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95-188� 11�'� � � � � Council File # I�� �� I `� � 3 ��(� Green Sheet # I�.,'� 7y � Presemed By Referred To RESOLUTION OF SAINT PAUL, MiNNESOTA Committee: Date 1 ACCEPTING PROPOSAL ON SALE OF 2 $3,110,000 GENERAL OBLIGATION STREET IMPROVEMENT 3 SPECIAL ASSESSMENT BONDS, SERIES 1995C, 4 PROVIDING FOR THEIR ISSUANCE, AND LEVYING 5 A TAX FOR THE PAYMENT THEREOF 6 WHEREAS, the Director, Department of Finance and 7 Management Services, has presented proposals received for the 8 sale of $3,110,000 General Obligation Street Improvement Special 9 Assessment Bonds, Series 1995C (the "Bonds"), of the City of l0 Saint Paul, Minnesota (the "City"); and il WHEREAS, the proposals set forth on Exhibit A attached 12 hereto were received pursuant to the Terms of Proposal at the 13 offices of Springsted Incorporated at 10:30 A.M., Central Time, 14 this same day; and 15 WHEREAS, the Director, Department of Finance and 16 Mana em nt Se ices ha adt/i ed this Council that the proposal 17 of��i�D�,7` i��9.��/'i1�7��vas found to be the most 18 advantageou an has recommended that said proposal be accepted; 19 and 20 WHEREAS, the proceeds of the Bonds will finance certain 21 street improvements to be specially assessed, for which the City 22 is proceeding pursuant to its Charter and not Minnesota Statutes, 23 Chapter 429, with any excess to be used for any other purpose 24 permitted by law; and 9s-18Y � 2 3 9 l0 il 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 WHEREAS, the City has heretofore issued registered obligations in certificated form, and incurs substantial costs associated with their printing and issuance, and substantial continuing transaction costs relatinq to their payment, transfer and exchange; and WHEREAS, the City has determined that significant savings in transaction costs will result from issuing bonds in "global book-entry form'�, by which bonds are issued in certificated form in large denominations, registered on the books of the City in the name of a depository or its nominee, and held in safekeeping and immobilized by such depository, and such depository as part of the computerized national securities clearance and settlement system (the "National System"j registers transfers of ownership interests in the bonds by making computerized book entries on its own books and distributes payments on the bonds to its Participants shown on its books as the owners of such interests; and such Participants and other banks, brokers and dealers participating in the National System will do likewise (not as agents of the City) if not the beneficial owners of the bonds; and WHEREAS, "participants" means those financial institutions for whom the Depository effects book-entry transfers and pledges of securities deposited and immobilized with the Depository; and WHEREAS, Midwest Securities Trust Company, a limited gurpose trust company organized under the laws of the State of Illinois, or any of its successors or successors to its functions hereunder (the ��Depository��), will act as such depository with respect to the Bonds except as set forth below, and there is before this Council a form of letter agreement (the ��Depository Letter Agreement") setting forth various matters relating to the Depository and its role with respect to the Bonds; and WHEREA5, the City will deliver the Bonds in the form of one certificate per maturity, each representing the entire principal amount of the Bonds due on a particular maturity (each a"Global Certificate"), which single certificate per maturity may be transferred on the City's bond register as required by the Uniform Commercial Code, but not exchanged smaller denominations unless the City determines to issue Replacement Bonds as provided below; and date for WHEREAS, the City will be able to replace the Depository or under certain circumstances to abandon the ��global book-entry form" by permitting the Global Certificates to be exchanged for smaller denominations typical of ordinary bonds registered on the City's bond register; and "Replacement Bonds" 284499.3 q S -Ig8' 1 means the certificates representing the Bonds so authenticated 2 and delivered by the Bond Registrar pursuant to paragraphs 6 and 3 12 hereof; and 4 WfiEREAS, "Holder" as used herein means the person in 5 whose name a Bond is registered on the registration books of the 6 City maintained by the City Treasurer or a successor reqistrar 7 appointed as provided in paragraph 8(the "Bond Registrar"); and 8 WHEREAS, pursuant to Minnesota Statutes, Section 9 475.60, Subdivision 2(9), public sale requirements do not apply 10 to the Bonds if the City retains an independent financial advisor 11 and determines to sell the Bonds by private negotiation, and the 12 City has instead authorized a competitive sale without 13 publication of notice thereof; and 14 WHEREAS, proposals for the Bonds have been solicited by 15 Springsted Incorporated pursuant to an official Statement and 16 Terms of Proposal therein: 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Saint Paul, Minnesota, as follows: 1. Accentance of Pronosal. The proposal of Fidelity Capital Markets (the "Purchaser") to purchase $3,110,00o General Obligation Street Improvement Special Assessment Bonds, Series 1995C, of the City (the "BOnds", or individually a"Bond"), in accordance with the Terms of Proposal for the bond sale, at the rates of interest hereinafter set forth, and to pay therefor the sum of $3,083,455.10, plus interest acarued to settlement, is hereby found, determined and declared to be the most favorable proposal received and is hereby accepted, and the Bonds are hereby awarded to the Purchaser. The Director, Department of Finance and Management Services, or his designee, is directed to retain the deposit of the Purchaser and to forthwith return to the others making proposals their good faith checks or drafts. 2. Title; Oriainal Issue Date• Denominations• Maturities. The Bonds shall be titled "General Obligation Street Improvement Special Assessment Bonds, Series 1995C", shall be dated March 1, 1995, as the date of original issue and shall be issued forthwith on or after such date as fully registered bonds. The Bonds shall be numbered from R-1 upward. Global Certificates shall each be in �he denomination of the entire principal amount maturing on a single date, or, if a portion of said principal amount is prepaid, said principal amount less the prepayment. Replacement Bonds, if issued as provided in paragraph 6, shall be 284499.3 q 5 - t�Y 1 in the denomination of $5,00o each or in any integral multiple 2 thereof of a single maturity. The Bonds shall mature on March 1 3 in the years and amounts as follows: 4 Year Amount 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 1996 1997 1998 1999 2000 2001 For purgoses maturities of of the City�s Bonds, series Year Amount $840,000 2002 $ 115,000 150,000 2003 115,000 125,000 2004 115,000 120,000 2005 115,000 120,000 2006 110,000 115,000 2007 1,070,000 of Minnesota Statutes, Section 475.54, the serial the Bonds are combined with the serial maturities $12,500,000 General Obligation Capital Improvement 1995B. 3. Purnose. The Bonds shall provide funds for the construction of various street improvements (the "Improvements") in the City, and any excess funds shall be devoted to any other purpose permitted by law. The total cost of the Improvements, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is estimated to be at least equal to the amount of the Bonds. Work on the Improvements shall proceed with due diligence to completion. 4. Interest. The Bonds shall bear interest payable semiannually on March 1 and September 1 of each year (each, an "Interest Payment Date"), commencing September 1, 1995, calculated on the basis of a 360-day year of twelve 30-day months, at the respective rates per annum set forth opposite the maturity years as follows: 29 Maturity Year 30 1996 31 1997 32 1998 33 1999 34 2000 35 2001 36 37 38 39 40 41 42 Interest Rate Maturitv Year Interest Rate 4.20$ 4.60 4.70 4.75 4.85 4.90 2002 2003 2004 2005 2006 2007 5.00% 5.00 5.10 5.10 5.25 5.30 5. Descrintion of the Global Certificates and Global Book-Entrv Svstem. Upon their original issuance the Bonds will be issued in the form o£ a single Global Certificate for each maturity, deposited with the Depository by the Purchaser and immobilized as provided in paragraph 6. No beneficial owners of interests in the Bonds will receive certificates representing their respective interests in the Bonds except as provided in 284499.3 a5-lPP 3 4 5 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 39 40 41 42 paragraph 6. Except as so provided, during the term of the Bonds, beneficial ownership (and subsequent transfers of beneficial ownership) of interests in the Global Certificates will be reflected by book entries made on the records of the Depository and its Participants and other banks, brokers, and dealers participating in the National System. The Depository's book entries of beneficial ownership interests are authorized to be in increments of $5,000 of principal of the Bonds, but not smaller increments, despite the larger authorized denominations of the Global Certificates. Payment of principal of, premium, if any, and interest on the Global Certificates will be made to the Bond Registrar as paying agent, and in turn by the Bond Registrar to the Depository or its nominee as registered owner of the Global Certificates, and the Depository according to the laws and rules qoverning it will receive and forward payments on behalf of the beneficial owners of the Global Certificates. Payment of principal of, premium, if any, and interest on a Global Certificate may in the City's discretion be made by such other method of transferring funds as may be requested by the Holder of a Global Certificate. 