08-135AMENDED
RESOLUTION
Council File # (/O ��%`�J
Green Sheet # 3049617
CITY OF SAINT PAUL, MINNESOTA a.p
Presented Sy
Referred To
Committee:
ACCEPTING PROPOSAL ON SALE OF APPROXIMATELY
2 $6,330,000 GENERAL OBLIGATION CAPITAL IMPROVEMENT
3 BONDS, SERIES 2008A,
4 PROVIDING FOR THEIR IS5UANCE, 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 approximately $6,330,000 General Obligation Capital Improvement
8 Bonds, Series 2008A (the "Bonds"), of the City of Saint Paul, Minnesota (the "City"); and
9 WHEREAS, the proposals set forth on Exhibit A attached hereto were received
10 pursuant to the Terms of Proposal at the offices of Springsted Incorporated at 10:00 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 ��C C0.i� �. %A � �C�R ��' was found to be the most advantageous
14 and has recommended that said proposal be accepted; and
15 WHEREAS, the proceeds of the Bonds will finance certain capital improvements,
16 for which the City is proceeding pursuant to its Charter and Laws of Minnesota for 1971,
17 Chapter 773, as amended, with any excess to be used for any other purpose permitted by law;
18 and
19 WHEREAS, the City has heretofore issued registered obligations in certificated
20 form, and incurs substantial costs associated with their printing and issuance, and substantial
21 continuing transacYion costs relating to their payment, transfer and exchange; and
22 WHEREAS, the City has determined that significant sauings in transaction costs
23 will result from issuing bonds in "global book-entry form", by which bonds are issued in
24 certificated form in large denominations, registered on the books of the City in the name of a
25 depository or its nominee, and held in safekeeping and immobilized by such depository, and such
26 depository as part of the computerized national securiries clearance and settlement system (the
27 'National System") registers transfers of ownership interests in the bonds by making
28 computerized book enhies on its own books and distributes payments on the bonds to its
29 Participants shown on its books as the owners of such interests; and such Participants and other
30 banks, brokers and dealers participating in the National System will do likewise (not as agents of
31 the City) if not the beneficial owners of the bonds; and
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1 WHEREAS, "Participants" means those financial institutions for whom the
2 Depository effects book-entry transfers and pledges of securities deposited and immobilized with
3 the Depository; and
4 WHEREAS, The Depository Trust Company, a limited purpose trust company
5 organized under the laws of the State of New York, or any of its successors or successors to its
6 functions hereunder (the "Depository"), will act as such depository with respect to the Bonds
7 except as seY forth below, and the City has hereTofore delivered a letter of representations (the
8 "Letter of Representarions") setting forth various matters relating to the Depository and its role
9 with respect to the Bonds; and
10 WHEREAS, the City will deliver the Bonds in the form of one certificate per
11 maturity, each representing the entire principal amount of the Bonds due on a particular maturity
12 date (each a"Global Certificate"), which single certificate per maturity may be transferred on the
13 City's bond register as required by the Uniform Commercial Code, but not exchanged for smaller
14 denominations unless the City determines to issue Replacement Bonds as provided below; and
15 WHEREAS, the City will be able to replace the Depository or under certain
16 circumstances to abandon the "global book-entry form" by permitting the Global Certificates to
17 be exchanged for smaller denominations typical of ordinary bonds registered on the City's bond
18 register•, and "Replacement Bonds" means the certificaYes representing the Bonds so
19 authenticated and delivered by the Bond Registrar pursuant to paragraphs 6 and 12 hereof; and
20 WHEREAS, "Holder" as used herein means the person in whose name a Bond is
21 registered on the registration books of the City maintained by the registrar appointed as provided
22 in paragraph 8(the "Bond Registrar"); and
23 WHEREAS, Rule 15c2-12 of the Securities and Exchange Commission prohibits
24 "participating underwriters" from purchasing or selling the Bonds unless the City undertakes to
25 provide certain continuing disclosure with respect to the Bonds; and
26 WHEREAS, pursuant to Minnesota Statutes, Section 475.60, Subdivision 2(9),
27 public sale requirements do not apply to the Bonds if the City retains an independent financial
28 advisor and determines to sell the Bonds by private negotiation, and the City has instead
29 authorized a competitive sale without publication of notice thereof as a form of private
30 negotiation; and
31 WHEREAS, proposals for the Bonds have been solicited by Springsted
32 Incorporated pursuant to an Official Statement and Terms of Proposal therein; and
33 WHEREAS, the City retained the right to reduce the principal amount of the
34 Bonds from the proposed $6,330,000, but the City has determined to make no change:
35 NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Saint
36 Paul, Minnesota, as follows:
37 1. Acceptance of ProposaL The proposal of RBC Capital Markets (the
38 "Purchaser") to purchase $6,330,000 General Obligation Capital Improvement Bonds,
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1 Series 2008A, of the City (the "Bonds", or individually a"Bond"), in accordance with the Terms
2 of Proposal for the bond sale, at the rates of interest set forth hereinafter, and to pay for the
3 Bonds the sum of �6,316,178.90, plus interest accrued to settlement, is hereby found, determined
4 and declared to be the most favorable proposal received and is hereby accepted for Bonds in the
5 principal amount of $6,330,000 for a purchase price of $6,316,178.9Q plus interest accnxed to
6 settlement, and the Bonds are hereby awarded to the Purchaser. The Director, Office of
7 Financial Services, or his designee, is directed to retain the deposit of the Purchaser and to
8 forthwith retum to the others making proposals their good faith checks or drafts.
9 2. Title; Ori�inal Issue Date; Denominations; Maturities. The Bonds shall be
10 titled "General Obligation Capital Improvement Bonds, Series 2008A", shall be dated March 1,
11 2008, as the date of original issue and shall be issued forthwith on or afrer such date as fully
12 registered bonds. The Bonds shall be numbered from R-1 upwazd. Global Certificates shall each
13 be in the denomination of the entire principal amount maturing on a single date, or, if a portion
14 of said principal amount is prepaid, said principal amount less the prepayment. Replacement
15 Bonds, if issued as provided in paragraph 6, shall be in the denomination of $5,000 each or in
16 any integral multiple thereof of a single maturity. The Bonds shall mature on March 1 and
17 September 1 on the dates and in the amounts as follows:
Date
LF3
19
20
21
22
23
24
25
26
March 1, 2009
September 1, 2009
March 1, 2010
September 1, 2010
Mazch 1, 2011
September 1, 2011
March 1, 2012
September 1, 2012
Mazch 1, 2013
September 1, 2013
Amount
$285,000
290,000
295,000
300,000
305,000
310,000
315,000
320,000
325,000
330,000
Date
March 1, 2014
September 1, 2014
March 1, 2015
September 1, 2015
March 1, 2016
September 1, 2016
March 1, 2017
September 1, 2017
March 1, 2018
Amount
$335,000
340,000
350,000
355,000
360,000
370,000
375,000
380,000
390,000
The above maturity schedule does not differ from the schedule in the Terms of Proposal.
3. Purpose. The Bonds shall provide funds for the construction of the capital
improvements in the City's 2008 capital improvement budget (the "Improvements"). The
proceeds of the Bonds shall be deposited and used as provided in paragraph 17, far the purpose
described by Laws of Minnesota for 1971, Chapter 773, as amended, and any excess moneys
shall be devoted to any other purpose permitted by law. The total cost of the Improvements,
which shall include all costs enumerated in Minnesota 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.
