as provided above, and (c) while the special assessments from time to time outstanding
equal in original principal amount the Pledged Assessments or more, regular installment
payments made on the Pledged Assessments only (not all of the special assessments) shall be
credited to the Debt Service Fund, and regular installment payments on that portion, if any, of
�l�e remaining assessments in excess of the Pledged Assessments shall be credited to said special
ac�ount of the Capital Fund, and used as provided above.
7 �� 20. Tax Levy: Coveraae Test. If taxes are levied as provided in the final part
8 of paragraph 18, the tax levies shall be irrepealable so long as any of the Bonds are outstanding
9 and unpai,d, provided that the City reserves the right and power to reduce the levies in the manner
10 and to the��Ctent permitted by Minnesota Statutes, Section 475.61, Subdivision 3.
\
11 \ �'o provide moneys for payment of the principal and interest on the Bonds due to
12 be paid in 2013 there is hereby levied upon all of the taxable property in the City a direct annual
13 ad valorem tax wRich shall be spread upon the tax rolls and collected with and as part of other
14 general property taze�s in the City for the years and in the amounts as follows:
1S
16
17
Yaar of T
Levv
2011
Year of Tax
Coltection
Amount
]8
19
20
21
22
23
24
25
2G
27
28
29
30
31
32
33
34
35
36
37
38
39
40
2012
$
The tax levies are �@ch that if collected in full they, together with estimated
collections of special assessments ai�d other revenues herein pledged for the payment of the
Bonds, will produce at least five perce�t (5%) in excess of the amount needed to meet when due
the principal and interest paymcnts on th,e Bonds. The tax levies shall be irrepealable so long as
any of the Bonds are outstanding and unp�aid, provided that the City reserves the right and power
to reduce the levies in the manner and to th�.extent permitted by Minnesota Statutes, Section
475.G1, Subdivision 3. \„
21, Genera! Obligation PledQe\�For the prompt and full payment of the
principal and interest on the Bonds, as the same res ectively become due, the full faith, credit
and taxing powers of the City shall be and are hereb�rrevocably pledged. If the balance in the
special account relating to the Bands in the Debt Servi' Fund (as defined in paragraph 17
hereo� is ever insufficient to pay all principal and intere then due on tiie Bonds payable
therefrom, tlie deficiency shall be promptly paid out of an other funds of the City which are
available for such purpose, including the general fund of the
the special accounts therein, and such othec funds may be reii
from the special account in the Debt Service Fund relating to
balance is available therein.
and the Debt Service Fund and
�sed with or without interest
Bonds when a sufficient
22. Certificate of Reeistration. The Director, Offia �of:
hereby directed to £le a certified copy of this Resolution with the office',o
Minnesota, performing the functions of the county auditor (the "County A�
such other information as the County Auditor shall require, and to obtain tl
certificate that the Bonds have been entered in the County Auditor's Bond
tax levy required by law has been made.
1268796v2
32
t Services, is
y County,
together with
:y Auditor's
, and that the
-..__._.___....._...._._„._...._.._..,.---�------ - ,. _ __.,._._.....�..,-m..-.' ---_.,.__._.- - ---... _ ._. _-- - `> . ---
o�_ ���
23. Records and Certificates. The officers of the City are hereby authorized
and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality
of the issuance of the Bonds, certified copies of all proceedings and records of the City relating
to the Bonds and to the financial condition and affairs of the City, and such other affidavits,
certificates and information as are required to show the facts relating to the legality and
marketability of the Bonds as the same appear from the books and records under their custody
and control or as otherwise known to them, and all such certified copies, certificates and
affidavits, including any heretofore furnished, shall be deemed representations of the City as to
the facts recited therein.
10 24. Negative Covenants as to Use of Proceeds and Imnrovements. The City
11 hereby coveuants not to use the proceeds of the Bonds or to use the Improvements, or to cause or
12 pecmit them to be used, or to enter into any deferred payment arrangements for the cost of the
13 Improvements, in such a manner as to cause the Bonds to be "private activity bonds" within the
14 meauing of Sections 103 and 141 through I50 of the Code. The City reasonabty expects that no
15 actions will be taken over the term of the Bonds that would cause them to be private activity
16 bonds, and the average term of the Bonds is not longer than reasonably necessary far the
17 governtnental purpose of the issue. The City hereby covenants not to use the proceeds of the
18 Bonds iv sttch a maruier as to cause the Bonds to be "hedge bonds" within the meaning of
19 Section 149(g) of the Code.
20 25. Tax-Exemnt Status of the Bonds; Rebate; Election. The City shall comply
21 with requirements necessary under the Code to establish and maintain the exclusion from gross
22 income imder Section 103 of the Code of the interest on the Bonds, including without limitation
23 requirements relating to temporary periods for investments, limitations on amounts invested at a
24 yield greater than the yield on the Bonds, and the rebate of excess investment earnings to the
25 United St�ttes.
26 The City expects that the two-year expenditure exception to the rebate
27 requirements may apply to the construction proceeds of the Bonds.
28 If any elections are available now or hereafter with respect to arbitrage or rebate
29 matters relating to the Bonds, the Mayor, Clerk, Treasurer and Director, Office of Financial
30 Services, or any of them, are hereby autharized and directed to make such elections as they deem
31 necessary, appropriate ar desirable in connection with the Bonds, and all such elections shall be,
32 and shall be deemed and treated as, elections of the City.
33 26. No Desi�nation of Oualified Tax-Exempt Obli atQ ions. The Bonds,
34 together with other obligations issued by the City in 2001, exceed in amount those which may be
35 qualified as "qualified tax-exempt obligations" within the meaning of Secrion 265(b)(3) of the
36 Code, and hence are not designated for such purpose.
37 27. Letter of Representations. The Letter of Representations for the Bonds is
38 hereby confitmed to be the Blanket Issuer Letter of Representations dated April 10, 1996, by the
39 City and received and accepted by The Depository Trust Company. So long as The Depository
40 Trust Company is the Depository or it or its nominee is the Holder of any Global Certificate, the
41 City shall comply witl� the provisions of the Letter of Representations, as it may be amended or
33
126879Gv2
Ol �31.'e
1 supplemented by the City from time to time with the agreement or consent of The Depositary
2 Trust Company.
3 28. NeQOtiated Sale. The City has retained Springsted Incorporated as an
4 independent financial advisor, and the City has heretofore determined, and hereby determines, to
5 sell the Bonds by private negotiation, all as provided by Minnesota Statutes, Section 475.60,
6 Subdivision 2(9).
'7 29. Continuing Disclosure. The City is an obligated person with respect to the
8 Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule"),
9 promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the
10 Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the
ll "Undertaking") hereinafCer described, to:
12 A. Provide or cause to be provided to each nationally recognized municipal
13 securities information repository ("NRMSIR") and to the appropriate state information
14 depository ("SID"), if any, for the State of Minnesota, in each case as designated by the
15 Commission in accardance with the Rule, certain annual financial information and
16 operating data in accordance with the Undertaking. The City reserves the right to modify
17 from time to time the terms of the Undertaking as provided therein.
18 B. Provide or cause to be provided, in a timely manner, to (i) each NRMSIR
19 or to the Municipal Securities Rulemaking Board ("MSRB") and (ii) the SID, notice of
20 the occurrence of certain material events with respect to the Bonds in accordance with the
21 Underlaking.
22 C. Provide or cause to be provided, in a timely manner, to (i) each NRMSIR
23 or to the MSRB and (ii) the SID, notice of a failure by the City to provide the annual
24 financial information with respect to the City described in the Undertaking.
25 The City agrees that its covenants pursuant to the Rule set forth in this paragraph
26 29 and in the Undertaking are intended to be for the benefit of the Holders of Yhe Bonds and shall
27 be euforceable on behalf of such Holders; provided that the right to enforce the provisions of
28 these covenants shall be limited to a right to obtain specific enforcement of the City's obligations
29 under the covenanis.
30 The Mayor and Director, Office of Financial Services, or any other officers of the
31 City authorized to act in their stead (the "Officers"), are hereby authorized and directed to
32 exectde on behalf of the City the Undertaking in substantially the form presented to the City
33 Council, subject to such modifications thereof or additions thereto as are (i) consistent with the
34 requirements under the Rule, (ii) required by the Purchaser, and (iii) acceptable to the Officers.
�
126879Gv2
o�- '3�
30. Severabilitv. If any section, paragraph or provision of this resolution shall
be held to be invalid or unenforceable for any reason, the invalidity or unanforceability of such
section, paragraph or provision shall not affect any of the remaining provisions of this resolution.
4 31. Headin�s. Headings in this resolution are included for convenience of
5 reference only and are not a part hereof, and shall not limit or define the meaning of any
6 provision hereof
Reque ed�D rtm n f: Y�NANCia� Se.vi�es
By: '
Form Ap roved by City Attorney
R����`-,— �- C^-��
.� •-/G-o�
Mayor for �iak�fi}iss}6n to Council
Adopted by Council: Date ��� � R� 30 0�
�
Adoption Certified by Council Secretary
Approved by Mayo�te ��� ���
�
35
126879Gv2
o � _ 'a �b
of Financlal Services
�CT PERSON & PHONE
DATEINITIATED
,,s,:oo, GREEN
No 103539
Hurley 266-8837 u �EPARTMENTUIRECTOR�/\T_ L'CITYCOUNGIL_
BE ON COUNGL AGENDA BY (DATE)
ASSIGN
i 28, 2001 NUMBERFOR � CITYATTORNEY ❑ CI7YCLERK
ROUTING
ORDER ❑ FINANqALSERVICESDIR. FINANCIALSERVIACCTG
� MAYOR ❑
TOTAL # OF SIGNATURE PAGES 1_ (CLIP ALL LOCATIONS FOR SIGNATURE)
iis resolutlon accepts the wlnning proposal and awards the bid for the $3,360,000 G.O.
�.reet Improvement Speclal Assesment Bonds Series 2001 B. This is a competitive bond sale antl the award
going to the bidder found most advantageos (lowest cost) to the City.
VUHI IVN HPPfOVB (H) Of KBJBCI
PLANNING COMMISSION
CIB COMMITTEE
CIVIL SERVICE COMMISSION
RSONAL SERVICE CONTRACTS MUST ANSWER THE FOLLOWING QUESTIONS:
Has lhis persOn/firm everworked untler a coniract for this tlepartmenl?
VES NO
Has this persoNfirm ever been a city employee?
YES NO
Does this persoNfirm possess a skill not normally possassed by any current city employee?
VES NO
Is ihis persoNfrm a targeletl vendoA
YES NO
nlain all ves answerz nn seoarate sheet and attach to oreen sheel
bonda ere fo� lhe purpoae of flnancing cedeln street Improvemenis within the Cily, and wlil be repald by special assesments.
wlll be avallable !or etreet Improvementa.
neetled tor certeln atreet Improvemente wlll not ba avallabla.
TRANSACTION S taeso.000
SOURCE
(E%PLAIN)
������
,� ���,��4t;�1 �':
_ � w e� `� � 2.���
COST/REVENUE BUDGETED (CIRCLE ONE)
ACTNIN NUMBER
VES NO
_ .ir�WiYl�11�
! ��������
/ �� -Z�/- �/
Council File # O \ — .��'�
GreenSheet# �,pt3S39
Presented By
Referred To
RESOLUTION
CITY OF SAINT PAUL, MINNESOTA
3y
Committee:
1 ACCEPTING PROPOSAL ON SALE OF
2 $3,630,000 GENERAL OBLIGATION STREET IMPROVEMENT
3 SPECIAL ASSESSMENT BONDS, SERIES 2001B,
4 PROVIDING FOR THEIR ISSUANCE, AND LEVYING
5 A TAX FOR THE PAYMENT THEREOF
6 WHEREAS, the Director, Office of Financial Services, has presented proposals
7 received for the sale of $3,630,000 General Obligation Street Improvement Special Assessment
8 Bonds, Series 2001B (the `Bonds"), of the City of Saint Paul, Minnesota (the "City"); and
9 WHEREAS, the proposals set forth on Exhibit A attached hereto ware received
10 pursuant to the Terms of Proposal at the offices of Springsted Incorporated at 10:30 A.M.,
11 Central Time, this same day; and
12 WHEREAS, the Director, Office of Financial Services, has advised this Council
13 that the proposal of /g�,�,.,,,�,�.eSo,-�e'r,��'as found to be the most advantageous and
14 has recommended that said proposal be accepted; and
15 WHEREAS, the proceeds of the Bonds will finance certain street improvements
16 to be specially assessed, for which the City is proceeding pursuant to its Charter and not
17 Minnesota Stahites, Chapter 429, with any excess to be used far any other purpose permitted by
18 law; and
19 WHEREAS, the City has heretofore issued registered obligations in certificated
20 forin, and incurs substantial costs associated with Yheir printing and issuance, and substantial
21 continuing transaction costs relating to their payment, transfer and exchange; and
22
23
24
25
26
27
28
29
30
31
WHEREAS, the City has determined that significant savings in transaction costs
will result fi•om issuing bonds in "global book-entry farm", by which bonds are issued in
certificated form in large denominations, registered on the books of the City in the name of a
depository or its nominee, and held iu safekeeping and immobilized by such depository, and such
depository as part of the computerized national securities clearance and settlement system (the
"National System") registers transfers of ownership interests in the bonds by making
computerized book entries on its own books and distributes payments on the bonds to its
Participants shown on its books as the owners of such interests; and such Participants and other
banks, brokers and dealers parlicipating in the National System will do likewise (not as agents of
the City) if not the beneficial owners of the bonds; and
12G879Gv2
01-3 tb
WHEREAS, "Participants" means those financial institutions for whom the
Depository efCects book-entry transfers and pledges of securities deposited and immobilized with
the Depositoty; �nd
4 WHEREAS, The Depositary Trust Company, a limited purpose trust company
5 organized under lhe laws of the State of New York, or any of its successors or successors to its
6 fiii�ctions hereu��der (lhe "`Depository"), will act as such depository with respect to the Bonds
7 excepl as set forth below, and the City has heretofore delivered a letter of representations (the
8 "Letter of Representations") setting forth various matters relating to the Depository and its role
9 with respect to the Bonds; and
l0 WHEREAS, the Cily will deliver the Bonds in the form of one certificate per
11 maturity, each represenling the entire principal amotmt of the Bonds due on a particular maturity
12 date (elch a"G1oUal Certificate"), which single certificate per maturity may be transferred on the
I 3 City's Uond register as required by the Uniform Commercial Code, but not exchanged for
14 smaller denominations unless the City determines to issue Replacement Bonds as provided
15 Uelow; and
16 WHEREAS, the City will be able to replace the Depository or under certain
17 circumstlnces to abindon the "global book-entry form" by permitting the Global Certificates to
18 be exch�tuged for smaller denominations typical of ordinary bonds registered on the City's bond
19 register; and "Replacement Bonds" means the certificates representing the Bonds so
20 authenticated and delivered by the Bond Registrar pursuant to paragraphs 6 and 12 hereof; and
2� WHEREAS, "Holder" as used herein means the person in whose name a Bond is
?2 registered on Qte regist�ation books of the City maintained by the registrar appointed as provided
23 in parlgraph 8(the "Bond Registrar"); and
z4 WHER�AS, Rule 15c2-12 of the Securities and Exchange Commission prohibits
25 "participating widerwriters" from purchasing or selling the Bonds unless the City undertakes to
2G provide certain continuing disclosure with respect to the Bonds; and
Z'7 WI-I�REAS, pursuant to Minnesota Statutes, Section 475.60, Subdivision 2(9),
28 public sale requirements do not apply to the Bonds if the City retains an independent financial
2) �dvisor and delermines to sell the Bonds by private negotiation, and the City has instead
30 lufllorized a competitive sale without publication of notice thereof as a form of private
31 negotiation; 1nd
32 WHEREAS, proposals for the Bonds have been solicited by Springsted
33 Incorporated pursuant to an Official Statement and Terms of Proposal therein:
34 NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Saint
35 Paul, Minnesola, as follows:
36 1. Acceptance of Pronosal. The proposal of Banc of America Securities,
37 LLC (tlle "Purchaser"), to purchase $3,630,000 General Obligation Street Improvement Special
38 Assessment Bonds, Series 2001B, of the City (the `Bonds", or individually a`Bond"), in
3) accordance with the Terms of Proposal for the bond sale, at the rates of interest hereinafter set
2
i zoa���a�z
�
d/_3�i
WHEREAS, "Participants" means those financial institutions for whom the
2 Depository effects book-entry transfers and pledges of securities deposited and immobilized with
3 e Depository; and
WHEREAS, The Depository Trust Company, a limited purpose trust company
under the laws of the State of New York, or any of its successors or successors to its
hereunder (the "Depository"), will act as such depository with respect to the Bonds
10
11
I2
13
14
15
except a et forth below, and the C�ty has heretofore delivered a letter of representations (the
"Letter of epresentations") setting forth various matters relating to the Depository and its role
with respect the Bonds; and
maturity, each rep ser
date (each a "Gtoba C
City's bond register a
smaller denominations
below; and
the City will deliver the Bonds in the form of one certificate per
the entire principal amount of the Bonds due on a particular maturity
cate"), which single certificate per maturity may be transferred on the
ired by the Uniform Commercial Code, but not exchanged for
ss the City determines to issue Replacement Bonds as provided
16 WHEREAS, e City will be able to replace the Depository or under certain
17 circumsiances to abandon the ` lobal book-entry form" by permitting the Global Certificates to
18 be exchanged for smaller deno 'nations typical of ordinary bonds registered on the City's bond
19 register; and "Replacement Bond ' means the certificates representing the Bonds so
20 authenticated and delivered by the nd Registrar pursuant to paragraphs 6 and 12 hereof; and
21 WHEREAS, "Holder" a�s�used herein means the person in whose name a Bond is
22 registered on the registrafion books of theQ ity maintained by the registrar appointed as provided
23 in paragraph 8(the "Bond Registrar"); and�
24 WH$REAS, Rule 15c2-12 of th Securities and Exchange Commission prohibits
25 "participating underwriters" from purchasing or lling the Bonds unless the City undertakes to
26 provide certain continuing disclosure with respect the Bonds; and
27 WHEREAS, pursuanf to Minnesota St utes, Section 475.60, Subdivision 2(9),
28 public sale requirements do not apply to the Bonds if th City retains an independent financial
29 advisor and determines to sell the Bonds by private nego 'ation, and the City has instead
30 authorized a competitive sale without publication of notic hereof as a form of private
31 negotiation; and
32 WHEREAS, proposals for the Bonds have been�
33 Incorporated pursuant to an Official Statement and Terms of Pro
34 NOW, THEREFORE, BE IT RESOLVED by the
35 Paul, Minnesota, as follows:
�d by SpringsYed
therein:
36 1. Acce�tance of Proposal. The proposal of
37 "Purchaser") to purchase $3,630,000 General Obligation Street Improvi
38 Assessment Bonds, Series 2001B, of the City (the "Bonds", or individu
39 accordance with the Terms of Proposal for the bend sale, at the rates of
of the City of Saint
(the
Special
"Bond"), in
st hereinafter set
1268796v2 .,�
DI-31
1 forth, and to pay fherefor the sum of $3,714,691.40, plus interest accrued to settlement, is hereby
2 found, determined and declared to be the most favorable proposal received and is hereby
3 accepted, and ihe Bonds are hereby awarded to the Purchaser. The Director, Office of Financial
4 Services, or his designee, is directed to retain the deposit of the Purchaser and to forthwith return
5 to the others making proposals their good faith checks or drafts.
� 2. Title• Oci�inll Issue Date• Denominations Maturities. The Bonds shall be
7 titled "General Obligation Street Improvement Special Assessment Bonds, Series 2001B", shall
8 be dated April 1, 2001, as the date of original issue and shall be issued forthwith on or after such
9 dlte as fully registered bonds. The Bonds shall be mimbered from R-1 upward. Global
10 CertificaYes sliall each be in the denonzination of Che entire principal amount maturing on a single
11 date, or, if a portion of said principal amount is prepaid, said principal amount less the
12 prepayment. Repl�cement Bonds, if issued as provided in paragraph 6, shall be in the
13 denominalion of $5,000 each or in any integral multiple thereof of a single maturity. The Bonds
14 sh111 mature on March 1 in the years and amounts as follows:
Year
2002
2003
2004
2005
2006
2007
15
1G
17
18
19
20
21
22
23
24
Amount
$615,000
170,000
I 50,000
150,000
145,000
145,000
Year
2008
2009
2010
2011
2012
2013
Amount
$ 140,000
140,000
140,000
135,000
135,000
1,565,000
For purposes of Minnesota Statutes, Section 475.54, the serial maturities of the Bonds are
combined wilh the serial maturities of the City's $19,000,000 General Obligation Capital
Hnprovement Bonds, Series 2001A.
3. Pur ose. The Bonds shall provide funds for the construction of various
street improvements (the "Improvements") in the City, and any excess funds shall be devoted to
any other pttrpose permitted by law. The total cost of the Improvements, which shall include all
costs enumerated in Mimlesota Statutes, Section 475.65, is estimated to be at least equal to the
amount of the Bonds. Work on the Improvements shall proceed with due diligence to
completion.
25 4. Interest. The Bonds shall bear interest payable semiannually on March 1
26 and Seplember 1 of eaclt year (each, an "Interest Payment Date"), commencing September 1,
27 2001, calculated on the basis of a 360-day year of twelve 30-day months, at the respective rates
28 per lnnum set forlh opposite the maturity years as follows:
12G879Gv2
d�-3,d
forth, and to pay therefor the sum of $ , plus interest accrued to settlement,
2 is hereby found, determined and declared to be the most favorable proposal received and is
3 hereby accepted, and the Bonds are hereby awarded to the Purchaser. The Director, Office of
4 inancial Services, or his designee, is directed to retain the deposit of the Purchaser and to
5 f hwith return to the others making proposals Cheir good faith checks or drafts.
6
7 titl
8 be
9 date as
10
I1
IZ
13
date, or,
2. Title; Original Issue Date; Denominations; Maturities. The Bonds shall be
�neral Obligation Street Improvement Special Assessment Bonds, Series 2001B", shall
April 1, 2001, as the date of original issue and shall be issued forthwith on or after such
ly registered bonds. The Bonds shall be numbered from R-1 upward. Global
te shall each be in the denomination of the entire principal amount maturing on a single
if a ortion of said principal amount is prepaid, said principal amount less the
prepayment. eplacement Bonds, if issued as provided in paragraph 6, shall be in the
denomination o$5,000 each or in any integral multiple thereof of a single maturity. The Bonds
14 shall mature on rch 1 in the years and amounts as follows:
Amount
2002
2003
2004
2005
200G
2007
$615,000
170,000
150,000
150,000
145,000
, 145,000
Year
2008
2009
2010
2011
2012
2013
Amount
140,000
140,000
140,000
135,000
135,000
1,565,000
15
16 For purposes of Minnesota Statutes, ction 475.54, the seriat maturities of the Bonds are
17 combined with the serial maturities of�City's $19,000,000 General Obligation Capital
18 Improvement Bonds, Series 2001A.
19
20
21
22
23
24
3. Puroose. The Bonds
street improvements (the "Improvements")
any other purpose permitted by law. The tc
costs enumerated in Minnesota Statutes, Se
amount of the Bonds. Work on the Improv
completion. •
I provide funds for the construction of various
e City, and any excess funds shall be devoted to
ost of the Improvements, which shall include all
� 5.65, is estimated to be at least equal to the
it hall proceed with due diligence to
25 4. Interest. The Bonds shall bear i erest payable semiannually on March 1
26 and September 1 of each year (each, an "Interest Paymen Date"), commencing September 1,
27 2001, catculated on the basis of a 360-day year of twelve 3'�-day months, at the respective rates
28 per annum set forth opposite the maturity years as follows:�
.��,>m
1268796v2
_ _ .. . .. . . _ . . _ "'_..�._.. __...__.__.,._...��._._..._..-.m_._.._�_--
01-��
2002
2003
2004
2005
2006
2007
M�turitv Year
Interest Rate
4.00%
4.75
4.75
4.75
4.75
4.75
Matttritv Year
2008
2009
2010
2011
2012
2013
Interest Rate
4.75%
5.00
5.00
5.00
5.00
5.00
2 5. Descrivtion of the Global Certificates and Global Book-Entry Svstem.