6. Immobilization of Global Certificates by the Denositorv; Successor DeDOSitorv• Renlacement 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. 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 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 transferring 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 transferred or exchanged except: (i) Upon registration o£ transfer of ownership of a Global Certificate, as provided in paragraph 12, 43 (iij 44 nominee) or 45 depository") To any successor of the Depository (or its any substitute depository (a "substitute designated pursuant to clause (iii) of this 2&499.3 5 � J � �� 1 subparagraph, provided that any successor of the Depository 2 or any substitute depository must be both a"clearing 3 corporation" as defined in the Minnesota Uniform Commercial 4 Code at Minnesota Statutes, Section 336.8-102, and a 5 qualified and registered ��clearing agency'� as provided in 6 Section 17A of the Securities Exchange Act of 1934, as 7 amended, 8 (iiij To a substitute depository designated by and 9 acceptable to the City upon (a) the determination by the 10 Depository that the Bonds shall no longer be eligible for 11 its depository services or (b) a determination by the City 12 that the Depository is no longer able to carry out its 13 functions, provided that any substitute depository must be 14 qualified to act as such, as provided in clause (ii) of this 15 subparagraph, or 16 (iv) To those persons to whom transfer is requested 17 in written transfer instructions in the event that: 1$ (a) the Depository shall resign or discontinue 19 its services for the Bonds and the City is unable to 20 locate a substitute depository within two (2) months 21 following the resignation or determination of non- ZZ eligibility, or z3 (b) upon a determination by the City in its sole 24 discretion that (1) the continuation of the book-entry 25 system described herein, which precludes the issuance z6 of certificates (other than Global Certificates) to any 27 Holder other than the Depository (or its nominee), 2$ might adversely affect the interest of the beneficial Z9 owners of the Bonds, or (2) that it is in the best 30 interest of the beneficial owners of the Bonds that 31 they be able to obtain certificated bonds, 3z in either of which events the City shall notify Holders of 33 its determination and of the availability of certificates 34 (the "Replacement Bonds") to Holders requesting the same and 35 the registration, transfer and exchange of such Bonds will 36 be conducted as provided in paragraphs 9B and 12 hereof. 37 In the event of a succession of the Depository as may 38 be authorized by this paragraph, the Bond Registrar upon 39 presentation of Global Certificates shall register their transfer 40 to the substitute or successor depository, and the substitute or 41 successor depository shall be treated as the Depository for a11 42 purposes and functions under this resolution. The Depository 43 Letter Agreement shall not apply to a substitute or successor 44 depository unless the City and the substitute or successor 284499.3 6 g 5-15��' 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 depository so agree, and a similar agreement may be entered into. 7. Redemption. All Bonds maturing in the years 2004 through 2007, both inclusive, shall be subject to redemption and prepayment at the option of the City on March 1, 2003, 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 ger maturity as the City shall determine; and if only part of the Bonds having a common maturity date are called for prepayment, the Global Certificates may be prepaid in $5,000 increments of principal and, if applicable, the specific Replacement Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. 17 Upon a reduction in the aggregate principal amount of a 18 Global Certificate, the Holder may make a notation of such 19 redemptiott on the panel provided on the Global Certificate 20 stating the amount so redeemed, or may return the Global 21 Certificate to the Bond Registrar in exchanqe for a new Global 22 Certificate auChenticated by the Bond Registrar, in proper 23 principal amount. Such notation, if made by the Holder, shall be 24 for reference only, and may not be relied upon by any other 25 person as being in any way determinative of the principal amount 26 of such Global Certificate outstanding, unless the Bond Registrar 27 has signed the appropriate column of the panel. Z$ To effect a partial redemption of Replacement Bonds 29 having a common maturity date, the Bond Registrar prior to giving 30 notice of redemption shall assign to each Replacement Bond having 31 a common maturity date a distinctive number for each $5,000 of 32 the principal amount of such Replacement Bond. The Bond 33 Registrar shall then select by lot, using such methqd of 39 selection as it shall deem proper in its discretion, from the 35 numbers so assigned to such Replacement Bonds, as many numbers 36 as, at $5,000 for each number, shall egual the principal amount 37 of such Replacement Bonds to be redeemed. The Replacement Bonds 38 to be redeemed shall be the Replacement Bonds to which were 39 assigned numbers so selected; provided, however, that only so 40 much of the principal amount of each such Replacement Bond of a 41 denomination of more than $5,000 shall be redeemed as shall equal 42 $5,000 for each number assigned to it and so selected. 43 If a Replacement Bond is to be redeemed only in part, 44 it shall be surrendered to the Bond Registrar (with, if the City 45 or Bond Registrar so requires, a written instrument of transfer 46 in form satisfactory to the City and Bond Reqistrar duly executed 284499.3 �S _18t' E:3 1� 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 � 29 by the Aolder thereof or his, her or its attorney duly authorized in writing) and the City shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Replacement Bond, without service charge, a new Replacement Bond or Bonds of the same series having the same stated maturity and interest rate and of any authorized denomination or denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. The Bond Registrar shall call Bonds for redemption and payment as herein provided upon receipt by the Bond Registrar at least forty-five (45) days prior to the redemption date of a request o£ the City, in written form if the Bond Registrar is other than a City officer. Such request shall specify the principal amount of Bonds to be called for redemption and the redemption date. Mailed notice of redemption shall be given to the paying agent (if other than a City officer) and to each affected Holder. If and when the City shall call any of the Bonds for redemption and payment prior to the stated maturity thereof, the Bond Registrar shall give written notice in the name of the City of its intention to redeem and pay such Bonds at the office of the Bond Registrar. Notice of redemption shall be given by first class mail, postage prepaid, mailed not less than thirty (30) days prior to the redemption date, to each Holder of Bonds to be redeemed, at the address appearing in the Bond Register. All notices of redemption shall state: (a) (b) The redemption date; The redemption price; 30 (c) If less than all outstanding Bonds are to be 31 redeemed, the identification (and, in the case of 32 partial redemption, the respective principal 33 amounts) of the Bonds to be redeemed; 34 (d) That on the redemption date, the redemption price 35 will become due and payable upon each such Bond, 36 and that interest thereon shall cease to accrue 3 � from and after said date; and 3 $ (e) The place where such Bonds are to be surrendered 3 9 for payment of the redemption price (which shall ¢� be the office of the Bond Registrar). 284499.3 °IS -18�' � 2 3 4 5 6 7 8 9 10 il 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Notices to Midwest Securities Trust Company or its nominee shall contain the CUSIP numbers o£ the Bonds. If there are any Holders of the Bonds other than the Depository or its nominee, the Bond Registrar shall use its best efforts to deliver any such notice to the Depository on the business day next preceding the date of mailing of such notice to all other Holders. 8. Bond Revistrar. The Treasurer o£ the City is appointed to act as bond registrar and transfer agent with respect to the Bonds (the ��Bond Registrar"), and shall do so unless and until a successor Bond Registrar is duly appointed. A successor Bond Registrar shall be an officer of the City or a bank or trust company eligible for designation as bond registrar pursuant to Minnesota Statutes, Chapter 475, and may be appointed pursuant to any contract the City and such successor Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the Holders (or record holders) oP the Bonds in the manner set forth in the forms of Bond and paragraph 14 of this resolution. 