27 4. Interest. The Bonds shall bear interest payable semiannually on March 1
28 and September 1 of each year (each, an "Interest Payment Date"), commencing September 1,
29 2008, calculated on the basis of a 360-day year of twelve 30-day months, at the respective rates
30 per annum set forth opposite the maturity dates as follows:
2127584v2
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Maturitv Date
�
10
11
12
13
14
15
16
Mazch 1, 2009
September 1, 2009
March 1, 2010
September 1, 2010
March 1, 2011
September 1, 2011
Mazch 1, 2012
September 1, 2012
Mazch 1, 2013
September 1, 2013
Interest Rate
2.00%
2.00
2.10
2.10
235
235
2.50
2.50
3.50
3.50
Maturitv Date
March 1, 2014
September 1, 2014
March 1, 2015
September 1, 2015
March 1, 2016
September 1, 2016
March 1, 2017
September 1, 2017
March 1, 2018
Interest Rate
3.00%
3.00
3.00
3.00
3.15
3.15
3.30
330
3.45
5. Descrintion of the Global Certificates and Global Book-Entrv Svstem.
Upon their original issuance the Bonds will be issued in the form of a single Global Certificate
for each mahuity, deposited with the Depository or its agent by the Purchaser and immobilized
as provided in paragraph 6. No beneficial owners of interests in the Bonds will receive
certificates representing their respective interests in the Bonds except as provided in paragraph 6.
Except as so provided, during the term of the Bonds, beneficial ownership (and subsequent
transfers of beneficial ownership) of interests in the Global Certificates will be reflected by book
entries made on the records of the Depository and its Participants and other banks, brokers, and
dealers participating in the National System. The Depository's book entries of beneficial
ownership interests are authorized to be in increments of $5,000 of principal of the Bonds, but
not smaller increments, despite the larger authorized denominations of the Global Certificates.
Payment ofprincipal of, premium, if any, and interest on the Global Certificates will be made to
the Bond Registrar as paying agent, and in turn by the Bond Registrar to the Depository or its
nominee as registered owner of the Global Certificates, and the Depository according to the laws
and rules governing it will receive and forward payments on behalf of the beneficial owners of
the Global Certificates.
17 Payment of principal of, premium, if any, and interest on a Global Certificate may in the
18 City's discretion be made by such other method of transfemng funds as may be requested by the
19 Holder of a Global Certificate.
20
21
22
23
24
25
26
27
28
29
30
31
6. Immobilization of Global Certificates bv the Depositorv: Successor
Depositorv; Replacement Bonds. Pursuant to the request of the Purchaser to the Depository,
which request is required by the Terms of Proposal, immediately upon the original delivery of
the Bonds the Purchaser will deposit the Global Certificates representing all of the Bonds with
the Depository or its agent. The Global Certificates shall be in typewritten form or otherwise as
acceptable to the Depository, shall be registered in the name of the Depository or its nominee
and shall be heid immobilized from circulation at the offices of the Depository or its agent on
behalf of the Purchaser and subsequent bondowners. The Depository or its nominee will be the
sole holder of record of the Global Certificates and no investor or other party purchasing, selling
or otherwise transfemng ownership of interests in any Bond is to receive, hold or deliver any
bond certificates so long as the Depository holds the Global Certificates immobilized from
circulation, except as provided below in this pazagraph and in paragraph 12.
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1 Certificates evidencing the Bonds may not after their original delivery be transferred or
2 exchan�ed except:
3 (i) Upon registration of transfer of ownership of a Global Certificate, as
4 provided in paragraph 12,
5 (ii) To any successor of the Depository (or its nominee) or any substitute
6 depository (a "substitute depository") designated pursuant to clause (iii) of this
7 subparagraph, provided that any successor of the Depository or any substitute depository
8 must be both a"clearing coxporation" as defined in the Minnesota Uniform Commercial
9 Code at Minnesota Statutes, Section 336.8-102, and a qualified and registered "clearing
10 agency" as provided in Section 17A of the Securities Exchange Act of 1934, as amended,
11 (iii) To a substitute deposiTory designated by and acceptable to the City upon
12 (a) the determination by the Depository that the Bonds shall no longer be eligible for its
13 depository services or (b) a determination by the City that the Depository is no longer
14 able to carry out its functions, provided that any substitute depository must be qualified to
15 act as such, as provided in clause (ii) of this subparagraph, or
16 (iv) To those persons to whom transfer is requested in written transfer
17 instructions in the event that:
18 (a) the Depository shall resign or discontinue its services fox the
19 Bonds and the Ciry is unable to locate a substitute depository within two (2)
20 months following the resignation or determination of non-eligibility, or
21 (b) upon a determination by the City in its sole discretion that (1) the
22 continuation of the book-entry system described herein, which precludes the
23 issuance of certificates (other than Global Certificates) to any Holder other than
24 the Depository (or its nominee), might adversely affect the interest of the
25 beneficial owners of the Bonds, or (2) that it is in the best interest of the beneficial
26 owners of the Bonds that they be able to obtain certificated bonds,
27 in either of which events the City shall notify Holders of its deterxnination and of the
28 availability of certificates (the "Replacement Bonds") to Holders requesting the same and
29 the registration, transfer and exchange of such Bonds will be conducted as provided in
30 paragraphs 9B and 12 hereof.
31 In the event of a succession of the Depositary as may be authorized by this
32 paragraph, the Bond Registrar upon presentation of Global Certificates shall register their
33 transfer to the substitute or successor depository, and the substitute or successor depository shall
34 be treated as the Depository for all purposes and functions under this resolution. The Letter of
35 Representations shall not apply to a substitute or successor depository unless the City and the
36 substitute or successor depository so agree, and a similar agreement may be entered into.
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Redemption.
2 (a) Optional Redem�tion; Due Date. All Bonds maturin; after March 1, 2016, shall
3 be subject to redemption and prepayment at the option of the City on such date and on any day
4 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
5 Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
6 prepaid in such order of maturity and in such amount per maturity as the City shall determine;
7 and if only part of the Bonds having a common maturity date are called for prepayment, the
8 Global Certificates may be prepaid in $5,000 increments of principal and, if applicable, the
9 specific Replacement Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds
10 or portions thereof called for redemption shall be due and payable on the redemption date, and
11 interest thereon shall cease to accrue from and after the redemption date.
12 (b) Notation on Global Certificate. Upon a reduction in the aggregate principal
13 amount of a Global Certificate, the Holder may make a notation of such redemption on the panel
14 provided on the Global Certificate stating the amount so redeemed, or may retum the Global
15 Certificate to the Bond Registrar in exchange for a new Global Certificate authenticated by the
16 Bond Registrar, in proper principal amount. Such notation, if made by the Holder, shall be for
17 reference only, and may not be relied upon by any other person as being in any way
18 determinative of the principal amount of such Global Certificate outstanding, unless the Bond
19 Registrar has signed the appropriate column of the panel.
20 (c) Selection of Replacement Bonds. To effect a partial redemption of Replacement
21 Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption
22 shall assign to each Replacement Bond having a common maturity date a distinctive number for
23 each $5,000 of the principal amount of such Replacement Bond. The Bond Registrar shall then
24 select by lot, using such method of selection as it shall deem proper in its discretion, from the
25 numbers so assigned to such Replacement Bonds, as many numbers as, at $5,000 for each
26 number, shall equal the principal amount of such Replacement Bonds to be redeemed. The
27 Replacement Bonds to be redeemed shall be the Replacement Bonds to which were assigned
28 numbers so selected; provided, however, that only so much of the principal amount of each such
29 Replacement Bond of a denomination of mare than $5,000 shall be redeemed as shall equal
30 $5,000 for each number assigned to it and so selected.
