08-137AMENDED
RESOLUTION
Council File # �U ���
Grern Sheet # 3049616
CITY OF �AINT PAUL, MINNESOTA ��..
Presented By
Referred To
Committee:
ACCEPTING PROPOSAL ON SALE OF APPROXIMATELY
$10,510,000 GENERAL OBLIGATION PUBLIC SAFETY
BONDS, SERIES 2008C,
PROVIDING FOR THEIIt ISSUANCE, AND LEVYING
A TAX FOR THE PAYMENT THEREOF
[WESTERN POLICE STATION PROJECT]
WHEREAS, the Director, Office of Financial Services, has presented proposals
received for the sale of approximately $10,510,000 General Obligation Public Safety Bonds,
Series 2008C (the "Bonds"), of the City of Saint Paul, Minnesota (the "City"); and
10 WHEREAS, the proposals set forth on Exhibit A attached hereto were received
11 pursuant to the Terms of Proposal at the offices of Springsted Incorporated at 10:00 A.M.,
12 Central Time; this same day; and
13 WHEREAS, the Director, Office of Financial Services, has advised this Council
14 that the proposal of `�,{�i� `�f��,t �_i�i� S` �-�� was found to be the most advantageous
15 and has recommended that said proposal be accepted; and
16 WHEREAS, the proceeds of the Bonds will finance the acquisition and
17 betterment of the Westem District Police Station in the City, for which the City is proceeding
18 pursuant to Minnesota Statutes, Section 475.521, with any excess to be used for any other
19 purpose permitted by law; and
20 WHEREAS, the Bonds are issued in accordance with a capital improvement plan
21 adopted pursuant to Minnesota Statutes, Section 475.521, after a hearing held on January 2,
22 2008, on the plan and on the intention to issue bonds pursuant thereto after published notice
23 thereof; and .
24 WHEREAS, the Bonds are the first issued by the City pursuant to Minnesota
25 Statutes, Section 475.521, and do not exceed tl�e limitations on amount set forth in Subdivision 4
26 thereof; and
27 WIIEREAS, the City has heretofare issued registered obligations in certificated
28 form, and incurs substantial costs associated with their printing and issuance, and substantial
29 continuing transaction costs relating to their payment, transfer and exchange; and
30 WHEREAS, the City has determined that significant savings in transaction costs
31 will result from issuing bonds in "global book-entry form", by which bonds are issued in
32 certificated form in large denominations, registered on the books of the City in the name of a
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1 depository or its nominee, and held in safekeeping and immobilized by such depository, and such
2 depository as part of the computerized national securities clearance and settlement system (the
3 'National System") registers transfers of ownership interests in the bonds by making
4 computerized book entries on its own books and dishibutes payments on the bonds to its
5 Participants shown on its books as the owners of such interests; and such Participants and other
6 banks, brokers and dealers participating in the National System will do likewise (not as agents of
7 the City) if not the beneficial owners of the bonds; and
8 WHEREAS, "Participants" means those financial institutions for whom the
9 Depository effects book-entry transfers and pledges of securities deposited and immobilized with
10 the Depository; and
11 WHEREAS, The Depository Trust Company, a limited purpose trust company
12 organized under the laws of the State of New York, or any of its successors or successors to its
13 functions hereunder (the "Depository"), will act as such depository with respect to the Bonds
14 except as set forth below, and the City has heretofore delivered a letter of representations (the
15 "Letter of Representations") setting forth various matters relating to the Depository and its role
16 with respect to the Bonds; and
17 WHEREAS, the City will deliver the Bonds in the form of one certificate per
18 maturity, each representing the entire principal amount of the Bonds due on a particular maturity
19 date (each a"Global Certificate"), which single certificate per maturity may be transferred on the
20 City's bond register as required by the Uniform Commercial Code, but not exchanged for smaller
21 denominations unless the City determines to issue Replacement Bonds as provided below; and
22 WHEREAS, the City will be able to replace the Depository or under certain
23 circumstances to abandon the "global book-entry form" by permitting the Global Certificates to
24 be exchanged for smaller denominations typical of ordinary bonds registered on the City's bond
25 register; and "Replacement Bonds" means the certificates representing the Bonds so
26 authenticated and delivered by the Bond Registrar pursuant to paragraphs 6 and 12 hereof; and
27 WHEREAS, "Holder" as used herein means the person in whose name a Bond is
28 registered on the registration books of the City maintained by the registrar appointed as provided
29 in paragraph 8(the "Bond Registrar"); and
30 WHEREAS, Rule 15c2-12 of the Securities and Exchange Commission prohibits
31 "participating underwriters" from purchasing ar selling the Bonds unless the City undertakes to
32 provide certain continuing disclosure with respect to the Bonds; and
33 WHEREAS, pursuant to Minnesota Statutes, Secrion 475.60, Subdivision 2(9),
34 public sale requirements do not apply to the Bonds if the City retains an independent financial
35 advisor and determines to sell the Bonds by private negotiarion, and the City has instead
36 authorized a competitive sale without publication of notice thereof as a form of private
37 negotiation; and
38 WHEREAS, proposals for the Bonds have been solicited by Springsted
39 Incorporated pursuant to an Official Statement and Terms of Proposal therein; and
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1 WHEREAS, the City retained the right to reduce the principal amount of the
2 Bonds from the proposed $10,510,000, but the City has determined to make no change:
3 NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Saint
4 Paul, Minnesota, as follows:
5 1. Acceptance of ProposaL The proposal of UBS Securities LLC (the
6 "Purchaser") to purchase $10,510,000 General Obligation Public Safety Bonds, Series 2008C, of
7 the City (the "Bonds", or individually a"Bond"), in accordance with the Terms of Proposal for
8 the bond sale, at the rates of interest set forth hereinafter, and to pay for the Bonds the sum of
9 $10,480,572.00, plus interest accrued to settlement, is hereby found, determined and declared to
10 be the most favorable proposal received and is hereby accepted for Bonds in the principal
11 amount of $10,510,000 for a purchase price of $10,480,572.00, plus interest accrued to
12 settlement, and the Bonds are hereby awarded to the Purchaser. The Director, Office of
13 Financial Services, or his designee, is directed to retain the deposit of the Purchaser and to
14 forthwith return to the others making proposals their good faith checks or drafts.
15 2. Title; Oriainal Issue Date; Denominations; Maturities. The Bonds shali be
16 titled "General Obligation Public Safety Bonds, Series 2008C", shall be dated March 1, 2008, as
17 the date of original issue and shall be issued forthwith on or a8er such date as fully registered
18 bonds. The Bonds shall be numbered from R-1 upward. Global Certificates sha11 each be in the
19 denomination of the entire principal amount maturing on a single date, or, if a portion of said
20 principal amount is prepaid, said principal amount less the prepayment. Replacement Bonds, if
21 issued as provided in paragraph 6, sha11 be in the denomination of $5,000 each or in any integral
22 multiple thereof of a single maturity. The Bonds shall mature on May 1 and November 1 on the
23 dates and in the amounts as follows:
Date
May 1, 2009
November 1, 2009
May 1, 2010
November 1, 2010
May 1, 2011
November 1, 2011
May 1, 2012
November 1, 2012
May 1, 2013
November 1, 2013
May 1, 2014
November 1, 2014
May 1, 2015
November l, 2015
May 1, 2016
November 1, 2016
May 1, 2017
Amount
$130,000
135,000
135,000
140,000
140,000
145,000
145,000
150,000
150,000
155,000
155,000
160,000
160,000
165,000
165,000
170,000
175,000
Date
November 1, 2017
May 1, 2018
November 1, 2018
May 1, 2019
November 1, 2019
May 1, 2020
November 1, 2020
May 1, 2021
November 1, 2021
May l, 2022
November 1, 2022
November l, 2023
November l, 2024
November 1, 2025
November 1, 2028
May 1, 2033
Amount
175,000
180,000
185,000
185,000
190,000
195,000
200,000
200,000
205,000
210,000
215,000
445,000
465,000
485,000
1,585,000
2,815,000
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1 The above maturity schedule differs from the schedule in the Terms of Proposal as to term
2 bonds.
3 3. Purpose. The Bonds shall provide funds for the acquisition and betterment
4 of capital improvements in the City's 2008 "Minnesota Statutes 475.521 Special Purpose Plan" in
5 its capital improvement budget, specifically the Western Dishict Police Station in the City (the
6 "Improvements"). The proceeds of the Bonds shall be deposited and used as provided in
7 paragraph 17, and any excess moneys shall be devoted to any other purpose permitted by law.
8 The total cost of the Improvements, which shall include all costs enumerated in Minnesota
9 Statutes, Section 475.65, is estimated to be at least equal to the amount of the Bonds. Work on
10 the Improvements shall proceed with due diligence to completion.
