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96-259�- , _ ,�: G/ �lr��'�/� ����/9� N MINNESOTA Presented By Referred To Committee: Daie a� ACCEPTING PROPOSAL ON 5ALE OF APPROXIMATELY $9,100,000 GENERAL OBLIGATION WATER POLLi3TI0I3 ABATEMENT REFUNDING BONDS, SERIES 1996D, � PROVIDING FOR THEIR ISSUANCE, AND LEVYING A TAX , FOR THE PAYMENT THEREOF 6 WHE�b�AS, the Director, Department of Finance and 7 Management Ser�ryces, has presented an Official Statement 8 containing Terma�f Proposal for approximately $9,100,000 General 9 Obligation Water Pqllution Abatement Refunding Bond5, Series 10 1996D (the "Bonds");��of the City of Saint Paul, Minnesota (the 11 '�City"), for which prbposals were to be considered at this 12 meeting in accordance w�th authorization given by this Council to 13 negotiate the sale of suck� bonds and others; and 14 WHEREAS, the propo�als set forth on Exhibit A attached 15 hereto were received pursuant`to the Terms of Proposal at the 16 offices of Springsted Incorpora�ed at 10:30 A.M., Central Time, 17 this same day; 18 WHEREAS, the Director, Dep`2,rtment of Finance and 19 Management erviC s, has advised this'Council that the proposal 20 of fl�o��cs�"n�r� ,��vi�5was found to b�e the most advantageous 21 and has recommended that said proposal be-.�acCepted; and 22 WHEREAS, it is necessary and expeclaent to provide 23 moneys for a full advance refunding of outsta'x�ding bonds of the 24 City's General Obligation Water Pollution Abatet�ent Bonds, Series 25 1975 (the "1975 Prior Bonds"), dated March 1, 19"75; and the 1975 26 Prior Bonds mature on March 1 of each year, were issued in the 27 aggregate principal amount of $4,000,000 and are outstanding in 28 the principal amount of $1,410,000, of which the full�$1,410,000 29 (the "1975 Refunded Bonds"j are callable on September 1�, 1996, 30 with a premium of one percent (1°s); and ' 31 WHEREAS, it is necessary and expedient to provide� 32 moneys for a full advance refunding of outstanding bonds of��he 33 City's General Obligation Water Pollution Abatement Refunding�, 34 Bonds, Series 1987 (the ��1987 Prior Bonds"), dated April 1, 198,7, 35 as the date of original issue; and the 1987 Prior Bonds mature d� 36 March 1 of each year, were issued in the aggregate principal 37 amount of $10,210,000 and are outstanding in the principal amount 38 of $7,435,000, of which the full $7,435,000 (the "1987 Refunded 39 Bonds") are callable on September 1, 1996, without a premium; and Cauncil File # 9 � � sC59 Green Sheet # �3�� q�-as°! 1 WHERfiAS, the 1975 Prior bonds and 1987 Prior Bonds are 2 collectively referred to herein as the "Prior Bonds", and the 3 1975 Refunded Bonds and 1987 Refunded Bonds are collectively 4 referred to herein as the "Refunded Bonds"; and 5 WHEREAS, refunding the Refunded Bonds with the Bonds in 6 the amount set forth in this resolution is consistent with 7 covenants made with the holders thereof, and is necessary and 8 desirable pursuant to Minnesota Statutes, Section 475.67, 9 Subdivision 3, for the reduction of debt service cost to the 10 City; and 11 WHEREAS, the City has heretofore issued registered 12 obligations in certificated form, and incurs substantial costs 13 associated with their printing and issuance, and substantial 14 continuing transaction co,sts relating to their payment, transfer 15 and exchange; and \ 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 WHEREAS, the City �ias determined that significant savings in transaction costs will result from issuing bonds in "global book-entry form", by w�ich 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") registers transfers of ownership interests in tlie 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 insti- tutions for whom the Depository effects book-entr`g? transfers and pledges of securities deposited and immobilized with the Depository; and WHEREAS, The Depository Trust Company, a li'Enited purpose trust company organized under the laws of the�5tate of New York, or any of its successors or successors to its,,functions hereunder (the "Depository"), will act as such depositor`y with respect to the Bonds except as set forth below, and there°,is before this Council a form of letter of representations (tiae "Letter of Representations") setting forth various matters � relating to the Depository and its role with respect to the � Bonds; and � WHEREAS, the City will deliver the Bonds in the form one certificate per maturity, each representing the entire principal amount of the Bonds due on a particular maturity date (each a"Global Certificate"), which single certificate per 2 314760.2 � 6 -�-s9 1 maturity may be transferred on the City's bond register as 2 reqvired by the Uniform Commercial Code, but not exchanged for 3 smaller denominations unless the City determines to issue 4 Replacement Bonds as provided below; and 5 � WHEREAS, the City will be able to replace the 6 Depository or under certain circumstances to abandon the "global 7 book-entry form" by permitting the Global Certificates to be 8 exchanged f�r smaller denominations typical of ordinary bonds 9 registered on the City's bond register; and "Replacement Bonds" 10 means the certificates representing the Bonds so authenticated 11 and delivered by the Bond Registrar pursuant to paragraphs 6 and 12 12 hereof; and 13 WHEREAS, "Holder" as used herein means the person in 14 whose name a Bond is,registered on the registration books of the 15 City maintained by th� City Treasurer or a successor registrar 16 appointed as provided �.n paragraph 8(the "Bond Registrar"); and 17 WHEREAS, Rule 18 Commission prohibits "p 19 or selling the Bonds un 20 certain continuing disc 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 -12 of the Securities and Exchange ipating underwriters" from purchasing the City undertakes to provide � with respect to the Bonde; and WHEREAS, pursuant to �iinnesota Statutes, Section 475.60, Subdivision 2(9), public� sale requirements do not apply to the Bonds if the City retains��n independent financial advisor and determines to sell the Bonds by� private negotiation, and the City has instead authorized a compe�itive sale without publication of notice thereof as a f�o�rm of private negotiation; and \ ! WHEREAS, proposals for the Bon�'ds have been solicited by Springsted Incorporated pursuant to an Of€ Statement and Terms of Proposal therein, and the City has�retained the right to change the issue size from the $9,100,000 prpposed to the $9,105,000 set forth in this resolution: y � NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Saint Pau1, Minnesota, as follows: 1. Acceptance of Proposal. The proposa of Norwest Investment Services, Inc. (the "Purchaser"), to purc ase $9,105,000 General Obligation Water Pollution Abateme t Refunding Bonds, Series 1996D, of the City (the "Bonds", or indi idually a "Bond"), all in accordance with the Terms of Proposal f the bond sale, at the rates of interest set forth hereinafte' and to pay for the Bonds the sum of $9,041,265 (which represents rata adjustment to the actual proposal of $9,036,30Q for th $9,100,000 proposed principal amount of the Bonds), plus int accrued to settlement, is hereby found, determined and decl� to be the most favorable proposal received and is hereby accepted, and the Bonds are hereby awarded to the Purchaser. 