31 (d) Partial Redemntion of Replacement Bonds. If a Replacement Bond is to be
32 redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond
33 Registrar so requires, a written instrument of transfer in form satisfactory to the City and Bond
34 Registrar duly executed by the Holder thereof or his, her or its attorney duly authorized in
35 writing) and the City shall execute (if necessary) and the Bond Registrar shall authenticate and
36 deliver to the Holder of such Replacement Bond, without service charge, a new Replacement
37 Bond or Bonds of the same series having the same stated maturity and interest rate and of any
38 authorized denomination or denominations, as requested by such Holder, in aggregate principal
39 amount equal to and in exchange for the unredeemed portion of the principal of the Bond so
40 surrendered.
41 (e) Request for Redem tp ion. The Bond Registrar shall call Bonds for redemption and
42 payment as herein provided upon receipt by the Bond Registrar at least forty-five (45) days prior
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1 to the redemption date of a request of the City, in written form if the Bond Registrar is other than
2 a City officer. Such request shall specify the principal amount of Bonds to be called for
3 redemption and the redemption date.
4 ( fl Notice. Mailed notice of redemption shall be given to the paying agent (if other
5 than a City officer) and to each affected Holder. If and when the City shall call any of the Bonds
6 for redemption and payment prior to the stated maturity thereof, the Bond Registrar shall give
7 written notice in the name of the City of its intention to redeem and pay such Bonds at the office
8 of the Bond Registraz. Notice of redemption shall be b ven by first class mail, postage prepaid,
9 mailed not less than thirty (30) days prior to the redemption date, to each Holder of Bonds to be
10 redeemed, at the address appearing in the Bond Register. All notices of redemption shall state:
11
(i)
The redemption date;
12
(ii)
The redemption price;
13 (iii) If less Yhan all outstanding Bonds are to be redeemed, the identification
14 (and, in the case of partial redemption, the respective principal amounts) of the Bonds to
15 be redeemed;
16 (iv) That on the redemption date, the redemption price will become due and
17 payable upon each such Bond, and that intexest thereon shall cease to accrue from and
18 after said date; and
19 (v) The place where such Bonds are to be surrendered for payment of the
20 redemption price (which shall be the office of the Bond Registrar).
21 (g) Norice to Depository. Notices to The Depository Trust Company or its nominee
22 shall contain the CUSIP numbers of the Bonds. If there are any Holders of the Bonds other than
23 the Depository or its nominee, the Bond Registrar shall use its best efforts to deliver any such
24 notice to the Depository on the business day next preceding the date of mailing of such notice to
25
26
27
28
29
30
31
32
33
34
35
36
all other Holders.
8. Bond Reeistrar. The Treasurer of the City 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 or a bank or trust company eligible for designation as bond
registrar pursuant to Minnesota Statutes, Chapter 475, and may be appointed 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.
37 9. Forms of Bond The Bonds shall be in the form of Global Certificates
38 unless and until Replacement Bonds are made available as provided in paragraph 6. Each form
39 of bond may contain such additional or different terms and provisions as to the form of payment,
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record date, notices and other matters as aze consistent with the Letter of Representations and
approved by the City Attorney.
3 A. Global Certificates. The Global Certificates, together with the Bond Registrar's
4 Certificate of Authentication, Certificate of Registration, the Register of Partial Payments, the
5 form of Assignment and the registration information thereon, shall be in substantially the
6 following form and may be typewritten rather than printed:
2127584v2
V ' � � � _ /
2
0
LTNITED STATES OF AMERICA
STATE OF MINNESOTA
R.AMSEY COUNTY
CITY OF SAINT PAUL
I�
6 GENERAL OBLIGATION CAPITAL IMPROVEMENT
7 BOND, SERIES 2008A
$
INTEREST MATURITY DATE OF
RATE DATE ORIGINAL ISSUE CUSIP
1, 20 March 1, 2008
9
10 REGISTERED OWNER:
11 PRINCIl'AL AMOIJNT: DOLLARS
12 KNOW ALL PERSONS BY THESE PRESENTS that the City of Saint Paul,
13 Ramsey County, Minnesota (the "Issuer" or "City"), certifies that it is indebted and for value
14 received promises to pay to the registered owner specified above or on the certificate of
15 registration below, or registered assigns, in the manner hereinafter set forth, the principal amount
16 specified above, on the maturity date specified above, unless called for earlier redemption, and to
17 pay interest thereon semiannually on March 1 and September 1 of each year (each, an "Interest
18 Payment Date"), commencing September 1, 2008, at the rate per annum specified above
19 (calculated on the basis of a 360-day year of twelve 30-day months) until the principal sum is
20 paid or has been provided for. This Bond will bear interest from the most recent Interest
21 Payment Date to which interest has been paid or, if no interest has been paid, from the date of
22 original issue hereo£ The principal of and premium, if any, on this Bond are payable in same-
23 day funds by 230 p.m., Eastern time, upon presentarion and surrender hereof at the principal
24 office of in , Minnesota (the "Bond Registrar"), acting as
25 paying agent, or any successor paying agent duly appointed by the Issuer; provided, however,
26 that upon a partial redemption of this Bond which results in the stated amount hereof being
27 reduced, the Holder may in its discretion be paid without presentation of this Bond, which
28 payment shall be received no later than 2:30 p.m., Eastern time, and may make a notation on the
29 panel provided herein of such redemption, stating the amount so redeemed, or may return the
30 Bond to the Bond Registrar in exchange for a new Bond in the proper principal amount. Such
31 notation, if made by the Holder, shall be for reference only, and may not be relied upon by any
32 other person as being in any way determinative of the principal amount of this Bond outstanding,
33 unless the Bond Registrar has signed the appropriate column of the panel. Interest on this Bond
34 will be paid on each Interest Payment Date in same-day funds by 230 p.m., Eastem time, to the
35 person in whose name this Bond is registered (the "Holder" or "Bondholder") on the registration
36 books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the
37 close of business on the fifteenth day of the calendar month preceding such Interest Payment
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1 Date (the "Regular Record Date"). Interest payments shall be received by the Holder no later
2 than 230 pm., Eastern time; and principal and premium payments shall be received by the
3 Holder no later than 2:30 p.m., Eastem time, if the Bond is surrendered for payment enough in
4 advance to permit payment to be made by such time. Any interest not so timely paid shall cease
5 to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be
6 payable to the person who is the Holder hereof at the close of business on a date (the "Special
7 Record Date") fixed by the Bond Registrar whenever money becomes available for payment of
8 the defaulted interest. Notice of the Special Record Date shall be given to Bondholders not less
9 than ten days prior to the Special Record Date. The principal of and premium, if any, and
10 interest on this Bond are payable in lawful money of the United States of America.
11 Date of Pavment 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 instihxtions 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, 2016,
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 ar in part of the
21 Bonds subject 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 hauing 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 from and after the redemption date.
27 Notice of Redemption. Mailed notice of redemption shall be given to the paying
28 agent (if other 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 Revlacement or Notation of Bonds after Partial Redemption. Upon a partial
34 redemption of this Bond which results in the stated amount hereof being 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 determinative of the principal
38 amount of the Bond outstanding, unless the Bond Registrar has signed the appropriate cohimn of
39 the panel. Otherwise, the Holder may surrender this Bond to the Bond Registraz (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 or 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
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1 same series having the same stated maturity and interest rate and of the authorized denomination
2 in ag�egate principal amount equal to and in exchange for the unredeemed portion of the
3 principal of the Bond so susendered.
4 Issuance: Purpose: General Oblieation. This Bond is one of an issue in the total
5 principal amount of $6,330,000, all of like date of original issue and tenor, except as to number,
6 maturity, interest rate, denomination, and redemption privilege, which Bond has been issued
7 pursuant to and in full conformity with the Constitution and laws of the State of Minnesota,
8 including particularly Laws of Minnesota for 1971, Chapter 773, as amended, and the Charter of
9 the Issuer, and pursuant to a resolution adopted by the City Council of the Issuer on Februazy 13,
10 2008 (the "Resolution"), for the purpose of providing money to finance the acquisition,
11 construction and repair of various capital improvements in the City. This Bond is payable out of
12 the General Debt Service Fund of the Issuer. This Bond constitutes a general obligation of the
13 Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any,
14 and interest when the same become due, the full faith and credit and taxing powers of the Issuer
15 have been and are hereby irrevocably pledged.