11 4. Interest. The Bonds shall bear interest payable semiannually on May 1
12 and November 1 of each year (each, an"Interest Payment Date"), commencing November 1,
13 2008, calculated on the basis of a 360-day year of twelve 30-day months, at the respective rates
14 per annum set forth opposite the maturity dates as follows:
Maturitv Date
May 1, 2009
November 1, 2009
May 1, 2010
November 1, 2010
May 1, 2011
November 1, 2011
May l, 2012
November 1, 2012
May l, 2013
November 1, 2013
May 1, 2014
November 1, 2014
May 1, 2015
November 1, 2015
May 1, 2016
November l, 2016
May 1, 2017
Interest Rate
3.000%
3.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
Maturitv Date
November 1, 2017
May 1, 2018
November 1, 2018
May 1, 2019
November 1, 2019
May 1, 2020
November l, 2020
May 1, 2021
November 1, 2021
May 1, 2022
November l, 2022
November 1, 2023
November 1, 2024
November 1, 2025
November 1, 2028
May 1, 2033
Interest Rate
4.000%
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.000
4.250
4.250
4.250
4.375
15 5. Description of the Global Certificates and Global Book-Entrv Svstem.
16 Upon their original issuance the Bonds will be issued in the form of a single Global Certificate
17 far each maturity, deposited with the Depository or its agent by the Purchaser and immobilized
18 as provided in paragaph 6. No beneficial owners of interests in the Bonds will receive
19 certificates representing their respective interests in the Bonds except as provided in paragraph 6.
20 Except as so provided, during the term of the Bonds, beneficial ownership (and subsequent
21 transfers of beneficial ownership) of interests in the Global Certificates will be reflected by book
22 entries made on the records of the Depository and its Participants and other banks, brokers, and
23 dealers participating in the National System. The Depository's book entries of beneficial
24 ownership interests are authorized to be in increments of $5,000 of principal of the Bonds, but
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1 not smaller increments, despite the larger authorized denominations of the Global Certificates.
2 Payment ofprincipal of, premium, if any, and interest on the Global Certificates will be made to
3 the Bond Registraz as paying agent, and in turn by the Bond Registrar to the Depository or its
4 nominee as registered owner of the Global Certificates, and the Depository according to the laws
5 and rules goveming it will receive and forward payments on behalf of the beneficial owners of
6 the Global Certificates.
7 Payment of principal of, premium, if any, and interest on a Global Certificate may in the
8 City's discretion be made by such other method of transferring funds as may be requested by the
9 Holder of a Global Certificate.
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11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
6. Immobilization of Global Certificates by the Depositorv; Successor
Depository; 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 held 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 paragraph and in paragraph 12.
Certificates evidencing the Bonds may not after their original delivery be transfened or
exchanged except:
(i) Upon registration of transfer of ownership of a Global Certificate, as
providedin paragraph 12,
26 (ii) To any successor of the Depository (or its nominee) or any substitute
27 depository (a "substiYute depository") designated pursuant to clause (iii) of this
28 subparagraph, provided that any successor of the Depository or any substitute depository
29 must be both a"clearing corporation" as defined in the Minnesota Uniform Commercial
30 Code at Minnesota Statutes, Section 336.8-102, and a qualified and registered "clearing
31 agency" as provided in Section 17A of the Securities Exchange Act of 1934, as amended,
32 (iii) To a substitute depository designated by and acceptable to the City upon
33 (a) the determination by the Depository that the Bonds shall no longer be eligible for its
34 depository services or (b) a deterxnination by the City that the Depository is no longer
35 able to carry out its functions, provided that any substitute depository must be qualified to
36 act as such, as provided in clause (ii) of this subparagraph, or
37 (iv) To those persons to whom transfer is requested in written transfer
38 instructions in the event that:
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1 (a) the Depository sha11 resign or discontinue its services for the
2 Bonds and the City is unable to locate a substitute depository within two (2)
3 months following the resignation or determination of non-eligibility, or
4 (b) upon a determination by the City in its sole discretion that (1) the
5 continuation of the book-entry system described herein, which precludes the
6 issuance of certificates (other than Global Certificates) to any Holder other than
7 the Depository (or its nominee), might adversely affect the interest of the
8 beneficial owners of the Bonds, or (2) that it is in the best interest of the beneficial
9 owners of the Bonds that they be able to obtain certificated bonds,
10 in either of which events the City shall notify Holders of its determination and of the
11 availability of certificates (the "Replacement Bonds") to Holders requesting the same and
12 the registration, transfer and exchange of such Bonds will be conducted as provided in
13 paragraphs 9B and 12 hereof.
14 In the event of a succession of the Depository as may be authorized by this
15 paragraph, the Bond Registrar upon presentation of Global Certificates shall register their
16 transfer to the substitute or successor depository, and the substitute or successor depository shall
17 be treated as the Depository far all purposes and functions under this resolution. The Letter of
18 Representations shall not apply to a substitute or successor depository unless the City and the
19 substitute or successor depository so agree, and a similu agreement may be entered into.
�
21
22
23
24
25
26
27
28
29
30
31
7. Redemption.
(a) Optional Redemption; Due Date. All Bonds maturing after May 1, 2018, shall be
subject to redemption and prepayment at the option of the City on such date and on any day
thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
prepaid in such order of maturity and in such amount per maturity as the City shall determine
(treating amounts scheduled for mandatory redemption as maturities); and if only part of the
Bonds having a common maturity date are called for prepayment, the Global Certificates may be
prepaid in $5,000 increments of principal and, if applicable, the specific Replacement Bonds to
be prepaid shall be chosen by lot by the Bond Registrar. Bonds ar portions thereof called for
redemption shall be due and payable on the redemption date, and interest thereon shall cease to
accrue from and after the redemption date.
32 (b) Scheduled Mandatory Redem tp ion. Term Bonds maturing on November 1, 2023,
33 are subject to redemption and prepayment on May 1, 2023, at a price of par plus accrued interest,
34 without premium, in the amount set forth below:
35
36
37
38
39
Date Amount
May 1, 2023 $220,000
November 1, 2023 225,000 (Maturity)
Term Bonds maturing on November 1, 2024, are subject to redemption and prepayment on May
1, 2024, at a price of par plus accrued interest, without premium, in the amount set forth below:
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2
3
Date
May 1, 2024
November 1, 2024
Amount
�230,000
235,000 (Maturity)
4 Term Bonds maturing on November 1, 2025, are subject to redemption and prepayment on May
5 1, 2025, at a price of par plus accrued interest, without premium, in the amount set forth below:
0
7
8
Date
May 1, 2025
November 1, 2025
Amount
$240,000
245,000 (Maturity)
9 Term Bonds maturing on November 1, 2028, are subject to redemption and prepayment at a
10 price of par plus accrued interest, without premium, on the dates and in the amounts set forth
11 below:
12
Date
May 1, 2026
November 1, 2026
May 1, 2027
November 1, 2027
May 1, 2028
November 1, 2028
Amount
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
$250,000
255,000
260,000
265,000
275,000
280,000 (Maturity)
Term Bonds maturing on May 1, 2033, are subject to redemption and prepayment at a price of
paz plus accrued interest, without premium, on the dates and in the amounts set forth below:
Date Amount
May 1, 2029 $285,000
November 1, 2029 290,000
May 1, 2030 300,000
November 1, 2030 305,000
May 1, 2031 315,000
November 1, 2031 320,000
May 1, 2032 325,000
November 1, 2032 335,000
May 1, 2033 340,000 (Maturity)
31 (c) Notation on Clobal Certificate. Upon a reduction in the aggregate principal
32 amount of a Global Certificate, the Holder may make a notation of such redemption on the panel
33 provided on the Global Certificate stating the amount so redeemed, or may retum the Global
34 Certificate to the Bond Registrar in exchange for a new Global Certificate authenticated by the
35 Bond Registrar, in proper principal amount. Such notation, if made by the Holder, shall be for
36 reference only, and may not be relied upon by any other person as being in any way
37 determinative of the principal amount of such Global Certificate outstanding, unless the Bond
38 Registraz has signed the appropriate column of the panel.
39 (d) Selection of Replacement Bonds. To effect a partial redemption of Replacement
40 Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption
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1 shall assi� to each Replacement Bond having a common maturity date a distinctive number for
2 each $5,000 of the principal amount of such Replacement Bond. The Bond Registrar shall then
3 select by lot, using such method of selection as it shall deem proper in its discretion, from the
4 numbers so assigned to such Replacement Bonds, as many numbers as, at $5,000 for each
5 number, shall equal the principal amount of such Replacement Bonds to be redeemed. The
6 Replacement Bonds to be redeemed shall be the Replacement Bonds to which were assigied
7 numbers so selected; provided, however, that only so much of the principal amount of each such
8 Replacement Bond of a denomination of more than $5,000 shall be redeemed as shall equal
9 $5,000 for each number assigned to it and so selected.