3 Upon their original issu�nce the Bonds will be issued in the form of a single Global Certificate
4 for eacli maturity, deposited with the Depository by the Purchaser and immobilized as provided
5 in paragraph 6. No Ucneficial owners of interests in the Bonds will receive certiFicates
6 representing their respective interests in the Bonds except as provided in paragraph 6. Except as
7 so provided, during the term of the Bonds, beneficial ownership (and subsequent transfers of
8 beneficial ownership) of interests in the Global Certificates will be reflected by book entries
9 made on the records of the Depository and its Participants and other banks, brokers, and dealers
] 0 participating in the National System. The Depository's book entries of beneficial ownership
11 intcrests 1re authorired to be in increments of $5,000 of principal of the Bonds, but not smaller
12 increments, despite the larger authorized denominations of the Global Certificates. Payment of
13 principal of, premium, if any, and interest on the Global Certificates will be made to the Bond
14 Registrlr as paying agent, and in turn by the Bond Registrar to the Depository or its nominee as
15 registered owner of tlte Global Certificates, and the Depository according to the laws and rules
16 governing it will receive 1nd forward payments on behalf of the beneficial owners of the Global
17 Certificates.
1 g Plyment of principal of, premium, if any, and interest on a Global Certificate may
19 in lhe City's discretion be made by such other method of transferring funds as may be requested
20 by the Holder of a Global Certificate.
21 6. Immobilization of Global Certificates bv the Devositorv Successor
22 Deposilorv' Replacement Bonds. Pursuant to the request of the Purchaser to the Depository,
23 wl�ich request is required by the Terms of Proposal, immediately upon the original delivery of
24 tlte Bonds the Purchaser will deposit the Global Certificates representing all of the Bonds with
25 the Deposilory or its agent. The Global Certificates shall be in typewritten form or otherwise as
26 �eceptable to the Depository, shall be registered in the name of the Depository or its nominee
27 and shall Ue held immobilized from circulation at the offices of the Depository or its agent on
28 bellalf of the Purchaser and subsequent bondowners. The Depository or its nominee will be the
29 sole holder of record of the Global Certificates and no investor or other party purchasing, seliing
3U or otherwise transferring ownership of interests in any Bond is to receive, hold or deliver any
31 bond certificates so long as the Depository holds the Global Certificates immobilized from
32 circul�ttion, except as provided below in this paragraph and in paragraph 12.
33
34
Certificates evidencing the Bonds may not after their original delivery be
transferred or exchinged except:
izax�ne�z
U/-,�/0
Maturity Year
2002
2003
2004
2005
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
Interest Rate
%
Maturity Year
2008
2009
2010
2011
2012
2013
Interest Rate
%
5, Descrintion of the Global Certificates and Global Book-Entrv System.
Upon their ori 'nal issuance the Bonds will. be issued in the form of a single Global Certificate
for each maturit deposited with the Depository by the Purchaser and immobilized as provided
in paragraph 6. N beneficial owners of interests in the Bonds will receive certificates
representing their re ective interests in the Bonds except as provided in paragraph 6. Except as
so provided, during th term of the Bonds, beneficial ownership (and subsequent transfers of
beneficial ownership) o'nterests in the Global Certificates wiil be reflected by book entries
made on the records of th Depository and its Participants and other banks, brokers, and dealers
participating in the Nationa ystem. The Depository's book entries of beneficial ownership
interests are suthorized to be increments of $5,000 of principal of the Bonds, but not smaller
increments, despite the larger a horized denominations of the Global Certificates. Payment of
principal of, premium, if any, an 'nterest on the Global Certificates will be made to the Bond
Registrar as paying agent, and in tu by the $ond Registrar to the Depository or its nominee as
registered owner of the Global Certi ates, and the Depository according to the laws and rules
governing it will receive and forward p ents on behalEnf the beneficial owners of the Global
Certificates.
18 Payment of principal of, �
19 in the City's discretion be made by such
20 by the Holder of a Global Certificate.
21
22
23
24
25
26
27
28
29
30
31
32
33
34
if any, and interest on a Global Certificate may
hod of transferring funds as may be requested
6. I mobilization of Global ificates b the De ositor • Successor
Depository; Replacement Bonds. Pursuant to the re est of the Purchaser to the Depository,
which request is required by the Terms of Proposal, i ediately uPon the originai delivery of
the Bonds the Purchaser will deposit the Global Certific es representing all of the Bonds with
the Depository. The Gtobal Certificates shall be in typew ' ten form or othenvise as acceptable
to the Depository, shall be registered in the name of the Dep sitory or its nominee and shall be
held immobilized from circulation at the offices of.the Deposi ry on behalf of the Purchaser and
subsequent bondowners. The Depository or its nominee will be �ie sote holder of record of the
Gtobal Certificates and no investor or other party purchasing, selti�ng or otherwise transfemng
ownership o£ interests in any Bond is to receive, hold or deliver any 6pnd certificates so long as
the Depository holds the Global Certificates immobilized from circulat� n, excepi as provided
below in this paragraph and in paragraph 12.
Certificates evidencing the Bonds may not after their orig'inal
transferred or exchanged except:
4
�i68796v2
�
be
O� -3 �O
(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
depository (a "substitute depository") designated pursuant to clause (iii) of this
subparagraph, provided that any successor of the Depository or any substitute 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,
9 (iii) To a substitute depository designated by and acceptable to the City upon (a)
10 the determination by the Depository that the Bonds shall no longer be eligible for its
11 depository services or (b) a determination by the City that the Depository is no longer
12 able to carry out its functions, provided that any substitute depository must be qualified to
13 act as such, as provided in clause (ii) of this subparagraph, or
14 (iv) To those persons to whom transfer is requested in written transfer
15 instructions in the event that:
16 (a) the Depository shall resign or discontinue its services for the Bonds
1� and tl�e City is unable to locate a substitute depository within two (2) months
18 following the resignation or determination of non-eligibility, ar
19 (b) upon a determination by the City in its sole discretion that (1) the
2p continuation of the book-entry system described herein, which preciudes the
21 issuance of certificates (other than Global Certificates) to any Holder other than
22 the Depository (or its nominee), might adversely affect the interest of the
23 beneficial owners of the Bonds, ar(2) that it is in the best interest of the beneficial
24 owners of the Bonds that they be able to obtain certificated bonds,
25
26
27
28
29
30
31
32
33
34
35
36
in either of which events the City shall notify Holders of its determination and of the
availability of certificates (the "Replacement Bonds") to Holders requesting the same and
the registration, transfer and exchange of such Bonds will be conducted as provided in
paragraphs 9B and 12 hereof.
In the event of a succession of the Depository as may be authorized by this
paragraph, the Bond Registrar upon presentation of Global Certificates shall register their
transfer to the substitute or successor depository, and the substitute or successor depository shall
be treated as the Depository for all purposes and functions under this resolution. The Letter of
Representations shall not apply to a substitute or successor depository unless the City and the
substihite or successor depository so agree, and a similar agreement may be entered into.
Redemption.
37 (a) Ovtional Redemvtion• Due Date. All Bonds maturing after March 1, 2009, shall
38 be subject to redemption and prepayment at the option of the City on such date and on any day
39 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
40 Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
12G879Gv2
o � -'� ��
1 prepaid in such order of maturity and in such amount per maturity as the City shall determine;
2 and if only part of the Bonds having a common maturity date are called for prepayment, the
3 Global Certificates may be prepaid in $5,000 increments of principal and, if applicable, the
4 specific Replacement Bonds to be prepaid shall be chosen by lot by the Bond Regisirar. Bonds
5 or portions thereof called for redemption shall be due and payable on the redemption date, and
6 ii�terest thereon shall cease to accrue from and after the redemption date.
7 (b) Notation on Global Certificate. Upon a reduction in the aggregate principal
8 amount of a Global Certificate, the Holder may make a notation of such redemption on the panel
9 provided on the Global Certificate stating the amount so redeemed, or may return the Global
10 Certificate to the Bond Registrar in exchange for a new Global Certificate authenticated by the
11 Bond Registrar, in proper principal amount. Such notation, if made by the Holder, shall be for
12 reference only, and may not be relied upon by any other person as being in any way
13 determinative of the principal amount of such Global Certificate outstanding, unless the Bond
14 Registrar has signed the appropriate column of the panel.
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
(c) Selection of Replacement Bonds. To effect a partial redemption of Replacement
Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption
shall assign to each Replacement Bond having a common maturity date a distinctive number for
each $5,000 of the principal amount of such Replacement Bond. The Bond Registrar shall then
select by lot, using such method of selection as it shall deem proper in its discretion, from the
numbers so assigned to such Replacement Bonds, as many numbers as, at $5,000 for each
numbec, shall equal the principal amount of such Replacement Bonds to be redeemed. The
Replacement Bonds to be redeemed shall be the Replacement Bonds to which were assigned
numbers so selected; provided, however, that only so much of the principal amount of each such
Replacement Bond of a denomination of more than $5,000 shall be redeemed as shall equal
$5,000 for each number assigned to it and so selected.
(d) Partial Redemntion of Re�lacement Bond. If a Replacement Bond is to be
redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond
Registrar so requires, a written instrument of transfer in form satisfactory to the City and Bond
Registrar duly executed by the Holder thereof or his, her or its attorney duly autharized in
writing) aud the City shall execute (if necessary) and the Bond Registrar shall authenticate and
deliver to the Holder of such Replacement Bond, without service charge, a new Replacement
Bond ar Bonds of the same series having the same stated matarity and interest rate and of any
authorized denomination or denominations, as requested by such Holder, in aggregate principal
amount equal to and in exchange for the unredeemed portion of the principal of the Bond so
surrendered.
36 (e) Request for Redemption. The Bond Registrar shall call Bonds for redemption and
37 payment as herein provided upon receipt by the Bond Registrar at least forty-five (45) days prior
38 to the redemption date of a request of the City, in written form if the Bond Registrar is other than
39 a City officer. Such request shall specify the principal amount of Bonds to be called for
40 redemption and the redemption date.
41 (� Notice. Mailed notice of redemption shall be given to the paying agent (if other
42 than a City officer) and to each affected Holder. If and when the City shall call any of the Bonds
6
12G879Gv2
o�-��o
1 for redemption and payment prior to the stated maturity thereof, the Bond Registrar shall give
2 written notice iu the name of the City of its intention to redeem and pay such Bonds at the office
3 of tl�e Bond Registrar. Notice of redemption shall be given by first class mail, postage prepaid,
4 mailed not less than thirty (30) days prior to the redemption date, to each Holder of Bonds to be
5 redeemed, at tUe address appearing in the Bond Register. All notices of redemption shall state:
(i)
7
(ii)
The redemption date;
The redemption price;
8 (iii) If less than all outstanding Bonds are to be redeemed, the identification
9 (and, in the case of partial redemption, the respective principal amounts) of the Bonds to
10 be redeemed;
11 (iv) That on the redemption date, the redemption price will become due and
12 payable upon each such Bond, and that interest thereon shall cease to accrue from and
13 after said date; and
14 (v) The place where such Bonds are to be surrendered for payment of the
15 Xedemption price (which shall be the office of the Bond Registrar).
16 (g) Notice to Depositorv. Notices to The Depository Trust Company or its nominee
17 shall contain the CUSIP numbers of the Bonds. If there are any Holders of the Bonds other than
18 the Depository or its nominee, the Bond Registrar shall use its best efforts to deliver any such
19 notice to the Depository on the business day next preceding the date of mailing of such notice to
20 all other Holders.
21
22
23
24
25
26
27
28
29
30
31
8. Bond Re isg trar. U.S. Bank Trust National Association, in Saint Paul,
Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the
"Bond Registrar"), and shall do so unless and until a successor Bond Registrar is duly appointed,
all pursuant to any contract the City and Bond Registrar shall execute which is consistent
herewith. A successor Bond Registrar shall be an officer of the City ar a bank or trust company
eligible for designation as bond registrar pursuant to Minnesota Statutes, Chapter 475, and may
be appoittted pursuant to any contract the City and such successor Bond Registrar shall execute
which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and
until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be
paid to the Holders (or record holders) of the Bonds in the manner set forth in the forms of Bond
and paragraph 14 of this resolution.
32 9. Farms of Bond. The Bonds shall be in the form of Global Certificates
33 unless and until Replacement Bonds are made available as provided in paragraph 6. Each form
34 of bond may contain such additional or different terxns and provisions as to the form of payment,
35 record date, notices and other matters as are consistent with the Letter of Representations and
36 approved by the City Attorney.
37 A. Global Certificates. The Global Certificates, together with the Certificate of
38 Registration, the Register of Partial Payments, the form of Assignment and the registration
126879Gv2
O\����0
1 information thereon, shall be in substantially the following form and may be typewritten rather
2 than printed:
12G879Gv2
o�-���
UNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
R-
GENERAL OBLIGATION STREET IMPROVEMENT
SPECIAL ASSESSMENT BOND, SERIES 2001B
INTEREST
RATE
MATURITY DATE OF
DATE ORIGINAL ISSUE
CUSIP
April 1, 2001
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of Saint Paul,
Ramsey County, Minnesota (the "Issuer" or "City"), certifies that it is indebted and for value
received promises to pay to the registered owner specified above or on the certificate of
regisiration below, or registered assigns, in the manner hereinafter set forth, the principal amount
specified above, on the maturity date specified above, unless called for earlier redemption, and to
pay interest thereon semiannually on March 1 and September 1 of each year (each, an"Interest
Paymeut Date"), commencing September I, 2001, at the rate per annum specified above
(calculated on the basis of a 360-day year of twelve 30-day months) until the principal sum is
paid or has been provided for. This Bond will bear interest from the most recent Interest
Payment D�tte to which interest has been paid or, if no interest has been paid, from the date of
original issue hereo£ The principal of and premium, if any, on this Bond are payable in same-
day funds by 2:30 p.m., Eastern time, upon presentation and surrender hereof at the principal
office of in , Minnesota
(the `Bond Registrar"), acting as paying agent, or any successor paying agent duly appointed by
the Issuer; provided, however, that upon a partial redemption of this Bond which results in the
stated amount hereof being reduced, the Holder may in its discretion be paid without
presentation of this Bond, which payment shall be received no later than 2:30 p.m., Eastern time,
and may make a notation on the panel provided herein of such redemption, stating the amount so
redeemed, or may return the Bond to the Bond Registrar in exchange for a new Bond in the
proper principal amount. Such notation, if made by the Holder, shall be for reference only, and
may not be relied upon by any other person as being in any way determinative of the principal
amount of this Bond outstanding, unless the Bond Registrar has signed the appropriate column of
the panel. Interest on this Bond will be paid on each Interest Payment Date in same-day funds
by 2:30 p.m., Eastern time, to the person in whose name this Bond is registered (the "Holder" or
"Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at
the address appearing thereon at the close of business on the fi&eenth day of the calendar month
preceding such Interest Payment Date (the "Regular Record Date"). Interest payments shall be
126879Gv2
o�•��o
1 received by the Holder no later than 2:30 p.m., Eastern time; and principal and premium
2 payments shall be received by the Holder no later than 2:30 p.m., Eastern time, if the Bond is
3 surrendered for payment enough in advance to permit payment to be made by such time. Any
4 interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of
5 the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close
6 of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money
7 becomes available far payment of the defaulted interest. Notice of the Special Record Date shall
8 be given to Bondholders not less than ten days prior to the Special Record Date. The principal of
9 and premium, if any, and interest on this Bond are payable in lawful money of the United States
10 of America.
11 Date of Payment Not Business Dav. If the date for payment of the principal of,
12 premium, if any, or interest on this Bond shall be a Saturday, Sunday, legal holiday or a day on
13 which banking institutions in the City of New York, New York, or the city where the principal
14 office of the Bond Registrar is located are authorized by law or executive order to close, then the
15 date for such payment shall be the next succeeding day which is not a Saturday, Sunday, legal
16 holiday or a day on which such banking institutions are authorized to close, and payment on such
17 date shall have the same force and effect as if made on the nominal date of payment.
18 Redemption. All Bonds of this issue (the "Bonds") maturing after March 1, 2009,
19 are subject to redemption and prepayment at the option of the Issuer on such date and on any day
20 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
21 Bonds sttbject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
22 prepaid in such order of maturity and in such amount per maturity as the City shall determine;
23 and if only part of the Bonds having a common maturity date are called for prepayment, this
24 Bond may be prepaid in $5,000 increments of principal. Bonds or portions thereof called for
25 redemption shall be due and payable on the redemption date, and interest thereon shall cease to
26 accrue fcom and after the redemption date.
27 Notice of Redemption. Mailed notice of redemption shall be given to the paying
28 agent (if oUier than a City officer) and to each aFfected Holder of the Bonds. In the event any of
29 the Bonds are called for redemption, written notice thereof will be given by first class mail
30 mailed not less than thirty (30) days prior to the redemption date to each Holder of Bonds to be
31 redeemed. In connection with any such notice, the "CUSIP" numbers assigned to the Bonds
32 shall be used.
33 Replacement or Notation of Bonds after Partial Redemption. Upon a partial
34 redetnption o£this Bond which results in the stated amount hereofbeing reduced, the Holder
35 may in its discretion make a notation on the panel provided herein of such redemption, stating
36 the amount so redeemed. Such notation, if made by the Holder, shall be for reference only, and
37 may not be relied upon by any other person as being in any way deterxninative of the principal
38 amount of the Bond outstanding, unless the Bond Registrar has signed the appropriate column of
39 the panel. Otherwise, the Holder may surrender this Bond to the Bond Registrar (with, if the
40 Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the
41 Issuer and Bond Registrar duly executed by the Holder thereof or his, her ar its attorney duly
42 authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall
43 authenticate and deliver to the Holder of such Bond, without service charge, a new Bond of the
Lp]
12G879Gv2
n�-��O
G!
9
10
11
12
13
14
15
1C
17
18
19
20
21
22
23
24
25
26
27
28
?9
30
31
32
33
34
3�
36
37
38
39
same series having the same stated maturity and interest rate and of the authorized denomination
in aggregate principal amount equal to and in exchange for the unredeemed portion of the
principal of the Bond so surrendered.
Issuance• Purpose• General Obli�ation. This Bond is one of an issue in the total
principal amount of $3,630,000, all of like date of original issue and tenor, except as to number,
maturity, interest rate, denomination and redemption privilege, which Bond has been issued
pursuant lo and in flill conformity with the Constihition and laws of the State of Minnesota and
the Charter of the Issuer, and pursuant to a resolution adopted by the City Council of the Issuer
on March 28, 2001 (the "Resolution"), for the purpose of providing monay to finance the
construction of various street improvements in the City. This Bond is payable out of a special
accoiult relating to the Bonds in Uie General Obligation Special Assessments — Streets Debt
Seivice Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to
provide moneys for flie prompt and fuil payment of its principal, premium, if any, and interest
when the same become due, the full faith and credit and taxing powers of the Issuer have been
anct are hereby irrevocably pledged.
Denominations� Exchan�e Resolution. The Bonds are issuable originally only as
Glob�l Certificates in [iie denomination of the entire principal amount of the issue maturing on a
single date, or, if a porlion oFsaid principal amount is prepaid, said principal amount less the
prepayment. Global Certificates are not exchangeable for fully registered bonds of smaller
denominatious except to evidence a partial prepayment or in exchange for Replacement Bonds if
then �vlilable. Replacement Bonds, if made available as provided below, are issuable solely as
Cully registered bonds in the denominations of $5,000 and integral multiples thereof of a single
m�turity �nd are exchaugeable for fully registered Bonds of other authorized denominations in
equ11 aggregate principal amounts at the principal office of the Bond Registrar, but only in the
maimer and subject to the limitations provided in the Resolution. Reference is hereby made to
the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the
Resolution are on file in the principal office of the Bond Registrar.
[�11t:
Reullcement $onds. Replacement Bonds may be issued by the Issuer in the event
(a) the Depository shall resign or discontinue its services for the Bonds, and only
if lhe Iss�ter is unable to tocate a s�ibstitute depository within two (2) months following
the resignition or determination of non-eligibility, or
(b) upon a determination by the Issuer in its sole discretion that (1) the
continualion oC the boolo-entry system described in the Resolution, which precludes the
issulnce of certificates (other than Global Certificates) to any Holder other than the
Depositocy (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 beneficial owners of the Bonds that
they be able to obtain certificated bonds.
40 Transfer. This Bond shall be registered in the name of the payee on the books of
41 the Issuer by presenting this Bond for registration to the Bond Registrar, who will endorse his,
42 her or ils name and note the date of registration opposite the name of the payee in the certificate
11
izea�w�z
O 1–"� 10
10
11
12
13
14
15
16
17
18
l9
20
21
22
23
24
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26
27
sa e ser�es having the same staced maturity and interest rate and of the authorized denominatio❑
in a regate principal amount equal to and in exchange for the unredeemed portion of the
nrinci I of the Bond so surrendered.
principal arr"�
maturity, inte
pursuant to a�
the Charter o1
on March 28,
construction c
Issuance; Purpose; General Obli ation. This Bond is one of an issue in the total
nt of $3,630,000, all of like date of original issue and tenor, except as to number,
;st rate, denomination and redemption privilege, which Bond has been issued
��j�n full conformity with the Constitution and laws of the State of Minnesota and
:he�ssuer, and pursuant to a resolution adopted by the City Council of the Issuer
:001.(�the "Resolution"), for the purpose of providing money to finance the
'variol�s street improvements in the City. This Bond is payable out of a special
account relating to the��onds in the General Obligation Special Assessments — Streets Debt
Service Fund of the Issu"�r. This Bond constitutes a general obligation of the Issuer, and to
provide moneys for the p�'ompt and full payment of its principal, premium, if any, and interest
when the same become due�, , the full faith and credit and taxing powers of the Issuer have been
and are hereby irrevocably pl�dged.
Denominations: �xchanga; Resolution. The Bonds are issuable originally only as
Global Certificates in the denomi�,ation of the entire principal amount of the issue maturing on a
single date, or, if a portion of said ��incipal amount is prepaid, said principal amount less the
prepayment. Global Certificates are�pot exchangeable for fully registered bonds of smaller
denominations except to evidence a pa ial prepayment or in exchange for Replacement Bonds if
then available. Replacement Bonds, if�ade available as provided below, are issuable solely as
fully registered bonds in tlie dcnominatiot� of $5,000 and integral multiples thereof of a single
maturity and are exchangeable for fully re� tered Bonds of other authorized denominations in
equal a6grebate principa! amounts at the prin ipal office of the Bond Registrar, but only in the
manner and subject to the limitations provided '� the Resolution. Reference is hereby made to
the Resolution for a description of the rights and �uties of the Bond Registrac Copies of the
Resolution are on file in the principal of6ce of the �ond Registrar.
28 �,
29 that:
30
31
32
33
34
35
36
37
38
39
Replacement Bonds. Replacement Boil�ls may be issued by the Issuer in the event
(a) the Depository shall resign or discontini�� its services for the Bonds, and only
if the Issuer is unable to locate a substitute depository�within two (2) months following
the resignation or determinatioK of non- eligibility, or '�
(b) upon a determination by the Issuer in its sole �t�creti
continuation of the book-entry system described in the Resolutic
issuance of certificates (other than Global Certificates) to any'''�I�
Depository (or its nominee), might adversely affect the interest�
of the Bonds, or (2) that it is in the best interest of the beneficial
they be able to obtain certificated bonds.
i that (1) the
, which precludes the
9er other than the
the beneficial owners
wners of the Bonds that
40 Transfer. This Bond shall be registered in the name of the pay�* on the books of
41 the Issuer by presenting this Bond for registration to the Bond Registrar, who wii.� endorse his,
42 her or its name and note the date of registration opposite the name of the payee in i��ie certificate
1268796v2
11-
C \ -'b 10
1 of registration attached hereto. Thereafter this Bond may be transferred by delivery with an
2 assignment duly executed by the Holder ar his, her ar its legal representatives, and the Issuer and
3 Bond Registrar may treat the Holder as the person exclusively entitled to exercise all the rights
4 and powers of an owner until this Bond is presented with such assignment for registration of
5 transfer, accompanied by assurance of the nature provided by law that the assignment is genuine
6 and effective, and until such transfer is registered on said books and noted hereon by the Bond
7 Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable
8 regulations of the Issuer contained in any agreement with, or notice to, the Bond Registrar.