16 Denominations; Exchanee; Resolution. The Bonds are issuable originally only as
17 Global Certificates in the denomination of the entire principal amount of the issue maturing on a
18 single date, or, if a portion of said principal is prepaid, said principal amount less the
19 prepayment. Global Certificates are not exchangeable for fully registered bonds of smaller
20 denominations except to evidence a partial prepayment or in exchange for Replacement Bonds if
21 then available. Replacement Bonds, if made available as provided below, are issuable solely as
22 fully registered bonds in the denominations of $5,000 and integral multiples thereof of a single
23 maturity and are exchangeable for fully registered Bonds of other authorized denominations in
24 equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the
25 manner and subject to the limitations provided in the Resolution. Reference is hereby made to
26 the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the
27 Resolution are on file in the principal office of the Bond Registrar.
28 Renlacement Bonds. Replacement Bonds may be issued by the Issuer in the event
29 that:
30 (a) the Depository shall resign or discontinue its services for the Bonds, and
31 only if the Issuer is unable to locate a substitute depository within two (2) months
32 following the resignation or determination of non-eligibility, or
33 (b) upon a determination by the Issuer in its sole discretion that (1) the
34 continuation of the book-entry system described in the Resolution, which precludes the
35 issuance of certificates (other than Global Certificates) to any Holder other than the
36 Depository (or its nominee), might adversely affect the interest of the beneficial owners
37 of the Bonds, ar(2) that it is in the best interest of the beneficial owners of the Bonds that
38 they be able to obtain certificated bonds.
39 Transfer. This Bond shall be registered in the name of the payee on the books of
40 the Issuer by presenting this Bond for registration to the Bond Registrar, who will endorse his,
41 her ar its name and note the date of registrarion opposite the name of the payee in the certificate
2127584v2 1 1
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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 or his, her or its legal representatives, and the Issuer and
3 Bond Re�istrar 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 assignnlent 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 Registraz.
9 Transfer of this Bond may, at the direction and expense of the Issuer, be subject to certain other
10 restrictions if required to qualify this Bond as being "in registered form" within the meaning of
11 Section 149(a) of the federal Intemal 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 this Bond and any legal or unusual costs regarding transfers and lost Bonds.
15 Treatment of ReQistered 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 other 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 Taac-Exempt Obli ate 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 HEREBY CERTIFIED AND RECITED that all acts, conditions and things
27 required by the Constitution and laws of the State of Minnesota and the Charter 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, haue happened and have been performed, in regular and due form, time and manner as
30 required by 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 any constitutional or statutory 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 sealed with its official seal and to be executed on its
35 behalf by the photocopied facsimile signature of its Mayor, attested by the photocopied facsimile
36 signature of its Clerk, and countersigned by the photocopied facsimile signature of its Director,
37 Office of Financial Services.
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Date of Registration:
BOND REGISTRAR'S
CERTIFICATE OF
AUTHENTICATION
This Bond is one of the
Bonds described in the
Resolution mentioned
within.
Bond Registrar
Authorized Signature
(SEAL)
Registrable by:
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
General Obligation Capital Improvement Bond, Series 2008A, No. R-_
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CERTIFICATE OF RECTISTRATION
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 SIGNATURE OF
REGISTRATION REGISTERED OWNER BOND REGISTRAR
2127584v2 1 t�
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2 REGISTER OF PARTIAL PAYMENTS
3 The principal amount of the attached Bond has been prepaid on the dates and in the amounts
4 noted below:
Date Amount Bondholder Bond Re�istrar
5 If a notation is made on this register, such notation has the effect stated in the attached Bond.
6 Partial payments do not require the presentation of the attached Bond to the Bond Registrar, and
7 a Holder could fail to note the partial payment here.
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ABBREVIATIONS
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 re�ulations:
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.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the attached
Bond and does hereby irrevocably constitute and appoint
attorney to transfer the Bond on the books kept for the
registration thereof, with full power of substitution in the premises.
Signature Guaranteed:
Notice: The assignor's signature to this assignment must
correspond with the name as it appears upon the face of
the attached Bond in every particular, without alteration
or any change whatever.
Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm
having a membership in one of the major stock exchanges or any other'Bligible Guarantor
Institution" as defined in 17 CFR 240.17Ad-15(a)(2).
The Bond Registrar will not effect transfer of this Bond unless the information
conceming the transferee requested below is provided.
Name and Address:
(Include information for all joint owners ifthe Bond is held
by joint account.)
2127584�2
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2 B. Replacement Bonds. If the City has notified Holders that Replacement Bonds
3 have been made availabte as provided in paragraph 6, then £or every Bond thereafter transferred
4 or exchanged (including an exchange to reflect the paftial prepayment of a Global Certificate not
5 previously exchanged for Replacement Bonds) the Bond Registrar shall deliver a certificate in
6 the form of the Replacement Bond rather than the Global Certificate, but the Holder of a Global
7 Certificate shall not otherwise be required to exchange the CTlobal Certificate for one or more
8 Replacement Bonds since the City recognizes that some beneficial owners may prefer the
9 convenience of the Depository's re�stered ownership of the Bonds even though the entire issue
10 is no longer required to be in global book-entry form. The Replacement Bonds, together with the
11 Bond Registrar's Certificate of Authentication, the form of Assigunent and the registration
12 in£ormation thereon, shall be in substantially the following form, with paragraphs identical to the
13 form of Global Certificate stated by heading or initial text only:
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IJNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
!:�
GENERAL OBLIGATION CAPITAL IMPROVEMENT
BOND, SERIES 2008A
INTEREST MATURITY DATE OF
RATE DATE ORIGINAL ISSUE
1, 20 March 1, 2008
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REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
CUSIP
K1VOW 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 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 yeu (each, an "Interest Payment Date"), commencing September 1,
2008, 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 Date to which interest has been paid or, if no
interest has been paid, from the date of original issue hereof. The principal of and premium, if
any, on this Bond are payable upon presentation and surrender hereof at the principal office of
, in ,
(the "Bond Registrar"), acting as paying agent, or any successor paying
agent duly appointed 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 Record
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 Reb strar whenever money becomes
available far 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 Record Date. The principal of and
premium, if any, and interest on this Bond are payable in lawfixl 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.
0
IT IS HEREBY CERTIFIED AND RECITED....
5 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by
6 its City Council has caused this Bond to be executed on its behalf by the original or facsimile
7 si�ature of its Mayor, attested by the original ar facsimile signature of its Clerk, and
8 countersigned by the original or facsunile signature of its Director, Office of Financial Services,
9 the official seal having been omitted as permitted by law.
10
Date of Registration:
Registrable by:
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BOND REGISTRAR'S
CERTIFICATE OF
AUTHENTTCATION
This Bond is one of the
Bonds described in the
Resolution mentioned
within.
Bond Registrar
By
Authorized Signature
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Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
Ciry Clerk
Countersigned:
Director, Office of Financial
Services
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ON REVERSE OF BOND
2 Date of Pavment Not Business Day.
3 Redemption. All Bonds of this issue (the "Bonds") maturing after Mazch 1, 2016,
4 aze subject to redemption and prepayment at the option of the Issuer on such date and on any day
5 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
6 Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
7 prepaid in such order of maturity and in such amount per maturity as the City shall determine;
8 and if only part of the Bonds having a common maturity date are called for prepayment, the
9 specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions
10 thereof called for redemption shall be due and payable on the redemption date, and interest
11 thereon shall cease to accrue from and after the redemption date.