10 (e) Partial Redemption of Replacement Bonds. If a Replacement Bond is to be
11 redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond
12 Registrar so requires, a written instnunent of transfer in form satisfactory to the City and Bond
13 Registrar duly executed by the Holder thereof or his, her or its attorney duly authorized in
14 writing) and the City shall execute (if necessary) and the Bond Registrar shall authenticate and
15 deliver to the Holder of such Replacement Bond, without service charge, a new Replacement
16 Bond or Bonds of the same series hauing the same stated maturity and interest rate and of any
17 authorized denomination or denominations, as requested by such Holder, in aggregate principal
18 amount equal to and in exchange for the unredeemed portion of the principal of the Bond so
19 surrendered.
20 (� Request for Redem tu ion. The Bond Registrar shall call Bonds far redemption and
21 payment as herein provided upon receipt by the Bond Registrar at least forty-five (45) days prior
22 to the redemption date of a request of the City, in written form if the Bond Registrar is other than
23 a City officer. Such request shall specify the principal amount of Bonds to be called for
24 redemption and the redemption date.
25 (g) Notice. Mailed notice of redemption shall be given to the paying agent (if other
26 than a City officer) and to each affected Holder. If and when the City shall call any of the Bonds
27 for redemption and payment prior to the stated maturity thereof, the Bond Registrar shall give
28 written notice in the name of the City of its intention to redeem and pay such Bonds at the office
29 of the Bond Registrar. Notice of redemption shall be given by first class mail, postage prepaid,
30 mailed not less than thirty (30) days prior to the redemption date, to each Holder of Bonds to be
31 redeemed, at the address appearing in the Bond Register. All notices of redemption shall state:
32 (i) The redemption date;
33 (ii) The redemption price;
34 (iii) If less than all outstanding Bonds aze to be redeemed, the identification
35 (and, in the case of partial redemption, the respective principal amounts) of the Bonds to
36 be redeemed;
37 (iv) That on the redemption date, the redemption price will become due and
38 payable upon each such Bond, and that interest thereon shall cease to accrue from and
39 after said date; and
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(v) The place where such Bonds are to be surrendered for payment of the
redemption price (which shall be the office of the Bond Regstrar).
3 (h) Notice to Depositorv. Notices to The Depository Trust Company or its nominee
4 shall contain the CUSII' numbers of the Bonds. If there are any Holders of the Bonds other than
5 the Depository or its nominee, the Bond Registrar shall use its best efforts to deliver any such
6 notice to the Depository on the business day next preceding the date of mailing of such notice to
7 all other Holders.
8 8. Bond Re�istrar. The Treasurer of the City is appointed to act as bond
9 registrar and transfer agent with respect to the Bonds (the "Bond Registrar"), and shall do so
10 unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the
11 City and Bond Registrar shall execute which is consistent herewith. A successor Bond Registrar
12 shall be an officer of the City or a bank or trust company eligible for designation as bond
13 registrar pursuant to Minnesota Statutes, Chapter 475, and may be appointed pursuant to any
14 contract the City and such successor Bond Registrar shall execute which is consistent herewith.
15 The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is
16 duly appointed. Principal and interest on the Bonds shall be paid to the Holders (or record
17 holders) of the Bonds in the manner set forth in the forms of Bond and paragraph 14 of this
18 resolution.
19 9. Forms of Bond The Bonds shall be in the form of Global Certificates
20 unless and until Replacement Bonds are made available as provided in paragraph 6. Each form
21 of bond may contain such additional or different terms and provisions as to the form of payment,
22 record date, notices and other matters as are consistent with the L,etter of Representations and
23 approved by the City Attomey.
24 A. Global Certificates. The Global Certificates, together with the Bond Registrar's
25 Certificate of Authentication, Certificate of Registration, the Register of Partial Payments, the
26 form of Assignment and tl�e registration information thexeon, shall be in substantially the
27 following form and may be typewritten rather than printed:
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UNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
GENERAL OBLIGATION PUBLIC SAFETY
BOND, SERIES 2008C
INTEREST MATURITY DATE OF
RATE DATE ORIGINAL ISSLTE
1, 20_ March 1, 2008
10
il
12
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18
19
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29
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35
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REGISTERED OWNER:
I'_�7_[\L 1_• • • _ ��1�1���
CUSIP
DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of Saint Paul,
Ramsey County, Minnesota (the °Issuer" ar"City"), certifies that it is indebted and for value
received promises to pay to the registered owner specified above or on the certificate of
registration 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 May 1 and November 1 of each year (each, an"Interest
Payment Date"), commencing November 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 hereo£ The principal of and premium, if any, on this Bond are payable in same-
day funds by 230 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., Eastem 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 230 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 fifteenth day of the calendar month preceding such Interest Payment
Date (the "Regular Record Date"). Interest payments shall be received by the Holder no later
than 230 pm., Eastern time; and principal and premium payments shall be received by the
Holder no later than 230 p.m., Eastern time, if the Bond is surrendered for payment enough in
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1 advance to permit payxnent to be made by such time. Any interest not so timely paid shall cease
2 to be payable to the person who is the Holder hereof as of the Regular Record Aate, and shall be
3 payable to the person who is ihe Holder hereof at the close of business on a date (the "Special
4 Record Date") fixed by the Bond Registrar whenever money becomes available for payment of
5 the defaulted interest. Notice of the Special Record Date shall be given to Bondholders not less
6 than ten days prior to the Special Record Date. The principal of and premium, if any, and
7 interest on this Bond are payable in lawful money of the United States of America.
8 Date of Payment Not Business Dav. If the date for payment of the principal of,
9 premium, if any, or interest on this Bond shall be a Saturday, Sunday, legal holiday or a day on
10 which bankuig insritutions in the City of New York, New York, or the city where the principal
11 office of the Bond Registrar is located are authorized by law or executive order to close, then the
12 date for such payment shall be the next succeeding day which is not a Saturday, Sunday, legal
13 holiday or a day on which such banking institutions are authorized to close, and payment on such
14 date shall have the same force and effect as if made on the nominal date of payment.
15 Redem�tion. All Bonds of this issue (the "Bonds") maturing after May 1, 2018,
16 are subject to redemption and prepayment at the option of the Issuer on such date and on any day
17 thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the
18 Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid may be
19 prepaid in such order of maturity and in such amount per maturity as the City shall determine
20 (treating amounts saheduled for mandatory redemption as maturities); and if only part of the
21 Bonds having a common maturity date are called for prepayment, this Bond may be prepaid in
22 $5,000 increments of principal. Bonds or portions thereof called for redemption shall be due and
23 payable on the redemption date, and interest thereon shall cease to accrue from and after the
24 redemption date.
25 Scheduled Mandatorv Redemption. The Bonds maturing on November 1, 2023,
26 are subject to redemption and prepayment on May 1, 2023, at a price of par plus accrued interest,
27 without premium, in the amount set forth below:
28
29
30
31
32
33
34
35
36
37
38
39
40
Date
May 1, 2023
November 1, 2023
Amount
$220,000
225,000 (Maturity)
The Bonds maturing on November 1, 2024, are subject to redemption and prepayment on May 1,
2024, at a price of par plus accrued interest, without premium, in the amount set forth below:
Date Amount
May 1, 2024 $230,000
November 1, 2024 235,000 (Maturity)
The Bonds maturing on November 1, 2025, are subject to redemption and prepayment on May 1,
2025, at a price of paz plus accrued interest, without premium, in the amount set forth below:
Date
May 1, 2025
November 1, 2025
2138354v4
Amount
$240,000
245,000 (Maturity)
11
a$�l��
1 The Bonds maturing on I�iovember 1, 2028, are subject to redemption and prepayment at a price
2 ofpar plus accrued interest, without premium, on the dates and in the amounts set forth below:
Date Amount
4 May 1, 2026 $250,000
5 November 1, 2026 255,000
6 May 1, 2027 260,000
7 November 1, 2027 265,000
8 May 1, 2028 275,000
9 November 1, 2028 280,000 (Maturity)
10 The Bonds maturing on May 1, 2033, are subject to redemption and prepayment at a price of par
ll plus accrued interest, without premium, on the dates and in the amounts set forth below:
12 Date Amount
13 May 1, 2029 $285,000
14 November 1, 2029 290,000
15 May 1, 2030 300,000
16 November 1, 2030 305,000
17 May i, 2031 315,000
18 November 1, 2031 320,000
19 May 1, 2032 325,000
20 November 1, 2032 335,000
21 May 1, 2033 340,000 (Maturity)
22 Notice of Redemption. Mailed notice of redemption shall be given to the paying
23 agent (if other than a City officer) and to each affected Holder of the Bonds. In the event any of
24 the Bonds are called for redemption, written notice thereof will be given by first class mail
25 mailed not less than thirty (30) days prior to the redemption date to each Holder of Bonds to be
26 redeemed. In connection with any such notice, the "CUSIP" numbers assigned to the Bonds
27 shall be used.