314160.3 3 pro rest � 6 -�� 9 10 il 12 13 14 15 16 EU/ 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 D�'+�rector, Department of Finance and Management Services, or her des�gnee, is directed to retain the deposit of the Purchaser and to Sprthwith return to the others making proposals their good faitl�,checks or drafts. �'� 2. Title- Ori4inal Issue Date; Denominations;_ Maturities. The Bonds shail be titled "General Obligation Water Poll ut o Abatement Refunding Bonds, Series 1996D", shall be dated Apri�l 1, 1996, as the date of original issue and shall be issued forthwith on or after such date as fully registered bonds. The Bonds s1ia11 be numbered from R-1 upward. Global Certificates shall each be�in the denomination of the entire principal amount maturing on a single date. Replacement Bonds, if issued as � provided in paragraph 6, shall be in the denomination of $5,000 each or in any integral multiple thereof of a single maturity. The Bonds shall mature, without option of prepayment, on March 1 in the years and amounts as follows: Year Amount 1997* $1,2�0,000* 1998 1,250,000 1999 1,275,000 2000 1,350,000 2001 1,425,000 Year 2002 2003 2004 2005 Amount 975,000 1,000,000 475,000 125,000 The 1997 maturity was proposed in a 55,000 lower amount. 3. Purpose: Findinas. , The Bonds (together with other available funds in the sinking funds created for the Prior Bonds) shall provide funds for a full advance refunding of the Refunded Bonds for redemption on September 1, 1996. The Prior Bonds were issued to finance the costs of various water pollution abatement improvements in the City (the "Projects" or "Improvements"}. It is hereby found, determined and declared that: (i) this refunding is pursuant to Minnesota Statutes, Section 475.67, Subdivision 3, and is necessary or desirable for the reduction of debt service cost to the City; (2) this refunding is a full advance refunding under federal law governing tax-exempt bonds, but is a current refunding within the meaning of Minnesota Statutes, Section 475.67, Subdivision 12; and (31 as of April 1, 1996, the present value of the dollar amount of debt service on the Bonds is lower by at least three percent (3%)\than the present value of the dollar amount of debt service`on the Refunded Bonds, though current refundings are not re�quired to produce such three percent (30) savings. � 42 4. Interest. The Bonds shall bear interest p yable 43 semiannually on March 1 and September 1 of each year (eac , an 44 '�Interest Payment Date"), commencing September l, 1996, 45 calculated on the basis of a 360-day year of twelve 30-day 46 months, at the respective rates per annum set forth opposite 47 maturzty years as follows: 374150.3 4 �$-�� 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 �9 Interest Rate 1997 1998 1999 'R000 3.700 3.90 4.10 4.30 4.50 Maturity Year 2002 2003 2004 2005 Interest Rate 4.60% 4.70 4.80 4.90 5. Descrit�tion of the Global Certificates and Global Book-Entr S stem. Upon their original issuance the Bonds will be issued i the form of a single Global Certificate for each maturity, de osited with the Depository by the Purchaser and immobilized a provided in paragraph 6. No beneficial owners of. interests in t Bonds will receive certificates representing their respective interests in the Bonds except as provided in paragraph 6. Exc pt as so provided, during the term of the Bonds, beneficial wnership (and subsequent transfers of beneficial ownershi ) o£ interests in the Global Certificates will be reflected by ook entries made on the records of the Depository and its Pa icipants and other banks, brokers, and dealers participating i the National System. The Depository's book entries of benefici 1 ownership interests are authorized to be in increments of $5,00 of principal of the Bonds, but not smaller increments, despit the larger authorized denominations of the Global Certificates. Payment of principal of, premium, if any, and interest on the Glo 1 Certificates will be made to the Bond Registrar as paying agent and in turn by the Bond Registrar to the Depository or its nomine as registered owner of the Global Certificates, and the Dep itory according to the laws and rules governing it will receive an 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 di cretion be made by such other method of transferring funds as ma be requested by the Holder of a Global Certificate. � Pursuant to the request of the Purchaser to the Depository, which request is required by the Terms of Proposal, immediately u on the original delivery of the Bonds the Purchaser will deposit he Global Certificates representing all of the Bonds with th Depository. The Global Certificates shall be in typewritten for or otherwise as acceptable to the Depository, sha7.I be registered 'n the name of the Depository or its nominee and shall be held imm bilized from circulation at the offices of the Depository on be alf of the Purchaser and subsequent bondowners. The Depository r its nominee wi].l be the sols holder of record of the Global Certificates and no investor or other party purchasing, sel ing or otherwise transferring ownership of interests in any Bond is to receive, hold or deliver any bond certificates so long as e Depository holds the Global Certificates immobilized from 314160.3 I �— o�`� ori 9 lo 11 12 13 14 15 16 17 18 19 20 21 22 23 24 ation, except as provided below in this paragraph and in aph 12. Certificates evidencing the Bonds may not after their lyal delivery be transferred or exchanged except: {i) Upon registration of transfer of ownership of a Glob 1 Certificate, as providec3 in paragraph 12, 'z) To any successor of the Depository (or its nominee) or any substitute depository (a "substitute deposito ") designated pursuant to clause {iii) of this subparagrap , provided that any successor of the Depository or any substi ute depository must be both a"clearing corporation" a defined in the Minnesota Uniform Commercial Code at Minneso Statutes, Section 336.8-102, and a qualified an@ re 'stered "clearing agency" as provided in Section 17A of the ecurities Exchange Act of 1934, as amended, {iii) To a subst ute acceptable to the City u Depository that the Bonds its depository services o that the Depository is no functions, provided that qualified to act as such, subparagraph, or an as depository designated by and (a) the determination by the all no longer be eligible for b) a determination by the City ger able to carry out its y ubstitute depository must be p ovided in clause (ii) of this 25 (iv) To those persons to wh'pm transfer is requested 26 in written transfer instructions inS�the event that: 27 28 29 30 31 32 33 34 35 36 37 38 39 40 {a) the Depositozy shall r ign or discontinue its services for the Bonds and th City is unable to locate a substitute depository wit 'n two (2} months following the resignation or determi ation of non- eligibility, or (b) upon a determination by the C'ty in its sole discretion that (1) the continuation of he book-entry system described herein, which precludes he issuance of certificates (other than Global Certifi ates} to any Holder other than the Depository (or its no 'n might adversely affect the interest of the b owners of the Bonds, or (2) that it is in the interest of the beneficial owners of the Bonds they be able to obtain certificated bonds, e) , ficial hat 314160.3 ��-�S� 1 in either of which events the City shall notify Holders of 2 its determination and of the availability of certificates 3 the "Replacement Bonds") to Holders requesting the same and 4 t registration, transfer and exchange of such Bonds will 5 be onducted as provided in paragraphs 9B and 12 hereof. 