12 Notice of Redemption.
13 Selection of Bonds for Redemption. To effect a partial redemption of Bonds
14 having a common maturity date, the Bond Registrar shall assign to each Bond having a common
15 maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The
16 Sond Registrar shall then select by lot, using such method of selection as it shall deem proper in
17 its discretion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each
18 number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be
19 redeemed shall be the Bonds to which were assigned numbers so selected; provided, however,
20 that only so much of the principal amount of such Bond of a denomination of more than $5,000
21 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a
22 Bond is to be redeemed only in part, it shall be surrendered to the Bond Registraz (with, if the
23 Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the
24 Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attomey duly
25 authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall
26 authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or
27 Bonds of the same series having the same stated maturity and interest rate and of any authorized
28 denomination or denominations, as requested by such Holder, in aggregate principal amount
29 equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered.
30 Issuance; Purpose; General ObliQation.
31 Denominations; Exchanee; Resolution. The Bonds are issuable solely as fully
32 registered bonds in the denominations of $5,000 and integral multiples thereof of a single
33 mahxrity and are exchangeable for fully registered Bonds of other authorized denominations in
34 equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the
35 manner and subject to the limitations provided in the Resolution. Reference is hereby made to
36 the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the
37 Resolution are on file in the principal office of the Bond Registrar.
38 Transfer. This Bond is transferable by the Holder in person or by his, her or its
39 attorney duly authorized in writing at the principal office of the Bond Registrar upon
40 presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions
ziz�ssa�z 20
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1 provided in the Resolution and to reasonable regulations of the Issuer contained in any
2 agreement with, or notice to, the Bond Registraz. Thereupon the Issuer shall execute and the
3 Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully
4 registered Bonds in the name of the transferee (but not registered an blank or to "bearer" or
5 similar designation), of an authorized denomination or denominations, in ag� principal
6 amount equal to the principal amount of this Bond, of the same maturity and bearing interest at
7 the same rate.
8 Fees unon Transfer or Loss.
9 Treatment of Reeistered Owner.
10 Authentication
11 Not Qualified Tax-Exempt Obligations.
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ABBREVIATIONS
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1 ASSIGNMENT
2 For value received, the undersi�ed hereby sells, assi�s and transfers unto
3 the within
4 Bond and does hereby inevocably constitute and appoint
5 attorney to transfer the Bond on the books kept far the
6 registration thereof, with full power of substitution in the premises.
7 Dated:
8 Notice:
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12 Signature Guaranteed:
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The assignor's signature to this assignment must
conespond with the name as it appears upon the face of
the within Bond in every particular, without alteration or
any change whatever.
14 Signature(s) must be guaranteed by a national bank ar trust company ar by a brokerage firm
15 hauing a membership in one of the major stock exchanges or any other "Eligible Guazantor
16 Institution" as defined in 17 CFR 240.17Ad-15(a)(2).
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The Bond Registrar will not effect transfer of this Bond unless the information
concerning the transferee requested below is provided.
Name and Address:
(Include inforxnation for all joint owners if the Bond is held
by j oint account.)
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10. Execution. The Bonds shall be executed on behalf of the City by the
si�atures 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 ar photocopied facsimile; and provided fixrther that any of
such signatures may be printed or photocopied facsimiles and the corporate seal may be omitted
on the Bonds as permitted by law. In the event of disability or resi�ation or other absence of
any such officer, the Bonds may be signed by the manual or facsimile signature of that officer
who may act on behalf of such absent or disabled officer. In case any such officer whose
signature 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 shali 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 Re�istration. No Bond shall be valid or obligatory
for any purpose or be entitled to any security or benefit under this resolution unless a Certificate
of Authentication on such Bond, substantaally in the form hereinabove set forth, shall have been
duly executed by an authorized representative of the Bond Registrar. Certificates of
Authentication on different Bonds need not be signed by the same person. The Bond Registrar
shall authenticate the signatures of officers 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 Certificates to the Purchaser, the Bond Registrar shall insert as the date of registration the
date of original issue, which date is March 1, 2008. The Certificate of Authentication so
executed on each Bond shall be conclusive evidence that it has been authenticated and delivered
under this resolution.
24 12. R�ish Transfer; Exchan�e. 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 Sonds and the registration of transfers of Bonds entitled to be registered or
28 transferred as herein provided.
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A Global Certificate shall be registered in the name of the payee on the books of
the Bond Registrar by presenting the Global 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
with such assignment 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 this 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
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form" within the meaning of Section 149(a) of the federal Intemal Revenue Code of 19$6, as
amended.
3 If a Global Certificate is to be exchanged for one or more 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 of&ce of
6 the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall
7 authenticate, insert the date of registration (as provided in pazagraph 11) of, and deliver, in the
8 name of the designated transferee or 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 principal amount 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
16 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 for
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 instrument of transfer, in form satisfactory to the Bond
28 Registrar, duly executed by the Holder thereof ar 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 ar
31 other governmental charge payable in connection with the transfer or exchange of any Bond and
32 any legal or unusual costs regarding transfers and lost Bonds.
33 Transfers shall also be subj ect 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. Ri�hts Uuon Transfer or Exchanee. Each Bond delivered upon transfer of
37 or in exchange for 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.
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1 14. Interest Pavment; 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 Re�strar, and in each case at the address appearing thereon at the close of business on the
6 fifteenth (15th) 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 the 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
11 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.
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15. Holders: Treatment of Re�istered Owner; Consent of Holders.
A. For the puiposes of all actions, consents and othex mattexs affecting Holders of the
Bonds, other than payments, redemptions, and purchases, the City may (but shall not be
obligated to) treat as the Holder of a Bond the beneficial owner of the Bond instead of the person
in whose name the Bond is registered. For that purpose, the City may ascertain the identity of
the beneficial owner of the Bond by such means as the Bond Registrar in its sole discretion
deems appropriate, including but not limited to a certificate from the person in whose name the
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 premium, if any, and interest (subject to the payment provisions in paragraph 14 above) on, such
24 Bond and for all other puxposes whatsoever whether or not such Bond shall be overdue, and
25 neither the City nor the Bond Registrar shall be affected by notice to the contrary.
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C. Any consent, request, direction, approval, objection or other instrument to be
signed and executed by the Holders may be in any number of concurrent writings of similar tenor
and must be signed or executed by such Holders in person ar by agent appointed in writing.
Proof of the execution of any such consent, request, direction, approval, obj ection or other
instrument or of the writing appointing any such agent and of the ownership of Bonds, if made in
the following manner, shall be sufficient for any of the purposes of this resolution, and shall be
conclusive in favor of the City with regard to any acrion taken by it under such request or other
instrument, namely:
34 (1) The fact and date of the execution by any person of any such writing may
35 be proved by the certificate of any officer in any jurisdiction who by law has power to
36 take acknowledgments within such jurisdiction that the person signing such writing
37 aclrnowledged before l�im 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.
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16. Delivery; Anplication of Proceeds. The Global Certificates when so
prepared and executed shall be delivered by the Director, Office of Financial Services, to the
Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the
proper application thereof.
17. Fund and Account. There is hereby created a special account to be
designated the "Capital Improvement Bonds of 2008A Account" (the "Capital AccounY'). There
has been heretofore created and established the General Debt Service Fund (numbered 960,
herein the "Fund"). The Fund and Capital Account shall each be maintained in the manner
herein specified until all of the Bonds and the interest thereon have been fully paid.