28 Replacement or Notation of Bonds after Partial Rede�tion. Upon a partial
29 redemption of this Bond which results in the stated amount hereof being reduced, the Holder
30 may in its discretion make a notation on the panel provided herein of such redemption, stating
31 the amount so redeemed. Such notation, if made by the Holder, shall be for reference only, and
32 may not be relied upon by any other person as being in any way determinative of the principal
33 amount of the Bond outstanding, unless the Bond Registrar has signed the appropriate column of
34 the panel. Otherwise, the Holder may sunender this Bond to the Bond Registrar (with, if the
35 Issuer or Bond Re�istraz so requires, a written instrument of transfer in form satisfactory to the
36 Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attorney duly
37 authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall
38 authenticate and deliver to the Holder of such Bond, without service charge, a new Bond of the
39 same series having the same stated maturity and interest rate and of the authorized denomination
40 in aggregate principal amount equal to and in exchange for the unredeemed portion of the
41 principal of the Bond so surrendered.
2138354v4 12
bg' ���
1 Issuance; Purpose; General Obli�ation. This Bond is one of an issue in the total
2 principal amount of �10,510,000, all of like date of original issue and tenor, except as to number,
3 maturity, interest rate, denomination, and redemption privilege, which Bond has been issued
4 pursuant to and in full conformity with the Constitution and laws of the State of Minnesota,
5 includin� particulazly Minnesota Statutes, Section 475.521, as amended, and the Charter of the
6 Issuer, and pursuant to a resolution adopted by the City Council of the Issuer on February 13,
7 2008 (the "Resolution"), for the purpose of providing money to finance the acquisition and
8 betterment of the Westem Dishict Police Starion in the City. This Bond is payable out of the
9 General Debt Service Fund of the Issuer. This Bond constilutes a generat obligation of the
10 Issuer, and to provide moneys for the prompt and full payment of its principal, premiuxn, if any,
11 and interest when the same become due, the full faith and credit and taxing powers of the Issuer
12 have been and are hereby irrevocably pledged.
13 Denominations; Exchange; Resolution. The Bonds aze issuable originally only as
14 Global Certificates in the denomination of Y1�e entire principal amount of the issue maturing on a
15 single date, or, if a portion of said principal is prepaid, said principal amount less the
16 prepayment. Global Certificates are not exchangeable for fully registered bonds of smaller
17 denominations except to evidence a partial prepayment or in exchange for Replacement Bonds if
18 then available. Replacement Bonds, if made available as provided below, are issuable solely as
19 fully registered bonds in the denominations of $5,000 and integral multiples thereof of a single
20 maturity and are exchangeable for fully registered Bonds of other authorized denominations in
21 equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the
22 manner and subject to the limitations provided in the Resolution. Reference is hereby made to
23 the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the
24 Resolution are on file in the principal office of the Bond Registrar.
25 Reulacement Bonds. Replacement Bonds may be issued by the Issuer in the event
26 that:
27 (a) the Depository shall resign or discontinue its services for the Bonds, and
28 only if the Issuer is unable to locate a substitute depository within two (2) months
29 following the resignation or determination of non-eligibility, or
30
31
32
33
34
35
36
37
38
39
40
41
42
(b) upon a determination by the Issuer in its sole discretion that (1) the
continuation of the book-entry system described in the Resolution, which precludes the
issuance of certificates (other than Global Certificates) to any Holder other than the
Depository (or its nominee), might adeersely 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.
Transfer. This Bond shall be registered in the name of the payee on the books of
the Issuer by presenting this Bond for registration to the Bond Registrar, who will endorse his,
her or its name and note the date of registration opposite the name of the payee in the certificate
of registrarion attached hereto. Thereafter this Bond may be transferred by delivery with an
assignment duly executed by the Holder or his, her or its legal representatives, and the Issuer and
Bond Registrar may treat the Holder as the person exclusively entitled to exercise all the raghts
and powers of an owner until this Bond is presented with such assignment for registration of
2138354v4 13
��, � ��
1 transfer, accompanied by assurance of the nature provided by law that the assignment is genuine
2 and effective, and until such transfer is registered on said books and noted hereon by the Bond
3 Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable
4 regulations of the Issuer contained in any agreement with, or notice to, the Bond Registrar.
5 Transfer of this Bond may, at the direction and expense of the Issuer, be subject to certain other
6 resriictions if required to qualify this Bond as being "in registered form" within the meanin� of
7 Section 149(a) of the federal Internal Revenue Code of 1986, as amended.
8 Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum
9 sufficient to cover any tax or other governmental charge payable in connection with the transfer
10 or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds.
ll Treahnent of Re�istered Owner. The Issuer and Bond Registrar may treat the
12 person in whose name this Bond is registered as the owner hereof for the purpose of receiving
13 payment as herein provided (except as otherwise provided with respect to the Record Date) and
14 for a11 other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the
15 Bond Registrar shall be affected by notice to the contrary.
16 Authentication. This Bond shall not be valid or become obligatory for any
17 purpose or be entitled to any security unless the Certificate of Authentication hereon shall have
18 been executed by the Bond Registrar.
19 Not Qualified Taac-Exempt Obli�ations. The Bonds have not been designated by
20 the Issuer as "qualified taac-exempt obligations" for purposes of Section 265(b)(3) of the federal
21 Internal Revenue Code of 1986, as amended. The Bonds do not qualify for such designation.
22 IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things
23 required by the Constitution and laws of the State of Minnesota and the Charter of the Issuer to
24 be done, to happen and to be performed, precedent to and in the issuance of this Bond, haue been
25 done, have happened and have been performed, in regular and due form, time and manner as
26 required by law, and that this Bond, together with all other debts of the Issuer outstanding on the
27 date of original issue hereof and on the date of its issuance and delivery to the original purchaser,
28 does not exceed any constitutional or statutory or Charter limitation of indebtedness.
29 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by
30 its City Council has caused this Bond to be sealed with its official seal and to be executed on its
31 behalf by the photocopied facsimile signature of its Mayor, attested by the photocopied facsimile
32 signature of its Clerk, and countersigned by the photocopied facsimile signature of its Directar,
33 Office ofFinancial Services.
2138354v4 14
�����
�
2
Date of Registration:
Registrable by:
3
4
5
6
7
8
9
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
34
BOND REGISTRAR'S
CERTIFICATE OF
AUTHENTICATION
This Bond is one of the
Bonds described in the
Resolution mentioned
within.
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
Bond Registrar
By
Authorized Signature
City Clerk
Countersigned:
Director, Office of Financial
Services
(SEAL)
General Obligation Public Safety Bond, Series 2008C, No. R-
2138354v4
15
��'� ��
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 SIGNATURE OF
REGISTRATION REGISTERED OWNER BOND REGISTRAR
2138354v4 1 �
�� �i3�
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 Re i�
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 Registraz, and
7 a Holder could fail to note the partial payment here.
213R354v4 17
�-���
ABBREVIATIONS
2
3
4
5
6
7
8
9
10
I1
12
13
14
IS
16
17
18
19
20
21
22
23
24
f�.F
26
27
28
29
30
31
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 accardin� to applicable laws or rea lations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entiretaes
JT TEN - as joint tenants with right of suroivorship
and not as tenants in common
UTMA - as custodian for
(Cust)
under the
(Minor)
Uniform Transfers to Minors Act
(State)
Additional abbreviations may also be used
though not in the above list.
ASSTGNMENT
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 powex of substitution in the premises.
Dated:
Signature Guaranteed:
Notice: The assignor's signature to this assi�unent must
correspond with the name as it appeazs 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 "Eligible Guarantar
Iustitution" 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.
32 Name and Address:
33
34
35
36
21383S4v4
(Include information for all joint owners if the Bond is held
by joint account.)
I8
��-���
2 B. Repiacement Bonds. If the City has notified Holders that Replacement Bonds
3 have been made available as provided in paragraph 6, then for every Bond thereafrer transferred
4 or exchanged (including an exchange to reflect the partial prepayment of a Global Certificate not
5 previously exchan�ed 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 Global 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 registered 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 Assignment and the registration
12 information 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:
2138354v4 1(�
�g�f ��
2
3
4
6
7
!�
INTEREST
RATE
IJNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEX COUNTY
CITY OF SAINT PAUL
GENERAL OBLIGATION PUBLIC SAFETY
BOND, SERIES 2008C
MATURITY
DATE
1, 2Q_
9 REGISTERED OWNER:
10 PRINCIPAL AMOL3NT:
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
[iZ�l�lrl��i.9
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 hereinafter set forth, the principal amount specified above, on the maturity date specified
above, unless called for eazlier redemption, and to pay interest thereon semiannually on May 1
and November 1 of each year (each, an "Interest Payment Date"), commencing November 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 beaz
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 swrender 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 Aate (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 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 Record Date. The principal of and
premaum, if any, and interest on this Bond are payable in lawful money of the United States of
America.