9 Transfer of this Bond may, at the direction and expense of the Issuer, be subject to certain other
10 restrictious if required to qualify this Bond as being "in registered form" within the meaning of
11 Section 149(a) of the federal Internal Revenue Code of 1986, as amended.
12 Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum
13 sufficient to cover any tax or other governmental charge payable in connection with the transfer
14 or exchange of lhis Bond and any lega2 or unusual costs regarding transfers and lost Bonds.
15 Treatment of Registered Owner. The Issuer and Bond Registrar may treat the
16 person in whose name this Bond is registered as the owner hereof for the purpose of receiving
17 payment as herein provided (except as otherwise provided with respect to the Record Date) and
18 for all otlier purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the
19 Bond Registrar shall be affected by notice to the contrary.
20 Authentication. This Bond shall not be valid or become obligatory for any
21 purpose or be entitled to any security unless the Certificate of Authentication hereon shall have
22 been executed by the Bond Registrar.
23 Not Qualified Tax-Exempt Obli at� ions. The Bonds have not been designated by
24 the Issuer as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the federal
25 Internal Revenue Code of 1986, as amended. The Bonds do not qualify for such designation.
26 IT IS HERBBY CERTIFIED AND RECITED that all acts, conditions and things
27 required Uy tl�e Constitution and laws of the State of Minnesota and the Cfiarter of the Issuer to
28 be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been
29 done, have happened and have been performed, in regular and due form, time and manner as
30 required Uy law, and that this Bond, together with all other debts of the Issuer outstanding on the
31 date of original issue hereof and on the date of its issuance and delivery to the original purchaser,
32 does not exceed auy constitutional or statutary or Charter limitation of indebtedness.
33 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by
34 its City Council has caused this Bond to be executed on its behalf by the photocopied facsimile
35 signature of its Mayor, attested by the photocopied facsimile signature of its Clerk, and
36 countersigned by the photocopied facsimile signature of its Director, Office of Financial
37 Services, the official seal having been omitted as permitted by law.
12
126879Gv2
o�-���
1 Date of Registration:
�
3
4
5 BOND REGISI'RAR'S
6 C�RTIPICATE OF
7 AUTHENTICATION
8 This Bond is one of the
9 Bonds described in the
10 Resoltttiou mentioned
11 �vilhin.
12
13
14
15
16
17
18 Bond Registrar
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
AuYhorized Signahire
f:
Registrable by:
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
Generll OUligation Street Improvement Special Assessment Bond, Series 2001B, No. R-
t3
1268796v2
o�-���
I te of Registration:
2
3
4
5 BOND REGIS�AR'S
6 CERTIFICATE �
7 AUTHENTICATI�N
8 This Bond is one of t
9 Bonds described in the
IO Resolution mentioned
11 within.
12
13
14
IS ,
16 Bond Regisirar
Registrable by:
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
17 gy 'ounters�gned:
t8 Authorized Signature
19
20 Direc or, Office of Financial
21 Servic �
22 �
23
24
25 ''�
2G '�
27
28 � 29 .
30 �
31
32 �
33
34 ��
35
36 General Obligation Street Improvement Special Assessment Bond, Series 200
1268796v2
f[�3
No. R-T
o�-���
CERTIFICATE OF REGISTRATION
2
3 The transfer of ownership of the principal amount of the attached Bond may be made only by the
4 registered owner or his, her or its legal representative last noted below.
DATE OF SIGNATLIRE OF
REGISTRATION REGISTERED OWNER BOND REGISTRAR
14
12G879Gv2
o�-���
REGISTER OF PARTIAL PAYMENTS
The principal amount of the attached Bond has been prepaid on the dates and in the amounts
noted below:
Date Amount Bondholder Bond Registrar
If a notation is made on this register, such notation has the effect stated in the attached Bond.
Parlial payments do not require the presentation of the attached Bond to the Bond Registrar, and
a Holder could fail to note the partial payment here.
15
12G679Gv2
O�—'��c�
ABBREVIATIONS
2
3
4
5
6
7
8
9
10
11
12
13
14
The following abbreviations, when used in the inscription on the face of this Bond, shall
be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship
and not as tenants in common
UTMA - as custodian for
(Cust)
underthe
(Minor)
Uniform Transfers to Minors Act
(State)
Additional abbreviations may also be used
though not in the above list.
16
12G879Gv2
6�-� �o
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the attached
4 Bond and does hereby irrevocably constitute and appoint
5 attorney to transfer the Bond on the books kept for the registration
6 thereof, with full power of substitution in the premises.
7 Dated:
8 Notice: The assignor's signature to this assignment must
9 correspond with the name as it appears upon the face of the
10 attached Bond in every particular, without alteration ar any
11 change whatever.
12 Siguature Guaranteed:
13
14 Sigttature(s) must be guaranteed by a national bank ar trust company or by a brokerage firm
15 l�aving a membership in one of the major stock exchanges or any other "Eligible Guarantor
16 Histit�ttion" as defined in 17 CFR 240.17Ad-15(a)(2).
17 The Bond Registrar will not effect transfer of this Bond unless the information
18 concerning the transferee requested below is provided.
19 Name aud Address:
20
21
22 (Include information far all joint owners
23 if the Bond is held by joint account.)
17
I2G879Gv2
O\-� \o
I B. Renlacement Bonds. If the City has notified Holders that Replacement Bonds
2 have beeu made available as provided in paragraph 6, then far every Bond thereafter transferred
3 or exchanged (including an exchange to reflect the partial prepayment of a Global Certificate not
4 previously exchanged for Replacement Bonds) the Bond Registrar shall deliver a certificate in
5 tl�e form of the Replacement Bond rather than the Global Certificate, but the Holder o£ a Global
6 Certificale shall not otherwise be required to exchange the Global Certificate for one or more
7 Replacement Bonds since the City recognizes that some beneficial owners may prefer the
8 convenience of the Depository's registerad ownership of the Bonds even though the entire issue
9 is no longer required to be in global book-entry form. The Replacement Bonds, together with the
10 Bond Registrar's Certificate of Authentication, the form of Assignment and the registration
11 information thereon, shall be in substantially the following form:
m
12G879Gv2
O�-3�o
2
3
4
5 R-
6
7
INTEREST
RATE
%
fs1]
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
UNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
GENERAL OBLIGATION STREET IMPROVEMENT
SPECIAL ASSESSMENT BOND, SERIES 2001B
MATURITY DATE OF
DATE ORIGINAL ISSUE
April 1, 2001
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
CUSIP
KNOW ALL PERSONS BY THESE PRESENTS that the City of Saint Paul,
Ramsey County, Minnesota (the "Issuer" or "City"), certifies that it is indebted and for value
received promises to pay to the registered owner specified above, or registered assigns, in the
manner hereinafler set forth, the principal amount specified above, on the maturity date specified
above, tmless called for earlier redemption, and to pay interest thereon semiannually on March 1
and September 1 of each year (each, an"Interest Payment Date"), commencing September 1,
2001, at ihe rate per annum specified above (calculated on the basis of a 360-day year of twelve
30-day months) until the principal sum is paid or has been provided for. This Bond will bear
interest &•om tha most recent InYerest Payment Date to which interest has been paid or, if no
interest has been paid, from the date of original issue hereo£ The principal of and premium, if
any, on tl�is Bond are payable upon presentation and surrender hereof at the principal office of
, in ,
(the "Bond Registrar"), acting as paying agent, or any successar paying
agent duly lppointed by the Issuer. Interest on this Bond will be paid on each Interest Payment
Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder"
or "Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at
the address appearing thereon at the close of business on the fifteenth day of the calendar month
preceding such Interest Payment Date (the "Regular Record Date"). Any interest not so timely
paid shall cease to be payable to the person who is the Holder hereof as of the Regular Recard
Date, and shall be payable to the person who is the Holder hereof at the close of business on a
date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes
available for payment of the defaulted interest. Notice of the Special Record Date shall be given
to Bondholders not less than ten days prior to the Special Recard Date. The principal of and
premittm, if any, and interest on this Bond are payable in lawful money of the United States of
America.
19
12G879Gv2
a -� �o
1 REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF
2 THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL
3 FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE.
4 IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things
5 required by the Constihrtion and laws of the State of Minnesota and the Charter of the Issuer to
6 be done, to happen and to be performed, precedent Yo and in the issuance of this Bond, have been
7 done, have happened and have been performed, in regular and due form, time and manner as
8 required by law, and that this Bond, together with all other debts of the Issuer outstanding on the
9 date of origival issue hereof and on the date of its issuance and delivery to the original purchaser,
10 does not exceed any constitutional or statutory or Charter limitation of indebtedness.
I 1 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by
12 its City Council has caused this Bond to be executed on its behalf by the original or facsimile
13 signature of its Mayor, attested by the original or facsimile signatare of its Clerk, and
14 countersigned by the original or facsimile signature of its Director, Office of Financial Services,
15 the offtcial seal having been omitted as permitted by law.
20
12G879Gv2
61�� 10
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
1)
20
21
22
Date of Registration:
BOND REGISTRAR'S
CERTIFICATE OF
AUTHENTICATION
This Bond is one of the
Bonds described in the
Resolution menCioned
wiYhin.
Bond Registrar
By
Authorized Signature
12G879Gv2
Registrable by:
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
21
DI-�la
1 ate of Registration;
2
3
4
Registrable by:
Payable at:
5 BOND REGIS 'S
6 CERTIFICATE F
7 AUTHENTICATI N
8 This Bond is one of e
9 Bonds described in th
10 Resolution mentioned
11 within.
12
13
14
IS ,
16 Bond Registrar
17 By
18 Authorized Signature
19
20
21
22
1268796v2
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
, Office of Financial
21
�._ ..--- .. . . . . _ ,_,._ __..
O\`� \9
] ON REVERSE OF BOND
2 Date o£Pavment Not Business Dav. If the date for payment of the principal of,
3 premium, if any, or interest on this Bond shall be a Saturday, Sunday, legal holiday or a day on
4 which banking institutions in the City of New York, New York, or the city where the principal
5 office of the Bond Registrar is located are authorized by law ar executive order to close, then the
6 date for such payment shall be the next succeeding day which is not a Saturday, Sunday, legal
7 holiday or a day on which such banking institutions are authorized to close, and payment on such
8 date sltall have the same force and effect as if made on the nominal date of payment.
9 Redem�tion. All Bonds of this issue (the "Bonds") maturing after March 1, 2009,
10 are subject to redemption and prepayment at the option of the Issuer on such date and on any day
11 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
12 Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
13 prepaid in sttch order of ma�urify and in such amount per maturity as the City shall determine;
14 and if only part of the Bonds having a common maturity date are called for prepayment, the
15 specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions
16 thereof called for redemption shall be due and payable on the redemption date, and interest
17 thereon sl�all cease to accrue from and after the redemption date.
18 Notice of Redemption. Mailed notice of redemption shall be given to the paying
19 ageut (if other than a City officer) and to each affected Holder of the Bonds. In the event any of
20 the Bonds are called for redemption, written notice thereof will be given by first class mail
21 mailed not less than thirty (30) days prior to the redemption date to each Holder of Bonds to be
22 redeemed. Hi connection with any such notice, the "CUSIP" numbers assigned to the Bonds
23 shall be used.
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
Selection of Bonds for Redemption. To effect a partial redemption of Bonds
having a common maturity date, the Bond Registrar shall assign to each Bond having a common
maturity date a distinctive number for each $5,000 of the principal amount of such Bond. Tha
Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in
its discreCion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each
uumber, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be
redeeuied shall be the Bonds to which were assigned numbers so selected; provided, however,
that only so much of the principal amount of such Bond of a denomination of more than $5,000
shall be redeemed as shall equai $5,000 for each number assigned to it and so selected. If a
Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the
Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactary to the
Issuer and Bond Registrar duly executed by the Holder thereof or his, her ar its attorney duly
aut$orized iii wrifing) and the Issuer shall execute (if necessary) and the Bond Iiegistrar shall
authenlicate and deliver to the Holder of such Bond, without service charge, a new Bond or
Bonds of the same series having the same stated maturity and interest rate and of any authorized
denomination or denominations, as requested by such Holder, in aggregate principal amount
equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered.
Issuance• Purpose• General Obli�ation. This Bond is one of an issue in the total
principal amow�t of $3,630,000, all of like date of ariginal issue and tenor, except as to number,
22
12G8796v2
o�- 'i c°
1 maturity, interest rate, denomination and redemption privilege, which Bond has been issued
2 pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and
3 the Charter of the Issuer, and pursuant to a resolution adopted by the City Council of the Issuer
4 on March 28, 2001 (the "Resolution"), for the purpose of providing money to finance the
5 construction of various street improvements in the City. This Bond is payable out of a special
6 account relating to the Bonds in the General Obligation Special Assessments — Streets Debt
7 Service Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to
8 provide moneys far the prompt and full payment of its principal, premium, if any, and interest
9 when the same become due, the full faith and credit and taxing powers of the Issuer have been
10 and are hereby irrevocably pledged.
11 Denominations• Exchan�e; Resolution. The Bonds are issuable solely as fully
12 registered bonds in the denominations of $5,000 and integral multiples thereof of a single
13 maturity and are exchangeable for fully registered Bonds of other authorized denominations in
14 equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the
15 mattner and subject to the limitations provided in the Resolution. Reference is hereby made to
16 the Resohition for a descripYion of the rights and duties of the Bond Registrar. Copies of the
17 Resolution are on file in the principal offica of the Bond Registrar.
18 Transfer. This Bond is transferable by the Holder in person or by his, her or its
19 attorney duly authorized in writing at the principal office of the Bond Registrar upon
20 presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions
21 provided in the Resolution and to reasonable regulations of the Issuer contained in any
22 agreeuient with, or notice to, the Bond Registrar. Thereupon the Issuer shall execute and the
23 Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully
24 registered Bonds iu the name of the transferee (but not registered in blank or to "bearer" ar
25 similar designation), of au authorized denomination or denominations, in aggregate principal
26 amount equal to the principal amount of this Bond, of the same maturity and bearing interest at
27 the sa�ne rate.
28 Fees u�on Transfer or Loss. The Bond Registrar may require payment of a sum
29 sufficient to cover any tax or other governmental charge payable in connection with the transfer
30 or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds.
31 Treatment of Re�istered Owner. The Issuer and Bond Registrar may treat the
32 person in whose name this Bond is registered as the owner hereof for the purpose of receiving
33 payment as herein provided (except as otherwise provided on the reverse side hereof with respect
34 to the Record Date) and for all other purposes, whether or not this Bond shall be overdae, and
35 neiLher the Issuer nor the Bond Registrar shall be affected by notice to the contrary.
36 Authentication. This Bond shall not be valid or become obligatory for any
37 purpose or be entitled to any security unless the Certificate of Authentication hereon shall have
38 been executed by the Bond Registrar.
39 Not Oualified Tax-Exempt Obli atg ions. The Bonds have not been designated by
40 the Issuer as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the federal
41 Inteinal Revenue Code of 1986, as amended. The Bonds do not qualify for such designation.
23
126879Gv2
o�-'��o
i
ABBREVIATIONS
2 The following abbreviations, when used in the inscription on the face of this
3 Bond, shall be construed as though they were written out in full according to applicable laws or
4 regulations:
5
G
7
8
9
10
11
12
13
14
15
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship
and not as tenants in common
UTMA - as custodian for
(Cust)
underthe
(Minor)
Uniform Transfers to Minors Act
(StaYe)
Additional abbreviations may also be used
though not in the above list.
24
12G8796v2
o�-� �o
ASSIGNMENT
2 For value received, the undersigned hereby sells, assigns and transfers unto
� the within
4 Bond and does hereby irrevocably constitute and appoint attorney to
5 transfer the Bond on the books kept far the registration thereof, with full power of substitution in
G the premises.
Dated:
8 Notice: The assignor's signature to this assignment must correspond with
9 the name as it appears upon the face of the within Bond in every
10 particular, without alteraYion or any ehange whatever.
11 Signature Guaranteed:
if►.1
13 Signature(s) must be guaranteed by a national bank or trust company ar by a brokerage firm
14 l�aving a membership in one of the major stock exchanges or any other "Eligible Guarantor
15 Institution" as defined in 17 CFR 240.17Ad-15(a)(2).
16 The Bond Registrar will not effect transfer of this Bond unless the information
17 concerning the transferee requested below is provided.
18 Name and Address:
19
20
21 (Inciude information for all joint owners
22 if the Bond is held by joinY account.)
25
12G879Gv2
O\ � 1 �o
L!
6
7
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
10. Execution The Bonds shall be executed on behalf of the City by the
signatures of its Mayor, Clerk and Director, Office of Financial Services, each with the effect
noted on the forms of the Bonds, and be sealed with the seal of the City; provided, however, that
the seal of the City may be a printed or photocopied facsimile; and provided further that any of
sucl� signatures may be printed or photocopied facsimiles and the corparate seal may be omitted
on the Bonds as permitted by law. In the event of disability or resignation or other absence of
any such officer, the Bonds may be signed by the manual or facsimile signature of that officer
who tnay �tct on behalf of such absent or disabled officer. In case any such officer whose
siguature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer
before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and
sufficient for all purposes, the same as if he or she had remained in office until delivery.
11. Authentication; Date of Registration. No Bond shall be valid ar obligatory
for aziy purpose or be entitled to any security or benefit under this resolution unless a Certificate
of Autheutication on such Bond, substantially in the form hereinabove set forth, shall have been
duly executed by an authorized representative of the Bond Registrar. Certificates of
Authentication on difPerent Bonds need not be signed by the same person. The Bond Registrar
shall authenticate the signatures of of£icers of the City on each Bond by execution of the
Certificate of Authentication on the Bond and by inserting as the date of registration in the space
provided the date on which the Bond is authenticated. For purposes of delivering the original
Global Ceriificates Yo the Purchaser, the Bond Registrar sha11 insert as the date of registration Yhe
date of original issue, which date is April 1, 2001. The Certificate of Authentication so executed
on each Bond sl�all be conclusive evidence that it has been authenticated and delivered under this
resolution.
24 12. Resistration; Transfer; Exchange. The City will cause to be kept at the
25 principal office of the Bond Registrar a bond register in which, subject to such reasonable
26 regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the
27 registration of Bonds and the registration of transfers of Bonds entitled to be registered ar
28 transferred as herein provided.
29
30
31
32
33
34
35
36
37
38
39
40
41
42
A Global Certificate shall be registered in the name of the payee on the books of
the Bond Registrar by presenting the Globa] Certificate for registration to the Bond Registrar,
who will endorse his or her name and note the date of registration opposite the name of the payee
in the certificate of registration on the Global Certificate. Thereafter a Global Certificate may be
transferred by delivery with an assignment duly executed by the Holder or his, her or its legal
representative, and the City and Bond Registrar may treat the Holder as the person exclusively
entitled to exercise all the rights and powers of an owner until a Global Certificate is presented
wit7i such assigument for registration of transfer, accompanied by assurance of the nature
provided by law that the assignment is genuine and effective, and until such transfer is registered
on said books and noted thereon by the Bond Registrar, all subject to the terms and conditions
provided in the Resolution and to reasonable regulations of the City contained in any agreement
with, or notice to, the Bond Registrar.
Transfer of a Global Certificate may, at the direction and expense of the City, be
subject to other restrictions if required to qualify the Global Certificates as being "in registered
26
126879Gv2
O\�31'
1 foim" within the meaniug of Section 149(a) of the federal Intemal Revenue Code of 1986, as
2 amended.
3 If a Global Certificate is to be exchanged for one ar mare Replacement Bonds, all
4 of the principal amount of the Global Certificate shall be so exchanged.
5 Upon surrender for transfer of any Replacement Bond at the principal office of
6 the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall
7 autltenticate, insert the date of registration (as provided in paragraph 11) of, and deliver, in the
8 natne of the designated transferee ar transferees, one or more new Replacement Bonds of any
9 authorized denomination or denominations of a like aggregate principal amount, having the same
10 stated maturity and interest rate, as requested by the transferor; provided, however, that no bond
11 may be registered in blank or in the name of "bearer" or similar designation.
12 At the option of the Holder of a Replacement Bond, Replacement Bonds may be
13 exchanged for Replacement Bonds of any authorized denomination or denominations of a like
14 aggregate priucipal amouiit and stated maturity, upon surrender of the Replacement Bonds to be
15 exchanged at the principal office of the Bond Registrar. Whenever any Replacement Bonds are
I6 so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall
17 authenticate, insert the date of registration of, and deliver the Replacement Bonds which the
18 Holder making the exchange is entitled to receive. Global Certificates may not be exchanged far
19 Global Certificates of smaller denominations.
20 All Bonds surrendered upon any exchange or transfer provided for in this
21 resolution shall be promptly cancelled by the Bond Registrar and thereafter disposed of as
22 directed by the City.
23 All Bonds delivered in exchange for or upon transfer of Bonds shall be valid
24 general obligations of the City evidencing the same debt, and entitled to the same benefits under
25 this resolution, as the Bonds surrendered for such exchange or transfer.
26 Every Bond presented or surrendered for transfer or exchange shall be duly
27 endorsed or be accompanied by a written instnunent of transfer, in form satisfactory to the Bond
28 Regisirar, duly executed by the Holder thereof or his, her or its attorney duly authorized in
29 writing.
30 The Bond Registrar may require payment of a sum sufFicient to cover any tax or
31 other governmental charge payable in connection with the transfer or exchange of any Bond and
32 1ny legal or unusual costs regarding transfers and lost Bonds.
33 Transfers shall also be subject to reasonable regulations of the City contained in
34 any agreement with, or notice to, the Bond Registrar, including regulations which permit the
35 Bond Registrar to close its transfer books between record dates and payment dates.
36 13. Rights Upon Transfer or Exchanae. Each Bond delivered upon transfer of
37 or in exchange far or in lieu of any other Bond shall carry all the rights to interest accrued and
38 unpaid, and to accrue, which were carried by such other Bond.
27
12G879Gv2
ot-� ��
1 14. Interest Payment; Record Date. Interest on any Global Certificate shall be
2 paid as provided in the first paragraph thereof, and interest on any Replacement Bond shall be
3 paid on each Interest Payment Date by check or draft mailed to the person in whose name the
4 Bond is registered (the "Holder") on the registration books of the City maintained by the Bond
5 Registrar, and in each case at the address appearing thereon at the close of business on the
6 fifteenth (151h) day of the calendar month preceding such Interest Payment Date (the "Regular
7 Record Date"). Any such interest not so timely paid shall cease to be payable to the person who
8 is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the
9 Holder thereof at tl�e close of business on a date (the "Special Record Date") fixed by the Bond
10 Registrar whenever money becomes available for payment of the defaulted interest. Notice of
I 1 the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten
12 (10) days prior to the Special Record Date.
13 15. Holders• Treatment ofRe�istered Owner; Consent ofHolders.
14 (A) For the purposes of all actions, consents and other matters affecting Holders of the
15 Bonds, other than pa}nnents, redemptions, and purchases, the City may (but shall not be
16 obligated to) treat as the Holder of a Bond the beneficial owner of the Bond instead of tha person
17 in whose name the Bond is registered, For that purpose, the City may ascertain the identity of
18 the beiieficial owner of the Bond by such means as the Bond Registrar in its sole discretion
19 deems appropriate, including but not limited to a certificate from the person in whose name the
20 Bond is registered identifying such beneficial owner.
21 (B) The City and Bond Registrar may treat the person in whose name any Bond is
22 registered as the owner of such Bond for the purpose of receiving payment of principal of and
23 premiutn, if any, and interest (subject to the payment provisions in paragraph 14 above) on, such
24 Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and
25 neither the City nar the Bond Registrar shall be affected by notice to the contrary.
26 (C) Any consent, request, direction, approval, objection or other instrument to be signed
27 and executed by the Holders may be in any number of concurrent writings of similar tenor and
28 must Ue signed or executed by such Holders in person or by agent appointed in writing. Proof of
29 the execution of any such consent, request, direction, approval, objection or other instrument or
30 of the writiug appointing any such agent and of the ownership of Bonds, if made in the following
31 manner, shall be suf£icient for any of the purposes of this Resolution and shall be conclusive in
32 favor of tlte City with regard to any action taken by it under such request or other instrument,
33 uamely:
34 (1) The fact and date of the execution by any person of any such writing may be
35 proved by the certificate of any officer in any jurisdiction who by law has power to take
36 acicnowledgments within such jurisdiction that the person signing such writing
37 acknowledged before him or her the execution thereof, or by an affidavit of any witness
38 to such execution.