6 I the event of a succession of the Depository as may 7 be authorize by this paragraph, the Bond Registrar upon 8 presentation o Global Certificates shall register their transfer 9 to the substitut or successor depository, and the substitute or 10 successor deposit shall be treated as the Depository for all 11 purposes and functi ns under this resolution. The Letter of 12 Representations shal not apply to a substitute or successor 13 depository unless the ity and the substitute or successor 14 depository so agree, an a similar agreement may be entered into. 15 7. N Re em tio . The Bonds shall not be subject to 16 redemption and prepayment p ior to their maturity. 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 8. Bond Re�strar. The Treasurer of the City is appointed to act as bond regist ar and transfer agent with respect to the Bonds (the "Bond egistrar"?, and shall do so unless and until a successor Bond egistrar is duly appointed. A successor Bond Registrar shall be a officer of the City or a bank or trust company eligible for d signation as bond registrar pursuant to Minnesota Statutes, Chapt 475, and may be appointed pursuant to any contract the City and ch successor Bond Registrar shall execute which is consist nt herewith. The Bond Registrar shall also serve as paying agen unless and until a successor paying agent is duly appointed. rincipal and interest on the Bonds shall be paid to the Holders ( record holders) of the Eonds in the manner set forth in the fo 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 onds are made available as provided in paragraph 6. Each form o bond may contain such additional or different terms and prov sions as to the form of payment, record date, notices and other tters as are consistent with the Letter of Representation and proved by the City Attorney. 38 A. Global Certificates. The Global Certifica s, 39 together with the Certificate of Registration, the for[n o 40 Assignment and the registration information thereon, shall e in 41 substantially the following form and may be typewritten rat er 42 than printed: 314160.2 7 q�-asa UNITED STATES OF AMERICA STATE OF MINNESOTA RAMSEY COUNTY CITY OF SAINT PAUL 5 R- 6 GEN 7 8 INTEREST 9 RATE 10 11 OBLIGATION WATER POLLUTION ABATEMENT REFUNDING BOND, SERIES 1996D MATURITY DATE DATE OF ORIGINAL ISSUE 1, REGISTERED OWNER: 12 PRINCIPAL AMOUNT: 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 Issuer. Interest on this Bond will be paid on each terest Payment Date in same-day funds by 2:30 p.m., Eastern t'me, to the person in whose name this Bond is registered (the "Hold r" or "Bondholder") on tkze registration books of the Issuer ma tained by the Bond Registrar and at the address appearing thereo at the close of business on the fifteenth calendar day preceding ch Interest Payment Date (the "Regular Record Date�'}. Interest April 1, 1996 CUSIP DOLLARS KNOW ALL PERSONS Y THESE PRESENTS that the City of Saint Paul, Ramsey County, 'nnesota (the ��Issuer" or "City"), certifies that it is indebted nd for value received promises to pay to the registered owner spe ified above or on the certificate of registration below, or regist red assigns, without option of prepayment, in the manner hereina ter set forth, the principal amount specified above, on the mat ity date specified above, and to pay interest thereon semiannually on March 1 and September 1 of each year (each, an "Interest Paym t Date"), commencing September 1, 1996, at the rate per ann specified above (calculated on the basis of a 360-day ye r of twelve 30-day months) until the principal sum is paid o has been provided for. This Bond will bear interest from the most ecent Interest Payment Date to which interest has been pai or, if no interest has been paid, Erom the date of original issu 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 resentation and surrender hereof at the principal office of the easurer of the Issuer in Saint Paul, Minnesota (the "Bond Registr r"), acting as paying agent, or any successor paying agent duly ap ointed by the 40 payments shall be received by the Holder no later than 2:30 p m., 41 Eastern time; and principal and premium payments shall be 42 received by the Holder no later than 2:30 p.m., Eastern time, i� 43 the Bond is surrendered for payment enough in advance to permit 44 payment to be made by such time. Any interest not so timely paid 314160.2 � 6 - a�sy 1 sha1l cease to be payable to the person who is the Holder hereof 2 as of the Regular Record Date, and shall be payable to the person 3 who is the Holder hereof at the close of business on a date (the 4 °Special Record Date") fixed by the Bond Registrar whenever money 5 comes available for payment of the defaulted interest. Notice 6 o the Special Record Date shall be given to Bondholders not less 7 tha ten days prior to the Special Record Date. The principal of 8 and p emium, if any, and interest on this Bond are payable in 9 lawful onev of the United States of America. 10 ate of Pa ent Not Business Da . If the date for 11 payment of he principal of, premium, if any, or interest on this 12 Bond shall b a Saturday, Sunday, legal holiday or a day on which 13 banking instit tions in the City of New York, New York, or the 14 city where the incipal office of the Bond Registrar is located 15 are authorized b law or executive order to close, then the date 16 for such payment s 11 be the next succeeding day which is not a 17 Saturday, Sunday, Ie al holiday or a day on which such banking 18 institutions are auth ized to close, and payment on such date 19 shall have the same for e and effect as if made on the nominal 20 date of payment. 21 No Redemption. Th Bonds of this issue (the "Eonds") 22 are not subject to redemption nd prepayment prior to their 23 maturity. 