9. Forms of Bond. The Bonds shall be in the form of Global Certificates unless and until Replacement Bonds are made available as provided in paragraph 6. Each form of bond may contain such additional or dif£erent terms and provisions as to the Porm of payment, record date, notices and other matters as are consistent with the Depository Letter Agreement and approved by the City Attorney. Z9 A. Global Certificates. The Global Certificates, 30 together with the Certificate of Registration, the Register of 31 Partial Payments, the form of Assignment and the registration 32 information thereon, shall be in substantially the following form 33 and may be typewritten rather than printed: 2844993 9 �5-t8� � 2 3 4 5 � REGISTERED OWNER: 7 GENERAL OBLIGATION STREET IMPROVEMENT $ SPECIAL ASSESSMENT BOND, SERIES 1995C 9 INTEREST 10 RATE 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 PRINCIPAL AMOUNT: UNITED STATES OF AMERICA STATE OF MINNESOTA RAMSEY COUNTY CITY OF SAINT PAUL MATURITY DATE DATE OF ORIGINAL ISSUE CUSIP March 1, DOLI�ARS KNOW ALL PERSONS BY THESE PRESENTS that the City of Saint Paul, Ramsey County, Minnesota (the "ISSUer" or "City"), certifies that it is indebted and for value received promises to pay to the registered owner specified above or on the certificate of 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 March 1 and September 1 of each year (each, an "Interest Payment Date"), commencing September 1, 1995, at the rate per annum specified above (calculated on the basis of a 360-day year of twelve 30-day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of original issue hereof. The principal of and premium, if any, on this Bond are payable in same-day funds by 2:30 p.m., Eastern time, upon presentation and surrender hereof at the principal office of tihe Treasurer of the Issuer in Saint Paul, Minnesota (the ��Bond Registrar"), acting as paying agent, or any successor paying agent duly appointed by the Issuer; provided, however, that upon a partial redemption of this Bond which results in the stated amount hereof being reduced, the Holder may in its discretion be paid without presentation of this Bond, which payment shall be received no later than 2:30 p.m., Eastern time, and may make a notation on the panel provided herein of such redemption, stating the amount so redeemed, or may March 1, 1995 284499.3 1 0 q S -188' � 2 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 return the Bond to the Bond Registrar in exchange for a new Bond in the proper principal amount. Such notation, if made by the Holder, shall be for reference only, and may not be relied upon by any other person as being in any way determinative of the principal amount of this Bond outstanding, unless the Bond Registrar has signed the appropriate column of the panel. Interest on this Bond will be paid on each Interest Payment Date in same-day funds by 2:30 p.m., Eastern time, to the person in whose name this Bond is registered (the "Holder" or "Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth calendar day preceding such Interest Payment Date (the "Regular Record Date"). Interest payments shall be received by the Holder no later than 2:30 p.m. Eastern time; and principal and premium payments shall be received by the Holder no later than 2:30 p.m., Eastern time, if the Bond is surrendered for payment enough in advance to permit payment to be made by such time. 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 premium, if any, and interest on this Bond are payable in lawful money of the United States of America. 2 $ Date of Pavment Not Business Dav. If the date for 29 payment of the principal of, premium, if any, or interest on this 30 Bond shall be a Saturday, Sunday, legal holiday or a day on which 31 banking institutions in the City of Chicago, Illinois, or the 32 city where the principal office of the Bond Registrar is located 33 are authorized by law or executive order to close, then the date 34 for such payment shall be the next succeeding day which is not a 35 Saturday, Sunday, legal holiday or a day on which such banking 36 institutions are authorized to close, and payment on such date 37 shall have the same force and effect as if made on the nominal 38 date of payment. 39 Redemntion. All Bonds of this issue (the "Bonds") 40 maturing in the years 2004 through 2007, both inclusive, are 41 subject to redemption and prepayment at the option of the Issuer 42 on March 1, 2003, and on any day thereafter at a price of par 43 plus accrued interest. Redemption may be in whole or in part of 44 the Bonds subject to prepayment. If redemption is in part, those 45 Bonds remaining unpaid may be prepaid in such order of maturity 46 and in such amount per maturity as the City shall determine; and 47 if only part of the Bonds having a common maturity date are 48 called for prepayment, this Bond may be prepaid in $5,000 284499.3 1 1 ° [S-l8'g 1 increments of principal. Bonds or portions 2 redemption shall be due and payable on the 3 interest thereon shall cease to accrue from 4 redemption date. 5 6 7 8 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 thereof called for redemption date, and and after the Notice of RedemDtion. Mailed notice of redemption shall be given to the paying agent (if other than a City officer) and to each a£fected Holder of the Bonds. In the event any o£ the Bonds are called for redemption, written notice thereof will be given by first class mail mailed not less than thirty (30) days prior to the redemption date to each Holder of Bonds to be redeemed. In connection with any such notice, the "CUSIP" numbers assigned to the Bonds shall be used. Redemntion. Upon a partial redemption of this Bond which results in the stated amount hereof being reduced, the Holder may in its discretion make a notation on the panel provided herein af such redemption, stating the amount so redeemed. 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 the Bond outstandinq, unless the Bond Registrar has signed the appropriate column of the panel. Otherwise, the Aolder may surrender this Bond to the Bond Registrar (with, if the Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attorney 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 new Bond of the same series having the same stated maturity and interest rate and of the authorized denomination in aggregate principal amount equal to and in exchanqe for the unredeemed portion of the principal of the Bond so surrendered. Issuance• Purnose• General Obliaation. This Bond is one oP an issue in the total principal amount of $3,110,000, all of like date of original issue and tenor, except as to number, maturity, interest rate, denomination and redemption privilege, which Bond has been issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and the Charter of the Issuer, and pursuant to a resolution adopted by the City Council of the Issuer on March 1, 1995 (the "Resolution"), for the purpose of providing money to finance the construction of various street improvements in the City. This Bond is payable out of a special account relating to the Bonds in the General Obligation Special Assessments -- Streets Debt Service Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt 284499.3 12 °MS -1&g 1 and full payment of 2 when the same become 3 powers of the Issuer 4 pledged. 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 39 its principal, premium, if any, and interest due, the full faith and credit and taxing have been and are hereby irrevocably Denominations; Exchanae: Resolution. The Bonds are issuable originally only as Global Certificates in the denomination of the entire principal amount of the issue maturing on a single date, or, if a portion of said principal amount is prepaid, said principal amount less the prepayment. Global Certificates are not exchangeable for £ully registered bonds of smaller denominations except to evidence a partial prepayment or in exchange Por Replacement Bonds if then available. Replacement Bonds, if made available as provided below, are issuable solely as fu11y registered bonds in the denominations of $5,000 and integral multiples thereof oP a single maturity and are exchangeable for fully registered Bonds of other authorized denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar. Renlacement Bonds. Replacement Bonds may be issued by the Issuer in the event that: (a) the Depository shall resign or discontinue its services for the Bonds, and only if the Issuer is unable to locate a substitute depository within two (2) months following the resignation or determination of non- eligibility, or (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 adversely affect the interest of the beneficial owners of the Bonds, or (2) that it is in the best interest of the beneficial owners of the Bonds that they be able to obtain certificated bonds. 40 Transfer. This Bond shall be registered in the name of 41 the payee on the books of the Issuer by presenting this Bond for 4z registration to the Bond Registrar, who will endorse his, her or 43 its name and note the date of registration opposite the name of 44 the payee in the certificate of registration attached hereto. 45 Thereafter this Bond may be transferred by delivery with an 2844993 13 q s - �e8' 1 2 3 4 5 6 7 8 9 10 il 12 13 14 15 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 rights and powers of an owner until this Bond is presented with such assignment for registration of transfer, accompanied by assurance of the nature provided by law that the assignment is genuine and ePfeative, and until such transfer is registered on said books and noted hereon by the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with, or notice to, the Bond Registrar. Transfer of this Bond may, at the direction and expense of the Issuer, be subject to certain other restrictions if required to qualify this Bond as being '�in registered form" within the meaning of Section 149(a) of the federal Internal Revenue Code of 1986, as amended. 16 Fees upon Transfer or Loss. The Bond Registrar may 17 require payment of a sum sufficient to cover any tax or other 18 governmental charge payable in connection with the transfer or 19 exchange of this Bond and any leqal or unusual costs regarding 20 transfers and lost Bonds. 21 Treatment of Registered Owner. The Issuer and Bond 22 Registrar may treat the person in whose name this Bond is 23 registered as the owner hereof for the purpose of receivinq 24 payment as herein provided (except as otherwise provided with 25 respect to the Record Date) and for all other purposes, whether 26 or not this Bond shall be overdue, and neither the Issuer nor the 27 Bond Registrar shall be affected by notice to the contrary. 2$ Authentication. This Bond shall not be valid ar become 29 obligatory for any purpose or be entitled to any security unless 30 the Certificate of Authentication hereon shall have been exeouted 31 by the Bond Registrar. 