(i) Capital Account. To the Capital Account there shall be credited
the proceeds of the sale of the Bonds, less accrued interest received thereon, and
less any amount paid for the Bonds in excess of $6,276,195. From the Capital
Account there shall be paid all costs and expenses of making the Improvements,
including the cost of any construction contracts heretofore let and all other costs
incurred and to be incurred of the kind authorized in Minnesota Statutes, Section
475.65 (including interest on the Bonds payable during the construction period);
and the moneys in the Capital Account shall be used for no 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 prior to the
anticipated date of commencement of the collection of tases levied herein; and
provided further that if upon completion of the Improvements there shall remain
any unexpended balance in the Capital Account, the balance may be transferred
by the Council to the fund of any other improvement instituted pursuant to Laws
of Minnesota for 1971, Chapter 773, as amended, or used for any other purpose
permitted by law, or transferred to the Pund. All earnings on the Capital Account
shall be transferred to the Fund, or may remain in the Capital Account.
(ii) Fund. There is hereby pledged and there shall be credited to the
Fund, to a special sinking fixnd account which is hereby created and established
therein for the payment of the Bonds: (a) all accrued interest received upon
delivery of the Bonds; (b) all funds paid far the Bonds in excess of $6,276,195;
(c) any collections of all taYes which are herein levied for the payment of the
Bonds and interest thereon as provided in paragraph 18; (d) all funds remaining in
the Capital Account after completion of the Ixnprovements and payment of the
costs thereof, not so transferred to the account of another improvement or used for
any other purpose permitted by law; (e) all investment earnings on moneys held in
said special account in the Fund; and ( fl any and all other moneys which are
properly available and are appropriated by the governing body of the City to said
special account in the Fund.
39 Said special account created in the Fund shall be used solely to pay the principal and
40 interest and any premiums for redemption of the Bonds and any other bonds of the City
41 heretofore or hereafter issued by the City and made payable from said special account in the
42 Fund as provided by law, or to pay any rebate due to the United States. No portion of the
43 proceeds o£the Bonds shall be used directly or indirectly to acquire higher yielding investments
ziz�ssa�z 26
b��l�i��
10
11
12
13
14
15
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 far
which the Bonds were issued, and (2) in addition to the above in an amount not �eater than
$100,000. To this effect, any proceeds of the Bonds and any sums from time to time held in the
Capital Account or said special account in the Fund (or any other City 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 azbitrage 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 regularions on such investments after taking into account any
applicable "temporary periods" or "minor portion" made available under the federal arbitrage
regulations. In addition, the proceeds of the Bonds and money in the Capital Account or Fund
shall not be invested in obligations or deposits issued by, guaranteed by ar insured by the United
States or any agency or instrumentality 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 federa]
Intemal Revenue Code of 1986, as amended (the "Code").
16 18. Tax Levv; Coveraee Test. To provide moneys for payment of the
17 principal and interest on the Bonds there is hereby levied upon all of the taxable property in the
18 City a direct annual ad valorem taac which shall be spread upon the taz rolls and collected with
19 and as part of other general property taxes in the City for the years and in the amounts as
20 follows:
Year of Tas
Levv
2007*
2008
2009
2010
2011
2012
2013
2014
2015
2016
Year of Tas
Collection
2008*
2009
2010
2011
2012
2013
2014
2015
2016
2017
21 � heretofore levied or provided from other available City funds
Amount
$488,263.13*
794,233.13
802,375.88
808,717.88
813,424.50
812,217.00
816,495.75
820,774.50
828,65738
829,2ll.25
22 The tax levies are such that if collected in full they, together with estimated
23 collections of any other revenues herein pledged for the payment of the Bonds, will produce at
24 least five percent (5%) in excess of the amount needed to meet when due the principal and
25 interest payments on the Bonds. The taY levies shall be irrepealable so long as any of the Bonds
26 are outstanding and unpaid, provided that the City reserves the right and power to reduce the
27 levies in the manner and to the extent permitted by Minnesota Statutes, Section 475.61,
28 Subdivision 3.
ziz7ss4vz 27
��r��
1 19. General Obli�ation Pledae. For the prompt and full payment of the
2 principal and interest on the Bonds, as the same respectively become due, the full faith, credit
3 and taYing powers of the City shall be and are hereby irrevocably pledged. If the balance in the
4 Fund (as defined in paragraph 17 hereo� is ever insufficient to pay all principal and interest then
5 due on the Bonds payable therefrom, the deficiency shall be promptly paid out of any other funds
6 of the City which are available for such purpose, including the general fund of the City, and such
7 other funds may be reimbursed with or without interest from the Fund when a sufficient balance
8 is available therein.
9 20. Certificate of Re�istration. The Director, Office of Financial Services, is
10 hereby directed to file a certified copy of this resolution with the officer of Ramsey County,
11 Minnesota, performing the functions of the county auditor (the "County Auditar"), together with
12 such other information as the County Auditor shall require, and to obtain the County Auditor's
13 certificate that the Bonds have been entered in the County Auditor's Bond Register, and that the
14 tax levy required by law has been made.
15 21. Records and Certificates. The officers of the City are hereby authorized
16 and directed to prepue and furnish to the Purchaser, and to the attorneys approving the legality
17 of the issuance of the Bonds, certified copies of all proceedings and records of the City relating
18 to the Bonds and to the financial condition and affairs of the City, and such other affidavits,
19 certificates and information as are required to show the facts relating to the legality and
20 marketability of the Bonds as the same appear from the books and records under their custody
21 and control or as otherwise known to them, and all such certified copies, certificates and
22 affidavits, including any heretofore furnished, shall be deemed representations of the City as to
23 the facts recited therein.
24 22. Negative Covenants as to Use of Proceeds and �rovements. The City
25 hereby covenants not to use the proceeds of the Bonds or to use the Improvements, or to cause or
26 permit them to be used, or to enter into any deferred payment arrangements for the cost of the
27 Improvements, in such a manner as to cause the Bonds to be "private activity bonds" within the
28 meaning of Sections 103 and 141 through 150 of the Code. The City reasonably expects that no
29 actions will be taken over the term of the Bonds that would cause them to be private activity
30 bonds, and the average term of the Bonds is not longer than reasonably necessary for the
31 governmental purpose of the issue. The City hereby covenants not to use the proceeds of the
32 Bonds in such a manner as to cause the Bonds to be "hedge bonds" within the meaning of
33 Section 149(g) ofthe Code.
34 23. Tax-Exempt Status of the Bonds; Rebate; Elections. The City shall
35 comply with requirements necessary under the Code to establish and maintain the exclusion from
36 gross income under Section 103 of the Code of the interest on the Bonds, including without
37 limitation requirements relating to temporary periods far investments, limitations on amounts
38 invested at a yield greater than the yield on the Bonds, and the rebate of excess investment
39 earnings to the United States.
40 The City expects that the two-year expenditure exception to the rebate
41 requirements may apply to the construction proceeds of the Bonds.
ziz�ssa�z Zg
��( �/
1 If any elections are available now or hereafter with respect to arbitrage or rebate
2 matters relating to the Bonds, the Mayor, Clerk, Treasurer and Director, Office of Financial
3 Services, or any of them, are hereby authorized and directed to make such elections as they deem
4 necessary, appropriate or desirable in connection with the Bonds, and all such elections shall be,
5 and shall be deemed and treated as, elections of the City.