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 Issuance• Pur ose• Gene 1 Obli ation. This Bond is one of an issue in the total princi 1 amount of $9,105,000, all of like date of original issue and te or, except as to number, maturity, interest rate and denominati n, which Bond has been issued pursuant to and in full conformi with the Constitution and laws of the State of Minnesota, incl ing particularly Minnesota Statutes, Section 475.67, and th Charter of the Issuer, and pursuant to a resolution adopte by the City Council of the Issuer on March 13, 1996 (the "Resolu 'on"1, for a full advance refunding of the Issuer's General Obli ation Water Pollution Abatement Refunding Bonds, Series 197 and 1987, maturing in 1997 and later. This Bond is payabl out of the General Debt Service Fund of the Issuer. This Bon constitutes a general obligation of the Issuer, and to provide mo eys for the prompt and full payment of its principal, premium, i any, and interest when the same become due, the full faith and redit and taxing powers of the Issuer have been and are hereby i evocably pledged. 42 Denominations• Exchanae; Resolution. The Bonds re 43 issuable originally only as Global Certificates in the deno ina- 44 tion of the entire principal amount of the issue maturing on a 45 single date. Global Certificates are not exchangeable for fu ly 46 registered bonds of smaller denominations except in exchange f r 47 Replacement Bonds if then available. Replacement Bonds, if mad 48 available as provided below, are issuable solely as fully regis- 49 tered bonds in the denominations of $5,000 and integral multiple 314160.3 9 ��-aS°l � �, 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 of Registr , provided ' Resolutio Registrar. office of a single maturity and are exchangeable for fully Bonds of other authorized denominations in equal principal amounts at the principal office of the Bond but only in the manner and subject to the limitations the Resolution. Reference is hereby made to the n or a description of the rights and duties of the Bond pies of the Resolution are on file in the principal the nd Registrar. the Issuer in the (a) the Dep� services for the B locate a substitute following the resig eligibility, or that: Replacement Bonds may be issued by tory shall resign or discontinue its ds, and only if the Issuer is unable to �epository within two (2) months aRion or determination of non- (b) upon a determin ion by th discretion that {1) the con inuation system described in the Reso ution, issuance of certificates (oth than any Holder other than the Depos'tory adversely affect the interest of the the Bonds, or (2) that it is in t beneficial owners of the Bonds that certificated bonds. e Issuer in its sole of the book-entry which precludes the Global Certificates) to (or its nominee), might beneficial owners of best interest of the they be able to obtain Transfer. This Bond shall be regi tered in the name of the payee on the books of the Issuer by prese ting this Sond for registration to the Bond Registrar, who will e dorse his, her or its name and note the date of registration oppo ite the name of the payee in the certificate of registration att ched hereto. Thereafter this Bond may be transferred by delive with an assignment duly executed by the Holder or his, her r its legal representatives, and the Issuer and Bond Registrar y treat the Holder as the person exclusively entitled to exercise all the rights and powers of an owner until this Bond is prese ted with such assignment for registration of transfer, accompani d by assurance of the nature provided by law that the assigmm �t is genuine and effective, and until such transfer is registe ed on said books and noted hereon by the Bond Registrar, all sub'ect to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreem nt with, or notice to, the Bond Registrar. Transfer of this Bon 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. 314160.2 10 � Registrar may t eat t registered as the own payment as herein o respeCt to the ReCOr or not this Bond shal Bond Registrar shall 1 Fees u�on Transfer or Loss. The Bond Registrar may 2 requi payment of a sum sufficient to cover any tax or other 3 govermm �tal charge payable in connection with the transfer or 4 exchange f this Bond and any legal or unusual costs regarding 5 transfers d lost Bonds. 6 7 8 9 10 11 12 Reqistered Owner. The Issuer and Bond e person in whose name this Bond is r hereof for the purpose of receiving ided (except as otherwise provided with Date) and for all other purposes, whether \ be overdue, and neither the Issuer nor the affected by notice to the contrary. 13 Authentication his Bond shall not be valid or become 14 obligatory for any purpose o be entitled to any security unless 15 the Certificate of Authentica 'on hereon shall have been executed 16 by the Bond Registrar. 17 Not ualified Tax-Exem t Obli atione 18 not been designated by the Issuer a"qualifie 19 obligations" for purposes of Section 65(b)(3) 20 Internal Revenue Code of 1986, as amen ed. 21 22 23 24 25 26 27 28 29 30 31 �L-�5� The Bonds have tax-exempt of the federal IT IS HEREBY CERTIFIED AND REC ED that all acts, conditions and things required by the Cons itution and laws of the State of Minnesota and the Charter of t Issuer to be done, to happen and to be performed, precedent to a d in the issuance of this Bond, have been done, have happened an have been performed, in regular and due form, time and ma er as required by law, and that this Bond, together with all ot r debts of the Issuer outstanding on the date of original issue reof and on the date of its issuance and delivery to the origin 1 purchaser, does not exceed any constitutional or statutory or C arter limitation of indebtedness. 374160.2 11 q�-asy 1 2 3 4 5 6 7 8 9 10 11 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by its City Council has caused this Bond to be sealed w�th its official seal and to be executed on its behal£ by the photo pied facsimile signature of its Mayor, attested by the photocopied facsimile signature of its Clerk, and countersigned by the photo pied facsimile signature of its Director, Department of inance and Management Services. Date of Regi 12 BOND REGISTRAR'S 13 CERTIFICATE OF 14 AUTHENTICATION 15 This Bond is one of the 16 Bonds described in the 17 Resolution mentioned 18 within. 19 20 21 , 22 Bond Registrar 23 By 24 Authorized Signature 25 26 27 ��:3 29 30 (SEAL) Registrable by: Payable at: OF SAINT PAUL, Y COUNTY, MINNESOTA Attest: Countersigned: Director, Department of Finance and Management S General Obligation Water Pollution Abatement Refunding Bond, Series 1996D, No. R- 314160.2 12 `fi�-�s� z 2 3 4 [� 7 � E 10 11 12 13 CERTIFICATE OF REGISTRATION The tra sfer of ownership of the principal amount of the attached Band may e made only by the registered owner or his, her or its legal repr sentative last noted below. DATE OF REGISTRATION REGISTERED OWNER SIGNATURE OF BOND REGISTRAR 314760.2 13 �, � - as q F, 2 3 4 5 6 7 8 9 10 11 12 13 14 ABBREVIATIONS The fallowing abbreviations, when used in the inscription on the face of �t11is Bond, shall be construed as though they were written out in�full, according to applicable laws or regulations: TEN COM - as tenaiit�s in common TEN ENT - as tenants�by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Cust} � {Minor) under the �ITniform Transfers to Minors Act (State) ��� . � Additional abbreviations though not in the 314160.2 14 °���a�`� � 2 3 4 5 6 7 8 ASSIGNMENT For value received, the undersigned hereby sells, assigns an transfers unto the attached Bond and does hereby irrevo ly constitute and appoint attorney to transfer the Bond on the books kept for t registration thereof, with full power of substitution in th premises. 