32 Not Oualified Tax-Exembt Obligations. The Bonds have 33 not been designated by the Issuer as "qualified tax-exempt 34 obligations" for purposes of Section 265(b)(3) of the federal 35 Internal Revenue Code of 1986, as amended. 36 IT IS HEREBY CERTIFIED AND RECITED that all acts, 37 conditions and things required by the Constitution and laws of 38 the State of Minnesota and the Charter of the Issuer to be done, 39 to happen and to be performed, precedent to and in the issuance 40 of this Bond, have been done, have happened and have been 41 performed, in regular and due form, time and manner as required 42 by law, and this Bond, together with all other debts of the 43 Issuer outstanding on the date of original issue hereof and on 44 the date of its issuance and delivery to the oriqinal purchaser, 45 does not exceed any constitutional or statutory or Charter 2844993 1q � 5 - td� 1 limitation of indebtedness. IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by its City Council has caused this Bond to be sealed with its official seal and to be executed on its behalf by the photocopied facsimile signature of its Mayor, attested by the photocopied facsimile signature of its Clerk, and countersigned by the photocopied facsimile signature of its Director, Department of Finance and Management Services. 2&4993 15 � 5 - t88 1 2 3 4 Date of Registration: Registrable by: Payable at: 5 BOND REGISTRAR'S 6 CERTIFICATE OF 7 AUTHENTICATION 8 This Bond is one of the 9 Bonds described in the l0 Resolution mentioned 11 within. 12 13 14 15 , 16 Bond Registrar 17 i8 19 20 21 22 23 24 By Authorized Signature (SEAL) CITY OF SAINT PAUI,, RAMSEY COUNTY, MINNESOTA Mayor Attest: City Clerk Countersigned: Director, Department of Finance and Management Services General Obligation Street Improvement Special Assessment Bond, Series 1995C, No. R- . 284499.3 16 °� 5 - ld� � 2 3 4 5 6 %I 0 0 10 11 12 CERTIFICATE OF REGISTRATION The transfer of ownership of �the principal amount of the attached Bond may be made only by the registered owner or his, her or its legal representative last noted below. DATE OF REGISTRATION REGISTERED OWNER SIGNATURE OF BOND REGESTRAR 284499.3 17 q S _ItY � 2 REGISTER OF PARTIAL PAYMENTS 3 The principal amount of the attached Bond has been prepaid on the 4 dates and in the amounts noted below: 5 Signature of Signature of 6 Date Amount Bondholder Bond Registrar 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 If a notation is made on this register, such notation has the 24 effect stated in the attached Bond. Partial payments do not 25 Yequire the presentation of the attached Bond to the Bond 26 Registrar, and a Aolder could fail to note the partial payment 27 here. 2�499.3 18 °1S-18�' � ABBREVIATIONS 2 The £ollowing abbreviations, when used in the inscription on 3 the face of this Bond, shall be construed as though they were 4 written out in full according to applicable laws or regulations: 5 TEN COM - as tenants in common 6 TEN F�LIT - as tenants by the entireties 7 JT TEN - as joint tenants with right of survivorship 8 and not as tenants in common 9 UTMA - as custodian for 10 (Cust) (Minor) 11 under the Uniform Transfers 12 (State) 13 to Minors Act 14 Additional abbreviations may also be used 15 though not in the above list. 284499.3 19 9s-�S� F� 2 3 4 5 6 7 8 ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the attached Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. 9 Dated: 10 11 12 13 14 15 16 Notice: The assignor�s signature to this assignment must correspond with the name as it appears upon the face of the attached Bond in every particular, without alteration or any change , whatever. Signature Guaranteed: 17 Signature(s) must be guaranteed by a national bank or trust 18 aompany or by a brokerage firm having a membership in one of the 19 major stock exchanges or any other "Eligible Guarantor 20 Institution" as defined in 17 CFR 240.17Ad-15(a)(2). 21 22 23 24 25 26 27 28 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 i£ the Bond is held by joint account.) 284499.3 20 9 S _tis� 1 B. Renlacement Bonds. If the City has notified 2 Holders that Replacement Bonds have been made available as 3 provided in paragraph 6, then for every Bond thereafter 4 transferred or exchanged (including an exchange to reflect the 5 partial prepayment of a Global Certificate not previously 6 exchanqed for Replacement Bonds) the Bond Registrar shall deliver 7 a certificate in the form of the Replacement Bond rather than the 8 Global Certificate, but the Holder of a Global Certificate shall 9 not otherwise be required to exchange the Global Certificate for 10 one or more Replacement Bonds since the City recognizes that some il beneficial owners may prefer the convenience of the Depository's 12 registered ownership of the Bonds even though the entire issue is 13 no longer required to be in global book-entry form. The 14 Replacement Bonds, together with the Bond Registrar's Certificate 15 of Authentication, the form of Assignment and the registration 16 information thereon, shall be in substantially the following 17 form: 28L499.3 2 1 q5 -t8Y 1 2 3 4 5 R- 6 GENERAL OBLIGATION STREET IMPROVEMENT 7 SPECIAL ASSESSMENT BOND, SERTES 1995C 8 INTEREST 9 RATE � 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 OWNER: PRINCIPAL AMOUNT: $ CUSIP fZ�l��l � KNOW ALL PERSONS BY THESE PRESENTS that the City of Saint Paul, Ramsey County, Minnesota (the °Issuer" or "City"j, certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, unless called for earlier redemption, and to pay interest thereon semiannually on March 1 and September 1 0£ each year (each, an "Interest Payment Date"), commencing September 1, 1995, at the rate per annum specified above (calculated on the basis of a 360-day year of twelve 30-day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of original issue hereof. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of , in , (the "Bond Registrar"), acting as payinq agent, or any successor paying aqent 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 calendar day preceding such Interest Payment Date (the "Regular Record Date"). Any interest not so timely paid shall cease to be payable to the person who is UNITED STATES OF AMERICA STATE OF MINNESOTA RAMSEY COUNTY CITY OF SAINT PAUL MATURITY DATE OF DATE ORIGINAL ISSUE March 1, 1995 284499.3 2 2 95-t�P' 1 the Holder hereof as of the Regular Record Date, and shall be 2 payable to the person who is the Holder hereof at the close of 3 business on a date (the "Special Record Date") fixed by the Bond 4 Registrar whenever money becomes available for payment of the 5 de£aulted interest. Notice of the Special Record Date shall be 6 given to Bondholders not less than ten days prior to the Special 7 Record Date. The principal of and premium, if any, and interest 8 on this Bond are payable in lawful money of the United States of 9 America. 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF' THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICA PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota and the Charter of the Issuer to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof and on the date of its issuanae and delivery to the original purchaser, does not exceed any constitutional or statutory or Charter limitation of indebtedness. IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by its City Council has caused this Bond to be sealed with its of£icial seal or a facsimile thereof and to be executed on its behalf by the original or facsimile signature of its Mayor, attested by the original or facsimile siqnature of its Clerk, and countersigned by the original or facsimile signature of its Director, DepartmenC of Finance and Management Services. 284499.3 2 3 �S-t�'8' 1 2 3 4 Date of Registration: 5 BOND REGISTRAR'S 6 CERTIEICATE OF 7 AUTHENTICATION 8 This Bond is one of the 9 Bonds described in the 10 Resolution mentioned li within. 12 13 14 , 15 Bond Registrar 16 17 18 19 By Authorized Signature 20 (SEAL) 284499.3 Registrable by: Payable at: _ CITY OF SAINT PAUL, RAMSEY COUNTY, MINNESOTA Mayor Attest: City Clerk Countersigned: Director, Department of Finance and Management Services 24 gS-18� 1 ON REVERSE OF BOND 2 Date of Payment Not Business Day. If the date for 3 payment of the principal of, premium, if any, or interest on this 4 Bond shall be a Saturday, Sunday, legal holiday or a day on which 5 banking institutions in the City of Chicago, Illinois, or the 6 ciCy where the principal of£ice of the Bond Registrar is located 7 are authorized by law or executive order to close, then the date 8 for such payment shall be the next succeeding day which is not a 9 Saturday, Sunday, legal holiday or a day on which such banking 10 institutions are authorized to alose, and payment on such date 11 shall have the same force and effect as if made on the nominal 12 date of payment. 13 Redemption. All Bonds of this issue (the "Bonds") 14 maturing in the years 2004 through 2007, both inclusive, are 15 subject to redemption and prepayment at the option of the Issuer 16 on March 1, 2003, and on any day thereafter at a price of par 17 plus aacrued interest. Redemption may be in whole or in part of 18 the Bonds subject to prepayment. If redemption is in part, those 19 Bonds remaining unpaid may be prepaid in such order of maturity 20 and in such amount per maturity as the City shall determine; and 21 if only part of the Bonds having a common maturity date are 22 called for prepayment, tihe specific Bonds to be prepaid shall be 23 chosen by lot by the Bond Registrar. Bonds or portions thereof 24 called for redemption shall be due and payable on the redemption 25 date, and interest thereon shall cease to accrue from and after 26 the redemption date. 