DATE OF
ORIGINAL ISSUE
March 1, 2008
2138354v4 20
�
1 REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF
2 THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISTONS SHALL
3 FOR ALL PiTRPOSES Ht1VE THE SAME EFFECT AS IF SET FORTH HERE.
�
IT IS HEREBY CERTIF]ED 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 signature of its Mayor, attested by the original or facsimile signature of its Clerk, and
8 countersigned by the original ar facsimile 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:
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
BOND REGISTRAR'S
CERTIFICATE OF
AUTHENTICATION
This Bond is one of the
Bonds described in the
Resolution mentioned
within.
Bond Registrar
By
Authorized Signahxre
273835Av4
Payable at:
CITY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
21
�����.»:;.��
Date of Pavment Not Business DaV.
0
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
?g
29
30
31
o$'���
Redemption. All Bonds of this issue (the "Bonds") maturing after May 1, 2018,
are subject to redemption and prepayment at the option of the Issuer on such date and on any day
thereafter at a price of par plus accrued interest. Redemption may be in whole ar in part of the
Bonds sub}ect to prepayment. If redemption is in part, those Bonds remaining unpaid may be
prepaid in such order of maturity and in such amount per maturity as the City shall determine;
and if only part of the Bonds having a common maturity date aze called for prepaynnent, the
specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions
thereof cailed for redemption shall be due and payable on the redemption date, and interest
thereon shall cease to accrue from and after the redemption date.
Scheduled Mandator�Redemntion.
Notice of Redemntion.
Selection of Bonds for Redem tn ion. 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. The
Bond Registrar shall then select by 1ot, using such method of selection as it sha11 deem proper in
its discretion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each
number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be
redeemed 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 equal $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 inshument of transfer in form satisfactory to the
Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attomey duly
authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall
authenticate and deliver to the Holder of such Bond, without service charge, a tiew Bond or
Bonds of the same series having the same stated maturity and interest rate and of any authorized
denomination ar 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; Genet Oblieation.
32 Denominations; Exchange; Resolntion. The Bonds are issuable solely as fully
33 registered bonds in the denominations of $5,000 and integral multiples thereof of a single
34 maturity and are exchangeable for fully registered Bonds of other authorized denominations in
35 equal aggregate principal amounts at the principal office of the Bond Regisfxar, but only in the
36 manner and subject to the limitations provided in the Resolution. Reference is hereby made to
37 the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the
38 Resolurion are on file in the principal office of the Bond Registrar.
2138354v4 ZZ
������
1 Transfer. This Bond is transferable by the Holder in person or by his, her or its
2 attomey duly authorized in wriring at the principal office of the Bond Registrar upon
3 presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions
4 provided in the Resolution and to reasonable regulations of the Issuer contained in any
5 agreement with, or notice to, the Bond Registrar. Thereupon the Issuer sha11 execute and the
6 Bond Registraz shall authenticate and deliver, in exchange far this Bond, one or more new fully
7 registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or
8 similar designation), of an authorized denomanation or denominations, in aggregate principal
9 amount equal to the principal amount of this Bond, of the same maturity and bearing interest at
10 the same rate.
11 Fees unon Transfer or Los.
12 Trearinent of Registered Owner.
13 Authentication
14 Not Oualified Tas-Exem�t ObliQations.
15
16
17
ABBREVIATIONS
zissssa�a 23
�� ��1
2
For value received, the undersi�ed hereby sells, assigns and transfers unto
the within
ASSIGNMENT
4 Bond and does hereby irrevocably constitute and appoint
5 attorney to transfer the Bond on the books kept for the
6 registration thereof, with full power of substitution in the premises.
7
8
9
10
11
12
13
Dated:
Notice:
Signature Guaranteed:
The assignor's signature to this assigiment must
correspond with the name as it appears upon the face of
the within Bond in every particulaz, without alteration or
any change whatever.
14 Signahzre(s) must be guaranteed by a national bank or trust company or by a brokerage firm
15 having a membership in one of the major stock exchanges or any other "Eligible Guarantor
16 Institution" as defined in 17 CFR 24017Ad-15(a)(2).
17
18
19
20
21
22
23
The Bond Registrar will not effect transfer of this Bond unless the information
concerning the transferee requested below is provided.
Name and Address:
(Include information for all joint owners if the Bond is held
by joint account.)
213835Av4
24
����'I�
1Q
11
12
13
14
15
16
17
18
19
20
21
22
10. Execution. The Bonds shali 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 such signatures may be printed
or photocopied facsimiles and the coxporate seal may be omitted on the Bonds as permitted by 1aw,
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 may act on behalf of such absent or disabled
officer. In case any such officer whose sigiature or facsimile of whose si�ahue 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 putposes, the same as if he or she had remained in office
until delivery.
I 1. 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, substantially 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 G1oba1 Certificates to the Purchaser, the
Bond Registraa sha11 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.
23 12. Re�istration; Transfer; Exchange. The City will cause to be kept at the
24 principal office of the Bond Registrar a bond register in which, subj ect to such reasonable regulations
25 as the Bond Registrar may prescribe, the Bond Registrar sha11 provide for the registration of Bonds
26 and the registration of transfers of Bonds entitled to be registered or transfened as herein provided.
27 A Global Certificate shall be registered in the name of the payee on the books of the
28 Bond Registrar by presenfing the Global Certificate for registrarion to the Bond Registraz, who will
29 endorse his or her name and note the date of registration opposite the name of the payee in the
30 certificate of registration on the Global Certificate. Thereafter a Global Certificate may be transferred
31 by delivery with an assignment duly executed by the Holder or his, her or its legal representative, and
32 the City and Bond Registrar may treat the Holder as the person exclusively entitled to exercise all the
33 rights and powers of an owner unril a Global Certificate is presented with such assignment for
34 registration of transfer, accompanied by assurance of the nature provided by 1aw that the assigunent
35 is genuine and effective, and until such transfer is registered on said books and noted thereon by the
36 Bond Registrar, all subject to the terms and conditions provided in this resolufion and to reasonable
37 regulations of the City contained in any agreemetit with, or notice to, the Bond Regi§trar.
38 Transfer of a Global Certificate tnay, at the direction and expense of the City, be
39 subject to other restrictions if required to qualify the Global Certificates as being "in registered form"
40 within the meaning of Section 149(a) of the federal Intemal Revenue Code of 1486, as amended.
41
42
If a Global Certificate is to be exchanged for one or mare Replacement Bonds, all of
the principal amount of the Global Certificate shall be so exchanged.
2138354v4
25
�i��l
1 Upon surrender for transfer of any Replacement Bond at the principal office of the
2 Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shal� authenticate, insert
3 the date of registration {as provided in paragraph 11) of, and deliver, in the name of the designated
4 transferee or transferees, one or more new Replacement Bonds of any authorized denomination or
� denominations of a like aggregate principal amount, having the same stated maturity and interest rate,
6 as requested by the transferor; provided, however, that no bond may be registered in blank or in the
7 name of "bearer" or similar designation.
8 At the option of the Holder of a Replacement Bond, Replacement Bonds may be
9 exchanged for Replacement Bonds of any authorized denomination or denominations of a like
10 aggregate principal amount and stated maturity, upon surrender of the Replacement Bonds to be
11 exchanged at the principal office of the Bond Registrar. Whenever any Replacement Bonds are so
12 sunendered for exchange, the City shall execute {if necessary), and the Bond Registrar shall
13 authenticate, insert the date of registration o£, and deliver the Replacement Bonds which the Hoider
14 making the exchange is entitled to receive. Global Certificates may not be exchanged for Global
15 Certificates of smaller denominations.
16 All Bonds surrendered upon any exchange or transfer provided for in this resolution
17 shall be promptly cancelled by the Bond Registraz and thereafter disposed of as directed by the City.
18 All Bonds delivered in exchange for ar upon transfer of Bonds shall be valid general
19 obligations of the City evidencing the same debt, and entitlad to the same benefits under this
20 resolution, as the Bonds surrendered for such exchange or transfer.
21 Every Bond presented or surrendered for h or exchange shall be duly endorsed
22 or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly
23 executed by the Holder thereof or his, her or its attorney duly authorized in writing.
24 The Bond Registrar may require payment of a sum sufficient to cover any tas ar other
25 governmental charge payable in connection with the transfer or exchange of any Bond and any legal
26 or unusual costs regarding transfers and lost Bonds.
27 Transfers shall also be subject to reasonable regulations of Yhe City contained in any
28 agreement with, or notice to, the Bond Registrar, including regulations which permit the Bond
29 Registrar to close its transfer books between record dates and payment dates.
30 13. Ri�hts Unon Transfer or Exchan�e. Each Bond delivered upon transfer of or in
31 exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and
32 to accrue, which were carried by such other Bond.