9 Dated: 10 11 12 13 14 15 16 17 18 19 20 21 Notice: e assignor's signature to this as 'gnment must correspond with the name as i appears upon the face of the attac ed Bond in every particular, withou alteration or any change Signature Guaranteed: Signature(s) must be guaranteed by a nation bank or trust company or by a brokerage firm having a membe ship in one of the major stock exchanges or any other "Eligible G arantor Institution" as defined in 17 CFR 240.17Ad-15(a (2). 22 The $ond Registrar will not effect trans er of this 23 Bond unless the information concerning the transfer requested 24 below is provided. 25 Name and Address: 26 27 28 29 30 314160.2 (InClude informat�on Yor all ]oint owners if the Bond is held by joint account.) 15 ° !�-as� 1 B. Replacement Bonds. If the City has notified 2 Holders t Replacement Bonds have been made available as 3 provided in aragraph 6, then for every Bond thereafter 4 transferred o exchanged the Bond Registrar shall deliver a 5 certificate in t e form of the Replacement Bond rather than the 6 GlobaZ Certificate, but the Holder of a G1obal Certificate shall 7 not otherwise be re 'red to exchange the Global Certificate for 8 one or more Replacemen Bonds since the City recognizes that some 9 beneficial owners may pr er the convenience of the Depository's 10 registered ownership of the Bonds even though the entire issue is 11 no longer required to be in obal book-entry form. The Replace- 12 ment Bonds, together with the d Registrar's Certificate of 13 Authentication, the form of Assig ent and the registration 14 information thereon, shall be in su tantially the following 15 form: 314760.2 1 6 ��-as°l 5 R- 6 ENERA7 7 8 INTEREST 9 RATE 10 11 REGISTERED OWNER: 12 PRINCIPAL AMOUN'T: 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 UNITED STATES OF AMERICA STATE OF MINNESOTA R�IMSEY COUNTY CITY OF SAINT PAUL $ OBLIGATION WATER POLLUTION ABATEMENT REFUNDING BOND, SERIES 1996D MATURITY DATE OF DATE ORIGINAL ISSUE April 1, 1996 CUSIP � • ���9 KNOW ALL PERSONS B THESE PRESENTS that the City of Saint Paul, Ramsey County, Min sota (the "Issuer" or "City"), certifies that it is indebted an for value received promises to pay to the registered owner speci ied above, or registered assigns, without option of prepaym t, in the manner hereinafter set forth, the principal amount spec"fied above, on the maturity date specified above, and to pay inte est thereon semiannually on March 1 and September 1 of each year ( ch, an "Interest Payment Date"), commencing September 1, 1996, at the rate per annum specified above {calculated on the basis f a twelve 30-day months7 until the principal provided for. This Bond will bear interest Interest Payment Date to which interest has b interest has been paid, from the date of orig The principal of and premium, if any, on this upon presentation and surrender hereof at the 360-day year of m is paid or has been rom the most recent en paid or, if no i al issue hereof. (the "BOnd Registrar"), acting paying agent, or paying agent duly appointed by the Issuer. Interes will be paid on each Interest Payment Date by check mailed to the person in whose name this Bond is reg "Holder" or "BOndholder"} on the registration books maintained by the Bond Registrar and at the address thereon at the close of business on the fifteenth c are payable ipal office of ny successor on this Bond o draft st red (the of he Issuer appe ring preceding such Interest Payment Date (the °Regular Record Any interest not so timely paid shall cease to be payable t person who is the Holder hereof as of the Regular Record Da and shall be payable to the person who is the Holder hereof the close of business on a date {the "Special Record Date"} by the Hond Registrar whenever money becomes available for 314760.2 17 day � te ) the °I�-�s� 1 p ent of the defaulted interest. Notice of the Special Record 2 Dat shall be given to Bondholders not less than ten days prior 3 to th Special Record Date. The principal of and premium, if 4 any, an interest on this Bond are payable in lawful money of the 5 United St tes of America. 6 RE RENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF 7 THIS BOND SET RTH ON THFs REVERSE HEREOF, WHICH PROVISIONS SHALL $ FOR ALL PURPOSE HAVE THE SAME EFFECT AS IF SET FORTH HERE. 9 IT IS HER Y CfiRTIFIED AND RECITED that all acts, 10 conditions and things required by the Constitution and laws of 11 the State of Minnesota nd the Charter of the Issuer to be done, 12 to happen and to be perf ed, precedent to and in the issuance 13 of this Band, have been do e, have happened and have been 14 performed, in regular and du form, time and manner as required 15 by law, and that this Bond, t ether with all other debts of the 16 Issuer outstanding on the date original issue hereof and on 17 the date of its issuance and deli ery to the original purchaser, 18 does not exceed any constitutional r statutory or Charter 19 limitation of indebtedness. 20 IN WITNESS WHEREOF, the City Saint Paul, Ramsey 21 County, Minnesota, by its City Council ha caused this Bond to be 22 sealed with its official seal or a facsimi thereof and to be 23 executed on its behalf by the original or fa simile signature of 24 its Mayor, attested by the originaZ or facsim e signature of its 25 Clerk, and countersigned by the original or fac imile signature 26 of its Director, Department of Finance and Manag ent Services. 314160.2 1 8 q�.�as� 1 2 3 4 of Registration: Registrable by: Payable at: _ 5 BOND REGISTRAR 6 CERTIFICATE OF 7 AUTHENTICATION 8 This Bond is one of t e 9 Bonds described in the 10 Resolution mentioned 11 within. 12 13 14 , 15 Bond Registrar I.6 17 18 19 By Authorized Signature 20 (SEAL) 314160.2 CITY OF SAIN`T PAUL, RAMSEY COUNTY, MINNESOTA Mayor t: Counters „ ��..�..�, ,.� and Management Se ces 19 �6 -as l ON REVERSE OF BOND 5 b 7 8 9 10 11 12 Date of Pavment Not Business Dav. If the date for pa nt of the principal of, premium, if any, or interest on this Bond hall be a Saturday, Sunday, legal holiday or a day on which bankin institutions in the City of New York, New York, or the city whe e the principal office of the Bond Registrar is located are autho 'zed by law or executive order to close, then the date for such pa ent shall be the next succeeding day which is not a Saturday, Su ay, legal holiday or a day on which such banking institutions a e authorized to close, and payment on such date shall have the me force and effect as if made on the nominal date of payment. 