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 Notice of Redembtion. Mailed notice of redemption shall be given to the paying agent (if other than a City officer) and to each affected Holder of the Bonds. In the event any of the Bonds are called for redemption, written notice thereof will be given by first class mail mailed not less than thirty (30) days prior to the redemption date to each Holder of Bonds to be redeemed. In connection with any such notice, the ��CUSIP" numbers assigned to the Bonds shall be used. Selection of Bonds for Redemotion. 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 princigal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each number, shall egual the principal amount of such Bonds to be redeemed. The Bonds to He redeemed shall be the Bonds to which were assigned numbers so selected; 284499.3 25 9s-���' 1 2 3 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 39 40 41 42 43 44 45 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 instrument of transfer in form satisfactory to the Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attorney 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 charqe, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any authorized denomination or denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. Issuance: Purpose: General Obligation. This Bond is one of an issue in the total principal amount of $3,110,000, all of like date of original issue and tenor, except as to number, maturity, interest rate, denomination and redemption privilege, which Bond has been issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and the Charter of the Issuer, and pursuant to a resolution adopted by the City Council oP the Issuer on March 1, 1995 (the "Resolution"), for the purpose of providing money to finance the construction of various street improvements in the City. This Bond is payable out of a special account relating to the Bonds in the General Obligation Special Assessments -- Streets Debt Service Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominations; Exchanae; Resolution. The Bonds are issuable solely as £ully registered bonds in the denominations of $5,000 and integral multiples thereof of a single maturity and are exchangeable for fully registered Bonds of other authorized denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of tihe Resolution are on file in the principal office of the Bond Registrar. 284499.3 26 `IS -tY�' 1 3 4 5 6 7 8 9 10 il 12 13 14 Transfer. This Bond is transferable by the Holder in person or by his, her or its attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with, or notice to, the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an authorized denomination or denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. 15 Fees unon Transfer or Loss. The Bond Registrar may 16 require payment of a sum sufficient to cover any tax or other 17 governmental charge payable in connection with the transfer or 18 exchanqe of this Sond and any legal or unusual costs regarding 19 transfers and lost Bonds. 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 Treatment of Reaistered Owner. The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided (except as otherwise provided on the reverse side hereof with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Authentication This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. Not Oualified fiax-Exempt Obligations. The Bonds have not been designated by the Issuer as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the federal Internal Revenue Code of 1986, as amended. 284499.3 27 °�5-t8� � ABBREVIATIONS 2 The following abbreviations, when used in the 3 inscription on the face of this Bond, shall be construed as 4 though they were written out in full according to applicable laws 5 or regulations: 6 TEN COM - as tenants in common 7 TEN ENT - as tenants by the entireties 8 JT TEN - as joint tenants with right of survivorship 9 and not as tenants in common io UTMA - as custodian £or 11 (Cust) (Minor) 12 under the Uniform Transfers 13 (State) 14 to Minors Act 15 Additional abbreviations may also be used 16 though not in the above list. 284499.3 2 8 �5-1�8' 1 ASSIGNMENT 2 For value received, the undersigned hereby sells, 3 assigns and transfers unto 4 the within Bond and does 5 hereby irrevocably constitute and appoint 6 attorney to transfer the Bond on the books kept for the 7 registration thereof, with full power of substitution in the 8 premises. 9 Dated: 10 Notice: The assignor's signature to this assignment 11 must correspond with the name as it appears 12 upon the face of the within Bond in every 13 particular, without alteration or any change 14 whatever. 15 Signature Guaranteed: 16 17 Signature(s) must be guaranteed by a national bank or trust 18 company or by a brokerage firm having a membership in one of the 19 major stock exchanges or any other "Eligible Guarantor 20 Institution" as dePined in 17 CFR 240.17Ad-15(a)(2). 21 The Bond Registrar will not effect transfer of this 22 Bond unless the information concerning the transferee requested 23 below is provided. 24 Name and Address: 25 26 27 28 (Include information for all joint owners if the Bond is held by joint account.) 2844993 2 9 q5-l��l a 3 4 5 6 7 8 9 10 il 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 10. Execution. The Bonds shall be executed on behalP ot the City by the signatures of its Mayor, Clerk and Director, Department of Finance and Management 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 corporate seal may be omitted on the Bonds as permitted by law. In the event of disability or resignation or other absence of any such officer, the Bonds may be signed by the manual or facsimile signature of that officer who may act on behalf of such absent or disabled officer. In case any such of£icer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and suf£icient for all purposes, the same as if he or she had remained in office until delivery. 11. Authentication; Date of Reaistration. 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 Global Certificates to the Furchaser, the Bond Registrar shall insert as the date of registration the date of original issue, which date is March 1, 1995. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 12. Reafstratfon: Transfer: Exchancxe. The City wili cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. 42 A Global Certificate shall be registered in the name of 43 the payee on the books of the Bond Registrar by presenting the 44 Global CeYtificate for registration to the Bond Registrar, who 45 will endorse his or her name and note the date of registration 46 opposite the name of the payee in the certificate of registration 47 on the Global Certificate. Thereafter a Global Certificate may 2&499.3 3 0 �, s - l� 1 2 3 4 l0 11 12 be transferred by delivery with an assignment duly executed by the Holder or his, her or its legal representative, and the City and Bond Registrar may treat the Holder as the person exclusively entitled to exercise all the rights and powers of an owner until a Global Certificate is presented with such assignment for registration of trans£er, accompanied by assurance of the nature provided by law that the assignment is genuine and effective, and until such transfer is registered on said books and noted thereon by the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the City contained in any agreement with, or notice to, the Bond Registrar. 13 Transfer of a Global Certificate may, at the direction 14 and expense of the City, be subject to other restrictions if 15 required to qualify the Global Certificates as being "in 16 registered form" within the meaning of Section 149(a) of the 17 federal Internal Revenue Code of 1986, as amended. 18 If a Global Certificate is to be exchanged for one or 19 more Replacement Bonds, all of the principal amount of the Global 20 Certificate shall be so exchanged. 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 Upon surrender for transfer of any Replacement Bond at the principal office of the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 11) of, and deliver, in the name of the designated transferee or transferees, one or more new Replacement Bonds of any authorized denomination or denominations of a like aqgregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no bond may be registered in blank or in the name of "bearer" or similar designation. At the option of the Holder of a Replacement Bond, Replacement Bonds may be exchanged for Replacement Bonds of any authorized denomination or denominations of a like aggregate principal amount and stated maturity, upon surrender of the Replacement Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Replacement Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Replacement Bonds which the Holder making the exchange is entitled to receive. Global Certificates may not be exchanged for Global Certificates of smaller denominations. All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly cancelled by 284499.3 3 1 °�S-� 1 the Bond Registrar and thereafter disposed of as directed by the 2 City. 3 All Bonds delivered in exchange for or upon transfer of 4 Bonds shall be valid general obligations of the City evidencing 5 the same debt, and entitled to the same benefits under this 6 resolution, as the Bonds surrendered for such exchange or 7 transfer. 8 Every Bond presented or surrendered for transfer or 9 exchange shall be duly endorsed or be accompanied by a written 10 instrument of transfer, in form satisfactory to the Bond 11 Registrar, duly executed by the Holder thereof or his, her or its 12 attorney duly authorized in writing. 13 The Bond Registrar may require payment of a sum 14 sufficient to cover any tax or other governmental charge payable 15 in connection with the transfer or exchange of any Bond and any 16 legal or unusual costs regarding transfers and lost Bonds. 17 Transfers shall also be subject to reasonable regula- 18 tions of the City contained in any agreement with, or notice to, 19 the Bond Registrar, including regulations which permit the Bond 20 Registrar to close its transfer books between record dates and 21 payment dates. 