39 (2) Subject to the provisions of subparagraph (A) above, the fact of the
40 ownership by any person of Bonds and the amounts and numbers of such Bonds, and the
41 date of the holding of the same, may be proved by reference to the bond register.
�
12G879Gv2
OL--���
1 16. DeliverV Application of Proceeds. The Global Certificates when so
2 prcpared �nd exccuted shall be delivered by the Director, Office of Financial Services, to the
3 Purchlser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the
4 proper application thereof.
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
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44
17. Funds. There is hereby created a special fund to be designated the "2001
Clpital Projects Pund" (mimbered C-Ol, the "Capital Fund"), to be administered and maintained
by the City Treasurer as a bookkeeping account separate and apart from all other accounts
maiutained in tlte official financial records of the City. There has been heretofore created and
established the "General Obligation Special Assessments -- Streets Debt Seroice Fund"
(numbered 963, the "DeUt Service Fund"). The Capital Fund and Debt Service Fund shall be
maintained in the manner herein specified until all of the Bonds and the interest thereon have
beeu fully paid.
(i) Caoital Fund. To the Capital Fund there shall be credited the proceeds of
the sale of the Bonds, less accrued interest received thereon, and less any amount paid for
Qle Bonds in excess of $3,593,700. From the Capital Fund there shall be paid all costs
1nd expenses of making the Improvements listed in paragraph 18, after they have been
ordered in accordance with the Charter of the City, including the cost of any construction
contracts heretofore let and all other costs incuned and to be incurred of the kind
auQlorized in Minnesota Statutes, Section 475.65 (including interest on the Bonds
plyable during the construction period); and the moneys in the Capital Fund shall be used
for uo other purpose except as otherwise provided by law; provided that the proceeds of
the Bonds may also be used to the extent necessary to pay interest on the Bonds due priar
to the anticipated date of commencement of the collection of taxes or special assessments
herein covenanted to be levied; and provided further that if upon completion of the
Improvements there shall remain any unexpended balance in the Capital Fund, the
balance may be transferred by the Council to the fund of any other improvement
institufed pursuant to the City's Charter or Minnesota Statutes, Chapter 429, or used to
pay the costs of any other purpose permitted by law, or transferred to the Debt Service
Fund. All earnings on the Capital Fund shall be transferred to the Debt Service Fund, ar
m1y be retained in the Capital Fund.
(ii) Debt Service Fund. There is hereby pledged and there shall be credited to
a special account relating to the Bonds in the Debt Service Fund: (a) collections of
special lssessments herein covenanted to be levied, to the extent provided in paragraph
19; (b) all accrued interest received upon delivery of the Bonds; (c) all funds paid for the
Bonds in excess of $3,593,700; (d) any collections of all taxes which are levied herein, or
which may hereafter be levied in the event that the special assessments herein pledged to
the p�yment of the Bonds and interest thereon are insufficient therefor, (e) all funds
remaining in tlle Capital Fund after completion of the Improvements and payment of the
costs thereof, not so transferred to the account of another improvement or used to pay the
costs of any olher purpose permitted by law; and ( fl all investment earnings on moneys
held in such special account in the Debt Service Fund or on moneys held in the Capital
Pund. If moneys in the special account of the Debt Service Fund should ever be
insufficient to pay debt service on the Bonds, the Bonds shall be paid from the Debt
Setvice Fund or any other special account therein, and the Bonds are hereby made
29
12G879Gv2
16. Delivery; Application of Proceeds, The Global Certificates when so
2 prepared and executed shall be deliver�d by fHe Director, Office of Financial Services, to the
3 Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the
4 oper application thereof.
8
9
10
11
12
13
24
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
17. Funds. There is hereby created a special fund to be designated the "2001
Capita rojects Fund" (numbered C-Ol, the "Capi.tal Fund"), to be administered and maintained
by the Ci Treasurer as a bookkeeping account separate and apart from all other accounts
maintained ' the official financial records of the City. There has been heretofore created and
established t"General Obligation Special Assessments -- Streets Debt Service Fund"
(numbered 9G3, the "Debt Service Fund"). Thetapital Fund and Debt Service Fund shall be
maintained in the anner herein specified until all of the Bonds and the interest thereon have
been fully paid. '
(i) apital Fund. To the Capital Fund there shall be credited the proceeds of
the sale of the B ds, less accrued interest received Thereon, and less any amount paid for
the Bonds in exce of $3,593,700. From the Capital Fund there shall be paid all costs
and expenses of ma 'ng the Improvements listed in paragraph 18, after they have been
ordered in accordance ith the Charter of the City, including the cost of any construction
contracts heretofore let d all other costs incurred and to be incurred �of the kind
authorized in Minnesota �(�atutes, Section 475.65 (including interest on the Bonds
payable during the construcG{'on period); and the moneys in the Capital Fund shall be used
for no other purpose except a'� otherwise provided by law; provided that the proceeds of
the Bonds may also be used to� extent necessary to pay interest on the Bonds due prior
to the anticipated date of comme Eemeiat of the collection of taxes or special assessments
herein covenanted to be levied; anc��.provided further that if upon completion of the
Improvements there shall remain an�e�unexpended balance in the Capital Fund, the
balance may be transferced by the Couttcil to the fund of any other improvement
instituted pursuant to the City's Charter o�Minnesota Statutes, Chapter 429, or used to
pay the costs of any other purpose permitte�i by law, or transferred to the Debt Service
Fund. All earnings on the Capital Fund shal'�be transferred to the Debt Service Fund, or
may be retaincd in the Capital Fund. ���
(ii) Debt Service Fund. There is herel�y pledged and there shall be credited to
a special account relating to the Bonds in the Debt 5ervice Fund: (a) collections of
special assessments herein covenanted to be levied, t��the extent provided in paragraph
19; (b) all accrued interest received upon delivery of tl% Bonds; (c) all funds paid for the
Bonds in excess of $3,593,700; (d) any collections of al�'taxes which are levied herein, or
which may hereafter be levied in the event that the special�=�ssessments herein pledged to
the payment of the Bonds and interest thereon are insufficietat therefor; (e) all funds
remaining in the Capital Fund after completion of the Improv��nents and payment of the
costs thereof, not so transferred to the account of another improuement or used to pay the
costs of any other purpose permitted by law; and (� all investmeri�
held in such special account in the Debt Service Fund or on moneys�
Fund. If moneys in the special account of the Debt Service Fund sho
insufficient to pay debt service on the Bonds, the Bonds shall be paid
Service Fund or any other special account therein, and the Bonds are
1268796v2
29
igs on moneys
in the Capital
ever be
m the Debt
:�iv made
p\—'3\O
payable from the Debt Service Fund and any other special accounts therein for this
purpose. Amounts drawn from the Debt Service Fund or any special account therein may
be repaid with or without interest when moneys suFficient for such repayment are
deposited in the special account relating to the Bonds in the Debt Service Fund.
9
10
11
12
13
14
IS
16
17
18
19
20
21
22
23
24
25
The special account relating to the Bonds in the Debt Service Fund shall be used
solely to pay the principal and interest and any premiums for redemption of the Bonds and any
other general obligation bonds of the City hereafter issued by the City and made payable from
sttch special account in the Debt Service Fund as provided by law, or to pay any rebate due to the
United States. No portion of the proceeds of the Bonds shall be used directly or indirectly to
acquire higher yielding investments or to replace funds which were used directly or indirectly to
acquire higher yielding investments, except (1) for a reasonable temporary period until such
proceeds are needed for the purpose for which the Bonds were issued, and {2) in addition to the
above in au ainount not greater than five percent (5%) of the proceeds of the Bonds. To this
effect, any sttms from time to time held in the Capital Fund or in such special account in the Debt
Service Fund (or uiy other City fund or account which will be used to pay principal or interest to
become due on the bonds payable therefrom) in excess of amounts which under then-applicable
federal arbitrage regulations may be invested without regard as to yield shall not be invested at a
yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such
investtneiits after taking inio account any applicable "temporary periods" ar"minor portion"
made available under the federal arbitrage regulations. In addition, the proceeds of the Bonds
and money in the Capital Fund ar in such special account in the Debt Service Fund shall not be
invested in obligalions or deposits issued by, guaranteed by or insured by the United States or
any agency or instrumentllity thereof if and to the extent that such investment would cause the
Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the federal Internal
Reve�uie Code of 1986, as amended (the "Code").
26 18. Assessments Covera�e Test. The City Council has heretofore
27 detei�nined, and does hereby determine, to proceed with the Improvements and special
28 assessments with respect thereto under the provisions of the Charter of the City, rather than the
29 provisions of Minnesota Statutes, Chapter 429.
30
31
32
33
34
35
36
3'1
38
39
40
4I
42
43
44
Tt is hereby determined that no less than twenty percent (20%) of the cost to the
City of each Improvement financed hereunder within the meaning of Minnesota Statutes, Section
475.58, Subdivision 1(3), shall be paid by special assessments to be levied against every
assessable lot, piece and parcel of land benefitted by the Improvements. The City hereby
covenanCs and agrees that iC will let all constniction contracts not heretofore let within one year
after ordering each Improvement financed hereunder unless the resolution ordering the
Improvement specifies a different time limit for the letting of construction contracts and wiil do
and perform, as soon as they may be done, all acts and things necessary for the final and valid
levy of such special assessments, and in the event that any such assessment be at any time held
invalid with respect to any lot, piece or parcel of land due to any error, defect, or irregularity, in
any action or proceedings taken or to be taken by the City or this Council or any of the City
officers or employees, either in the making of the assessments or in the performance of any
condition precedent thereto, the City and this Council will forthwith do all further acts and take
all further proceedings as may be required by law to make the assessments a valid and binding
]ien upon such property.
30
126879Gv2
���3\
� The special assessments have not heretofore been authorized, and accordingly, for
2 purposes of Mimiesota Statutes, Section 475.55, Subdivision 3, the special assessments are
3 hereby authorized. Subject to such adjustments as are required by conditions in existence at the
4 time the assessments 1re levied, the assessments are hereby authorized and it is hereby
5 determined th�t tlle assessments shall be payable in equal, consecufive, annual installments, with
6 general taxes for fhe years shown below aud with interest on the declining balance of all such
7 assessments at a rate per anmim approximately one percent (1%) per annum in excess of the net
8 effective rate of interest on the Bonds:
Tmprovemenl
Desi�nation
CaselI-Iazelwood
TUiapp/Hillside
Charles/Griggs
Fifth/Kennard
Page/Manoiltin
TOTAL
Amount
$ 926,000
830,000
489,000
867,000
518,000
$3,630,000
LevyYears
2001-2020
for all
Years
2002-2021
for all
) The special assessments shall be such that if collected in full they, together with
10 estimate<t collections of other revenues hereiv pledged for tha payment of the Bonds, will
1 1 produce at least five percent (5%) in excess of the amount needed to meet when due the principal
12 1nd interest payments on the Bonds in every year except the final year (2013). At the time the
13 assessments are in fact levied the City Council shall, based on the then-current estimated
14 collections of the assessments, make any adjustments in any ad valorem taxes required to be
15 levied in order to assure that the City continues to be in compliance with Minnesota Statutes,
1G Section 475.61, Subdivision 1.
1'7 19. Limit on Special Assessments Pled�ed. The City Council hereby finds,
18 determines �tnd declares that the payment of the Bonds does not require the pledge of all the
19 special �ssessments which may be levied with respect to the Tmprovements identified in
20 paragraplZ 18, and that it is necessary, proper and expedient to provide that payments and
21 prepayments of special assessments in excess of the debt service requirements of the Bonds be
22 put to use for other purposes sooner than upon the termination of the Debt Service Fund. Only
23 $3,630,000 original principal amount of the special assessments (which amoLmt is the "Pledged
24 Assessments"), and interest thereon, recognized in paragraph 18 of this Resolution (of which
25 $720,367 tve necessary prior to their scheduled receipt in order to pay debt service on the Bonds
2G on March l, 2002) are or shall be pledged to the payment of the Bonds, and payments of, or with
27 respect lo, such special assessments in excess o£the Pledged Assessments shall be credited
28 instead to a spccial account in the Capital Fimd, and used for the purpose of paying any
2) additionll costs of the Improvements and the costs of other improvements approved by the City,
30 as follows: (a) the first $720,367 of all prepayments of special assessments recognized in
31 paragraph 18 shall be credited to the Debt Service Fund, (b) thereafter until such time as the
32 special �ssessments from time to time outstanding equal in original principal amount the Pledged
33 Assessments or less, prepayments of any of the special assessments recognized in paragraph 18
34 shall Ue treated as prepayments of the portion of the special assessments not pledged to the
35 Bonds and shall be credited instead to said special account of the Capital Fund, and used as
31
i zea�ev�z
!�/�3/�
1 The special assessments have not heretofore been authorized, and accordingly, for
2 purpos of Minnesote Statutes, Section 475.55, Subdivision 3, the special assessments are
3 hereby a orized. Subject to such adjustments as are required by conditions in existence at the
4 time the as ssments are levied, the assessments are hereby authorized and it is hereby
5 determined t at the assessments shall be payable in eyual, consecutive, annual installments, with
6 general taxes r the years shown below and with interest on the declining balance of all such
7 assessments at a ate per annum approximately one percent (1 %) per annum in excess of the net
8 effective rate of i'terest on the Bonds:
Desi ng ation
ICnapp/Hillside
Charles/Griggs
Fifth/Kennard
Page/Manomin
TOTAL
10
11
12
13
14
15
1G
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
Amount Levv Years Years
$ 926,000
830,000
489,000
867,000
518.000
2001-2020 2002-2021
for all for all
The special assessments��all be such that if collected in full they, together with
estimated collections of other revenues h K�ein pledged for the payment of the Bonds, will
produce at least five percent (5%) in excessF�f the amount needed to meet when due the principal
and interest payments on the Bonds in every qe
assessments are in fact levied the City Counci��
collections of the assessments, make any adjust
levied in order to assure that the City continues
Section 475.G1, Subdivision 1.
except the final year (2013). At the time the
all, based on the then-current estimated
�nts in any ad valorem taxes required to be
�e in compliance with Minnesota Siatutes,
19. Limit on S�ecial Assessments }�led�ed. The City Council hereby finds,
determines and declares that the payment of the Bonds`�oes not require the pledge of all the
special assessments which may be levied with respect to�'(he Improvements identified in
paragraph 18, and that it is necessary, proper and expedieri�,to provide that payments and
prepayments of special assessments in excess of the debt se`itvice requirements of the Bonds be
put to use for other purposes sooner than upon the terminatioi�,of the Debt Service Fund. Only
$3,G30,000 original principal amount of the special a§sessmenfr�(which amount is the "Pledged
Assessments"), and interest thereon, recognized in paragraph 1 S� f this Resolution (of which
$ are necessary prior to their scheduled receipt in o�er to pay debt service on the
Bonds on March 1, 2002) are or shall be pledged to the payment of t�e Bonds, and payments of,
or with respect to, such special assessments in excess of the Pledged i�ssassments shall be
credited instead to a special account in the Capital Fund, and used for t�l��purpo;
additional costs of the Improvements and the costs of other improvement�s�apprc
as follows: (a) the first $ of all prepayments of special asgess
recognized in paragraph 18 shall be credited to the Debt Service Fund, (b) th�r�e�
time as the special assessments from time to time outstanding equal in original �
the Pledged Assessments or less, prepayments of any of the special assessments
paragraph 18 shall be treated as prepayments of the portion of the specia] assess
pledged to the Bonds and sNall be credited instead to said special account of the
12G679Gv2
31
ofpaying any
;d by the City,
until such
ipal amount
gnized in
s not
Yal Fund,
.�
,�
�\���LU
1 provided above, and (c) while the special assessments from tima to time outstanding equal in
2 original principal amounf the Pledged Assessments ar mare, regular installment payments made
3 on the Pledged Assessments only (not all of the special assessments) shall be credited to the Debt
4 Service Ptuld, and regular installment payments on that portion, if any, of the remaining
5 assessments in excess oCthe Pledged Assessments shall be credited to said special account ofthe
G Capi[al Funcl, and used as provided above.
7 20, Tax Levv' Covera�e Test. If taxes are levied as provided in the final part
8 of p flf�l�fSpll I H , dle tax levies shall be irrepealable so long as any of the Bonds are outstanding
9 and unpaid, provided th11 [ha City reserves the right and power to reduce the levies in the manner
] 0 and to the extent permitted by Minnesota Statutes, SecCion 475.61, Subdivision 3.
1 1 To provide moneys for payment of the principal and interest on the Bonds due to
12 Ue paid in 2013 there is hereby levied upon all of the taxable property in the City a direct annual
l3 nd valorem tax which shall be spread upon the tax rolls and collected with and as part of other
14 general property taxes in the City for the years and in the amounts as follows:
15 Year of Tax Year of Tax
16 Lev,L Collection Amount
1� 2011 20I2 $1,496,616
1 g The tax levies are such that if collected in full Chey, together with estimaCed
19 collections of special assessments and other revenues herein pledged for the payment of the
20 Bonds, will produce at least five percent (5%) in excess of the amount needed to meet when due
21 the principll and interest payrnents on the Bonds. The tax levies shall be irrepealable so long as
22 any of die Bonds are outstanding and unpaid, pc•ovided Yhat the City reserves the right and power
23 to reduce the levies in the manner and to the extent permitted by Minnesota Statutes, Section
24 475.61, Subdivision 3.
2$ 21. General Obliaation Pledge. For the prompt and full payment of the
26 principal �nd interest on the Bonds, as the same respectively become due, the full faith, credit
27 and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the
28 special �ccoimt relaling to the Bonds in the Debt Service Fund (as defined in paragraph 17
29 hereo� is ever insufPicient to pay all principal and interest then due on the Bonds payabla
30 ther•efrom, the deficiency shall be promptly paid out of any other funds of the City which are
31 �vailable for sucl� purpose, including the general fund of the City and the Debt Service Fund and
32 the special accounts therein, and such other funds may be reimbursed with or without interest
33 from the specia] accotml in the Debt Service Fund relating to the Bonds when a sufficient
34 ballnce is available therein.
35 22. Certificate of Registration. The Director, Office of Financial Services, is
36 hereUy directed to file a certified copy of this Resolution with the officer of Ramsey County,
37 Minnesola, performing the functions of the county auditor (the "County Auditor"), together with
38 such other information as the Co�mty Auditor shall require, and to obtain the Cotmty Auditor's
39 certiGcate that d1e Bonds have been entered in the County Auditor's Bond Register, and that the
40 tax levy required by law has been made.
32
12G879GV2
4/-.�i�
C!
0
and used as provided above, and (c) while the special assessments from time to time outstanding
equal in original principal amount the Pledged Assessments or more, regular installment
payments made on the Pledged Assessments only (not all of the special assessments) shall be
credited to the Debt Service Fund, and regular installment payments on that portion, if any, of
�l�e remaining assessments in excess of the Pledged Assessments shall be credited to said special
ac�ount of the Capital Fund, and used as provided above.
7 �� 20. Tax Levy: Coveraae Test. If taxes are levied as provided in the final part
8 of paragraph 18, the tax levies shall be irrepealable so long as any of the Bonds are outstanding
9 and unpai,d, provided that the City reserves the right and power to reduce the levies in the manner
10 and to the��Ctent permitted by Minnesota Statutes, Section 475.61, Subdivision 3.
\
11 \ �'o provide moneys for payment of the principal and interest on the Bonds due to
12 be paid in 2013 there is hereby levied upon all of the taxable property in the City a direct annual
13 ad valorem tax wRich shall be spread upon the tax rolls and collected with and as part of other
14 general property taze�s in the City for the years and in the amounts as follows:
1S
16
17
Yaar of T
Levv
2011
Year of Tax
Coltection
Amount
]8
19
20
21
22
23
24
25
2G
27
28
29
30
31
32
33
34
35
36
37
38
39
40
2012
$
The tax levies are �@ch that if collected in full they, together with estimated
collections of special assessments ai�d other revenues herein pledged for the payment of the
Bonds, will produce at least five perce�t (5%) in excess of the amount needed to meet when due
the principal and interest paymcnts on th,e Bonds. The tax levies shall be irrepealable so long as
any of the Bonds are outstanding and unp�aid, provided that the City reserves the right and power
to reduce the levies in the manner and to th�.extent permitted by Minnesota Statutes, Section
475.G1, Subdivision 3. \„
21, Genera! Obligation PledQe\�For the prompt and full payment of the
principal and interest on the Bonds, as the same res ectively become due, the full faith, credit
and taxing powers of the City shall be and are hereb�rrevocably pledged. If the balance in the
special account relating to the Bands in the Debt Servi' Fund (as defined in paragraph 17
hereo� is ever insufficient to pay all principal and intere then due on tiie Bonds payable
therefrom, tlie deficiency shall be promptly paid out of an other funds of the City which are
available for such purpose, including the general fund of the
the special accounts therein, and such othec funds may be reii
from the special account in the Debt Service Fund relating to
balance is available therein.
and the Debt Service Fund and
�sed with or without interest
Bonds when a sufficient
22. Certificate of Reeistration. The Director, Offia �of:
hereby directed to £le a certified copy of this Resolution with the office',o
Minnesota, performing the functions of the county auditor (the "County A�
such other information as the County Auditor shall require, and to obtain tl
certificate that the Bonds have been entered in the County Auditor's Bond
tax levy required by law has been made.
1268796v2
32
t Services, is
y County,
together with
:y Auditor's
, and that the
-..__._.___....._...._._„._...._.._..,.---�------ - ,. _ __.,._._.....�..,-m..-.' ---_.,.__._.- - ---... _ ._. _-- - `> . ---
o�_ ���
23. Records and Certificates. The officers of the City are hereby authorized
and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality
of the issuance of the Bonds, certified copies of all proceedings and records of the City relating
to the Bonds and to the financial condition and affairs of the City, and such other affidavits,
certificates and information as are required to show the facts relating to the legality and
marketability of the Bonds as the same appear from the books and records under their custody
and control or as otherwise known to them, and all such certified copies, certificates and
affidavits, including any heretofore furnished, shall be deemed representations of the City as to
the facts recited therein.
10 24. Negative Covenants as to Use of Proceeds and Imnrovements. The City
11 hereby coveuants not to use the proceeds of the Bonds or to use the Improvements, or to cause or
12 pecmit them to be used, or to enter into any deferred payment arrangements for the cost of the
13 Improvements, in such a manner as to cause the Bonds to be "private activity bonds" within the
14 meauing of Sections 103 and 141 through I50 of the Code. The City reasonabty expects that no
15 actions will be taken over the term of the Bonds that would cause them to be private activity
16 bonds, and the average term of the Bonds is not longer than reasonably necessary far the
17 governtnental purpose of the issue. The City hereby covenants not to use the proceeds of the
18 Bonds iv sttch a maruier as to cause the Bonds to be "hedge bonds" within the meaning of
19 Section 149(g) of the Code.
20 25. Tax-Exemnt Status of the Bonds; Rebate; Election. The City shall comply
21 with requirements necessary under the Code to establish and maintain the exclusion from gross
22 income imder Section 103 of the Code of the interest on the Bonds, including without limitation
23 requirements relating to temporary periods for investments, limitations on amounts invested at a
24 yield greater than the yield on the Bonds, and the rebate of excess investment earnings to the
25 United St�ttes.
26 The City expects that the two-year expenditure exception to the rebate
27 requirements may apply to the construction proceeds of the Bonds.
28 If any elections are available now or hereafter with respect to arbitrage or rebate
29 matters relating to the Bonds, the Mayor, Clerk, Treasurer and Director, Office of Financial
30 Services, or any of them, are hereby autharized and directed to make such elections as they deem
31 necessary, appropriate ar desirable in connection with the Bonds, and all such elections shall be,
32 and shall be deemed and treated as, elections of the City.