33 14. Interest Pavment; Record Date. Interest on any Global Certificate shall be paid
34 as provided in the first paragraph thereof, and interest on any Replacement Bond shall be paid on each
35 Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered
36 '(the "Holder") on the registration books of the City maintained by the Bond Registrar, and in each
37 case at the address appearing thereon at the close of business on the fifteenth (15th) day of the
38 calendar month preceding such Interest Payment Date (the "Regular Record Date"). Any such interest
39 not so rimely paid shall cease to be payable to the person who is the Holder thereof as of the Regulaz
40 Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a
2138354v4 26
�`�� I �/�
date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes available for
payment of the defaulted interest Notace of the Special Record Date shall be given by the Bond
Registrar to the Holders not less than ten {10) days prior to the Special Record Date.
4 15. Holders; Treatment ofRegistered Owner; Consent ofHolders.
5 A. For the purposes of all actions, consents and other matters affecting Holders of the
6 Bonds, other than payruenYs, redemptions, and purchases, the Ciry may (but shall noY be obligated to)
7 treaY as tbe Holder of a Bond the beneficial owner of the Bond instead of the person in whose name
8 the Bond is registered. For that purpose, the City may ascertain the identity of the beneficial owner of
9 the Bond by such means as the Bond Registraz in its sole discretion deems appropriate, including but
10 not limited to a certificate from the person in whose name the Bond is registered identifying such
ll beneficiai owner.
12 B. The City and Bond Registrar may treat the person in whose name any Bond is
13 registered as the owner of such Bond for the purpose of receiving payment of principal of and
14 premium, if any, and interest (subject to the pay�nent provisions in paragraph 14 above) on, such
15 Bond and for all other purposes whatsoever whether or not such Bond shali be overdue, and neither
16 the City nor the Bond Registraz shall be affected by notice to the contrary.
17 C. Any consent, request, direction, approval, objection or other instrument to be signed
18 and executed by the Holders may be in any number of concurrent writings of similar tenor and must
19 be signed or executed by such Holders in person or by agent appointed in writing. Proof of the
20 execution of any such consent, request, direction, approval, objection or other instrument or of the
21 writing appointing a�y such agent and of the ownership of Bonds, if made in the following manner,
22 shall be sufficient for any of the purposes of this resolution, and shall be conclusive in favor of the
23 City with regard to any action taken by it under such request or other instrument, namely:
24 (1) The fact and date of the execution by any person of any such writing may be
25 proved by the certificate of any officer in any jurisdiction who by law has power to take
26 acknowledgments within such jurisdiction that the person signing such writing acknowledged
27 before him or her the execution thereof, ar by an affidavit of any witness to such execution.
28 (2) Subject to the provisions of subparagraph (A) above, the fact of the ownership
29 by any person of Bonds and the amounts and numbers of such Bonds, and the date of the
30 holding of the same, may be proved by reference to the bond register.
31 16. Delivery; Application of Proceeds. The C�lobal Certificates when so prepazed
32 and executed shall be delivered by the Director, Office of Financaal Services, to the Purchaser upon
33 receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application
34 thereof.
35 17. Fund and Account. There is hereby created a special account to be desi�ated
36 the "Public Safety Bonds of 2008C Account° {the "Capital Account"). Thexe has been heretofore
37 created and established the General Debt Service Fund (numbered 960, herein the "Fund"). The Fund
38 and Capital Account shall each be maintained in the manner herein specified until a11 of the Bonds
39 and the interest thereon have been fully paid.
213S354v4 _ 2'�
�`11�1��
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
?�
28
(i) Capital Account. To the Capital Account there shall be credited the
proceeds of the sale of the Bonds, less accrued interest received thereon, less �116,484
of capitalized interest, and less any amount paid for the Bonds in excess of
$1Q,373,370. From the Capital Account there shall be paid all costs and expenses of
making the Improvements, including the cost of any construcrion contracts heretofare
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 aiso be used to the extent necessary to pay interest on the Bonds due prior to the
anticipated date of commencement of the collection of taxes 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 transfened by the
Council to the fund of any other improvement instituted pursuant to Minnesota
Statutes, Secrion 475.521, as amended, or used for any other purpose permitted by law,
or Yransferred to the Pund. All eamings on the Capital Account shall be transfened to
the Fund, or may remain in the Capital Account.
(ii) Fund. There is hereby pledged and there shail be credited to the Fund,
to a special sinking fund account which is hereby created and established therein for
the payment of the Bonds: (a) $116,484 of capitalized interest and all accrued interest
received upon delivery of the Bonds; (b) ali funds paid for the Bonds in excess of
$10,373,370; (c) any collections of all taxes which are herein levied far 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 Improvements and payment of the costs
thereof, not so transFened to the account of another improvement or used for any other
purpose permitted by law; (e) all investment eamings on moneys held in said special
account in the Fund; and (� 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.
29 Said special account created in the Fund shall be used solely to pay the principal and interest
30 and any premiums for redemption of the Bonds and any other bonds of the City heretofore or
31 hereafter issued by the City and made payable from said special account in the Fund as provided by
32 law, ar to pay any rebate due to the United States. No portion of the proceeds of the Bonds sha11 be
33 used directly or indirectly to acquire higher yielding investments or to replace funds which were used
34 directly or indirectly to acquire higher yielding investments, except (1) for a reasonable temporary
35 period until such proceeds are needed for the purpose for which the Bonds were issued, and (2) in
3b addition to the above in an amount not greater than $100,000. To this effect, any proceeds of the
37 Bonds and any sums from time to time held in the Capital Account or said special account in the Fund
38 (or any other City account which will be used to pay principal or interest to become due oti the bonds
39 payable therefrom) in excess of amounts which under then-applicable federal arbitrage regulations
40 may be invested without regazd as to yield shall not be invested at a yield in excess of the applicable
41 yield restrictions imposed by said arbitrage regulations on such investments after taking into account
42 any applicable "temporary periods" ar"minor portion" made available under the federal arbitrage
43 regulations. In addition, the proceeds of the B�onds and money in the Capital Aceount or Fund shall
44 not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or
45 any agency or instrumentality thereof if and to the extent that such inveshnent would cause the Bonds
2138354vA �8
►�
1 to be "federally guaranteed" within the meaning of Section 149(b) of the federal Internal Revenue
2 Code of 1986, as amended {the "Code").
3 18. Taac Levy; Covera�e Test. To provide moneys for payment of the principal and
4 interest on the Bonds there is hereby levied upon all of the taxable property in the City a direct annual
5 ad valorem tax which shall be spread upon the tax rolls and collected with and as part of other general
6 property tases in the City for the years and in the amounts as follows:
Year of TaY Levv
2007*
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
7
8
9
10
11
12
13
Yeaz of Tax Collection
2008*
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
3026
2027
2028
2029
2030
2031
2032
� heretofore levied or provided &om other available City funds
Amount
$546,63039*
733,654.69
733,418.44
732,053.44
730,268.44
728,063.44
725,438.44
722,393.44
724,178.44
720,083.44
720,713.44
720,818.44
720,188.44
719,033.44
722,393.44
724,913.44
725,681.25
725,2b1.25
723,948.75
726,993.75
728,811.56
729,060.94
733,113.28
730,53'7.50
732,063.28
The tax levies are such that if collected in full they, together with esrimated colleetions
of any other revenues herein pledged for the payment of the Bonds, will produce at least five percent
(5%) in excess of the amount needed to meet when due the principal and interest payments on the
Bonds. The tax levies shall be irrepealable so long as any of the Bonds are outstanding and unpaid,
provided that the City reserves the right and power to reduce the levies in the manner and to the extent
permitted by Minnesota Statutes, Section 475.61, Subdivision 3.
2138354v4
29
����
1 19. General Obligation Pledge. For Yhe prompt and full payment of the principal
2 and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing
3 powers of the City sha11 be and are hezeby irrevocably pledged. If the balance in the Fund (as defined
4 ]n paza�aph 17 hereo fl is ever insufficient to pay all principal and interest then due on the Bonds
5 payable therefi the deficiency shall be promptly paid out of any other funds of the City which are
6 available for such purpose, including the general fund of the City, and such othex funds may be
7 reimbursed with or without interest from the Fund when a sufficient balance is available therein.
8 20. Certificate of Registration. The Director, Office of Financial Services, is
9 hereby directed to file a certified copy of this resolution with the officer of Ramsey County,
10 Minnesota, performing the functions of the county auditor (the "County Auditor"), together with such
1 I other information as the County Auditor shall require, and to obtain the County Auditor's certificate
12 that the Bonds have been entered in the County Auditor's Bond Register, and that the tax levy
13 required by law has been made.