22 13. Riahts Uoon Transfer or Exchanqe. Each Bond 23 delivered upon transfer of or in exchange for or in lieu of any 24 other Bond shall carry all the rights to interest accrued and 25 unpaid, and to accrue, which were carried by such other Bond. 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 14. Interest Pavment; Record Date. Interest on any Global Certificate shall be paid as provided in the first paragraph thereof, and interest on any Replacement Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered (the "Holder") on the registration books of the City maintained by the Bond Registrar, and in each case at the address appearing thereon at the close of business on the fifteenth (15th) calendar day preceding such Interest Payment Date (the "Regular Record Date"). Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the "Special Record Date") £ixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice 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. 2844993 3 2 � � V �� � 1 2 Holders. Z5. Holc3ers: Treatment of Reqistered owner; Consent of 3 4 5 6 7 8 9 10 11 12 13 (A) For the purposes of all actions, consents and other matters affecting Holders of the Bonds, other than payments, redemptions, and purchases, the City may (but shall not be obligated to) treat as the Holder of a Bond the beneficial owner of the Bond instead of the person in whose name the Bond is registered. For that purpose, the City may ascertain the identity of the beneficial owner of the Bond by such means as the Bond Registrar in its sole discretion deems appropriate, including but not limited to a certificate from the person in whose name the Bond is registered identifying such beneficial owner. 14 (B) The City and Bond Registrar may treat the person in 15 whose name any Bond is registered as the owner of such Bond for 16 the purpose of receiving payment of principal of and premium, if 17 any, and interest (subject to the payment provisions in paragraph 18 14 above) on, such Bond and for all other purposes whatsoever 19 whether or not such Bond shall be overdue, and neither the City 20 nor the Bond Registrar shall be affected by notice to the 21 contrary. 22 (C) Any consent, request, direction, approval, objection or 23 other instrument to be signed and executed by the Holders may be 24 in any number of concurrent writings of similar tenor and must be 25 signed or executed by such Holders in person or by agent 26 appointed in writing. Proof of the execution of any such 27 consent, request, direction, approval, objection or other 28 instrument or of the writing appointing any such agent and of the 29 ownership of Bonds, if made in the following manner, shall be 30 sufficient for any of the purposes of this Resolution and shall 31 be conclusive in favor of the City with regard to any action 32 taken by it under such request or other instrument, namely: 33 (1) The fact and date of the execution by any person 34 of any such writing may be proved by the certificate of any 35 officer in any jurisdiction who by law has power to take 36 acknowledgments within such jurisdiction that the person 37 signing such writing acknowledged before him the execution 38 thereof, or by an affidavit of any witness to such 39 execution. 40 (2) Subject to the provisions of subparagraph (A) 41 above, the fact of the ownership by any person of Bonds and 42 the amounts and numbers of such Bonds, and the date of the 43 holding of the same, may be proved by reference to the bond 44 register. 284499.3 3 3 � S -t8� 1 16. Delivery; Application of Proceeds. The Global 2 Certificates when so prepared and executed shall be delivered by 3 the Director, Department of Finance and Management Services, to 4 the Purchaser upon receipt of the purchase price, and the 5 Purchaser shall not be obliged to see to the proper application 6 thereof. 7 8 9 10 il 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 27. Funds. There is hereby created a special fund to be designated the "1995 Capital Projects Fund" (numbered C-95, the ��Capital Fund"), to be administered and maintained by the City Treasurer as a bookkeeping account separate and apart from all other accounts maintained in the official financial records of the City. There has been heretofore created and established the "General Obligation Special Assessments -- Streets Debt Service Fund" (numbered 963, the "Debt Service Fund"). The Capital Fund and Debt Service Fund shall be maintained in the manner herein specified until all of the Bonds and the interest thereon have been fully paid. (i) Capital Fund. To the Capital Fund there shall be credited the proceeds of the sale of the Bonds, less accrued interest received thereon, and Zess any amount paid for the Bonds in excess of $3,078,900 and less capitalized interest in the amount of $113,195 (together with interest earnings thereon and subject to such other adjustments as are appropriate to provide sufficient funds to pay interest due or accruing on the Bonds through December, 1995}. From the Capital Fund there shall be paid all costs and expenses of making the Improvements listed in paragraph 18, after they have been ordered in accordance with the Charter of the City, including the cost of any construction contracts heretofore let and all other costs 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 Fund shall be used for no other purpose except as otherwise provided by law; provided that the proceeds of the Bonds may also be used to the extent necessary to pay interest on the Bonds due prior to the anticipated date of commencement of the collection of taxes or special assessments herein covenanted to be levied; and provided further that if upon completion of the Improvements there shall remain any unexpended balance in the Capital Fund, the balance may be transferred by the Council to the fund of any other improvement instituted pursuant to the City's Charter or Minnesota Statutes, Chapter 429, or used to pay the costs of any other purpose permitted by law, or transferred to the Debt Service Fund. A11 earnings on the Capital Fund shall be transferred to the Debt Service Fund, or may be retained in the Capital Fund. 284499.3 34 9s-t�s' 1 2 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 39 40 41 42 43 44 45 46 47 48 49 (ii) Debt Service Fund. There is hereby pledged and there shall be credited to a special account relating to the Bonds in the Debt Service Fund: (a) collections of special assessments herein covenanted to be levied, to the extent provided in paragraph 19; (b) all accrued interest received upon delivery of the Bonds; (c) all funds paid for the Bonds in excess of $3,078,900; (d) capitalized interest in the amount of $113,195 (together with interest earnings thereon and subject to such other adjustments as are appropriate to provide sufficient funds to pay interest due or accruing on the Bonds through December, 1995); (e) any collections of all taxes which are levied herein, or which may hereaPter be levied in the event that the special assessments herein pledged to the payment of the Bonds and interest thereon are insufficient therefor; (f) all funds remaining in the Capital Fund after completion of the Improvements and payment of the costs thereof, not so transferred to the account of another improvement or used to pay the costs of any other purpose permitted by law; and (g) all investment earnings on moneys held in such special account in the Debt Service Fund or on moneys held in the Capital Fund. If moneys in the special account of the Debt Service Fund should ever be insufficient to pay debt service on the Bonds, the Bonds shall be paid from the Debt Service Fund or any other special account therein, and the Bonds are hereby made payable from the Debt Service Fund and any other special accounts therein for this purpose. Amounts drawn from the Debt Service Fund or any special account therein may be repaid with or without interest when moneys sufficient for such repayment are deposited in the special account relating to the Bonds in the Debt Service Fund. The special account relating to the Bonds in the Debt Service Fund shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation bonds of the City hereafter issued by the City and made payable from such special account in the Debt Service Fund as provided by law, or to pay any rebate due to the United States. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (1) for a reasonable temporary period until such proceeds are needed for the purpose for which the Bonds were issued, and (2) in addition to the above in an amount not greater than five percent (5�) of the proceeds of the Bonds. To this effect, any sums from time to time held in the Capital Fund or in such special account in the Debt Service Fund (or any other City fund or account which will be used to pay principal or interest to become due on the bonds payable therefrom) in excess of amounts which under then- za4c9v.3 3 5 � 5 _ l��' 1 2 3 4 5 6 7 8 9 10 11 12 13 14 applicable federal arbitrage regulations may be invested without regard as to yield shall not be invested at a yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such investments after taking into account any applicable "temporary periods" or "minor portion" made available under the federal arbitrage regulations. In addition, the proceeds of the Bonds and money in the Capital Fund or in such special account in the Debt Service Fund shall not be invested obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if to the extent that such investment would cause the Bonds to be "Pederally guaranteed" within the meaning of Section 149(b) of the Eederal Internal Revenue Code of 1986, as amended (the "Code"). in and 15 18. Assessments; Coveraae Test. The City Council 16 heretofore determined, and does hereby determine, to proceed 17 the Improvements and special assessments with respect thereto 18 under the provisions of the Charter of the City, rather than 19 provisions of Minnesota Statutes, Chapter 429. 