13 No Redem t'on. The Bonds of this issue (the "Bonds") 14 are not subject to re emption and prepayment prior to their 15 maturity. 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 This Bond is one of an issue in the tot principal amount of $9,105,000, all of like date of original is e and tenor, except as to number, maturity, interest rate and d nomination, which Bond has been issued pursuant to and in full onformity with the Constitution and laws of the State of Minnes a, including particularly Minnesota Statutes, Section 475.6 , and the Charter of the Issuer, and pursuant to a resoluti n adopted by the City Council of the Issuer on March 13, 1996 (th "Resolution"), for the purpose of providing funds for a ful advance refunding of the Issuer's General Obligation Water Poi]. tion Abatement Refunding Bonds, Series 19�5 and 1987, maturing i 1997 and later. This Bond is payable out of the General Debt ervice Fund of the Issuer. This Bond constitutes a general ligation of the Issuer, and to provide moneys for the prom t and full payment of its principal, premium, if any, and interes when the same become due, the full faith and credit and taxing po rs of the Issuer have been and are hereby irrevocably pledged. Denominations• Exchancre; Resolution. he Bonds are issuable solely as fully registered bonds in the enominations of $5,000 and integral multiples thereof of a single aturity and are exchangeable for fully registered Bonds of othe authorized denominations in equal aggregate principal amounts a the principal office of the Bond Registrar, but only in t and subject to the limitations provided in the Resoluti Reference is hereby made to the Resolution for a descri the rights and duties of the Bond Registrar. Copies of Resolution are on file in the principal office of the S Registrar. 314160.3 f��i] manner of °I�-�S� Trans£er. This Bond is transferable by the Holder in pers or by his, her or its attorney duly authorized in writing at the rincipal office of the Bond Registrar upon presentation and surr der hereof to the Bond Registrar, all subject to the 5 terms and onditions provided in the Resolution and to reasonable 6 regulations f the Issuer contained in any agreement with, or 7 notice to, th Bond Registrar. Thereupon the Issuer shall 8 execute and the ond Registrar shall authenticate and deliver, in 9 exchange for this ond, one or more new fully registered Bonds in 10 the name of the tra sferee (but not registered in blank or to 11 "bearer" or similar signation), of an authorized denomination 12 or denominations, in a regate principal amount equal to the 13 principal amount of this ond, of the same maturity and bearing 14 interest at the same rate. 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 Fees u on Transfer Loss. The Bond Registrar may require payment of a sum suffi 'ent to cover any tax or other governmental charge payable in c nection with the transfer or exchange of this Bond and any lega or unusual costs regarding transfers and lost Bonds. Treatment of Reaistered Owne The Issuer and Bond Registrar may treat the person in whose me this Bond is registered as the owner hereof for the pur ose of receiving payment as herein provided (except as othe 'se provided on the reverse side hereof with respecC to the Recor Date) and for all other purposes, whether or not this Bond shall e overdue, and neither the Issuer nor the Bond Registrar shall e affected by notice to the contrary. Authentication This Bond shall not be va id or become obligatory £or any purpose or be entitled to any secu 'ty unless the Certificate of Authentication hereon shall have bee executed by the Bond Registrar. Not Oualified Tax-Exempt Obligations. The Bonds ave 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, a5 amended. 314160.2 21 � �_ �.s �. � 2 Th fo 3 inscription on 4 though they were 5 or regulations: 6 7 8 9 10 11 12 13 14 15 ABBREVIATIONS wing abbreviations, when used in the face of this Bond, shall be construed as itten out in full according to appliCable laws TEN COM - as tenants in mmon TEN ENT - as tenants by the entireties JT TEN - as joint tenants wit right of survivorship and not as tenants in mmon UTMA - as custodian fo (Cust) (Minor) under the Uniform ansfers to Minors Act (State) Additional abbreviations may also b�,used though not in the above list. \� 314160.2 22 ��-a�sq F, 2 3 4 5 6 7 8 ASSIGNMENT For value received, the undersigned hereby sells, assigns.�nd transfers unto \ the within Bond and does hereby irr ocably constitute and appoint attorney to ansfer the Bond on the books kept for the registration t ereof, with full power of substitution in the premises. 9 Dated: 10 11 12 13 14 15 16 17 18 19 20 Notice: The assignor's signature to this signment must correspond with the name a it appears upon the face of the wit 'n Bond in every particular, without alte tion or any change whatever. Signature Guaranteed: Signature(s) must be guaranteed by a nat�ional bank or trust company or by a brokerage firm having a m�rship in one of the major stock exchanges or any other "Eligib Guarantor Institution" as defined in 17 CFR 240.17Ad-1 (a)(2). 21 The Bond Registrar will not effect 22 Bond unless the information concerning the t 23 below is provided. 24 Name and Address: 25 26 27 28 of thi5 requestied 374160.2 lncluae inLOrmaLion ror all 7oinc owns if the Bond is held by joint account.) 23 ��-�Y 1 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 29 30 31 32 33 34 35 36 37 38 39 40 41 10. Execution. The Bonds shall be executed on behalf o the City by the signatures of its Mayor, Clerk and Director, Dep rtment of Finance and Management Services, each with the effe noted on the forms of the Bonds, and be sealed with the seal o the City; provided, however, that the seal of the City may be a rinted or photocopied facsimile; and provided further that any o such signatures may be printed or photocopied facsimiles d the corporate seal may be omitted on the Bonds as permitted by w. In the event of disability or resignation or other absence o any such officer, the Bonds may be signed by the manual or facsimi e signature of that officer who may aCt on behalf of such abs t or disabled officer. In case any such officer whose signat re or facsimile of whose signature shall appear on the Bonds s 11 cease to be such officer before the delivery of the Bonds, uch signature or facsimile shall nevertheless be valid an sufficient for all purposes, the same as i£ he or she had remain d in office until delivery. 11. Authentication Date of Re istration. No Bond shall be valid or obligatory f any purpose or be entitled to any security or benefit under th's resolution unless a Certificate of Authentication on ch Bond, substantially in the form hereinabove set forth, shall h ve been duly executed by an authorized representative of the Bon Registrar. Certificates of Authentication on different Bonds nee not be signed by the same person. The Bond Registrar shall auth ticate the signatures of officers of the City on each Bond by exe ution of the CertifiCate of Authentication on the Bond and by inse ting as the date of registration in the space provided the dat on which the Bond is authenticated. For purposes of delivering e original Global Certificates to the Purchaser, the Bond Regis rar shall insert as the date of registration the date of original 'ssue, which date is April 1, 1996. The Certificate of Authentic tion so executed on each Bond shall be conclusive evidence that i has been authenticated and delivered under this resolution. 