6 24. No Desimation of Oualified Tax-Exempt Obli�ations. The Bonds,
7 together with other obligations issued by the City in 2008, exceed in amount those which may be
8 qualified as "qualified tax-exempt obligations" within the meaning of Section 265(b)(3) of the
9 Code, and hence aze not designated for such purpose.
10 25. Letter of Representations. The Letter of Representations for the Bonds is
11 hereby confirmed to be the Blanket Issuer Letter of Representations dated April 10, 1996, by the
12 City and received and accepted by The Depository Trust Company. So long as The Depository
13 Trust Company is the Depository or it or its nominee is the Holder of any Global Certificate, the
14 City shall comply with the provisions of the Letter of Representations, as it may be amended or
15 supplemented by the City from time to time with the agreement or consent of The Depository
16 Trust Company.
17 26. Neeotiated Sale. The City has retained Springsted Incorporated as an
18 independent financial advisor, and the City has heretofore determined, and hereby determines, to
19 sell the Bonds by private negotiation, a11 as provided by Minnesota Statutes, Section 475.60,
20 Subdivision 2(9).
21 27. Continuin�Disclosure. The City is an obligated person with respect to the
22 Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule"),
23 promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the
24 Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the
25 "Undertaking") hereinafter described, to:
26 A. Provide or cause to be provided to each nationally recognized municipal
27 securities information repository ("NRMSIR") and to the appropriate state information
28 depository ("SID"), if any, for the State of Minnesota, in each case as designated by the
29 Commission in accordance with the Rule, certain annual financial information and
30 operating data in accordance with the Undertaking. The City reserves the right to modify
31 from time to time the terms of the Undertaking as provided therein.
32 B. Provide or cause to be provided, in a timely manner, to (i) each NRMSIR
33 or to the Municipal Securities Rulemaking Board ("MSRB") and (ii) the SID, notice of
34 the occurrence of certain material events with respect to the Bonds in accordance with the
35 Undertaking.
36 C. Provide or cause to be provided, in a timely manner, to (i) each NRMSIR
37 or to the MSRB and (ii) the SID, norice of a failure by the Ciry to provide the annual
38 financial information with respect to the City described in the Undertaking.
39 The City agrees that its covenants pursuant to the Rule set forth in this paragraph
40 27 and in the Undertaking are intended to be for the benefit of the Holders of the Bonds and shall
ziz�ssa�z 29
vg �i3�'"
1 be enforceable on behalf of such Aolders; provided that the right to enforce the provisions of
2 these covenants shall be limited to a right to obtain specific enforcement of the City's obligations
3 under the covenants.
4 The Mayor and Director, Office of Financial Services, or any other officers of the
5 City authorized to act in their stead (the "Officers"), are hereby authorized and directed to
6 execute on behalf of the City the Undertaking in substantially the form presented to the City
7 Council, subject to such modifications thereof or addirions thereto as are (i) consistent with the
8 requirements under the Rule, (ii) required by the Purchaser, and (iii) acceptable to the Officers.
9 28. Severabilitv. If any section, paragraph or provision of this resolution
10 shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of
11 such section, pazagraph or provision shall not affect any of the remaining provisions of this
12 resolution.
13 29. Aeadinas. Headings in this resolution are included for convenience of
14 reference only and are not a part hereof, and shall not limit or define the meaning of any
15 provision hereof.
2insxa�z 30
Adopted by Council: Date ��/3/�
Requested by Department o£
.
By:
Adoption Certified by Council Secretary
� Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet �
�8-�3s'
FS — Financial Services
Co�tact Perso� & Phone:
Alexandra O'Leary
26Fr8832
Must Be on Council Agend
i3-FEB-08
Doc.Type: RESOLUTION
E-DocumentRequired: N
Document ConWct:
Contact Phone:
ToWI # of Signature Pages
0'I-FEB-08
y
Assign
Number
For
Routing
Order
(Clip A71 Locations for S�gnature)
Green Sheet NO: 3049617
0
1
2
3
4
5
inancial Services {
�nancial Servicw DeparMent Director
itv Attornev =�Sp IO
a oYs Office MavorlASSistant
ouncil �
Accepting proposal on sale of approximately $6,33Q000.00 GO CIB Bonds, Series 2008A, providing for thev issuance, and levying
a taY for the payment thereof.
or Rejed
Service
Planning Commission 1. Has this persorJfirm ever worked under a contract for this departme�t?
CIB Committee Yes No
Civil Service Commission 2. Has this person/firtn ever been a city employee�
Yes No
3. Does this persoNfrm possess a skill not normaliy possessed by any
curtent city employee? .
Yes No
Expiain all yes answers on separete sheet and attach to green sheet
Vnitiating Problem, issues, Opportunity (Who, What, When, Where, Why):
The Bond Sale should take place at 10 a.m. Resolution is required to accept the proposal.
AdvanWges If Approved:
The Bonds will be sold.
DisadvanWges If Approved:
None.
Disadvantages If Not Approved:
The Bonds will not be sold
ToWI Amount of
Trensaction:
Funding Source:
Fi nancial Information:
(Explain)
Activity Number:
CosURevenue Budgeted:
February 1, 2008 4:09 PM Page 1
� �'"d J
COMPLET'IONS AND CONFORMING DETAILS
FOR
GENEI2AL OBLIGATION CAPITAL IMPROVEMENT
BONDS, SERIES 2008A
There is before this Council a draft resolution for the sale of the above bonds that requires
certain completions and details that conform to those. The Clerk or bond counsel for the Bonds
shall revise the draft resolution to read as it should with the complerions and details provided
here direcfly or by reference to other materials before this Council. Spots in the resolution aze
noted in the second column. The third column is optional but may contain the completion or
note the specific source of the other materials.
COMPLETION,
SPOTS IN THE DETAIL OR SOURCE
COMPLETIONS AND DETAILS RESOLUTION (OPTIONAL)
1. Winning Prouoser. Other materials before 3rd Whereas RBC Capital Markets
this Council indicate the winning proposer, ¶ 1
whose name shall be inserted in the third
whereas and in paragraph 1.
2. Principal Amount. Other materials before Last Whereas No change
this Council indicate the principal amount ¶ 1
of the Bonds; the last whereas shall be Form of Bond $6,330,000
revised to conform if necessary, the second
statement of the principal amount in
paragraph 1 shall be revised to conform if
necessary, and the issue amount stated in
the form of bond shall be revised to
conform if necessary.
3. Purchase Price. Other materials before this ¶ l $6,316,178.90
Council indicate the proposed purchase
price and, if applicable, the purchase price
for a revised issue size. The blanks in
paragraph i shall be completed with
purchase prices.
4. Term Bonds. Other materials before this ¶ 2 No Term Bonds
Council indicate whether there are term ¶ 4
bonds. If not, no changes aze necessary. If ¶ 7
so, the maturity schedule in pazagraph 2 Form of Bond
shail be revised to conform, the schedule of
maturity dates for interest rates in pazagraph
4 shall be revised to conform, teatt providin
2139468v2
VV�'� J/�
for scheduled mandatory redemption shall
be added as pazagraph 7(b) and draft
paragraphs (b) through (g) shall be
relettered, a similaz pazagraph for scheduled
mandatory redemption shall be added to the
form of bond, and pazagraph 7(a) and the
form of bond shall be revised to treat
amounts scheduled for mandatory
redemption as an amount per maturity.
5. Interest Rates. Other materials before this ¶ 4 See column 3 of
Council indicate the interest rates for the attached schedule A-3
maturity dates of the Bonds, and the
schedule in paragraph 4 shall be completed True Interest Cost is
for the maturity dates consistent with term 3.083%
bonds, if any, in conformance therewith.
6. Ta�c Levies. A schedule of tax levies is ¶ 18 See attached schedule
before this Council, and paragraph 18 shall A-3
be com leted in conformance therewith.