20 21 22 23 24 25 26 2? 28 29 30 31 32 33 34 35 36 37 38 39 40 41 has with the It is hereby determined'that no less than twenty percent (20$) of the cost to the City of each Improvement financed hereunder within the meaning of Minnesota Statutes, Section 475.58, Subdivision 1(3), shall be paid by special assessments to be levied against every assessable lot, piece and parcel of land benefitted by the Improvements. The City hereby covenants and agrees that it will let all construction contracts not heretofore let within one year after ordering each Improvement financed hereunder unless the resolution orderinq the Improvement specifies a different time Zimit for the letting of construction contracts and will do and perform, as soon as they may be done, all acts and things necessary for the final and valid levy of such special assessments, and in the event that any such assessment be at any time held invalid with respect to any lot, piece or parcel of land due to any error, defect, or irregularity, in any action or proceedings taken or to be taken by the City or this Council or any of the City officers or employees, either in the making of the assessments or in the performance of any condition precedent thereto, the City and this Council will forthwith do ali further acts and take all further proceedings as may be required by law to make the assessments a valid and binding lien upon such property. 42 The special assessments have not heretofore been 43 authorized, and accordingly, for purposes of Minnesota Statutes, 44 Section 475.55, Subdivision 3, the special assessments are hereby 45 authorized. Subject to such adjustments as are required by 46 conditions in existence at the time the assessments are levied, 47 the assessments are hereby authorized and it is hereby determined 284499.3 3 6 9S-t88 1 2 l0 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 that the assessments shall be payable in equal, consecutive, annual installments, with general taxes for the years shown below and with interest on the declining balance of all such assessments at a rate per annum approximately one percent (1�) per annum in excess of the net effective rate of interest on the Bonds: Smprovement Desianation Davern/Edgcumbe Howell/Montreal Irvine Avenue Eustis/Desnoyer Bates/McLean Como/Arona United Children's Hospital/Smith St. Ltg. Assess. District Amount 400,000 937,000 74,000 457,000 331,000 501,000 Lew Years Collection Years TOTAL 410.000 $3,110,000 2995-2014 for all 1996-2025 for al.l The special assessments shall be such that if collected in full they, together with estimated collections of other revenues herein pledged for the payment of the Bonds, will produce at least five percent (5$) in excess of the amount needed to meet when due the principal and interest payments on the Bonds in every year except the final year (2007). At the time the assessments are in fact levied the City CounciZ sha11, based on the then-current estimated collections of the assessments, make any adjustments in any ad valorem taxes required to be levied in order to assure that the City continues to be in compliance with Minnesota Statutes, Section 475.61, Subdivision 1. 19. Limit on Special Assessments Pledaed. The City Council hereby finds, determines and declares that the payment of the Bonds does not require the pledge of all the special assessments which may be levied with respect to the Improvements identified in paragraph 18, and that it is necessary, proper and e�cpedient to provide that payments and prepayments of special assessments in excess of the debt service requirements of the Bonds be put to use for other purposes sooner than upon the termination of the Debt Service Fund. Only $3,110,000 original principal amount of the special assessments (which amount is the "Pledged Assessments"), and interest thereon, recognized in paragraph 18 of this Resolution (of which $930,000 are aecessary prior to their scheduled receipt in order to pay debt service on the Bonds on March l, 1996) are or shall be pledged to the payment of the Bonds, and payments of, or with respect to, such special assessments in excess of the Pledged Assessments shall be 284499.3 3 7 °[S-lP8 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 credited instead to a special account in the Capital Fund, and used for the purpose of paying any additional costs of the Improvements and the costs of other improvements approved by the City, as follows: (a) the first $930,000 of all prepayments of special assessments recognized in`paragraph 18 shall be credited to the Debt Service Fund, (b) thereafter until such time as the special assessments from time to time outstanding equal in original principal amount the Pledged Assessments or less, prepayments of any of the special assessments recognized in paragraph 18 shall be treated as prepayments of the portion of the speciaZ assessments not pledged to the Bonds and shall be credited instead to said special account of the Capital Fund, and used as provided above, and (c) while the special assessments from time to time outstanding equal in original principal amount the Pledged Assessments or more, regular installment payments made on the Pledged Assessments only (not all of the special assessments) shall be credited to the Debt Service Fund, and regular installment payments on that portion, if any, of the remaining assessments in excess of the Pledged Assessments shall be credited to said special account oE the Capital Fund, and used as provided above. 22 20. Tax Levy; Coveraae Test. If taxes are levied as 23 provided in the final part of paragraph I8, the tax levies shall 24 be irrepealable so long as any of the Bonds are outstanding and 25 unpaid, provided that the City reserves the right and power to 26 reduce the levies in the manner and to the extent permitted by 27 Minnesota Statutes, Section 475.61, Subdivision 3. 28 To provide moneys for payment of the principal and 29 interest on the Bonds due to be paid in 2007 there is hereby 30 levied upon all of the taxable property in the City a direct 31 annual ad valorem tax which shall be spread upon the tax rolls 32 and collected with and as part of other general property taxes in 33 the City for the years and in the amounts as follows: 34 35 L�Z: Year of Tax Levy Year of Tax Collection Amount 2005 2006 $933,566 37 The tax levies are such that if collected in full they, 38 together with estimated collections of special assessments and 39 other revenues herein pledged for the payment of the Bonds, will 40 produce at least five percent (5$) in excess of the amo�nt needed 41 to meet when due the principal and interest payments on the 42 Bonds. The tax levies shall be irrepealable so long as any of 43 the Bonds are outstanding and unpaid, provided that the City 44 reserves the right and power to reduce the levies in the manner 45 and to the extent permitted by Minnesota Statutes, Section 2844993 3 8 ° t 5 - lPb� 1 475.61, Subdivision 3. 2 21. General Obliaation Pledae. For the prompt and 3 full payment of the principal and interest on the Bonds, as the 4 same respectively become due, the full faith, credit and taxing 5 powers of the City shall be and are hereby irrevocably pledged. 6 If the balance in the special account relating to the Bonds in 7 the Debt Service Fund (as defined in paragraph 17 hereof) is ever 8 insufficient to pay all principal ancl interest then due on the 9 Bonds payable therefrom, the deficiency shall be promptly paid 10 out of any other funds of the City which are available for such li purpose, including the general fund of the City and the Debt 12 Service Fund and the special accounts therein, and such other 13 funds may be reimbursed with or without interest from the specia2 14 account in the Debt Service Fund relating to the Bonds when a 15 suf£icient balance is available therein. 16 22. Certificate of Reaistration. The Director, 17 Department of Finance and Management Services, is hereby directed 18 to Eile a certified copy of this Resolution with the officer of 19 Ramsey County, Minnesota, performing the functions of the county 20 auditor (the "County Auditor"), together with such other 21 information as the County Auditor shall require, and to obtain 22 the County Auditor's certificate that the Bonds have been entered 23 in the County Auditor's Bond Register, and that the tax levy 24 required by law has been made. 25 26 27 28 29 30 31 32 33 34 35 36 37 23. Records and Certificates The of£icers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records o£ the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certifiec3 copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 38 24. Necrative Covenants as to Use of Proceeds and 39 Imorovements. The City hereby covenants not to use the proceeds 40 of the Bonds or to use the Improvements, or to cause or permit 41 them to be used, or to enter into any deferred payment 42 arrangements for the cost of the Improvements, in such a manner 43 as to cause the Bonds to be "private activity bonds" within the 44 meaning of Sections 103 and 141 through 150 of the Code. The 45 City hereby covenants not to use the proceeds of the Bonds in 46 such a manner as to cause the Bonds to be "hedge bonds" within 2844993 3 9 q, S ..188� 1 2 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 39 40 41 the meaning o£ Section 149(g) of the Code. 25. Tax-Exempt Status of the Bonds; Rebate; Election. The City shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation requirements relating to temporary periods £or investments, limitations on amounts invested at a yield greater than the yield on the Bonds, and the rebate of excess investment earnings to the United States. The City expects the two-year expenditure exception to the rebate requirements to apply to the construction proceeds of the Bonds. If any elections are available now or hereafter with respect to arbitrage or rebate matters relating to the Bonds, the Mayor, Clerk, Treasurer and Director, Department of Finance and Management Services, or any o£ them, are hereby authorized and directed to make such elections as they deem necessary, 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. 