33 26. No Desi�nation of Oualified Tax-Exempt Obli atQ ions. The Bonds,
34 together with other obligations issued by the City in 2001, exceed in amount those which may be
35 qualified as "qualified tax-exempt obligations" within the meaning of Secrion 265(b)(3) of the
36 Code, and hence are not designated for such purpose.
37 27. Letter of Representations. The Letter of Representations for the Bonds is
38 hereby confitmed to be the Blanket Issuer Letter of Representations dated April 10, 1996, by the
39 City and received and accepted by The Depository Trust Company. So long as The Depository
40 Trust Company is the Depository or it or its nominee is the Holder of any Global Certificate, the
41 City shall comply witl� the provisions of the Letter of Representations, as it may be amended or
33
126879Gv2
Ol �31.'e
1 supplemented by the City from time to time with the agreement or consent of The Depositary
2 Trust Company.
3 28. NeQOtiated Sale. The City has retained Springsted Incorporated as an
4 independent financial advisor, and the City has heretofore determined, and hereby determines, to
5 sell the Bonds by private negotiation, all as provided by Minnesota Statutes, Section 475.60,
6 Subdivision 2(9).
'7 29. Continuing Disclosure. The City is an obligated person with respect to the
8 Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule"),
9 promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the
10 Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the
ll "Undertaking") hereinafCer described, to:
12 A. Provide or cause to be provided to each nationally recognized municipal
13 securities information repository ("NRMSIR") and to the appropriate state information
14 depository ("SID"), if any, for the State of Minnesota, in each case as designated by the
15 Commission in accardance with the Rule, certain annual financial information and
16 operating data in accordance with the Undertaking. The City reserves the right to modify
17 from time to time the terms of the Undertaking as provided therein.
18 B. Provide or cause to be provided, in a timely manner, to (i) each NRMSIR
19 or to the Municipal Securities Rulemaking Board ("MSRB") and (ii) the SID, notice of
20 the occurrence of certain material events with respect to the Bonds in accordance with the
21 Underlaking.
22 C. Provide or cause to be provided, in a timely manner, to (i) each NRMSIR
23 or to the MSRB and (ii) the SID, notice of a failure by the City to provide the annual
24 financial information with respect to the City described in the Undertaking.
25 The City agrees that its covenants pursuant to the Rule set forth in this paragraph
26 29 and in the Undertaking are intended to be for the benefit of the Holders of Yhe Bonds and shall
27 be euforceable on behalf of such Holders; provided that the right to enforce the provisions of
28 these covenants shall be limited to a right to obtain specific enforcement of the City's obligations
29 under the covenanis.
30 The Mayor and Director, Office of Financial Services, or any other officers of the
31 City authorized to act in their stead (the "Officers"), are hereby authorized and directed to
32 exectde on behalf of the City the Undertaking in substantially the form presented to the City
33 Council, subject to such modifications thereof or additions thereto as are (i) consistent with the
34 requirements under the Rule, (ii) required by the Purchaser, and (iii) acceptable to the Officers.
�
126879Gv2
o�- '3�
30. Severabilitv. If any section, paragraph or provision of this resolution shall
be held to be invalid or unenforceable for any reason, the invalidity or unanforceability of such
section, paragraph or provision shall not affect any of the remaining provisions of this resolution.
4 31. Headin�s. Headings in this resolution are included for convenience of
5 reference only and are not a part hereof, and shall not limit or define the meaning of any
6 provision hereof
Reque ed�D rtm n f: Y�NANCia� Se.vi�es
By: '
Form Ap roved by City Attorney
R����`-,— �- C^-��
.� •-/G-o�
Mayor for �iak�fi}iss}6n to Council
Adopted by Council: Date ��� � R� 30 0�
�
Adoption Certified by Council Secretary
Approved by Mayo�te ��� ���
�
35
126879Gv2
o � _ 'a �b
of Financlal Services
�CT PERSON & PHONE
DATEINITIATED
,,s,:oo, GREEN
No 103539
Hurley 266-8837 u �EPARTMENTUIRECTOR�/\T_ L'CITYCOUNGIL_
BE ON COUNGL AGENDA BY (DATE)
ASSIGN
i 28, 2001 NUMBERFOR � CITYATTORNEY ❑ CI7YCLERK
ROUTING
ORDER ❑ FINANqALSERVICESDIR. FINANCIALSERVIACCTG
� MAYOR ❑
TOTAL # OF SIGNATURE PAGES 1_ (CLIP ALL LOCATIONS FOR SIGNATURE)
iis resolutlon accepts the wlnning proposal and awards the bid for the $3,360,000 G.O.
�.reet Improvement Speclal Assesment Bonds Series 2001 B. This is a competitive bond sale antl the award
going to the bidder found most advantageos (lowest cost) to the City.
VUHI IVN HPPfOVB (H) Of KBJBCI
PLANNING COMMISSION
CIB COMMITTEE
CIVIL SERVICE COMMISSION
RSONAL SERVICE CONTRACTS MUST ANSWER THE FOLLOWING QUESTIONS:
Has lhis persOn/firm everworked untler a coniract for this tlepartmenl?
VES NO
Has this persoNfirm ever been a city employee?
YES NO
Does this persoNfirm possess a skill not normally possassed by any current city employee?
VES NO
Is ihis persoNfrm a targeletl vendoA
YES NO
nlain all ves answerz nn seoarate sheet and attach to oreen sheel
bonda ere fo� lhe purpoae of flnancing cedeln street Improvemenis within the Cily, and wlil be repald by special assesments.
wlll be avallable !or etreet Improvementa.
neetled tor certeln atreet Improvemente wlll not ba avallabla.
TRANSACTION S taeso.000
SOURCE
(E%PLAIN)
������
,� ���,��4t;�1 �':
_ � w e� `� � 2.���
COST/REVENUE BUDGETED (CIRCLE ONE)
ACTNIN NUMBER
VES NO
_ .ir�WiYl�11�
! ��������
/ �� -Z�/- �/
Council File # O \ — .��'�
GreenSheet# �,pt3S39
Presented By
Referred To
RESOLUTION
CITY OF SAINT PAUL, MINNESOTA
3y
Committee:
1 ACCEPTING PROPOSAL ON SALE OF
2 $3,630,000 GENERAL OBLIGATION STREET IMPROVEMENT
3 SPECIAL ASSESSMENT BONDS, SERIES 2001B,
4 PROVIDING FOR THEIR ISSUANCE, AND LEVYING
5 A TAX FOR THE PAYMENT THEREOF
6 WHEREAS, the Director, Office of Financial Services, has presented proposals
7 received for the sale of $3,630,000 General Obligation Street Improvement Special Assessment
8 Bonds, Series 2001B (the `Bonds"), of the City of Saint Paul, Minnesota (the "City"); and
9 WHEREAS, the proposals set forth on Exhibit A attached hereto ware received
10 pursuant to the Terms of Proposal at the offices of Springsted Incorporated at 10:30 A.M.,
11 Central Time, this same day; and
12 WHEREAS, the Director, Office of Financial Services, has advised this Council
13 that the proposal of /g�,�,.,,,�,�.eSo,-�e'r,��'as found to be the most advantageous and
14 has recommended that said proposal be accepted; and
15 WHEREAS, the proceeds of the Bonds will finance certain street improvements
16 to be specially assessed, for which the City is proceeding pursuant to its Charter and not
17 Minnesota Stahites, Chapter 429, with any excess to be used far any other purpose permitted by
18 law; and
19 WHEREAS, the City has heretofore issued registered obligations in certificated
20 forin, and incurs substantial costs associated with Yheir printing and issuance, and substantial
21 continuing transaction costs relating to their payment, transfer and exchange; and
22
23
24
25
26
27
28
29
30
31
WHEREAS, the City has determined that significant savings in transaction costs
will result fi•om issuing bonds in "global book-entry farm", by which bonds are issued in
certificated form in large denominations, registered on the books of the City in the name of a
depository or its nominee, and held iu safekeeping and immobilized by such depository, and such
depository as part of the computerized national securities clearance and settlement system (the
"National System") registers transfers of ownership interests in the bonds by making
computerized book entries on its own books and distributes payments on the bonds to its
Participants shown on its books as the owners of such interests; and such Participants and other
banks, brokers and dealers parlicipating in the National System will do likewise (not as agents of
the City) if not the beneficial owners of the bonds; and
12G879Gv2
01-3 tb
WHEREAS, "Participants" means those financial institutions for whom the
Depository efCects book-entry transfers and pledges of securities deposited and immobilized with
the Depositoty; �nd
4 WHEREAS, The Depositary Trust Company, a limited purpose trust company
5 organized under lhe laws of the State of New York, or any of its successors or successors to its
6 fiii�ctions hereu��der (lhe "`Depository"), will act as such depository with respect to the Bonds
7 excepl as set forth below, and the City has heretofore delivered a letter of representations (the
8 "Letter of Representations") setting forth various matters relating to the Depository and its role
9 with respect to the Bonds; and
l0 WHEREAS, the Cily will deliver the Bonds in the form of one certificate per
11 maturity, each represenling the entire principal amotmt of the Bonds due on a particular maturity
12 date (elch a"G1oUal Certificate"), which single certificate per maturity may be transferred on the
I 3 City's Uond register as required by the Uniform Commercial Code, but not exchanged for
14 smaller denominations unless the City determines to issue Replacement Bonds as provided
15 Uelow; and
16 WHEREAS, the City will be able to replace the Depository or under certain
17 circumstlnces to abindon the "global book-entry form" by permitting the Global Certificates to
18 be exch�tuged for smaller denominations typical of ordinary bonds registered on the City's bond
19 register; and "Replacement Bonds" means the certificates representing the Bonds so
20 authenticated and delivered by the Bond Registrar pursuant to paragraphs 6 and 12 hereof; and
2� WHEREAS, "Holder" as used herein means the person in whose name a Bond is
?2 registered on Qte regist�ation books of the City maintained by the registrar appointed as provided
23 in parlgraph 8(the "Bond Registrar"); and
z4 WHER�AS, Rule 15c2-12 of the Securities and Exchange Commission prohibits
25 "participating widerwriters" from purchasing or selling the Bonds unless the City undertakes to
2G provide certain continuing disclosure with respect to the Bonds; and
Z'7 WI-I�REAS, pursuant to Minnesota Statutes, Section 475.60, Subdivision 2(9),
28 public sale requirements do not apply to the Bonds if the City retains an independent financial
2) �dvisor and delermines to sell the Bonds by private negotiation, and the City has instead
30 lufllorized a competitive sale without publication of notice thereof as a form of private
31 negotiation; 1nd
32 WHEREAS, proposals for the Bonds have been solicited by Springsted
33 Incorporated pursuant to an Official Statement and Terms of Proposal therein:
34 NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Saint
35 Paul, Minnesola, as follows:
36 1. Acceptance of Pronosal. The proposal of Banc of America Securities,
37 LLC (tlle "Purchaser"), to purchase $3,630,000 General Obligation Street Improvement Special
38 Assessment Bonds, Series 2001B, of the City (the `Bonds", or individually a`Bond"), in
3) accordance with the Terms of Proposal for the bond sale, at the rates of interest hereinafter set
2
i zoa���a�z
�
d/_3�i
WHEREAS, "Participants" means those financial institutions for whom the
2 Depository effects book-entry transfers and pledges of securities deposited and immobilized with
3 e Depository; and
WHEREAS, The Depository Trust Company, a limited purpose trust company
under the laws of the State of New York, or any of its successors or successors to its
hereunder (the "Depository"), will act as such depository with respect to the Bonds
10
11
I2
13
14
15
except a et forth below, and the C�ty has heretofore delivered a letter of representations (the
"Letter of epresentations") setting forth various matters relating to the Depository and its role
with respect the Bonds; and
maturity, each rep ser
date (each a "Gtoba C
City's bond register a
smaller denominations
below; and
the City will deliver the Bonds in the form of one certificate per
the entire principal amount of the Bonds due on a particular maturity
cate"), which single certificate per maturity may be transferred on the
ired by the Uniform Commercial Code, but not exchanged for
ss the City determines to issue Replacement Bonds as provided
16 WHEREAS, e City will be able to replace the Depository or under certain
17 circumsiances to abandon the ` lobal book-entry form" by permitting the Global Certificates to
18 be exchanged for smaller deno 'nations typical of ordinary bonds registered on the City's bond
19 register; and "Replacement Bond ' means the certificates representing the Bonds so
20 authenticated and delivered by the nd Registrar pursuant to paragraphs 6 and 12 hereof; and
21 WHEREAS, "Holder" a�s�used herein means the person in whose name a Bond is
22 registered on the registrafion books of theQ ity maintained by the registrar appointed as provided
23 in paragraph 8(the "Bond Registrar"); and�
24 WH$REAS, Rule 15c2-12 of th Securities and Exchange Commission prohibits
25 "participating underwriters" from purchasing or lling the Bonds unless the City undertakes to
26 provide certain continuing disclosure with respect the Bonds; and
27 WHEREAS, pursuanf to Minnesota St utes, Section 475.60, Subdivision 2(9),
28 public sale requirements do not apply to the Bonds if th City retains an independent financial
29 advisor and determines to sell the Bonds by private nego 'ation, and the City has instead
30 authorized a competitive sale without publication of notic hereof as a form of private
31 negotiation; and
32 WHEREAS, proposals for the Bonds have been�
33 Incorporated pursuant to an Official Statement and Terms of Pro
34 NOW, THEREFORE, BE IT RESOLVED by the
35 Paul, Minnesota, as follows:
�d by SpringsYed
therein:
36 1. Acce�tance of Proposal. The proposal of
37 "Purchaser") to purchase $3,630,000 General Obligation Street Improvi
38 Assessment Bonds, Series 2001B, of the City (the "Bonds", or individu
39 accordance with the Terms of Proposal for the bend sale, at the rates of
of the City of Saint
(the
Special
"Bond"), in
st hereinafter set
1268796v2 .,�
DI-31
1 forth, and to pay fherefor the sum of $3,714,691.40, plus interest accrued to settlement, is hereby
2 found, determined and declared to be the most favorable proposal received and is hereby
3 accepted, and ihe Bonds are hereby awarded to the Purchaser. The Director, Office of Financial
4 Services, or his designee, is directed to retain the deposit of the Purchaser and to forthwith return
5 to the others making proposals their good faith checks or drafts.
� 2. Title• Oci�inll Issue Date• Denominations Maturities. The Bonds shall be
7 titled "General Obligation Street Improvement Special Assessment Bonds, Series 2001B", shall
8 be dated April 1, 2001, as the date of original issue and shall be issued forthwith on or after such
9 dlte as fully registered bonds. The Bonds shall be mimbered from R-1 upward. Global
10 CertificaYes sliall each be in the denonzination of Che entire principal amount maturing on a single
11 date, or, if a portion of said principal amount is prepaid, said principal amount less the
12 prepayment. Repl�cement Bonds, if issued as provided in paragraph 6, shall be in the
13 denominalion of $5,000 each or in any integral multiple thereof of a single maturity. The Bonds
14 sh111 mature on March 1 in the years and amounts as follows:
Year
2002
2003
2004
2005
2006
2007
15
1G
17
18
19
20
21
22
23
24
Amount
$615,000
170,000
I 50,000
150,000
145,000
145,000
Year
2008
2009
2010
2011
2012
2013
Amount
$ 140,000
140,000
140,000
135,000
135,000
1,565,000
For purposes of Minnesota Statutes, Section 475.54, the serial maturities of the Bonds are
combined wilh the serial maturities of the City's $19,000,000 General Obligation Capital
Hnprovement Bonds, Series 2001A.
3. Pur ose. The Bonds shall provide funds for the construction of various
street improvements (the "Improvements") in the City, and any excess funds shall be devoted to
any other pttrpose permitted by law. The total cost of the Improvements, which shall include all
costs enumerated in Mimlesota Statutes, Section 475.65, is estimated to be at least equal to the
amount of the Bonds. Work on the Improvements shall proceed with due diligence to
completion.
25 4. Interest. The Bonds shall bear interest payable semiannually on March 1
26 and Seplember 1 of eaclt year (each, an "Interest Payment Date"), commencing September 1,
27 2001, calculated on the basis of a 360-day year of twelve 30-day months, at the respective rates
28 per lnnum set forlh opposite the maturity years as follows:
12G879Gv2
d�-3,d
forth, and to pay therefor the sum of $ , plus interest accrued to settlement,
2 is hereby found, determined and declared to be the most favorable proposal received and is
3 hereby accepted, and the Bonds are hereby awarded to the Purchaser. The Director, Office of
4 inancial Services, or his designee, is directed to retain the deposit of the Purchaser and to
5 f hwith return to the others making proposals Cheir good faith checks or drafts.
6
7 titl
8 be
9 date as
10
I1
IZ
13
date, or,
2. Title; Original Issue Date; Denominations; Maturities. The Bonds shall be
�neral Obligation Street Improvement Special Assessment Bonds, Series 2001B", shall
April 1, 2001, as the date of original issue and shall be issued forthwith on or after such
ly registered bonds. The Bonds shall be numbered from R-1 upward. Global
te shall each be in the denomination of the entire principal amount maturing on a single
if a ortion of said principal amount is prepaid, said principal amount less the
prepayment. eplacement Bonds, if issued as provided in paragraph 6, shall be in the
denomination o$5,000 each or in any integral multiple thereof of a single maturity. The Bonds
14 shall mature on rch 1 in the years and amounts as follows:
Amount
2002
2003
2004
2005
200G
2007
$615,000
170,000
150,000
150,000
145,000
, 145,000
Year
2008
2009
2010
2011
2012
2013
Amount
140,000
140,000
140,000
135,000
135,000
1,565,000
15
16 For purposes of Minnesota Statutes, ction 475.54, the seriat maturities of the Bonds are
17 combined with the serial maturities of�City's $19,000,000 General Obligation Capital
18 Improvement Bonds, Series 2001A.
19
20
21
22
23
24
3. Puroose. The Bonds
street improvements (the "Improvements")
any other purpose permitted by law. The tc
costs enumerated in Minnesota Statutes, Se
amount of the Bonds. Work on the Improv
completion. •
I provide funds for the construction of various
e City, and any excess funds shall be devoted to
ost of the Improvements, which shall include all
� 5.65, is estimated to be at least equal to the
it hall proceed with due diligence to
25 4. Interest. The Bonds shall bear i erest payable semiannually on March 1
26 and September 1 of each year (each, an "Interest Paymen Date"), commencing September 1,
27 2001, catculated on the basis of a 360-day year of twelve 3'�-day months, at the respective rates
28 per annum set forth opposite the maturity years as follows:�
.��,>m
1268796v2
_ _ .. . .. . . _ . . _ "'_..�._.. __...__.__.,._...��._._..._..-.m_._.._�_--
01-��
2002
2003
2004
2005
2006
2007
M�turitv Year
Interest Rate
4.00%
4.75
4.75
4.75
4.75
4.75
Matttritv Year
2008
2009
2010
2011
2012
2013
Interest Rate
4.75%
5.00
5.00
5.00
5.00
5.00
2 5. Descrivtion of the Global Certificates and Global Book-Entry Svstem.
3 Upon their original issu�nce the Bonds will be issued in the form of a single Global Certificate
4 for eacli maturity, deposited with the Depository by the Purchaser and immobilized as provided
5 in paragraph 6. No Ucneficial owners of interests in the Bonds will receive certiFicates
6 representing their respective interests in the Bonds except as provided in paragraph 6. Except as
7 so provided, during the term of the Bonds, beneficial ownership (and subsequent transfers of
8 beneficial ownership) of interests in the Global Certificates will be reflected by book entries
9 made on the records of the Depository and its Participants and other banks, brokers, and dealers
] 0 participating in the National System. The Depository's book entries of beneficial ownership
11 intcrests 1re authorired to be in increments of $5,000 of principal of the Bonds, but not smaller
12 increments, despite the larger authorized denominations of the Global Certificates. Payment of
13 principal of, premium, if any, and interest on the Global Certificates will be made to the Bond
14 Registrlr as paying agent, and in turn by the Bond Registrar to the Depository or its nominee as
15 registered owner of tlte Global Certificates, and the Depository according to the laws and rules
16 governing it will receive 1nd forward payments on behalf of the beneficial owners of the Global
17 Certificates.
1 g Plyment of principal of, premium, if any, and interest on a Global Certificate may
19 in lhe City's discretion be made by such other method of transferring funds as may be requested
20 by the Holder of a Global Certificate.
21 6. Immobilization of Global Certificates bv the Devositorv Successor
22 Deposilorv' Replacement Bonds. Pursuant to the request of the Purchaser to the Depository,
23 wl�ich request is required by the Terms of Proposal, immediately upon the original delivery of
24 tlte Bonds the Purchaser will deposit the Global Certificates representing all of the Bonds with
25 the Deposilory or its agent. The Global Certificates shall be in typewritten form or otherwise as
26 �eceptable to the Depository, shall be registered in the name of the Depository or its nominee
27 and shall Ue held immobilized from circulation at the offices of the Depository or its agent on
28 bellalf of the Purchaser and subsequent bondowners. The Depository or its nominee will be the
29 sole holder of record of the Global Certificates and no investor or other party purchasing, seliing
3U or otherwise transferring ownership of interests in any Bond is to receive, hold or deliver any
31 bond certificates so long as the Depository holds the Global Certificates immobilized from
32 circul�ttion, except as provided below in this paragraph and in paragraph 12.
33
34
Certificates evidencing the Bonds may not after their original delivery be
transferred or exchinged except:
izax�ne�z
U/-,�/0
Maturity Year
2002
2003
2004
2005
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
Interest Rate
%
Maturity Year
2008
2009
2010
2011
2012
2013
Interest Rate
%
5, Descrintion of the Global Certificates and Global Book-Entrv System.
Upon their ori 'nal issuance the Bonds will. be issued in the form of a single Global Certificate
for each maturit deposited with the Depository by the Purchaser and immobilized as provided
in paragraph 6. N beneficial owners of interests in the Bonds will receive certificates
representing their re ective interests in the Bonds except as provided in paragraph 6. Except as
so provided, during th term of the Bonds, beneficial ownership (and subsequent transfers of
beneficial ownership) o'nterests in the Global Certificates wiil be reflected by book entries
made on the records of th Depository and its Participants and other banks, brokers, and dealers
participating in the Nationa ystem. The Depository's book entries of beneficial ownership
interests are suthorized to be increments of $5,000 of principal of the Bonds, but not smaller
increments, despite the larger a horized denominations of the Global Certificates. Payment of
principal of, premium, if any, an 'nterest on the Global Certificates will be made to the Bond
Registrar as paying agent, and in tu by the $ond Registrar to the Depository or its nominee as
registered owner of the Global Certi ates, and the Depository according to the laws and rules
governing it will receive and forward p ents on behalEnf the beneficial owners of the Global
Certificates.
18 Payment of principal of, �
19 in the City's discretion be made by such
20 by the Holder of a Global Certificate.
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22
23
24
25
26
27
28
29
30
31
32
33
34
if any, and interest on a Global Certificate may
hod of transferring funds as may be requested
6. I mobilization of Global ificates b the De ositor • Successor
Depository; Replacement Bonds. Pursuant to the re est of the Purchaser to the Depository,
which request is required by the Terms of Proposal, i ediately uPon the originai delivery of
the Bonds the Purchaser will deposit the Global Certific es representing all of the Bonds with
the Depository. The Gtobal Certificates shall be in typew ' ten form or othenvise as acceptable
to the Depository, shall be registered in the name of the Dep sitory or its nominee and shall be
held immobilized from circulation at the offices of.the Deposi ry on behalf of the Purchaser and
subsequent bondowners. The Depository or its nominee will be �ie sote holder of record of the
Gtobal Certificates and no investor or other party purchasing, selti�ng or otherwise transfemng
ownership o£ interests in any Bond is to receive, hold or deliver any 6pnd certificates so long as
the Depository holds the Global Certificates immobilized from circulat� n, excepi as provided
below in this paragraph and in paragraph 12.