2139468v2
A-3
�-i��'
$6,330,000
City of Saint Paul, Minnesota
General Obligation Capital Improvement Bonds, Series 2008A
PostSale Tax Levies
Date Principal Coupon Interest Total P+1 105% Overlevy Levy Amount
03lOV2009
03/Otl2010
03/OtY2011
03/01/2012
03/01/2013
03/01/2014
03/0'If2015
03/01/20'16
03/01/2017
03/O7/2078
585,000.00
605,000.00
625,000.00
645,000.00
665,000.00
690,000.00
715,000.00
745,000.00
770,000.00
2.000%
2.100%
2.350%
2.500%
3.500%
3.000°/
3.000%
3.150%
3.300%
3.450°h
180,012.50
171,412.50
159,167.50
'145207.50
'129,690.00
708,540.00
87,615.00
66,690.00
44,19750
19,725.00
$1.112257.50
465,012.50
756,412.50
764,167.50
770207.50
774,690.00
7�3,540.00
777,615.00
781,690.00
789,197.50
789,725.00
$7,442,257.50
488263.13
794,233.13
802,375.88
808.717.88
813,424.50
812217.00
816,495.75
820,774.50
828,657.38
82921125
488,263.73
794,233.13
802,375.88
808.717.88
813,424.50
812.217.00
816,495.75
820,774.50
828,657.38
829,2'1725
zom•
2008
2009
2010
2011
2012
2013
2014
2015
2016
' 7o be paid, in part, by a deposit to the Debt Sensice Fund of $41,984.04, which consists of unused tliscount in fhe amount of $39,983.90
a�d accmed mterest in the amourrt of $2,000.14.
ZOOBACIBB�nAS-PoSTS1 / S/NGLCHLPftbZ / P/)3/2008 / 12J4➢M
� SJJI�IRtJ5�8C�
2139468v2
b��l�'
�` Springsted
February 13, 2008
Mr. Matt Smith, Director of Financial Services
Office of Financiai Services
700 City Hall
15 West Kellogg Boulevard
Saint Paul, Minnesota 55102
RE:
Springsted Incorpoatetl
380 Jackson Street, Sui�e 300
Saint Paul, MN 55101-2887
iel 657-2233000
Fac: 65b2233002
wwwspnngsted cam
Recommendations for Award of City of Saint Paul's:
$6,330,000 General Obligation Capital Improvement Bonds, Series 2008A,
$12,500,000 General Obligation Street Improvement Special Assessment Bonds, Series 2008B
(The Street Bonds have been reduced to $11,545,000 as a result of the bidding),
$10,510,000 Generai Obiigation Public Safety Bonds, Series 2008C, and
$23,735,000 Sewer Revenue Bonds, Series 2008D
Dear Mr. Smith:
This letter summarizes the results of the competitive bids opened this moming for the four Issues listed above.
Purpose and Repayment Sources of Issues
The purpose of the CIB Issue is to fund projects provided for through the City's Capital Improvement Budgeting
process. The CIB lssue will be repaid by property taY levies.
The purpose of the Street Issue is to fund portions of the City's annuai sVeet improvement program. This Street
)ssue will be repaid by special assessments on benefiYing properties and property tax levies.
The purpose of the Public Safety Issue is to fund the acquisition of the Westem District Police Station. This Issue
will be repaid by property tar levies.
The purpose of the Sewer Revenue Issue is to fund improvements to the City's sanitary sewer system. The Sewer
Issue will be repaid by revenues of the Sewer Utility.
Pubhc Sector Advisors
City of Saint Paul, Minnesota
February 13, 2408
Page 2
�/ ��I/
Tax-Exempt Market Rates
While the municipal tax-exempt market continues in a very low range, it has been highly erratic over the past six
weeks in response to both the economic situation and concems over credit quality. The nationai index of these
interest rates, the BBI, is at the very low point of 4.33%, as compared to last year's April sale where the BBI was
at 4.29%. The trend of interest rates has also changed markedly over the past few months, moving from a relative
flat yield curve to a more traditional'steep' yield curve. This situafion resuits in shorter term bonds having relatively
lower interest rates than longer term bonds.
Sale Results
The City received three bids on the CIB Issue. The senior managers of the bidding syndicates were as follows:
Rank Bidder TIC %
RBC Capital Market 3.0836
Piper Jaffray 3.0951
Robert W. Baird 3.1515
The lowest (or best) bid was received from RBC Capital Markets at a true interest rate of 3.0836%. Last years CIB
Issue receivetl a winning bid of 3.82%. Our estimate of interest rates from mid-January for this Issue was 3.80%.
The City received four bids on the Street Issue:
Rank Bidder TIC(%1
PiperJaffray 3.9885
Cronin & Company 4.0045
Robert W. Baird 4.0425
Merrill Lynch & Company 4.3024
The lowest (or best) bid was received from Piper Jaffray at a true interest rate of 3.9885%. Last year's Street Issue
2ceived a winning bid of 4216%. Our estimate of interest rates from mid-January for this Issue was 4.30°/a.
Note on the Street Issue Principal Amount: The City permits investment banking firms to have a defined level of
flexibility in placing their bids, with one such aspect being `premium bids.' In a premium bid, the bidder pays the City
more than the principal amount of bonds to be issued in return for the City paying higher than market interest rates.
In this sale, Piper Jaffray bid a premium of $1,076,000. This premium permitted the reduction in the amount of
bonds issued to $11,545,000 from $12,500,000. This debt reduction permits the City to reduce its annual debt
service caused by the premium interest rates.
City of Saint Paul, Minnesota
february 13, 2008
Page 3
The City received four bids on the Public Safety Issue:
Rank Bidder TIC(%1
UBS Securities 42350
Piper Jaffray 42406
Robert W. Baird 4.3049
Merrill Lynch & Company 4.4997
�/�� J�
The lowest (or best) bid was received from UBS Securities LLC at a true interest rate of 4.2350%. Our estimate of
interest rates from mid-January for this Issue was 4.45°/a.
The City received four bids on the Sewer Revenue Issue;
Rank Bidder TIC(%1
UBS Securities 3.9671
Robert W. Baird 3.9694
PiperJaffray 3.9984
Merrif( Lyncfi & Company 4.0875
The lowest (or best) bid was received from UBS Securities LLC at a true interest rate of 3.9671 %. Our estimate of
interest rates from mid-January for this Issue was 4.32%.
The difference in interest rates between these four issues is the result of the respective repayment terms of
the Issues. In general, shorter-term issues have lower interest rates than longer issues. The CIB Issue had
a markedly shorter term than the other three Issues.
We require bidders to submit their bids on a°True Interest Rate" (TIC) basis, so as to reflect the present value of
their bids and thereby ensure the City award based on the lowest cost to the City. We have enclosed bid tabulation
forms for each Issue summarizing the bid specifics and composition of each underwriting syndicate.
Recommendation
We recommend award(s) of sale to:
CIB Issue ................................ RBC Capital Markets
Street Issue ............................ Piper Jaffray
Public Safety Issue .................. UBS Securities
Sewer Revenue Bonds............ UBS Securities
City of Saint Paul, Minnesota
february 13, 2008
Page 4
Basis of Recommendation
�/' / �
We believe the interest rates received by the City today reflect significant market participation and aggressive
bidding. The broad market continues in a very low range. For all four Issues, the sale resuits are at interesf rate
levels sign�cantly under our estimates from mid-January.
Credit Rating
The City's general obligation rating for these Issues were reaffirtned by Standard & Poors at AAA and Moody's
at Aa2. The Sewer Utility's separate ratings were also reaffirmed at AAA from Standard & Poor's and Aa2
from Moody's. The respective rating agency reports present each agency's perspectives on the City's credit quality.
The City conducted an intensive series of discussions with the two agencies as part of this rating process. The AAA
rating is an exceptional credit designation and its continuance by the City in di�cult budget and economic times
demonstrates the quality of decision-making by its elected officials and the management of its staff.
We welcome any questions regarding this sale process and congratulate the City on completion of a successful
sale process.
Respectfully,
v��a�\ '�-�����J'� /
David N. MacGillivray, Chairman
Client Representative
.[' ,P►�4J
Enclosures
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