26. No Desianatfon of Oualified Tax-Exempt Obliqations. The Bonds, together with other obligations issued by the City in 1995, exceed in amount those which may be qualified as "qualified tax-exempt obligations" within the meaning of Section 265(bj(3j of the Code, and hence are not designated for such purpose. 27. Depositorv Letter Aqreement. The Depository Letter Agreement is hereby approved, and shall be executed on behalf of the City by the Mayor, Treasurer and Director, Department of Finance and Management Services, in substantially the form approved, with such changes, modifications, additions and deletions as sha11 be necessary and appropriate and approved by the City Attorney. Execution by such officers of the Depository Letter Agreement shall be conclusive evidence as to the necessity and propriety of changes and their approval by the City Attorney. So long as Midwest Securities Trust Company is the Depository or it or its nominee is the Holder of any Global Certificate, the City shall comply with the provisions of the Depository Letter Agreement, as it may be amended or supplemented by the City from time to time with the agreement or consent of Midwest Securities Trust Company. 2844993 ' 4 0 �s- ���' 1 28. Negotiated Sale. The City has retained Springsted 2 Incorporated as an independent financial advisor, and the City 3 has heretofore determined, and hereby determines, to se11 the 4 Bonds by private negotiation, all as provided by Minnesota 5 Statutes, Section 475.60, Subdivision 2(9). 6 29. Severabilitv. Zf any section, paragraph or 7 provision of this resolution shall be held to be invaZid or 8 unenforceable for any reason, the invalidity or unenforceability 9 of such section, paragraph or provision shall not affect any of lo the remaining provisions of this resolution. 11 30. Headinas. Headings in this resolution are 12 included for convenience of reference only and are not a part 13 hereof, and shall not limit or define the meaning of any 14 provision hereof. Requested by Departmerrt of: Finance and Management Services Rv. � r "• by Councii Secretary � Approved by By: Adopted by Council: Date �� � �,� � � Q _ - , 9S�/�� Ge�� ����- ✓� DEPAflTMENT/OPi10E/COU IL DATEINfTIA7ED � � — �� G Finavice and Management Services � 02J21/95 GREEN SHEE � N _ 2 3 7 9 7 CONTACT PERSON & PHIXJE IN(TIAVDATE �NRIAUDATE . �OEPAqTMENTDIRECTOR �pNCOUNQL Mdithd Kantorowicz�� 266-8839 ` a�N � CITYATfORNEV � CiN CLERK NUYBER FOR O BUDGET DIRECTOR � FIN. 8 MGT. SEfltlICES DIR. MUST BE ON CAUNCIL AGENDA BY (DA7E7 pp�� , . . OROEfl � �/pYOR (OF ASSISTANS) O March 1 1995 ' TOTAL # OF SIGNATURE PAGES (CLIP ALL LOCATIONS FOR SIGNATUR� ACT10N RC-0UESTED: � Tf3IS RESOLIITION ACCEPTS THE WZNNING PROPOSAL A?ID AWARDS THE BONDS. THIS IS A COMPETITIVE,.BOND SALE AND THE AWARD IS GOING Tp THE BIDDII2 FODND TO BE THE MOST ADVANTAGEOIIS (LOWEST COST) TO THE CITY_ fiECAMMENDATIONS: APGmve (AJ or Reject (R) pEHSONAL SERVICE CONTRACTS MUST ANSWER TNE FOLLOWING QUESTONS: _ PLANNING COMMISSION - _ CIVIL SERVIGE COMMISSION �� H23 thi5 p2fSOMfMm 0'aEr WwkOtl undei a COrtrdCl fof tlN5 dePdRment? X CIB COMMITTEE __ YES NO X 2. Has this person�rm ever been a ciry employee? � S7AFF _ VES NO _ olSiqlC7 COURT _ 3. Does this person�rm possess a skill not normally possessed by any current city employee? SUPPORTS WHiCH COUNpL O&IECTIVE? YES NO Explain all yes enswers on separete sheet and attaeh to green sheet INITIATING PROBLEM, ISSUE. OPPOFTUNITV (Who, lM1Tat, Whan, Where, Why): These bonds are for the purpose of funding certain street improvements in connection with the 5ewer Separation program�.and to finance lighting and streetscape improvements.around United and Children's i�tav . $3,110�000 G.O. Temporary Improvement Special Assessment Bonds � FOR C013NCIL AGIIdDA OF MARCH 1� 1995 ��� 2� 19g5 ������ ��� � ADVANTAGESIFAPPROVED: Street improvements in conjunction with Sewer Separation and Streetscape work can begin. �ISADVANTAGES IF APPR�VED: None �� �S��r�§ F�B 2 2 1�95 DISADVANTAGESIFNOTAPPROVED: " —�� ""'°�"'""°'° Funds will not 6e received in time for construction projects_ TOTAL AMOUNT OF THANSACTfON $ 3� 110 r000 COSTlREVENIlE eUDC'+ETE� (CIRCLE ONE) YES NO FUNDING SOURCE ACTIYITY NUMBER PINANC�AL INFORMATION: (EXPLAIN) 9s-i�� EXHIBITS Exhibit A - Bids 284499.2 �►5—\8d' 85 E. SEVENTH PLACE, SUiTE 100 SAINT PALIL, MN 55101-2143 612-223-3006 FAX: 612-223-3002 � / March 1, 1995 Mr. Peter Hames, Director Department of Financial Management Services City of Saint Paul 290 City Hall 15 West Keliogg Soulevard Saint Paul, MN 55102 SPRINGSTED Publu Finanre ddvisors / / Re: Recommendations for Award of City of Saint Paul's 1995 General Obligation Bonding Program Dear Mr. Hames: This letter summarizes the results of the competitive bids opened by you at 1030 A.M. this morning for the following issues: $12,500,000 General Obligation Capital fmprovement Bonds, $3,110,000 Generai Obligation Street Improvement Speciai 1995C (Assessment Bonds) Tax-Exempt Interest Rate Market Series 19956 (CIB Bonds) Assessment Bonds, Series Since November 1994, the tax-exempt interest rate market has trended downward. We have enciosed as Exhibit I a nationai index of iax-exempt interest rates, The Bond Buyer's Index (BBI). The BBI reached a recent low point in late 1993 at aQproximately 5.20%, peaking in November 1994 at 7.06%. Today the BBI has falien to 6.11% or approximately half-way back to the recent fow point. As the attached graph indicates, the first quarter aiways shows a trough, and that is why we have annuaily scheduled the City's bond sales during this period. Sale Resutts The City received nine (9) bids on the CIB Bonds and six (6) bids on the Assessment Bonds. Only twice in the last 25 years (1984-85) has the City received more than nine (9) bids on one of its issues. Of the nine (9) bids received on the CIB Bonds, seven (7) bids came from Chicago syndicates, one (1) bid from New York and one (1) bid from Twin Cities syndicates. Many of the Twin Cities underwriters bid through their Chicago underwriting desks or were grouped into the Twin Cities syndicate. The reason for the iower number of bids on the Assessment Bonds is that the reduced principai amount does not draw the same national interest as the CIB Bonds. 591�'T PAUL,.N1 y��ytiE.APOLiS, MN BROOKFfELD,N'I 06'ERL.q�D PARK, KS H'ASHINGTON, DC iOWA QTY, li �(S -18d City of Saint Pau{, Minnesota March 1, 1995 Page 2 _ We require bidders to submit their bids on a"True Interest Rate" (TIC) basis, so as to reflect the present value of their bids and thereby ensure the least cost award for the City. We have enclosed bid tabufation forms for each issue summarizing the bid specifics and composition of each underwriting syndicate. The results of the bidding by issue are as follows: Issue Lowest TIC Low No. of Bid id r TIC Ranae Bids $12,500,000 CIB Issue 5.148365% Fidetity 5.14°Jo - 5.34% 8 $3,110,000 Assessment Issue 5.290998% Fidelity 5.29% - 5.46% 6 The principal reason for the difference in the low bid interest rates between the issues reflects the varying length of repayment terms of each of the issues: longer repayment terms have higher interest rates. Recommendation We recommend award of each issue to Fidelity Capital Markets. This recommendation is based on the very favorable sale resuits as compared to otherjurisdictions recently completing their saies. Enclosed as Exhibit II is a comparison of the City's CIB Sonds with five (5) other recent bond sales, including last week's Saint Paul School District bond sale. At ail maturities the City has received equal or lower interest rates. We have also compared this sale with a national daily interest rate index, Delphis Hanover. This comparison shows the City receiving bids at or better than a"Aaa"-rated security. This result is consistent with the City's historical performance against the Delphis. Credit Rating We wish to rea�rm our comments in last week's letter on Midway Marketplace regarding the City's three credii ratings. The City received three ratings of "Aa/AA+/qA+" from Moody's Investors Service, Standard & Poor's and Fitch Investors Service, respectively. These ratings demonstrate the City's exceilent standing with the rating agencies. We would be pleased to discuss the contents of their writien reports which you have received previously. We are again appreciative of the opportunity to be of service to the City. We welcome any questions or comments on this report. Respectfully, '� � �� � � � `����� ;����`� �.�:t� David N. MacGiilivray Principal Director of Project Management riw Enclosures � � � � N \ N O X � � � � Q) � � m • � ��� -a--� � � � Q� � � O �--� � � Q� � Q� � � � � .� � � � � \ � N \ N O N � \ N \ N O O � \ � �C1 � � O � � \ � N \ N 0 � � \ � N \ N O �481' Sb �ua�aad I lI8IHX3 � O � CJ �.C1 O tn O � � h � � � � � EXHIBIT II � 5 ',�� � m' m a � � � z � � O I � m � I � �$ � N N N N N N N N N N N N N N N N N N O O O O O O O O pp pp 8 p 8 �p ��p �I�(it A4lN�p NO W NoO�mJOf cnrn<nrnaaat.da oog 0 ^ 3° 3° ^ 3° ^ 0 ^ 2° ^ 3° ^ 0 ^ 3° ^ o �`G�`G`G`G`G`G`G`G Ut NfTNfP�AAdA IV fJ + O p (O �p m� fJ (T00410N OONO 0 0 3° 0 3° 3° o 0 0� o� jGt Vi V1(nf11fTN(11(T 0 0 o e N a o 0 0 0 0 0�0 0 3°0�0�0 0�0 ��r����r�� e�� N (11 ()1 (/1 (T po (/l A A d A NO(11C�N�C�gOg 0 3� o 0 o d� `o� o 0 o DmL� 3 m °_'.�� b N ��D-on � < � C " � N Q � '�' Z'a 25 � � n 0 ro3 �< � � ➢ Q. �. � �<g� � � � + a G y O� m N n�n 3 O �Z �j n -�i� m y � � � m3m - ��a c °o' m « N j C � N �i Qo �E � �. 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