14 21. Records and Certificates. The officers of the City are hereby authorized and
15 directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the
16 issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds
17 and to the financial condition and affairs of the City, and such other affidavits, certificates and
18 informatian as are required to show the facts relating to the legality and marketability of the Bonds as
19 the same appeaz from the books and records under their custody and control or as otherwise known to
20 them, and a11 such certified copies, certificates and affidavits, including any heretofore fiunished,
21 shall be deemed representations of the City as to the facts recited therein.
22 22. NeQative Covenants as to Use of Proceeds and Improvements. The City hereby
23 covenants not to use the proceeds of the Bonds or to use the Improvements, or to cause or permit them
24 to be used, or to enter into any deferred payment arrangements for the cost of the Improvements, in
25 such a manner as to cause the Bonds to be "private activity bonds" within the meaning of Sections
26 103 and 141 through 150 of the Code. The City reasonably expects that no actions will be taken over
27 the term of the Bonds that would cause them to be private activity bonds, and the average term of tAe
28 Bonds is not longer than reasonably necessary for the governtnental puipose of the issue. The City
29 hereby covenants not to use the proceeds of the Bonds in such a manner as to cause the Bonds to be
3Q "hedge bonds" within the meaning of Section 149(g) of the Code.
31 23. T�-Exemnt Status of the Bonds; Rebate; Elections. The City shall comply
32 with requirements necessary under the Code to establish and maintain the exclusion from gross
33 income under Section 103 of the Code of the interest on Yhe Bonds, including without limitation
34 requirements relating to temporary periods for investments, limitations on amounts invested at a yield
35 greater than the yield on the Bonds, and the rebate of excess investment earnings to the United States.
36 The City expects that the two-year expendature exception to the rebate requirements
37 may apply to the conshuction proceeds of the Bonds.
38 If any elections are available now or hereafter with respect to arbitrage or rebate
39 matters relaCing to the Bonds, the Mayor, Clerk, Treasurer and Director, Office of Financial Services,
40 or any of them, are hereby authorized and directed to make such elecrions as they deem necessary,
2138354v4 30
t�-«�
appropriate or desirable in connection with the Bonds, and all such elections shall be, and shall
be deemed and treated as, elections of the City.
3 24. No Designation of Oualified Tax-Exempt Oblieations. The Bonds, together
4 with other obligations issued by the City in 2008, exceed in amount those which may be qualified as
5 "qualified taY-exempt obligations" witkrin the meaning of Section 265(b}(3) of the Code, and hence
6 are not designated for such purpose.
7 25. Letter of Representations. The Letter of Representatians for the Bonds is
8 hereby confirmed to be the Blanket Issuer Letter of Representations dated May 10, 1996, by the City
9 and received and accepted by The Depository Trust Company. So long as The Depository Trust
10 Company is the Depository or it or its naminee is the Holder of any CTlobal Certificate, the City sha11
I 1 comply with the provisions of the Letter of Representations, as it may be amended or supplemented
12 by the City from time to time with the agreement or consent of The Depository Trust Company.
13 26. Negotiated Sale. The City has retained Springsted Incorporated as an
14 independent financial advisor, and the City has heretofore determined, and hereby determines, to sell
15 the Bonds by private negotiarion, ail as provided by Minnesota Statutes, Secrion 475.60, Subdivision
16 2(9).
17 27. Continuing Disclosure. The City is an,obligated person with respect to the
18 Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule"),
19 promulgated by the Securities and Exchange Commission (the "Coznmission") putsuant to the
20 Securities Exchange Act of 1434, as amended, and a Continuing Disclosure Undertaking (the
21 "Undertaking") hereinafter described, to:
22 A. Provide or cause to be provided to each nationally recognized municipal
23 securities information repository ("NRMSIIZ") and to the appropriate state information
24 depository ("SID"), if any, for the State of Minnesota, in each case as designated by the
25 Commission in accordance with the Rule, certaan annual financial information and operating
26 data in accordance with the Undertakang. The City reserves the right to modify from time to
27 time the terms of the Undertaking as provided therein.
28 B. Provide or cause to be provided, in a timely manner, to (i) each NRMSIR ar to
29 the Municipal Securities Rulemaking Board (°MSRB") and (ii) the SID, norice of the
30 occurrence of certain material events with respect to the Bonds in accordance with the
31 Undertaking.
32 C. Provide ar cause to be provided, in a timely manner, to (i) each NRMSIR or to
33 Yhe MSRB and (ii) the SID, norice of a failure by the Ciry to provide the annual financial
34 infarmation with respect fo the City described in the Undertaking.
35 The City agrees that its covenants pursuant to the Rule set forth in ttus paragraph 27
36 and in the Undertaking are intended to be for the benefit of the Holders of the Bonds and shall be
37 enforceable on behalf of such Holders; provided that the right to enforce the provisions of these
38 covenants shali be limited to a right to obtain specific enforcement of the City's obligations under the
39 covenants.
40 The Mayor and Director, Office of Pinancial Services, or any other officers of the
41 City authorized to act in their stead (the "Officers"), are hereby authorized and directed to
2138354v4 31
t�- l�'�
1 execute on behalf of the City the Undertaking in substanrially the form presented to the City
2 Council, subject to such modifications thereof or additions thereto as are (i) consistent with the
3 requirements under the Rule, (ii) required by the Purchaser, and (iii) acceptable to the Officers.
4 23. Severabilitv. If any section, pazagraph or provision of this resolution
5 shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceabflity of
6 such section, paragraph or provision shall not affect any of the remaining provisions of this
7 resolution.
8 29. Aeadines. Headings in this resolution are included far convenience of
9 reference only and are not a part hereof, and shall not limit or define the meaning of any
10 provision hereof.
Reque, eait of
�
A . .- �. t
�.. - � -
�'►�.�� �LI
Adoption Certified by Council Secretary
�
`�'�
�
2138354�13 32
� Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet �
���3�
DepartrneMfoffice/council: Date Initiated: I
FS — Financ7alServices o,_FE&o$ , Green Sheet NO: 3049616
ConWCt Person 8 Phone:
Alexandra o'Leary
266-8832
must [3e on councii Agend
'13-FEB-08 -�
Doc. Type: RESOLUTION
E-Document Required: N
Document Contact:
Contact Phone:
� ueoartmenc aen� �o rerson �mnau�a[e
0 �'inancialServices �
Assign I �FSnan6alServices DeparhnentDirector
i
Number ' � ���
For Z IC�h' Attornev i
Routing 3 avor's Office Mavor/ASSistant
Order q ouncii
5
Total # of Signature Pages _(Clip All Locations for Signafure)
Accepting proposal on sale of approximately $1QSIQ000.00 G.O. Public Safety Bonds, Series 2008C, providing their issuance, and
levying a taY for the payment thereof.
iaaiwns:.vpprove (.v) or rte�ect (re): rersona� serv�ce c:ontracts must wnswer tne rouowmg Ruestions:
Planning Commission 1. Has this person/firm ever worked under a contract for this depaRment?
CB Cammittee Yes No
Civil Service Commission 2. Has this person/irm ever been a city employee?
Yes No
3. Does this person/firtn possess a skill not noRnaAy possessed by any
current city employee?
Yes No
F�cplain all yes answers on separete sheet and attach to green sheet
Initiating Problem, Issues, Opportunity (Who, What, When, Where, Why):
The Bond Sale should take place at ] 0 a.m. Resolution is required to accept the proposal.
Ativantages H Approved:
The Bonds will be sold.
Disadvan W ges If Approved:
None.
Disadvantages If Not Approved:
The Bonds will not be sold
Transaction:
Funding Source:
Financial InFO rmation:
(Expiain)
CosVRevenue Budgeted:
Activity Number:
February 1, 2008 4:14 PM Page 1
�� l�'J
COMPLETIOI3S AND CONFORMII�TG DBTAILS
FOR
GENERAL OBLIGATION PUBLIC SAFETY
BONDS, SERIES 2008C
There is before this Council a draft resolution for the sate of the above bonds thaz 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 completions and details provided
here directly or by reference to other materials before this Council. Spots in the resolufion ue
noted in the second column. The third column is optional but may contain the completion or
note the specific source of the other materials.
SPOTS IN THE COMPLETION, DETAIL OR
COMPLETIONS AND DETAILS RESOLUTION SOURCE (OPTIONAL
1. Winning Proposer. Other materials before 3rd Whereas UBS Securities LLC
this Council indicate the wimiing proposer, ¶ 1
whose name shall be inserted in the third
whereas and in paragraph i.