12. Registration; Transfer; Exchange. Th City will Cause to be kept at the principal office of the Bond egistrar a bond register in which, subject to such reasonable re lations as the Bond Registrar may prescribe, the Bond Registrar sh 11 provide for the registration of Bonds and the registrati n of transfers of Bonds entitled to be registered or transferr d as herein provided. 42 A Global Certificate shall be registered in the na e of 43 the payee on the books of the Bond Registrar by presenting th 44 Global Certificate 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 registrati ` 47 on the Global Certificate. Thereafter a Global CertifiCate may 314760.2 2 4 °� � - �-S 9 1 2 3 4 5 6 7 8 9 10 11 12 be t nsferred by delivery with an assignment duly executed by the Ho er or his, her or its legal representative, and the City and Bond egistrar may treat the Holder as the person exclusively entitled t exercise all the rights and powers of an owner until a Global Cer 'ficate is presented with such assignment for registration o transfer, accompanied by assurance of the nature provided by law hat the assignment is genuine and effective, and until such trans£ is registered on said books and noted thereon by the Bond Regist r, all subject to the terms and conditions provided in this res ution and to reasonable regulations of the City contained in any reement with, or notice to, the Sond Registrar. 13 Transfer of a G1 al Certificate may, at the direction 14 and expense of the City, be ubject to other restrictions if 15 required to qualify the Globa Certificates as being "in 16 registered form" within the mea ing of Section 149(a) of the 17 federal Internal Revenue Code of 986, as amended. 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 If a Global Certificate i to be exchanged for one or more Replacement Bonds, all of the p'ncipal amount of the Global Certificate shall be so exchanged. Upon surrender for transfer of ny Replacement Bond at the principal office of the Bond Registra the City shall execute (if necessary), and the Bond Regist ar shall authenticate, insert the date of registratio (as provided in paragraph 11) of, and deliver, in the name of he designated transferee or transferees, one or more new Rep cement Bonds of any authorized denomination or denominations of like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, ho ever, that no bond may be registered in blank or in the name of " earer" or similar designation. At the option of the Holder of a Replacement �Bond, Replacement Bonds may be exchanged Eor Replacement Bond of any authorized denomination or denominations of a like aggre ate principal amount and stated maturity, upon surrender of t e Replacement Bonds to be exchanged at the principal office f Bond Registrar. Whenever any Replacement Bonds are so surrendered for exchange, the City shall execute (if necessa and the Bond Registrar shall authenticate, insert the date o 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. s�y�bo.z 25 the °�G� a�� 1 \ Al1 Bonds surrendered upon any exchange or transfer 2 pro�v��'ded for in this resolution shall be promptly cancelled by 3 the Bbnd Registrar and thereafter disposed of as directed by the 4 City. 5 11 Bonds delivered in exchange for or upon transfer of 6 Bonds shall e valid general obligations of the City evidencing 7 the same deb�d entitled to the same benefits under this S resolution, as the Bonds surrendered for such exchange or 9 transfer. 10 Every Bo presented or surrendered for transfer or 11 exchange shall be du endorsed or be accompanied by a written 12 instrument of transfe in form satisfactory to the Bond 13 Registrar, duly execute by the Aolder thereof or his, her or its 14 attorney duly authorized 'n writing. 15 The Bond Registra may require payment of a sum 16 suffiCient to cover any tax �' other governmental charge payable 17 in connection with the transfe`r or exchange of any Bond and any 18 legal or unusual costs regardin� transfers and lost Bonds. 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 Transfers shall also be ubject to reasonable regulations of the City contained i any agreement with, or notice to, the Bond Registrar, inclu 'ng regulations which permit the Bond Registrar to close its transf�r books between record dates and payment dates. � 13. Ri hts U on Transfer or Exc'han e. Each Bond delivered upon transfer of or in exchange r or in lieu of any other Bond shall carry all the rights to int rest accrued and unpaid, and to accrue, which were carried by uch other Bond. 14. Snterest Payment; Record Date. terest on any Global Certificate shall be paid as provided in t e first paragraph thereof, and interest on any Replacement Bond shall be paid on each Interest Payment Date by check or dra mailed to the person in whose name the Bond is registered (the "Holder") on the registration books of the City maintained by the ond Registrar, and in each case at the address appearing t ere the close of business on the fifteenth (15th) calendar ay preceding such Interest Payment Date (the "Regular Recor Any such interest noC so timely paid shall cease to be pa�; the person who is the Holder thereof as of the Regular Rec Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the "Special R Date"j fixed by the Bond Registrar whenever money becomes at Date") . able to available for payment of the defaulted interest. Notice of th$ Special Record Date shall be given by the Bond Registrar to the 314160.2 26 ° �b-�-S9 1 Holde 2 D�e. 