Certificates evidencing the Bonds may not after their orig'inal
transferred or exchanged except:
4
�i68796v2
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be
O� -3 �O
(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
depository (a "substitute depository") designated pursuant to clause (iii) of this
subparagraph, provided that any successor of the Depository or any substitute 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,
9 (iii) To a substitute depository designated by and acceptable to the City upon (a)
10 the determination by the Depository that the Bonds shall no longer be eligible for its
11 depository services or (b) a determination by the City that the Depository is no longer
12 able to carry out its functions, provided that any substitute depository must be qualified to
13 act as such, as provided in clause (ii) of this subparagraph, or
14 (iv) To those persons to whom transfer is requested in written transfer
15 instructions in the event that:
16 (a) the Depository shall resign or discontinue its services for the Bonds
1� and tl�e City is unable to locate a substitute depository within two (2) months
18 following the resignation or determination of non-eligibility, ar
19 (b) upon a determination by the City in its sole discretion that (1) the
2p continuation of the book-entry system described herein, which preciudes the
21 issuance of certificates (other than Global Certificates) to any Holder other than
22 the Depository (or its nominee), might adversely affect the interest of the
23 beneficial owners of the Bonds, ar(2) that it is in the best interest of the beneficial
24 owners of the Bonds that they be able to obtain certificated bonds,
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27
28
29
30
31
32
33
34
35
36
in either of which events the City shall notify Holders of its determination and of the
availability of certificates (the "Replacement Bonds") to Holders requesting the same and
the registration, transfer and exchange of such Bonds will be conducted as provided in
paragraphs 9B and 12 hereof.
In the event of a succession of the Depository as may be authorized by this
paragraph, the Bond Registrar upon presentation of Global Certificates shall register their
transfer to the substitute or successor depository, and the substitute or successor depository shall
be treated as the Depository for all purposes and functions under this resolution. The Letter of
Representations shall not apply to a substitute or successor depository unless the City and the
substihite or successor depository so agree, and a similar agreement may be entered into.
Redemption.
37 (a) Ovtional Redemvtion• Due Date. All Bonds maturing after March 1, 2009, shall
38 be subject to redemption and prepayment at the option of the City on such date and on any day
39 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
40 Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
12G879Gv2
o � -'� ��
1 prepaid in such order of maturity and in such amount per maturity as the City shall determine;
2 and if only part of the Bonds having a common maturity date are called for prepayment, the
3 Global Certificates may be prepaid in $5,000 increments of principal and, if applicable, the
4 specific Replacement Bonds to be prepaid shall be chosen by lot by the Bond Regisirar. Bonds
5 or portions thereof called for redemption shall be due and payable on the redemption date, and
6 ii�terest thereon shall cease to accrue from and after the redemption date.
7 (b) Notation on Global Certificate. Upon a reduction in the aggregate principal
8 amount of a Global Certificate, the Holder may make a notation of such redemption on the panel
9 provided on the Global Certificate stating the amount so redeemed, or may return the Global
10 Certificate to the Bond Registrar in exchange for a new Global Certificate authenticated by the
11 Bond Registrar, in proper principal amount. Such notation, if made by the Holder, shall be for
12 reference only, and may not be relied upon by any other person as being in any way
13 determinative of the principal amount of such Global Certificate outstanding, unless the Bond
14 Registrar has signed the appropriate column of the panel.
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(c) Selection of Replacement Bonds. To effect a partial redemption of Replacement
Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption
shall assign to each Replacement Bond having a common maturity date a distinctive number for
each $5,000 of the principal amount of such Replacement Bond. The Bond Registrar shall then
select by lot, using such method of selection as it shall deem proper in its discretion, from the
numbers so assigned to such Replacement Bonds, as many numbers as, at $5,000 for each
numbec, shall equal the principal amount of such Replacement Bonds to be redeemed. The
Replacement Bonds to be redeemed shall be the Replacement Bonds to which were assigned
numbers so selected; provided, however, that only so much of the principal amount of each such
Replacement Bond of a denomination of more than $5,000 shall be redeemed as shall equal
$5,000 for each number assigned to it and so selected.
(d) Partial Redemntion of Re�lacement Bond. If a Replacement Bond is to be
redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond
Registrar so requires, a written instrument of transfer in form satisfactory to the City and Bond
Registrar duly executed by the Holder thereof or his, her or its attorney duly autharized in
writing) aud the City shall execute (if necessary) and the Bond Registrar shall authenticate and
deliver to the Holder of such Replacement Bond, without service charge, a new Replacement
Bond ar Bonds of the same series having the same stated matarity and interest rate and of any
authorized denomination or denominations, as requested by such Holder, in aggregate principal
amount equal to and in exchange for the unredeemed portion of the principal of the Bond so
surrendered.
36 (e) Request for Redemption. The Bond Registrar shall call Bonds for redemption and
37 payment as herein provided upon receipt by the Bond Registrar at least forty-five (45) days prior
38 to the redemption date of a request of the City, in written form if the Bond Registrar is other than
39 a City officer. Such request shall specify the principal amount of Bonds to be called for
40 redemption and the redemption date.
41 (� Notice. Mailed notice of redemption shall be given to the paying agent (if other
42 than a City officer) and to each affected Holder. If and when the City shall call any of the Bonds
6
12G879Gv2
o�-��o
1 for redemption and payment prior to the stated maturity thereof, the Bond Registrar shall give
2 written notice iu the name of the City of its intention to redeem and pay such Bonds at the office
3 of tl�e Bond Registrar. Notice of redemption shall be given by first class mail, postage prepaid,
4 mailed not less than thirty (30) days prior to the redemption date, to each Holder of Bonds to be
5 redeemed, at tUe address appearing in the Bond Register. All notices of redemption shall state:
(i)
7
(ii)
The redemption date;
The redemption price;
8 (iii) If less than all outstanding Bonds are to be redeemed, the identification
9 (and, in the case of partial redemption, the respective principal amounts) of the Bonds to
10 be redeemed;
11 (iv) That on the redemption date, the redemption price will become due and
12 payable upon each such Bond, and that interest thereon shall cease to accrue from and
13 after said date; and
14 (v) The place where such Bonds are to be surrendered for payment of the
15 Xedemption price (which shall be the office of the Bond Registrar).
16 (g) Notice to Depositorv. Notices to The Depository Trust Company or its nominee
17 shall contain the CUSIP numbers of the Bonds. If there are any Holders of the Bonds other than
18 the Depository or its nominee, the Bond Registrar shall use its best efforts to deliver any such
19 notice to the Depository on the business day next preceding the date of mailing of such notice to
20 all other Holders.
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22
23
24
25
26
27
28
29
30
31
8. Bond Re isg trar. U.S. Bank Trust National Association, in Saint Paul,
Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the
"Bond Registrar"), and shall do so unless and until a successor Bond Registrar is duly appointed,
all pursuant to any contract the City and Bond Registrar shall execute which is consistent
herewith. A successor Bond Registrar shall be an officer of the City ar a bank or trust company
eligible for designation as bond registrar pursuant to Minnesota Statutes, Chapter 475, and may
be appoittted pursuant to any contract the City and such successor Bond Registrar shall execute
which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and
until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be
paid to the Holders (or record holders) of the Bonds in the manner set forth in the forms of Bond
and paragraph 14 of this resolution.
32 9. Farms of Bond. The Bonds shall be in the form of Global Certificates
33 unless and until Replacement Bonds are made available as provided in paragraph 6. Each form
34 of bond may contain such additional or different terxns and provisions as to the form of payment,
35 record date, notices and other matters as are consistent with the Letter of Representations and
36 approved by the City Attorney.
37 A. Global Certificates. The Global Certificates, together with the Certificate of
38 Registration, the Register of Partial Payments, the form of Assignment and the registration
126879Gv2
O\����0
1 information thereon, shall be in substantially the following form and may be typewritten rather
2 than printed:
12G879Gv2
o�-���
UNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
R-
GENERAL OBLIGATION STREET IMPROVEMENT
SPECIAL ASSESSMENT BOND, SERIES 2001B
INTEREST
RATE
MATURITY DATE OF
DATE ORIGINAL ISSUE
CUSIP
April 1, 2001
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37
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of Saint Paul,
Ramsey County, Minnesota (the "Issuer" or "City"), certifies that it is indebted and for value
received promises to pay to the registered owner specified above or on the certificate of
regisiration below, or registered assigns, in the manner hereinafter set forth, the principal amount
specified above, on the maturity date specified above, unless called for earlier redemption, and to
pay interest thereon semiannually on March 1 and September 1 of each year (each, an"Interest
Paymeut Date"), commencing September I, 2001, at the rate per annum specified above
(calculated on the basis of a 360-day year of twelve 30-day months) until the principal sum is
paid or has been provided for. This Bond will bear interest from the most recent Interest
Payment D�tte to which interest has been paid or, if no interest has been paid, from the date of
original issue hereo£ The principal of and premium, if any, on this Bond are payable in same-
day funds by 2:30 p.m., Eastern time, upon presentation and surrender hereof at the principal
office of in , Minnesota
(the `Bond Registrar"), acting as paying agent, or any successor paying agent duly appointed by
the Issuer; provided, however, that upon a partial redemption of this Bond which results in the
stated amount hereof being reduced, the Holder may in its discretion be paid without
presentation of this Bond, which payment shall be received no later than 2:30 p.m., Eastern time,
and may make a notation on the panel provided herein of such redemption, stating the amount so
redeemed, or may return the Bond to the Bond Registrar in exchange for a new Bond in the
proper principal amount. Such notation, if made by the Holder, shall be for reference only, and
may not be relied upon by any other person as being in any way determinative of the principal
amount of this Bond outstanding, unless the Bond Registrar has signed the appropriate column of
the panel. Interest on this Bond will be paid on each Interest Payment Date in same-day funds
by 2:30 p.m., Eastern time, to the person in whose name this Bond is registered (the "Holder" or
"Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at
the address appearing thereon at the close of business on the fi&eenth day of the calendar month
preceding such Interest Payment Date (the "Regular Record Date"). Interest payments shall be
126879Gv2
o�•��o
1 received by the Holder no later than 2:30 p.m., Eastern time; and principal and premium
2 payments shall be received by the Holder no later than 2:30 p.m., Eastern time, if the Bond is
3 surrendered for payment enough in advance to permit payment to be made by such time. Any
4 interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of
5 the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close
6 of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money
7 becomes available far payment of the defaulted interest. Notice of the Special Record Date shall
8 be given to Bondholders not less than ten days prior to the Special Record Date. The principal of
9 and premium, if any, and interest on this Bond are payable in lawful money of the United States
10 of America.
11 Date of Payment Not Business Dav. If the date for payment of the principal of,
12 premium, if any, or interest on this Bond shall be a Saturday, Sunday, legal holiday or a day on
13 which banking institutions in the City of New York, New York, or the city where the principal
14 office of the Bond Registrar is located are authorized by law or executive order to close, then the
15 date for such payment shall be the next succeeding day which is not a Saturday, Sunday, legal
16 holiday or a day on which such banking institutions are authorized to close, and payment on such
17 date shall have the same force and effect as if made on the nominal date of payment.
18 Redemption. All Bonds of this issue (the "Bonds") maturing after March 1, 2009,
19 are subject to redemption and prepayment at the option of the Issuer on such date and on any day
20 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
21 Bonds sttbject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
22 prepaid in such order of maturity and in such amount per maturity as the City shall determine;
23 and if only part of the Bonds having a common maturity date are called for prepayment, this
24 Bond may be prepaid in $5,000 increments of principal. Bonds or portions thereof called for
25 redemption shall be due and payable on the redemption date, and interest thereon shall cease to
26 accrue fcom and after the redemption date.
27 Notice of Redemption. Mailed notice of redemption shall be given to the paying
28 agent (if oUier than a City officer) and to each aFfected Holder of the Bonds. In the event any of
29 the Bonds are called for redemption, written notice thereof will be given by first class mail
30 mailed not less than thirty (30) days prior to the redemption date to each Holder of Bonds to be
31 redeemed. In connection with any such notice, the "CUSIP" numbers assigned to the Bonds
32 shall be used.
33 Replacement or Notation of Bonds after Partial Redemption. Upon a partial
34 redetnption o£this Bond which results in the stated amount hereofbeing reduced, the Holder
35 may in its discretion make a notation on the panel provided herein of such redemption, stating
36 the amount so redeemed. Such notation, if made by the Holder, shall be for reference only, and
37 may not be relied upon by any other person as being in any way deterxninative of the principal
38 amount of the Bond outstanding, unless the Bond Registrar has signed the appropriate column of
39 the panel. Otherwise, the Holder may surrender this Bond to the Bond Registrar (with, if the
40 Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the
41 Issuer and Bond Registrar duly executed by the Holder thereof or his, her ar its attorney duly
42 authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall
43 authenticate and deliver to the Holder of such Bond, without service charge, a new Bond of the
Lp]
12G879Gv2
n�-��O
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same series having the same stated maturity and interest rate and of the authorized denomination
in aggregate principal amount equal to and in exchange for the unredeemed portion of the
principal of the Bond so surrendered.
Issuance• Purpose• General Obli�ation. This Bond is one of an issue in the total
principal amount of $3,630,000, all of like date of original issue and tenor, except as to number,
maturity, interest rate, denomination and redemption privilege, which Bond has been issued
pursuant lo and in flill conformity with the Constihition and laws of the State of Minnesota and
the Charter of the Issuer, and pursuant to a resolution adopted by the City Council of the Issuer
on March 28, 2001 (the "Resolution"), for the purpose of providing monay to finance the
construction of various street improvements in the City. This Bond is payable out of a special
accoiult relating to the Bonds in Uie General Obligation Special Assessments — Streets Debt
Seivice Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to
provide moneys for flie prompt and fuil payment of its principal, premium, if any, and interest
when the same become due, the full faith and credit and taxing powers of the Issuer have been
anct are hereby irrevocably pledged.
Denominations� Exchan�e Resolution. The Bonds are issuable originally only as
Glob�l Certificates in [iie denomination of the entire principal amount of the issue maturing on a
single date, or, if a porlion oFsaid principal amount is prepaid, said principal amount less the
prepayment. Global Certificates are not exchangeable for fully registered bonds of smaller
denominatious except to evidence a partial prepayment or in exchange for Replacement Bonds if
then �vlilable. Replacement Bonds, if made available as provided below, are issuable solely as
Cully registered bonds in the denominations of $5,000 and integral multiples thereof of a single
m�turity �nd are exchaugeable for fully registered Bonds of other authorized denominations in
equ11 aggregate principal amounts at the principal office of the Bond Registrar, but only in the
maimer and subject to the limitations provided in the Resolution. Reference is hereby made to
the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the
Resolution are on file in the principal office of the Bond Registrar.
[�11t:
Reullcement $onds. Replacement Bonds may be issued by the Issuer in the event
(a) the Depository shall resign or discontinue its services for the Bonds, and only
if lhe Iss�ter is unable to tocate a s�ibstitute depository within two (2) months following
the resignition or determination of non-eligibility, or
(b) upon a determination by the Issuer in its sole discretion that (1) the
continualion oC the boolo-entry system described in the Resolution, which precludes the
issulnce of certificates (other than Global Certificates) to any Holder other than the
Depositocy (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 beneficial owners of the Bonds that
they be able to obtain certificated bonds.
40 Transfer. This Bond shall be registered in the name of the payee on the books of
41 the Issuer by presenting this Bond for registration to the Bond Registrar, who will endorse his,
42 her or ils name and note the date of registration opposite the name of the payee in the certificate
11
izea�w�z
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sa e ser�es having the same staced maturity and interest rate and of the authorized denominatio❑
in a regate principal amount equal to and in exchange for the unredeemed portion of the
nrinci I of the Bond so surrendered.
principal arr"�
maturity, inte
pursuant to a�
the Charter o1
on March 28,
construction c
Issuance; Purpose; General Obli ation. This Bond is one of an issue in the total
nt of $3,630,000, all of like date of original issue and tenor, except as to number,
;st rate, denomination and redemption privilege, which Bond has been issued
��j�n full conformity with the Constitution and laws of the State of Minnesota and
:he�ssuer, and pursuant to a resolution adopted by the City Council of the Issuer
:001.(�the "Resolution"), for the purpose of providing money to finance the
'variol�s street improvements in the City. This Bond is payable out of a special
account relating to the��onds in the General Obligation Special Assessments — Streets Debt
Service Fund of the Issu"�r. This Bond constitutes a general obligation of the Issuer, and to
provide moneys for the p�'ompt and full payment of its principal, premium, if any, and interest
when the same become due�, , the full faith and credit and taxing powers of the Issuer have been
and are hereby irrevocably pl�dged.
Denominations: �xchanga; Resolution. The Bonds are issuable originally only as
Global Certificates in the denomi�,ation of the entire principal amount of the issue maturing on a
single date, or, if a portion of said ��incipal amount is prepaid, said principal amount less the
prepayment. Global Certificates are�pot exchangeable for fully registered bonds of smaller
denominations except to evidence a pa ial prepayment or in exchange for Replacement Bonds if
then available. Replacement Bonds, if�ade available as provided below, are issuable solely as
fully registered bonds in tlie dcnominatiot� of $5,000 and integral multiples thereof of a single
maturity and are exchangeable for fully re� tered Bonds of other authorized denominations in
equal a6grebate principa! amounts at the prin ipal office of the Bond Registrar, but only in the
manner and subject to the limitations provided '� the Resolution. Reference is hereby made to
the Resolution for a description of the rights and �uties of the Bond Registrac Copies of the
Resolution are on file in the principal of6ce of the �ond Registrar.
28 �,
29 that:
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39
Replacement Bonds. Replacement Boil�ls may be issued by the Issuer in the event
(a) the Depository shall resign or discontini�� its services for the Bonds, and only
if the Issuer is unable to locate a substitute depository�within two (2) months following
the resignation or determinatioK of non- eligibility, or '�
(b) upon a determination by the Issuer in its sole �t�creti
continuation of the book-entry system described in the Resolutic
issuance of certificates (other than Global Certificates) to any'''�I�
Depository (or its nominee), might adversely affect the interest�
of the Bonds, or (2) that it is in the best interest of the beneficial
they be able to obtain certificated bonds.
i that (1) the
, which precludes the
9er other than the
the beneficial owners
wners of the Bonds that
40 Transfer. This Bond shall be registered in the name of the pay�* on the books of
41 the Issuer by presenting this Bond for registration to the Bond Registrar, who wii.� endorse his,
42 her or its name and note the date of registration opposite the name of the payee in i��ie certificate
1268796v2
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C \ -'b 10
1 of registration attached hereto. Thereafter this Bond may be transferred by delivery with an
2 assignment duly executed by the Holder ar his, her ar its legal representatives, and the Issuer and
3 Bond Registrar may treat the Holder as the person exclusively entitled to exercise all the rights
4 and powers of an owner until this Bond is presented with such assignment for registration of
5 transfer, accompanied by assurance of the nature provided by law that the assignment is genuine
6 and effective, and until such transfer is registered on said books and noted hereon by the Bond
7 Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable
8 regulations of the Issuer contained in any agreement with, or notice to, the Bond Registrar.
9 Transfer of this Bond may, at the direction and expense of the Issuer, be subject to certain other
10 restrictious if required to qualify this Bond as being "in registered form" within the meaning of
11 Section 149(a) of the federal Internal Revenue Code of 1986, as amended.
12 Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum
13 sufficient to cover any tax or other governmental charge payable in connection with the transfer
14 or exchange of lhis Bond and any lega2 or unusual costs regarding transfers and lost Bonds.
15 Treatment of Registered Owner. The Issuer and Bond Registrar may treat the
16 person in whose name this Bond is registered as the owner hereof for the purpose of receiving
17 payment as herein provided (except as otherwise provided with respect to the Record Date) and
18 for all otlier purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the
19 Bond Registrar shall be affected by notice to the contrary.
20 Authentication. This Bond shall not be valid or become obligatory for any
21 purpose or be entitled to any security unless the Certificate of Authentication hereon shall have
22 been executed by the Bond Registrar.
23 Not Qualified Tax-Exempt Obli at� ions. The Bonds have not been designated by
24 the Issuer as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the federal
25 Internal Revenue Code of 1986, as amended. The Bonds do not qualify for such designation.
26 IT IS HERBBY CERTIFIED AND RECITED that all acts, conditions and things
27 required Uy tl�e Constitution and laws of the State of Minnesota and the Cfiarter of the Issuer to
28 be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been
29 done, have happened and have been performed, in regular and due form, time and manner as
30 required Uy law, and that this Bond, together with all other debts of the Issuer outstanding on the
31 date of original issue hereof and on the date of its issuance and delivery to the original purchaser,
32 does not exceed auy constitutional or statutary or Charter limitation of indebtedness.
33 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by
34 its City Council has caused this Bond to be executed on its behalf by the photocopied facsimile
35 signature of its Mayor, attested by the photocopied facsimile signature of its Clerk, and
36 countersigned by the photocopied facsimile signature of its Director, Office of Financial
37 Services, the official seal having been omitted as permitted by law.
12
126879Gv2
o�-���
1 Date of Registration:
�
3
4
5 BOND REGISI'RAR'S
6 C�RTIPICATE OF
7 AUTHENTICATION
8 This Bond is one of the
9 Bonds described in the
10 Resoltttiou mentioned
11 �vilhin.
12
13
14
15
16
17
18 Bond Registrar
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
AuYhorized Signahire
f:
Registrable by:
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
Generll OUligation Street Improvement Special Assessment Bond, Series 2001B, No. R-
t3
1268796v2
o�-���
I te of Registration:
2
3
4
5 BOND REGIS�AR'S
6 CERTIFICATE �
7 AUTHENTICATI�N
8 This Bond is one of t
9 Bonds described in the
IO Resolution mentioned
11 within.
12
13
14
IS ,
16 Bond Regisirar
Registrable by:
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
17 gy 'ounters�gned:
t8 Authorized Signature
19
20 Direc or, Office of Financial
21 Servic �
22 �
23
24
25 ''�
2G '�
27
28 � 29 .
30 �
31
32 �
33
34 ��
35
36 General Obligation Street Improvement Special Assessment Bond, Series 200
1268796v2
f[�3
No. R-T
o�-���
CERTIFICATE OF REGISTRATION
2
3 The transfer of ownership of the principal amount of the attached Bond may be made only by the
4 registered owner or his, her or its legal representative last noted below.
DATE OF SIGNATLIRE OF
REGISTRATION REGISTERED OWNER BOND REGISTRAR
14
12G879Gv2
o�-���
REGISTER OF PARTIAL PAYMENTS
The principal amount of the attached Bond has been prepaid on the dates and in the amounts
noted below:
Date Amount Bondholder Bond Registrar
If a notation is made on this register, such notation has the effect stated in the attached Bond.
Parlial payments do not require the presentation of the attached Bond to the Bond Registrar, and
a Holder could fail to note the partial payment here.
15
12G679Gv2
O�—'��c�
ABBREVIATIONS
2
3
4
5
6
7
8
9
10
11
12
13
14
The following abbreviations, when used in the inscription on the face of this Bond, shall
be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship
and not as tenants in common
UTMA - as custodian for
(Cust)
underthe
(Minor)
Uniform Transfers to Minors Act
(State)
Additional abbreviations may also be used
though not in the above list.
16
12G879Gv2
6�-� �o
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the attached
4 Bond and does hereby irrevocably constitute and appoint
5 attorney to transfer the Bond on the books kept for the registration
6 thereof, with full power of substitution in the premises.
7 Dated:
8 Notice: The assignor's signature to this assignment must
9 correspond with the name as it appears upon the face of the
10 attached Bond in every particular, without alteration ar any
11 change whatever.
12 Siguature Guaranteed:
13
14 Sigttature(s) must be guaranteed by a national bank ar trust company or by a brokerage firm
15 l�aving a membership in one of the major stock exchanges or any other "Eligible Guarantor
16 Histit�ttion" as defined in 17 CFR 240.17Ad-15(a)(2).
17 The Bond Registrar will not effect transfer of this Bond unless the information
18 concerning the transferee requested below is provided.
19 Name aud Address:
20
21
22 (Include information far all joint owners
23 if the Bond is held by joint account.)