2. Princpal Amount. Other materials before Last Whereas No change from $10,510,000
this Council indicate the principal amount �{ 1
of the Bonds; the last whereas shall be Form of Bond
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 ¶ 1 $10,480,572.00
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 Term bonds as follows:
Council indicate whether there aze term ¶ 4
bonds. If not, no changes are necessary. If ¶ 7 S/1/2023 — 11/II2023 $445,000
so, the maturity schedule in paragraph 2 Form of Bond 5/1/2024 —11/1/2024 $465,000
shall be revised to conform, the schedule of 5f 1l2025 — i l/ll2025 $485,000
maturity dates for interest rates in paragraph 5l112026 —1 1l1/2028 $1,585,000
4 shall be revised to conform, text providing 5!i/2029 — 5f 1/2033 $2,815,000
for scheduled mandatory redemption shall
2139935v2
i/��'��
be added as pazagraph 7(b) and draft
paragraphs (b) through (g) shall be
relettered, a similaz paragraph for scheduled
mandatory redemption shali be added to the
form of bond, and paragraph 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 attached
Council indicate the interest rates for the schedule C-3
maturity dates of the Bonds, and the
schedule in paragraph 4 shall be completed True interest cost is 4.235%
for the maturity dates consistent with term
bonds, if any, in confor iherew
6. Tas Levies. A schedule of tax levies is ¶ 18 See attached schedule C-3
before this Council, and paragraph 18 shall
be com leted in conformance therewith.
2139935v2
c-s
������
$10,510,000
Date
OS/07/2010
OS/O1/2011
OS/O7/2072
OS/OV2013
OS/07/2014
OS/O7/2�75
OS/01/2076
05/07/2017
D5101/2018
05fOV20'19
05f01/2020
05(Ot12021
05l01/2022
OSl07l2023
OS/07/2024
05/Oi/2025
05/01/2026
05/01/2027
05/Oi/2028
OS/01/2029
OS/01/2030
OSl07/2031
OSfO7M032
O5/0112033
Totai
City of Saint Paul, Minnesota
General Obligation Public Safety Bonds, Series 2008C
Post-Sate Tax Levies
Principat Coupon Interest TotalP+l Cap.Interest 105%Overlevy LevyAmount LeryYear
130,000.00
270,000.00
280,000.00
290,000_00
300,000.00
310,000.00
320,000.00
330,000.00
345,000.00
355,000.00
370,000.00
385,000.��
40�,000.0�
415,UOO.aa
435,000.00
455,000.00
475,000.00
495,000.00
515,000.00
540,000.00
565,000.00
590,OD0.00
620,000.00
6A5,OOO.OD
675,000.00
3.000%
4.000°/a
4.000%
4.000%
4.000%
4.000%
4.000°/0
4.000 %
4.000°!0
4.00OY
4.000%
4.000q
4.000%
a.aoo�
a.oaoi
4.250%
4 250%
4.250q
4.250%
4.250%
4 375 k
4.375%
A.375%
4.375%
4.375°Io
507,084.38
428,718.75
418,493.75
407,193.75
395,493.75
383,393.75
370,893.75
357,993.75
3A4,693.75
330,793.75
316,393,75
301,493.75
285,893.75
269,793.75
252,993.75
235,393.75
276,125.00
195,725.00
774,475.00
152,375.00
729,70625
104,343.75
78.203.13
50,750.00
22,203.13
637,084.38
698,718.75
698,493.75
697,193.75
695,493,75
693,393.75
690,893.75
687,993.75
689,893.75
685,T93.75
686,393.75
686,493.75
685,893.75
684,793.75
687,993.75
690,393.75
691,125.00
690,725.00
689,475.00
692,375.00
694,106.25
69d,343.75
698,203.13
695,750.00
697,203.13
(176,484.00)
546,630.39
733,654.69
733,418.44
732,053.A4
730,268.44
728,063.44
725,A38.AA
722.393.A4
724.178.4A
720,083.44
720,7t3.44
72�,818.44
720,188.44
719,033.44
722,393 44
�24,913.44
725,687.25
725261.25
723,948.75
726,993.75
728,811.56
729,D60.9A
733,�53.28
730,537.50
732,063.28
'.979714.77
546,630.39
733,654.69
733.418.44
732,053.44
730,268.44
728,063.A4
725,438 44
722,393.44
724.178.44
720,083.44
720.713.44
72�,St8.44
720,188.44
719,033.44
722,393.44
724.913.44
725,681.25
725,261.25
723,948.75
726,993.75
728,811.56
729,060.94
733,11328
730,537.50
732,06328
7.979.714.77
2007
2008
2009
2010
2071
2012
2073
2014
2015
2016
aoi7
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
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February 13, 2008
Mr. Matt Smith, Director of Finaocial Services
Office of Financial Services
700 City Hall
15 West Kellogg Boulevarcl
Saint Paul, Minnesota 55102
RE:
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Spnngsfed lnwrpo�ated
3B0 Jackson StreeL Suite 300
SaintPZUI,MN 551b1-2887
7el 65i-223-3000
F�. 651-2233002
wrnv sorings(ed com
Recommendations for Award of City of Saint Paui's:
$6,330,000 General Obligation Capital Improvement Bonds, Series 2008A,
$12,500,000 General Obligation SYreet Improvement Special Assessment Bonds, Series 20086
(The Street Bonds have been reduced to $11,545,000 as a result of the bidding),
$10,51�,�oQ General Obligatio� Pu61ic Safery 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 iour Issues fisted 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 CI8 Issue will be repaid by property tax levies.
The purpose of the Street Issue is to fund portions of the City's annuai street improvement program. This Street
Issue will be repaid by special assessments on benefiting properties and property tax levies.
The purpose ot the Public Safety Issue is to fund the acquisition of the Westem District Police Sta6on. This Issue
will be repaid by property tax levies.
The purpose of the Sewer Revenue Issue is to funtl improvements to the City's sanitary sewer system. The Sewer
Issue wiii be repaid by revenues of the Sewer Utility.
Public Sector Advisors
City of Saint Paui, Minnesota
FebNary 13, 2008
Page 2
G��l �'�
7a�c-Exempf Market Rates
While the municipal ta�c-exempt market continues in a very low range, it has been highly erratic over the past six
weeks in response to 6oth the economic situation and concems over credit quality. The national 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 429%. The trend of interest rates has also changed markedly over the past few months, moving from a relative
Bat yield curve to a more traditional `steep' yield curve. This situation results in shorter term bonds having relatively
lower interest retes 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 TICI%1
RBC Capital Market 3.0836
PiperJaffray 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 year's CiB
Issue received a winning bid of 3.82%. Our estimate of inCerest rates from mid-January for this {ssue was 3.80°fo.
The City received four bids on the Street Issue:
Rank Bidder TIC(°!ol
Piper Jaffray 3.9885
Cronin & Company 4.0045
RobeR W. Baird 4.0425
Menill 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
received a winning 6id of 4.216%. Our estimate of interest rates from mid-January for this Issue was 4.30°l0.
Note on the Sfreet Issue Principal Amounf; The City permits investment banking firms to have a defined ievel 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 principai 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.
Cify of Saint Paul, Minnesota
February 13, 2008
Page 3
The City received four bids on the Public Safety Issue:
Rank Bidder TICI°kl
UBS Securities 4235D
PiperJa{fray 424o6
Robert W. Bairci 4.3049
Memll Lynch & Company 4.4997
���l�j 1
The lowest (or best) bid was received from UBS Securities LLC at a true interest rate af 42350%. Our estimate of
interest rates from midJanuary for this Issue was 4.45°l0.
The City received four bids on the Sewer Revenue Issue;
Rank Bidder TI�
UBS Securities 3.9671
RobeA W. Baird 3.9694
PiperJaffray 3.9984
Merzill Lynch & Company 4.0875
The lowest (or best) bid was received from UBS Securities LLC at a true interest rate of 3.9671 °!o. Our estimate of
interest rates from mid-January for this Issue was 4.32°/0.
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 fower interest rates than longer issues. The C1B fssue had
a markedly shotter term than the other three Issues.
We require bidders to submit their 6ids on a"True Interest Rate" (TIC) basis, sa as to reflect the present va4ue of
their bids and thereby ensure the City award based on the fowest cost to the City. We have enciosed bid tabulation
forms for each issue summarizing the bid specifics and composition of each undenvriting syndicate.
Recommendation
We recommend award(s) of sale to:
CIB Issue ................................ RBC Capitaf Markets
Street lssue ............................ 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
D�'I ��I
We believe the interest rates received by the City today reflect significant market participation and aggressive
bidding. The broad market continues in a very fow range. For ail four issues, the saie results are at interest rate
levefs sig�ificanUy under our estimates from mid-January.
Credit Rating
The City's general obligation rating for these Issues were reafifirmed by Standard & Poor's at AAA and Moody's
at Aa2. The Sewer Ufility's separafe 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 rafing process. The AAA
rating is an exceptional credit desiqnation and its continuance by the City in difficult budget and economic times
demonstrates the quality of decision-making by its elected o�icials and the management of its staff.
We welcome any questions regarding this safe process and congratufate the City on compfetion of a successful
sale process.
Respectfully,
C "vWraa `�t�\.J4 /
David N. MacGillivray, Chairman
C{ient Representative
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