17
I2G879Gv2
O\-� \o
I B. Renlacement Bonds. If the City has notified Holders that Replacement Bonds
2 have beeu made available as provided in paragraph 6, then far every Bond thereafter transferred
3 or exchanged (including an exchange to reflect the partial prepayment of a Global Certificate not
4 previously exchanged for Replacement Bonds) the Bond Registrar shall deliver a certificate in
5 tl�e form of the Replacement Bond rather than the Global Certificate, but the Holder o£ a Global
6 Certificale shall not otherwise be required to exchange the Global Certificate for one or more
7 Replacement Bonds since the City recognizes that some beneficial owners may prefer the
8 convenience of the Depository's registerad ownership of the Bonds even though the entire issue
9 is no longer required to be in global book-entry form. The Replacement Bonds, together with the
10 Bond Registrar's Certificate of Authentication, the form of Assignment and the registration
11 information thereon, shall be in substantially the following form:
m
12G879Gv2
O�-3�o
2
3
4
5 R-
6
7
INTEREST
RATE
%
fs1]
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
UNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
GENERAL OBLIGATION STREET IMPROVEMENT
SPECIAL ASSESSMENT BOND, SERIES 2001B
MATURITY DATE OF
DATE ORIGINAL ISSUE
April 1, 2001
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
CUSIP
KNOW ALL PERSONS BY THESE PRESENTS that the City of Saint Paul,
Ramsey County, Minnesota (the "Issuer" or "City"), certifies that it is indebted and for value
received promises to pay to the registered owner specified above, or registered assigns, in the
manner hereinafler set forth, the principal amount specified above, on the maturity date specified
above, tmless called for earlier redemption, and to pay interest thereon semiannually on March 1
and September 1 of each year (each, an"Interest Payment Date"), commencing September 1,
2001, at ihe rate per annum specified above (calculated on the basis of a 360-day year of twelve
30-day months) until the principal sum is paid or has been provided for. This Bond will bear
interest &•om tha most recent InYerest Payment Date to which interest has been paid or, if no
interest has been paid, from the date of original issue hereo£ The principal of and premium, if
any, on tl�is Bond are payable upon presentation and surrender hereof at the principal office of
, in ,
(the "Bond Registrar"), acting as paying agent, or any successar paying
agent duly lppointed by the Issuer. Interest on this Bond will be paid on each Interest Payment
Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder"
or "Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at
the address appearing thereon at the close of business on the fifteenth day of the calendar month
preceding such Interest Payment Date (the "Regular Record Date"). Any interest not so timely
paid shall cease to be payable to the person who is the Holder hereof as of the Regular Recard
Date, and shall be payable to the person who is the Holder hereof at the close of business on a
date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes
available for payment of the defaulted interest. Notice of the Special Record Date shall be given
to Bondholders not less than ten days prior to the Special Recard Date. The principal of and
premittm, if any, and interest on this Bond are payable in lawful money of the United States of
America.
19
12G879Gv2
a -� �o
1 REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF
2 THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL
3 FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE.
4 IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things
5 required by the Constihrtion and laws of the State of Minnesota and the Charter of the Issuer to
6 be done, to happen and to be performed, precedent Yo and in the issuance of this Bond, have been
7 done, have happened and have been performed, in regular and due form, time and manner as
8 required by law, and that this Bond, together with all other debts of the Issuer outstanding on the
9 date of origival issue hereof and on the date of its issuance and delivery to the original purchaser,
10 does not exceed any constitutional or statutory or Charter limitation of indebtedness.
I 1 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by
12 its City Council has caused this Bond to be executed on its behalf by the original or facsimile
13 signature of its Mayor, attested by the original or facsimile signatare of its Clerk, and
14 countersigned by the original or facsimile signature of its Director, Office of Financial Services,
15 the offtcial seal having been omitted as permitted by law.
20
12G879Gv2
61�� 10
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
1)
20
21
22
Date of Registration:
BOND REGISTRAR'S
CERTIFICATE OF
AUTHENTICATION
This Bond is one of the
Bonds described in the
Resolution menCioned
wiYhin.
Bond Registrar
By
Authorized Signature
12G879Gv2
Registrable by:
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
21
DI-�la
1 ate of Registration;
2
3
4
Registrable by:
Payable at:
5 BOND REGIS 'S
6 CERTIFICATE F
7 AUTHENTICATI N
8 This Bond is one of e
9 Bonds described in th
10 Resolution mentioned
11 within.
12
13
14
IS ,
16 Bond Registrar
17 By
18 Authorized Signature
19
20
21
22
1268796v2
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
, Office of Financial
21
�._ ..--- .. . . . . _ ,_,._ __..
O\`� \9
] ON REVERSE OF BOND
2 Date o£Pavment Not Business Dav. If the date for payment of the principal of,
3 premium, if any, or interest on this Bond shall be a Saturday, Sunday, legal holiday or a day on
4 which banking institutions in the City of New York, New York, or the city where the principal
5 office of the Bond Registrar is located are authorized by law ar executive order to close, then the
6 date for such payment shall be the next succeeding day which is not a Saturday, Sunday, legal
7 holiday or a day on which such banking institutions are authorized to close, and payment on such
8 date sltall have the same force and effect as if made on the nominal date of payment.
9 Redem�tion. All Bonds of this issue (the "Bonds") maturing after March 1, 2009,
10 are subject to redemption and prepayment at the option of the Issuer on such date and on any day
11 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
12 Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
13 prepaid in sttch order of ma�urify and in such amount per maturity as the City shall determine;
14 and if only part of the Bonds having a common maturity date are called for prepayment, the
15 specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions
16 thereof called for redemption shall be due and payable on the redemption date, and interest
17 thereon sl�all cease to accrue from and after the redemption date.
18 Notice of Redemption. Mailed notice of redemption shall be given to the paying
19 ageut (if other than a City officer) and to each affected Holder of the Bonds. In the event any of
20 the Bonds are called for redemption, written notice thereof will be given by first class mail
21 mailed not less than thirty (30) days prior to the redemption date to each Holder of Bonds to be
22 redeemed. Hi connection with any such notice, the "CUSIP" numbers assigned to the Bonds
23 shall be used.
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
Selection of Bonds for Redemption. To effect a partial redemption of Bonds
having a common maturity date, the Bond Registrar shall assign to each Bond having a common
maturity date a distinctive number for each $5,000 of the principal amount of such Bond. Tha
Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in
its discreCion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each
uumber, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be
redeeuied shall be the Bonds to which were assigned numbers so selected; provided, however,
that only so much of the principal amount of such Bond of a denomination of more than $5,000
shall be redeemed as shall equai $5,000 for each number assigned to it and so selected. If a
Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the
Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactary to the
Issuer and Bond Registrar duly executed by the Holder thereof or his, her ar its attorney duly
aut$orized iii wrifing) and the Issuer shall execute (if necessary) and the Bond Iiegistrar shall
authenlicate and deliver to the Holder of such Bond, without service charge, a new Bond or
Bonds of the same series having the same stated maturity and interest rate and of any authorized
denomination or denominations, as requested by such Holder, in aggregate principal amount
equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered.
Issuance• Purpose• General Obli�ation. This Bond is one of an issue in the total
principal amow�t of $3,630,000, all of like date of ariginal issue and tenor, except as to number,
22
12G8796v2
o�- 'i c°
1 maturity, interest rate, denomination and redemption privilege, which Bond has been issued
2 pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and
3 the Charter of the Issuer, and pursuant to a resolution adopted by the City Council of the Issuer
4 on March 28, 2001 (the "Resolution"), for the purpose of providing money to finance the
5 construction of various street improvements in the City. This Bond is payable out of a special
6 account relating to the Bonds in the General Obligation Special Assessments — Streets Debt
7 Service Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to
8 provide moneys far the prompt and full payment of its principal, premium, if any, and interest
9 when the same become due, the full faith and credit and taxing powers of the Issuer have been
10 and are hereby irrevocably pledged.
11 Denominations• Exchan�e; Resolution. The Bonds are issuable solely as fully
12 registered bonds in the denominations of $5,000 and integral multiples thereof of a single
13 maturity and are exchangeable for fully registered Bonds of other authorized denominations in
14 equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the
15 mattner and subject to the limitations provided in the Resolution. Reference is hereby made to
16 the Resohition for a descripYion of the rights and duties of the Bond Registrar. Copies of the
17 Resolution are on file in the principal offica of the Bond Registrar.
18 Transfer. This Bond is transferable by the Holder in person or by his, her or its
19 attorney duly authorized in writing at the principal office of the Bond Registrar upon
20 presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions
21 provided in the Resolution and to reasonable regulations of the Issuer contained in any
22 agreeuient with, or notice to, the Bond Registrar. Thereupon the Issuer shall execute and the
23 Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully
24 registered Bonds iu the name of the transferee (but not registered in blank or to "bearer" ar
25 similar designation), of au authorized denomination or denominations, in aggregate principal
26 amount equal to the principal amount of this Bond, of the same maturity and bearing interest at
27 the sa�ne rate.
28 Fees u�on Transfer or Loss. The Bond Registrar may require payment of a sum
29 sufficient to cover any tax or other governmental charge payable in connection with the transfer
30 or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds.
31 Treatment of Re�istered Owner. The Issuer and Bond Registrar may treat the
32 person in whose name this Bond is registered as the owner hereof for the purpose of receiving
33 payment as herein provided (except as otherwise provided on the reverse side hereof with respect
34 to the Record Date) and for all other purposes, whether or not this Bond shall be overdae, and
35 neiLher the Issuer nor the Bond Registrar shall be affected by notice to the contrary.
36 Authentication. This Bond shall not be valid or become obligatory for any
37 purpose or be entitled to any security unless the Certificate of Authentication hereon shall have
38 been executed by the Bond Registrar.
39 Not Oualified Tax-Exempt Obli atg ions. The Bonds have not been designated by
40 the Issuer as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the federal
41 Inteinal Revenue Code of 1986, as amended. The Bonds do not qualify for such designation.
23
126879Gv2
o�-'��o
i
ABBREVIATIONS
2 The following abbreviations, when used in the inscription on the face of this
3 Bond, shall be construed as though they were written out in full according to applicable laws or
4 regulations:
5
G
7
8
9
10
11
12
13
14
15
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship
and not as tenants in common
UTMA - as custodian for
(Cust)
underthe
(Minor)
Uniform Transfers to Minors Act
(StaYe)
Additional abbreviations may also be used
though not in the above list.
24
12G8796v2
o�-� �o
ASSIGNMENT
2 For value received, the undersigned hereby sells, assigns and transfers unto
� the within
4 Bond and does hereby irrevocably constitute and appoint attorney to
5 transfer the Bond on the books kept far the registration thereof, with full power of substitution in
G the premises.
Dated:
8 Notice: The assignor's signature to this assignment must correspond with
9 the name as it appears upon the face of the within Bond in every
10 particular, without alteraYion or any ehange whatever.
11 Signature Guaranteed:
if►.1
13 Signature(s) must be guaranteed by a national bank or trust company ar by a brokerage firm
14 l�aving a membership in one of the major stock exchanges or any other "Eligible Guarantor
15 Institution" as defined in 17 CFR 240.17Ad-15(a)(2).
16 The Bond Registrar will not effect transfer of this Bond unless the information
17 concerning the transferee requested below is provided.
18 Name and Address:
19
20
21 (Inciude information for all joint owners
22 if the Bond is held by joinY account.)
25
12G879Gv2
O\ � 1 �o
L!
6
7
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
10. Execution The Bonds shall be executed on behalf of the City by the
signatures of its Mayor, Clerk and Director, Office of Financial Services, each with the effect
noted on the forms of the Bonds, and be sealed with the seal of the City; provided, however, that
the seal of the City may be a printed or photocopied facsimile; and provided further that any of
sucl� signatures may be printed or photocopied facsimiles and the corparate seal may be omitted
on the Bonds as permitted by law. In the event of disability or resignation or other absence of
any such officer, the Bonds may be signed by the manual or facsimile signature of that officer
who tnay �tct on behalf of such absent or disabled officer. In case any such officer whose
siguature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer
before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and
sufficient for all purposes, the same as if he or she had remained in office until delivery.
11. Authentication; Date of Registration. No Bond shall be valid ar obligatory
for aziy purpose or be entitled to any security or benefit under this resolution unless a Certificate
of Autheutication on such Bond, substantially in the form hereinabove set forth, shall have been
duly executed by an authorized representative of the Bond Registrar. Certificates of
Authentication on difPerent Bonds need not be signed by the same person. The Bond Registrar
shall authenticate the signatures of of£icers of the City on each Bond by execution of the
Certificate of Authentication on the Bond and by inserting as the date of registration in the space
provided the date on which the Bond is authenticated. For purposes of delivering the original
Global Ceriificates Yo the Purchaser, the Bond Registrar sha11 insert as the date of registration Yhe
date of original issue, which date is April 1, 2001. The Certificate of Authentication so executed
on each Bond sl�all be conclusive evidence that it has been authenticated and delivered under this
resolution.
24 12. Resistration; Transfer; Exchange. The City will cause to be kept at the
25 principal office of the Bond Registrar a bond register in which, subject to such reasonable
26 regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the
27 registration of Bonds and the registration of transfers of Bonds entitled to be registered ar
28 transferred as herein provided.
29
30
31
32
33
34
35
36
37
38
39
40
41
42
A Global Certificate shall be registered in the name of the payee on the books of
the Bond Registrar by presenting the Globa] Certificate for registration to the Bond Registrar,
who will endorse his or her name and note the date of registration opposite the name of the payee
in the certificate of registration on the Global Certificate. Thereafter a Global Certificate may be
transferred by delivery with an assignment duly executed by the Holder or his, her or its legal
representative, and the City and Bond Registrar may treat the Holder as the person exclusively
entitled to exercise all the rights and powers of an owner until a Global Certificate is presented
wit7i such assigument for registration of transfer, accompanied by assurance of the nature
provided by law that the assignment is genuine and effective, and until such transfer is registered
on said books and noted thereon by the Bond Registrar, all subject to the terms and conditions
provided in the Resolution and to reasonable regulations of the City contained in any agreement
with, or notice to, the Bond Registrar.
Transfer of a Global Certificate may, at the direction and expense of the City, be
subject to other restrictions if required to qualify the Global Certificates as being "in registered
26
126879Gv2
O\�31'
1 foim" within the meaniug of Section 149(a) of the federal Intemal Revenue Code of 1986, as
2 amended.
3 If a Global Certificate is to be exchanged for one ar mare Replacement Bonds, all
4 of the principal amount of the Global Certificate shall be so exchanged.
5 Upon surrender for transfer of any Replacement Bond at the principal office of
6 the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall
7 autltenticate, insert the date of registration (as provided in paragraph 11) of, and deliver, in the
8 natne of the designated transferee ar transferees, one or more new Replacement Bonds of any
9 authorized denomination or denominations of a like aggregate principal amount, having the same
10 stated maturity and interest rate, as requested by the transferor; provided, however, that no bond
11 may be registered in blank or in the name of "bearer" or similar designation.
12 At the option of the Holder of a Replacement Bond, Replacement Bonds may be
13 exchanged for Replacement Bonds of any authorized denomination or denominations of a like
14 aggregate priucipal amouiit and stated maturity, upon surrender of the Replacement Bonds to be
15 exchanged at the principal office of the Bond Registrar. Whenever any Replacement Bonds are
I6 so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall
17 authenticate, insert the date of registration of, and deliver the Replacement Bonds which the
18 Holder making the exchange is entitled to receive. Global Certificates may not be exchanged far
19 Global Certificates of smaller denominations.
20 All Bonds surrendered upon any exchange or transfer provided for in this
21 resolution shall be promptly cancelled by the Bond Registrar and thereafter disposed of as
22 directed by the City.
23 All Bonds delivered in exchange for or upon transfer of Bonds shall be valid
24 general obligations of the City evidencing the same debt, and entitled to the same benefits under
25 this resolution, as the Bonds surrendered for such exchange or transfer.
26 Every Bond presented or surrendered for transfer or exchange shall be duly
27 endorsed or be accompanied by a written instnunent of transfer, in form satisfactory to the Bond
28 Regisirar, duly executed by the Holder thereof or his, her or its attorney duly authorized in
29 writing.
30 The Bond Registrar may require payment of a sum sufFicient to cover any tax or
31 other governmental charge payable in connection with the transfer or exchange of any Bond and
32 1ny legal or unusual costs regarding transfers and lost Bonds.
33 Transfers shall also be subject to reasonable regulations of the City contained in
34 any agreement with, or notice to, the Bond Registrar, including regulations which permit the
35 Bond Registrar to close its transfer books between record dates and payment dates.
36 13. Rights Upon Transfer or Exchanae. Each Bond delivered upon transfer of
37 or in exchange far or in lieu of any other Bond shall carry all the rights to interest accrued and
38 unpaid, and to accrue, which were carried by such other Bond.
27
12G879Gv2
ot-� ��
1 14. Interest Payment; Record Date. Interest on any Global Certificate shall be
2 paid as provided in the first paragraph thereof, and interest on any Replacement Bond shall be
3 paid on each Interest Payment Date by check or draft mailed to the person in whose name the
4 Bond is registered (the "Holder") on the registration books of the City maintained by the Bond
5 Registrar, and in each case at the address appearing thereon at the close of business on the
6 fifteenth (151h) day of the calendar month preceding such Interest Payment Date (the "Regular
7 Record Date"). Any such interest not so timely paid shall cease to be payable to the person who
8 is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the
9 Holder thereof at tl�e close of business on a date (the "Special Record Date") fixed by the Bond
10 Registrar whenever money becomes available for payment of the defaulted interest. Notice of
I 1 the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten
12 (10) days prior to the Special Record Date.
13 15. Holders• Treatment ofRe�istered Owner; Consent ofHolders.
14 (A) For the purposes of all actions, consents and other matters affecting Holders of the
15 Bonds, other than pa}nnents, redemptions, and purchases, the City may (but shall not be
16 obligated to) treat as the Holder of a Bond the beneficial owner of the Bond instead of tha person
17 in whose name the Bond is registered, For that purpose, the City may ascertain the identity of
18 the beiieficial owner of the Bond by such means as the Bond Registrar in its sole discretion
19 deems appropriate, including but not limited to a certificate from the person in whose name the
20 Bond is registered identifying such beneficial owner.
21 (B) The City and Bond Registrar may treat the person in whose name any Bond is
22 registered as the owner of such Bond for the purpose of receiving payment of principal of and
23 premiutn, if any, and interest (subject to the payment provisions in paragraph 14 above) on, such
24 Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and
25 neither the City nar the Bond Registrar shall be affected by notice to the contrary.
26 (C) Any consent, request, direction, approval, objection or other instrument to be signed
27 and executed by the Holders may be in any number of concurrent writings of similar tenor and
28 must Ue signed or executed by such Holders in person or by agent appointed in writing. Proof of
29 the execution of any such consent, request, direction, approval, objection or other instrument or
30 of the writiug appointing any such agent and of the ownership of Bonds, if made in the following
31 manner, shall be suf£icient for any of the purposes of this Resolution and shall be conclusive in
32 favor of tlte City with regard to any action taken by it under such request or other instrument,
33 uamely:
34 (1) The fact and date of the execution by any person of any such writing may be
35 proved by the certificate of any officer in any jurisdiction who by law has power to take
36 acicnowledgments within such jurisdiction that the person signing such writing
37 acknowledged before him or her the execution thereof, or by an affidavit of any witness
38 to such execution.
39 (2) Subject to the provisions of subparagraph (A) above, the fact of the
40 ownership by any person of Bonds and the amounts and numbers of such Bonds, and the
41 date of the holding of the same, may be proved by reference to the bond register.
�
12G879Gv2
OL--���
1 16. DeliverV Application of Proceeds. The Global Certificates when so
2 prcpared �nd exccuted shall be delivered by the Director, Office of Financial Services, to the
3 Purchlser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the
4 proper application thereof.
10
11
12
13
14
15
16
17
18
19
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23
24
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17. Funds. There is hereby created a special fund to be designated the "2001
Clpital Projects Pund" (mimbered C-Ol, the "Capital Fund"), to be administered and maintained
by the City Treasurer as a bookkeeping account separate and apart from all other accounts
maiutained in tlte official financial records of the City. There has been heretofore created and
established the "General Obligation Special Assessments -- Streets Debt Seroice Fund"
(numbered 963, the "DeUt Service Fund"). The Capital Fund and Debt Service Fund shall be
maintained in the manner herein specified until all of the Bonds and the interest thereon have
beeu fully paid.
(i) Caoital Fund. To the Capital Fund there shall be credited the proceeds of
the sale of the Bonds, less accrued interest received thereon, and less any amount paid for
Qle Bonds in excess of $3,593,700. From the Capital Fund there shall be paid all costs
1nd expenses of making the Improvements listed in paragraph 18, after they have been
ordered in accordance with the Charter of the City, including the cost of any construction
contracts heretofore let and all other costs incuned and to be incurred of the kind
auQlorized in Minnesota Statutes, Section 475.65 (including interest on the Bonds
plyable during the construction period); and the moneys in the Capital Fund shall be used
for uo other purpose except as otherwise provided by law; provided that the proceeds of
the Bonds may also be used to the extent necessary to pay interest on the Bonds due priar
to the anticipated date of commencement of the collection of taxes or special assessments
herein covenanted to be levied; and provided further that if upon completion of the
Improvements there shall remain any unexpended balance in the Capital Fund, the
balance may be transferred by the Council to the fund of any other improvement
institufed pursuant to the City's Charter or Minnesota Statutes, Chapter 429, or used to
pay the costs of any other purpose permitted by law, or transferred to the Debt Service
Fund. All earnings on the Capital Fund shall be transferred to the Debt Service Fund, ar
m1y be retained in the Capital Fund.
(ii) Debt Service Fund. There is hereby pledged and there shall be credited to
a special account relating to the Bonds in the Debt Service Fund: (a) collections of
special lssessments herein covenanted to be levied, to the extent provided in paragraph
19; (b) all accrued interest received upon delivery of the Bonds; (c) all funds paid for the
Bonds in excess of $3,593,700; (d) any collections of all taxes which are levied herein, or
which may hereafter be levied in the event that the special assessments herein pledged to
the p�yment of the Bonds and interest thereon are insufficient therefor, (e) all funds
remaining in tlle Capital Fund after completion of the Improvements and payment of the
costs thereof, not so transferred to the account of another improvement or used to pay the
costs of any olher purpose permitted by law; and ( fl all investment earnings on moneys
held in such special account in the Debt Service Fund or on moneys held in the Capital
Pund. If moneys in the special account of the Debt Service Fund should ever be
insufficient to pay debt service on the Bonds, the Bonds shall be paid from the Debt
Setvice Fund or any other special account therein, and the Bonds are hereby made
29
12G879Gv2
16. Delivery; Application of Proceeds, The Global Certificates when so
2 prepared and executed shall be deliver�d by fHe Director, Office of Financial Services, to the
3 Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the
4 oper application thereof.
8
9
10
11
12
13
24
15
16
17
18
19
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21
22
23
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25
26
27
28
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30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
17. Funds. There is hereby created a special fund to be designated the "2001
Capita rojects Fund" (numbered C-Ol, the "Capi.tal Fund"), to be administered and maintained
by the Ci Treasurer as a bookkeeping account separate and apart from all other accounts
maintained ' the official financial records of the City. There has been heretofore created and
established t"General Obligation Special Assessments -- Streets Debt Service Fund"
(numbered 9G3, the "Debt Service Fund"). Thetapital Fund and Debt Service Fund shall be
maintained in the anner herein specified until all of the Bonds and the interest thereon have
been fully paid. '
(i) apital Fund. To the Capital Fund there shall be credited the proceeds of
the sale of the B ds, less accrued interest received Thereon, and less any amount paid for
the Bonds in exce of $3,593,700. From the Capital Fund there shall be paid all costs
and expenses of ma 'ng the Improvements listed in paragraph 18, after they have been
ordered in accordance ith the Charter of the City, including the cost of any construction
contracts heretofore let d all other costs incurred and to be incurred �of the kind
authorized in Minnesota �(�atutes, Section 475.65 (including interest on the Bonds
payable during the construcG{'on period); and the moneys in the Capital Fund shall be used
for no other purpose except a'� otherwise provided by law; provided that the proceeds of
the Bonds may also be used to� extent necessary to pay interest on the Bonds due prior
to the anticipated date of comme Eemeiat of the collection of taxes or special assessments
herein covenanted to be levied; anc��.provided further that if upon completion of the
Improvements there shall remain an�e�unexpended balance in the Capital Fund, the
balance may be transferced by the Couttcil to the fund of any other improvement
instituted pursuant to the City's Charter o�Minnesota Statutes, Chapter 429, or used to
pay the costs of any other purpose permitte�i by law, or transferred to the Debt Service
Fund. All earnings on the Capital Fund shal'�be transferred to the Debt Service Fund, or
may be retaincd in the Capital Fund. ���
(ii) Debt Service Fund. There is herel�y pledged and there shall be credited to
a special account relating to the Bonds in the Debt 5ervice Fund: (a) collections of
special assessments herein covenanted to be levied, t��the extent provided in paragraph
19; (b) all accrued interest received upon delivery of tl% Bonds; (c) all funds paid for the
Bonds in excess of $3,593,700; (d) any collections of al�'taxes which are levied herein, or
which may hereafter be levied in the event that the special�=�ssessments herein pledged to
the payment of the Bonds and interest thereon are insufficietat therefor; (e) all funds
remaining in the Capital Fund after completion of the Improv��nents and payment of the
costs thereof, not so transferred to the account of another improuement or used to pay the
costs of any other purpose permitted by law; and (� all investmeri�
held in such special account in the Debt Service Fund or on moneys�
Fund. If moneys in the special account of the Debt Service Fund sho
insufficient to pay debt service on the Bonds, the Bonds shall be paid
Service Fund or any other special account therein, and the Bonds are
1268796v2
29
igs on moneys
in the Capital
ever be
m the Debt
:�iv made
p\—'3\O
payable from the Debt Service Fund and any other special accounts therein for this
purpose. Amounts drawn from the Debt Service Fund or any special account therein may
be repaid with or without interest when moneys suFficient for such repayment are
deposited in the special account relating to the Bonds in the Debt Service Fund.
9
10
11
12
13
14
IS
16
17
18
19
20
21
22
23
24
25
The special account relating to the Bonds in the Debt Service Fund shall be used
solely to pay the principal and interest and any premiums for redemption of the Bonds and any
other general obligation bonds of the City hereafter issued by the City and made payable from
sttch special account in the Debt Service Fund as provided by law, or to pay any rebate due to the
United States. No portion of the proceeds of the Bonds shall be used directly or indirectly to
acquire higher yielding investments or to replace funds which were used directly or indirectly to
acquire higher yielding investments, except (1) for a reasonable temporary period until such
proceeds are needed for the purpose for which the Bonds were issued, and {2) in addition to the
above in au ainount not greater than five percent (5%) of the proceeds of the Bonds. To this
effect, any sttms from time to time held in the Capital Fund or in such special account in the Debt
Service Fund (or uiy other City fund or account which will be used to pay principal or interest to
become due on the bonds payable therefrom) in excess of amounts which under then-applicable
federal arbitrage regulations may be invested without regard as to yield shall not be invested at a
yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such
investtneiits after taking inio account any applicable "temporary periods" ar"minor portion"
made available under the federal arbitrage regulations. In addition, the proceeds of the Bonds
and money in the Capital Fund ar in such special account in the Debt Service Fund shall not be
invested in obligalions or deposits issued by, guaranteed by or insured by the United States or
any agency or instrumentllity thereof if and to the extent that such investment would cause the
Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the federal Internal
Reve�uie Code of 1986, as amended (the "Code").
26 18. Assessments Covera�e Test. The City Council has heretofore
27 detei�nined, and does hereby determine, to proceed with the Improvements and special
28 assessments with respect thereto under the provisions of the Charter of the City, rather than the
29 provisions of Minnesota Statutes, Chapter 429.
30
31
32
33
34
35
36
3'1
38
39
40
4I
42
43
44
Tt is hereby determined that no less than twenty percent (20%) of the cost to the
City of each Improvement financed hereunder within the meaning of Minnesota Statutes, Section
475.58, Subdivision 1(3), shall be paid by special assessments to be levied against every
assessable lot, piece and parcel of land benefitted by the Improvements. The City hereby
covenanCs and agrees that iC will let all constniction contracts not heretofore let within one year
after ordering each Improvement financed hereunder unless the resolution ordering the
Improvement specifies a different time limit for the letting of construction contracts and wiil do
and perform, as soon as they may be done, all acts and things necessary for the final and valid
levy of such special assessments, and in the event that any such assessment be at any time held
invalid with respect to any lot, piece or parcel of land due to any error, defect, or irregularity, in
any action or proceedings taken or to be taken by the City or this Council or any of the City
officers or employees, either in the making of the assessments or in the performance of any
condition precedent thereto, the City and this Council will forthwith do all further acts and take
all further proceedings as may be required by law to make the assessments a valid and binding
]ien upon such property.
30
126879Gv2
���3\
� The special assessments have not heretofore been authorized, and accordingly, for
2 purposes of Mimiesota Statutes, Section 475.55, Subdivision 3, the special assessments are
3 hereby authorized. Subject to such adjustments as are required by conditions in existence at the
4 time the assessments 1re levied, the assessments are hereby authorized and it is hereby
5 determined th�t tlle assessments shall be payable in equal, consecufive, annual installments, with
6 general taxes for fhe years shown below aud with interest on the declining balance of all such
7 assessments at a rate per anmim approximately one percent (1%) per annum in excess of the net
8 effective rate of interest on the Bonds:
Tmprovemenl
Desi�nation
CaselI-Iazelwood
TUiapp/Hillside
Charles/Griggs
Fifth/Kennard
Page/Manoiltin
TOTAL
Amount
$ 926,000
830,000
489,000
867,000
518,000
$3,630,000
LevyYears
2001-2020
for all
Years
2002-2021
for all
) The special assessments shall be such that if collected in full they, together with
10 estimate<t collections of other revenues hereiv pledged for tha payment of the Bonds, will
1 1 produce at least five percent (5%) in excess of the amount needed to meet when due the principal
12 1nd interest payments on the Bonds in every year except the final year (2013). At the time the
13 assessments are in fact levied the City Council shall, based on the then-current estimated
14 collections of the assessments, make any adjustments in any ad valorem taxes required to be
15 levied in order to assure that the City continues to be in compliance with Minnesota Statutes,
1G Section 475.61, Subdivision 1.
1'7 19. Limit on Special Assessments Pled�ed. The City Council hereby finds,
18 determines �tnd declares that the payment of the Bonds does not require the pledge of all the
19 special �ssessments which may be levied with respect to the Tmprovements identified in
20 paragraplZ 18, and that it is necessary, proper and expedient to provide that payments and
21 prepayments of special assessments in excess of the debt service requirements of the Bonds be
22 put to use for other purposes sooner than upon the termination of the Debt Service Fund. Only
23 $3,630,000 original principal amount of the special assessments (which amoLmt is the "Pledged
24 Assessments"), and interest thereon, recognized in paragraph 18 of this Resolution (of which
25 $720,367 tve necessary prior to their scheduled receipt in order to pay debt service on the Bonds
2G on March l, 2002) are or shall be pledged to the payment of the Bonds, and payments of, or with
27 respect lo, such special assessments in excess o£the Pledged Assessments shall be credited
28 instead to a spccial account in the Capital Fimd, and used for the purpose of paying any
2) additionll costs of the Improvements and the costs of other improvements approved by the City,
30 as follows: (a) the first $720,367 of all prepayments of special assessments recognized in
31 paragraph 18 shall be credited to the Debt Service Fund, (b) thereafter until such time as the
32 special �ssessments from time to time outstanding equal in original principal amount the Pledged
33 Assessments or less, prepayments of any of the special assessments recognized in paragraph 18
34 shall Ue treated as prepayments of the portion of the special assessments not pledged to the
35 Bonds and shall be credited instead to said special account of the Capital Fund, and used as
31
i zea�ev�z
!�/�3/�
1 The special assessments have not heretofore been authorized, and accordingly, for
2 purpos of Minnesote Statutes, Section 475.55, Subdivision 3, the special assessments are
3 hereby a orized. Subject to such adjustments as are required by conditions in existence at the
4 time the as ssments are levied, the assessments are hereby authorized and it is hereby
5 determined t at the assessments shall be payable in eyual, consecutive, annual installments, with
6 general taxes r the years shown below and with interest on the declining balance of all such
7 assessments at a ate per annum approximately one percent (1 %) per annum in excess of the net
8 effective rate of i'terest on the Bonds:
Desi ng ation
ICnapp/Hillside
Charles/Griggs
Fifth/Kennard
Page/Manomin
TOTAL
10
11
12
13
14
15
1G
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
Amount Levv Years Years
$ 926,000
830,000
489,000
867,000
518.000
2001-2020 2002-2021
for all for all
The special assessments��all be such that if collected in full they, together with
estimated collections of other revenues h K�ein pledged for the payment of the Bonds, will
produce at least five percent (5%) in excessF�f the amount needed to meet when due the principal
and interest payments on the Bonds in every qe
assessments are in fact levied the City Counci��
collections of the assessments, make any adjust
levied in order to assure that the City continues
Section 475.G1, Subdivision 1.
except the final year (2013). At the time the
all, based on the then-current estimated
�nts in any ad valorem taxes required to be
�e in compliance with Minnesota Siatutes,
19. Limit on S�ecial Assessments }�led�ed. The City Council hereby finds,
determines and declares that the payment of the Bonds`�oes not require the pledge of all the
special assessments which may be levied with respect to�'(he Improvements identified in
paragraph 18, and that it is necessary, proper and expedieri�,to provide that payments and
prepayments of special assessments in excess of the debt se`itvice requirements of the Bonds be
put to use for other purposes sooner than upon the terminatioi�,of the Debt Service Fund. Only
$3,G30,000 original principal amount of the special a§sessmenfr�(which amount is the "Pledged
Assessments"), and interest thereon, recognized in paragraph 1 S� f this Resolution (of which
$ are necessary prior to their scheduled receipt in o�er to pay debt service on the
Bonds on March 1, 2002) are or shall be pledged to the payment of t�e Bonds, and payments of,
or with respect to, such special assessments in excess of the Pledged i�ssassments shall be
credited instead to a special account in the Capital Fund, and used for t�l��purpo;
additional costs of the Improvements and the costs of other improvement�s�apprc
as follows: (a) the first $ of all prepayments of special asgess
recognized in paragraph 18 shall be credited to the Debt Service Fund, (b) th�r�e�
time as the special assessments from time to time outstanding equal in original �
the Pledged Assessments or less, prepayments of any of the special assessments
paragraph 18 shall be treated as prepayments of the portion of the specia] assess
pledged to the Bonds and sNall be credited instead to said special account of the
12G679Gv2
31
ofpaying any
;d by the City,
until such
ipal amount
gnized in
s not
Yal Fund,
.�
,�
�\���LU
1 provided above, and (c) while the special assessments from tima to time outstanding equal in
2 original principal amounf the Pledged Assessments ar mare, regular installment payments made
3 on the Pledged Assessments only (not all of the special assessments) shall be credited to the Debt
4 Service Ptuld, and regular installment payments on that portion, if any, of the remaining
5 assessments in excess oCthe Pledged Assessments shall be credited to said special account ofthe
G Capi[al Funcl, and used as provided above.
7 20, Tax Levv' Covera�e Test. If taxes are levied as provided in the final part
8 of p flf�l�fSpll I H , dle tax levies shall be irrepealable so long as any of the Bonds are outstanding
9 and unpaid, provided th11 [ha City reserves the right and power to reduce the levies in the manner
] 0 and to the extent permitted by Minnesota Statutes, SecCion 475.61, Subdivision 3.
1 1 To provide moneys for payment of the principal and interest on the Bonds due to
12 Ue paid in 2013 there is hereby levied upon all of the taxable property in the City a direct annual
l3 nd valorem tax which shall be spread upon the tax rolls and collected with and as part of other
14 general property taxes in the City for the years and in the amounts as follows:
15 Year of Tax Year of Tax
16 Lev,L Collection Amount
1� 2011 20I2 $1,496,616
1 g The tax levies are such that if collected in full Chey, together with estimaCed
19 collections of special assessments and other revenues herein pledged for the payment of the
20 Bonds, will produce at least five percent (5%) in excess of the amount needed to meet when due
21 the principll and interest payrnents on the Bonds. The tax levies shall be irrepealable so long as
22 any of die Bonds are outstanding and unpaid, pc•ovided Yhat the City reserves the right and power
23 to reduce the levies in the manner and to the extent permitted by Minnesota Statutes, Section
24 475.61, Subdivision 3.
2$ 21. General Obliaation Pledge. For the prompt and full payment of the
26 principal �nd interest on the Bonds, as the same respectively become due, the full faith, credit
27 and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the
28 special �ccoimt relaling to the Bonds in the Debt Service Fund (as defined in paragraph 17
29 hereo� is ever insufPicient to pay all principal and interest then due on the Bonds payabla
30 ther•efrom, the deficiency shall be promptly paid out of any other funds of the City which are
31 �vailable for sucl� purpose, including the general fund of the City and the Debt Service Fund and
32 the special accounts therein, and such other funds may be reimbursed with or without interest
33 from the specia] accotml in the Debt Service Fund relating to the Bonds when a sufficient
34 ballnce is available therein.
35 22. Certificate of Registration. The Director, Office of Financial Services, is
36 hereUy directed to file a certified copy of this Resolution with the officer of Ramsey County,
37 Minnesola, performing the functions of the county auditor (the "County Auditor"), together with
38 such other information as the Co�mty Auditor shall require, and to obtain the Cotmty Auditor's
39 certiGcate that d1e Bonds have been entered in the County Auditor's Bond Register, and that the
40 tax levy required by law has been made.
32
12G879GV2
4/-.�i�
C!
0
and used as provided above, and (c) while the special assessments from time to time outstanding
equal in original principal amount the Pledged Assessments or more, regular installment
payments made on the Pledged Assessments only (not all of the special assessments) shall be
credited to the Debt Service Fund, and regular installment payments on that portion, if any, of
�l�e remaining assessments in excess of the Pledged Assessments shall be credited to said special
ac�ount of the Capital Fund, and used as provided above.
7 �� 20. Tax Levy: Coveraae Test. If taxes are levied as provided in the final part
8 of paragraph 18, the tax levies shall be irrepealable so long as any of the Bonds are outstanding
9 and unpai,d, provided that the City reserves the right and power to reduce the levies in the manner
10 and to the��Ctent permitted by Minnesota Statutes, Section 475.61, Subdivision 3.
\
11 \ �'o provide moneys for payment of the principal and interest on the Bonds due to
12 be paid in 2013 there is hereby levied upon all of the taxable property in the City a direct annual
13 ad valorem tax wRich shall be spread upon the tax rolls and collected with and as part of other
14 general property taze�s in the City for the years and in the amounts as follows:
1S
16
17
Yaar of T
Levv
2011
Year of Tax
Coltection
Amount
]8
19
20
21
22
23
24
25
2G
27
28
29
30
31
32
33
34
35
36
37
38
39
40
2012
$
The tax levies are �@ch that if collected in full they, together with estimated
collections of special assessments ai�d other revenues herein pledged for the payment of the
Bonds, will produce at least five perce�t (5%) in excess of the amount needed to meet when due
the principal and interest paymcnts on th,e Bonds. The tax levies shall be irrepealable so long as
any of the Bonds are outstanding and unp�aid, provided that the City reserves the right and power
to reduce the levies in the manner and to th�.extent permitted by Minnesota Statutes, Section
475.G1, Subdivision 3. \„
21, Genera! Obligation PledQe\�For the prompt and full payment of the
principal and interest on the Bonds, as the same res ectively become due, the full faith, credit
and taxing powers of the City shall be and are hereb�rrevocably pledged. If the balance in the
special account relating to the Bands in the Debt Servi' Fund (as defined in paragraph 17
hereo� is ever insufficient to pay all principal and intere then due on tiie Bonds payable
therefrom, tlie deficiency shall be promptly paid out of an other funds of the City which are
available for such purpose, including the general fund of the
the special accounts therein, and such othec funds may be reii
from the special account in the Debt Service Fund relating to
balance is available therein.
and the Debt Service Fund and
�sed with or without interest
Bonds when a sufficient
22. Certificate of Reeistration. The Director, Offia �of:
hereby directed to £le a certified copy of this Resolution with the office',o
Minnesota, performing the functions of the county auditor (the "County A�
such other information as the County Auditor shall require, and to obtain tl
certificate that the Bonds have been entered in the County Auditor's Bond
tax levy required by law has been made.
1268796v2
32
t Services, is
y County,
together with
:y Auditor's
, and that the
-..__._.___....._...._._„._...._.._..,.---�------ - ,. _ __.,._._.....�..,-m..-.' ---_.,.__._.- - ---... _ ._. _-- - `> . ---
o�_ ���
23. Records and Certificates. The officers of the City are hereby authorized
and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality
of the issuance of the Bonds, certified copies of all proceedings and records of the City relating
to the Bonds and to the financial condition and affairs of the City, and such other affidavits,
certificates and information as are required to show the facts relating to the legality and
marketability of the Bonds as the same appear from the books and records under their custody
and control or as otherwise known to them, and all such certified copies, certificates and
affidavits, including any heretofore furnished, shall be deemed representations of the City as to
the facts recited therein.
10 24. Negative Covenants as to Use of Proceeds and Imnrovements. The City
11 hereby coveuants not to use the proceeds of the Bonds or to use the Improvements, or to cause or
12 pecmit them to be used, or to enter into any deferred payment arrangements for the cost of the
13 Improvements, in such a manner as to cause the Bonds to be "private activity bonds" within the
14 meauing of Sections 103 and 141 through I50 of the Code. The City reasonabty expects that no
15 actions will be taken over the term of the Bonds that would cause them to be private activity
16 bonds, and the average term of the Bonds is not longer than reasonably necessary far the
17 governtnental purpose of the issue. The City hereby covenants not to use the proceeds of the
18 Bonds iv sttch a maruier as to cause the Bonds to be "hedge bonds" within the meaning of
19 Section 149(g) of the Code.
20 25. Tax-Exemnt Status of the Bonds; Rebate; Election. The City shall comply
21 with requirements necessary under the Code to establish and maintain the exclusion from gross
22 income imder Section 103 of the Code of the interest on the Bonds, including without limitation
23 requirements relating to temporary periods for investments, limitations on amounts invested at a
24 yield greater than the yield on the Bonds, and the rebate of excess investment earnings to the
25 United St�ttes.
26 The City expects that the two-year expenditure exception to the rebate
27 requirements may apply to the construction proceeds of the Bonds.
28 If any elections are available now or hereafter with respect to arbitrage or rebate
29 matters relating to the Bonds, the Mayor, Clerk, Treasurer and Director, Office of Financial
30 Services, or any of them, are hereby autharized and directed to make such elections as they deem
31 necessary, appropriate ar desirable in connection with the Bonds, and all such elections shall be,
32 and shall be deemed and treated as, elections of the City.
33 26. No Desi�nation of Oualified Tax-Exempt Obli atQ ions. The Bonds,
34 together with other obligations issued by the City in 2001, exceed in amount those which may be
35 qualified as "qualified tax-exempt obligations" within the meaning of Secrion 265(b)(3) of the
36 Code, and hence are not designated for such purpose.
37 27. Letter of Representations. The Letter of Representations for the Bonds is
38 hereby confitmed to be the Blanket Issuer Letter of Representations dated April 10, 1996, by the
39 City and received and accepted by The Depository Trust Company. So long as The Depository
40 Trust Company is the Depository or it or its nominee is the Holder of any Global Certificate, the
41 City shall comply witl� the provisions of the Letter of Representations, as it may be amended or
33
126879Gv2
Ol �31.'e
1 supplemented by the City from time to time with the agreement or consent of The Depositary
2 Trust Company.
3 28. NeQOtiated Sale. The City has retained Springsted Incorporated as an
4 independent financial advisor, and the City has heretofore determined, and hereby determines, to
5 sell the Bonds by private negotiation, all as provided by Minnesota Statutes, Section 475.60,
6 Subdivision 2(9).
'7 29. Continuing Disclosure. The City is an obligated person with respect to the
8 Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule"),
9 promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the
10 Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the
ll "Undertaking") hereinafCer described, to:
12 A. Provide or cause to be provided to each nationally recognized municipal
13 securities information repository ("NRMSIR") and to the appropriate state information
14 depository ("SID"), if any, for the State of Minnesota, in each case as designated by the
15 Commission in accardance with the Rule, certain annual financial information and
16 operating data in accordance with the Undertaking. The City reserves the right to modify
17 from time to time the terms of the Undertaking as provided therein.
18 B. Provide or cause to be provided, in a timely manner, to (i) each NRMSIR
19 or to the Municipal Securities Rulemaking Board ("MSRB") and (ii) the SID, notice of
20 the occurrence of certain material events with respect to the Bonds in accordance with the
21 Underlaking.
22 C. Provide or cause to be provided, in a timely manner, to (i) each NRMSIR
23 or to the MSRB and (ii) the SID, notice of a failure by the City to provide the annual
24 financial information with respect to the City described in the Undertaking.
25 The City agrees that its covenants pursuant to the Rule set forth in this paragraph
26 29 and in the Undertaking are intended to be for the benefit of the Holders of Yhe Bonds and shall
27 be euforceable on behalf of such Holders; provided that the right to enforce the provisions of
28 these covenants shall be limited to a right to obtain specific enforcement of the City's obligations
29 under the covenanis.
30 The Mayor and Director, Office of Financial Services, or any other officers of the
31 City authorized to act in their stead (the "Officers"), are hereby authorized and directed to
32 exectde on behalf of the City the Undertaking in substantially the form presented to the City
33 Council, subject to such modifications thereof or additions thereto as are (i) consistent with the
34 requirements under the Rule, (ii) required by the Purchaser, and (iii) acceptable to the Officers.
�
126879Gv2
o�- '3�
30. Severabilitv. If any section, paragraph or provision of this resolution shall
be held to be invalid or unenforceable for any reason, the invalidity or unanforceability of such
section, paragraph or provision shall not affect any of the remaining provisions of this resolution.
4 31. Headin�s. Headings in this resolution are included for convenience of
5 reference only and are not a part hereof, and shall not limit or define the meaning of any
6 provision hereof
Reque ed�D rtm n f: Y�NANCia� Se.vi�es
By: '
Form Ap roved by City Attorney
R����`-,— �- C^-��
.� •-/G-o�
Mayor for �iak�fi}iss}6n to Council
Adopted by Council: Date ��� � R� 30 0�
�
Adoption Certified by Council Secretary
Approved by Mayo�te ��� ���
�
35
126879Gv2
o � _ 'a �b
of Financlal Services
�CT PERSON & PHONE
DATEINITIATED
,,s,:oo, GREEN
No 103539
Hurley 266-8837 u �EPARTMENTUIRECTOR�/\T_ L'CITYCOUNGIL_
BE ON COUNGL AGENDA BY (DATE)
ASSIGN
i 28, 2001 NUMBERFOR � CITYATTORNEY ❑ CI7YCLERK
ROUTING
ORDER ❑ FINANqALSERVICESDIR. FINANCIALSERVIACCTG
� MAYOR ❑
TOTAL # OF SIGNATURE PAGES 1_ (CLIP ALL LOCATIONS FOR SIGNATURE)
iis resolutlon accepts the wlnning proposal and awards the bid for the $3,360,000 G.O.
�.reet Improvement Speclal Assesment Bonds Series 2001 B. This is a competitive bond sale antl the award
going to the bidder found most advantageos (lowest cost) to the City.
VUHI IVN HPPfOVB (H) Of KBJBCI
PLANNING COMMISSION
CIB COMMITTEE
CIVIL SERVICE COMMISSION
RSONAL SERVICE CONTRACTS MUST ANSWER THE FOLLOWING QUESTIONS:
Has lhis persOn/firm everworked untler a coniract for this tlepartmenl?
VES NO
Has this persoNfirm ever been a city employee?
YES NO
Does this persoNfirm possess a skill not normally possassed by any current city employee?
VES NO
Is ihis persoNfrm a targeletl vendoA
YES NO
nlain all ves answerz nn seoarate sheet and attach to oreen sheel
bonda ere fo� lhe purpoae of flnancing cedeln street Improvemenis within the Cily, and wlil be repald by special assesments.
wlll be avallable !or etreet Improvementa.
neetled tor certeln atreet Improvemente wlll not ba avallabla.
TRANSACTION S taeso.000
SOURCE
(E%PLAIN)
������
,� ���,��4t;�1 �':
_ � w e� `� � 2.���
COST/REVENUE BUDGETED (CIRCLE ONE)
ACTNIN NUMBER
VES NO
_ .ir�WiYl�11