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 42 43 not less than ten (10) days prior to the Special Record 15. Holders; Treatment of Reqistered Owner; Consent of Holders. (A) For the purposes of all actions, consents and other matters af cting Holders of the Bonds, other than payments, redemptions, and purchases, the City may (but shall not be obligated to) reat as the Holder of a Bond the beneficial owner of the Bond ins ead of the person in whose name the Bond is registered. For hat purpose, the City may ascertain the identity of the be eficial owner of the Bond by such means as the Bond Registrar in i sole discretion deems appropriate, including but not lim'ted to a certificate from the person in whose name the Bond is egistered identifying such beneficial owner. (B) The City and Bon Registrar may treat the person in whose name any Bond is regis red as the owner of such Bond for the purpose of receiving payme t of principal of and premium, if any, and interest (subject to t e payment provisions in paragraph 14 above) on, such Bond and for 1 other purposes whatsoever whether or not such Bond shall be verdue, and neither the City nor the Bond Registrar shall be aff cted by notice to the contrary. (C) Any consent, request, directi , approval, objection or other instrument to be signed and execut by the Holders may be in any number of concurrent writings of si ilar tenor and must be signed or executed by such Holders in perso or by agent appointed in writing. Proof of the executio of any such consent, request, direction, approval, object n or other instrument or of the writing appointing any su agent and of the ownership of Bonds, if made in the following man er, shall be sufficient for any of the purposes of this resolu ion, and shall be conclusive in favor of the City with regard to ny action taken by it under such request or other instrument, namely: (1) The fact and date of the execution by ny of any such writing may be proved by the certific te officer in any jurisdiction who by law has power t acknowledgments within such jurisdiction that the p signing such writing acknowledged before him or her execution thereof, or by an affidavit of any witness execution. person of any take such (2) Subject to the provisions of subparagraph (A) above, the fact of the ownership by any person of Bonds 27 314760.2 � �_ as� 1 \ the amounts and numbers of such Bonds, and the date of the 2 � holding of the same, may be proved by reference to the bond 3 �egister. 4 16. Delivexy; Aoplication of Proceeds. The Global 5 Certificat s when so prepared and executed shall be delivered by 6 the Directo Department of Finance and Management Services, to 7 the Purchaser upon receipt of the purchase price, and the 8 Purchaser shall� not be obliged to see to the proper application 9 thereof. � 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 17. Fun an created and establis 960, herein the "FUnd' special account of the Abatement Refunding Es Abatement Refunding Es by the Treasurer or Di Management Services, s of the City. The Fund Accounts. There has been heretofore the General Debt Service Fund (numbered There is hereby created in the Fund a ity designated the "1996 Water Pollution r Account" (the "1996 Water Pollution row ccount"), to be held and administered ecto Department of Finance and parate and apart from all other accounts and the 1996 Water Pollution Abatement Refunding Escrow Account sha11 maintained in the manner herein specified until all of the Bonds nd the interest thereon have been fully paid. (i) 1996 Water Pollution Abatement Refundina Escrow Account. The 1996 Water Pollutio Abatement Refunding Escrow Account shall be maintained as an escrow account with American Bank National A5sociation °�he "Escrow Agent") in Saint Paul, Minnesota, which is a su3�table financial institution within the State whose dep sits are insured by the Federal Deposit Insurance Corporati n and whose combined capital and surplus is not less than $50 ,000. All proceeds of the sale of the Bonds shall be receive by the Escrow Agent and applied to fund the 1996 Water P lution Abatement Refunding Escrow Account and pay the Escrow gent's fees, and the balance returned to the City to pay sts of issuing the Bonds and funding the special sinking fun account in the Fund. Proceeds of the Bonds not used to pa costs of issuance, not used to fund the special sinking nd in the Fund or not representing an excess are he by irrevocably pledged and appropriated to the 1996 t Pollution Abatement Refunding Escrow Account, toget all investment earnings thereon. The 1996 Water Pol Abatement Refunding Escrow Account shall be invested securities maturing or callable at the option of the on such dates and bearing interest at such rates as required to provide sufficient funds to pay when due account er er with ution be redemption on September 1, 1996, the principal amount of Refunded Bonds and the interest thereon. From the 1996 Water Pollution Abatement Refunding Escrow Account there 374760.2 �i3 9'6-�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 shall be paid the principal of the Refunded Bonds due by reason of redemption on the call date of September 1, 1996, and the interest thereon. The moneys in the 1996 Water Pollution Abatement Refunding Escrow Account shall be used lely for the purposes herein set forth and for no other pu ose, except that any surplus in the 1996 Water Pollution Aba ment Refunding Escrow Account may be remitted to the City, all in accordance with an agreement (the "Escrow Agreem t") by and between the City and Escrow Agent, a£orm o£ which agreement is on file in the office of the City Clerk. proceeds of the Bonds in excess of amounts necessary t fund the 1996 Water Pollution Abatement 12efunding Es ow Account and to pay costs of issuing the Bonds, and an moneys remitted to the City upon termination of the Escrow A reement, shall be deposited in the Fund. (ii) Snecia� Sinkin�Fund Account. There is hereby pledged and there s all be credited to the Fund, to a special sinking fund account which is hereby created and established therein f the payment of the Bonds: (1) all accrued interest recei d upon delivery of the Bonds; (2) all funds paid for the B nds in excess of $9,041,265; (3) any moneys remaining in t e sinking funds for the Prior Bonds after the funding of he 1996 Water Pollution Abatement Refunding Escrow A count and all taxes collected for the Prior Bonds after suc funding; (4) any collections of all taxes herein or hereaft levied for the payment of the Bonds and interest thereon; (5) a11 investment earnings on moneys held in said special a ount of the Fund; and (6) any and all other moneys which are properly available and are appropriated by the governing b dy of the City to said special account of the Fund, includi (at the discretion of the City Council) revenues of the Cit 's sewer system. The amount of any surplus remaining in sai special account of the Fund when the Bonds and interest the eon are paid shall be used consistent with Minnesota Statute , Section 475.61, Subdivision 4. The moneys in the said special account in th� Fund shall be used solely to pay the principal and interest and ny premiums for redemption of the Bonds and any other bonds of he City hereafter issued by the City and made payable from s id special account in the Fund as provided by law, or to pay any rebate due to the United States. No portion of the proceeds of t e Bonds shall be used directly or indirectly to acquire higher ielding 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 need d for the purpose for which the Bonds were issued, and (2) in ad 'tion to the above in an amount not greater than $100,000 or such 3'14760.3 29 qE-�S� 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 lesser amount as represents the "minor portion�� of the Bonds for federal arbitrage purposes. To this effect, any proceeds of the nds and any sums from time to time held in the 1996 Water Po ution Abatement Refunding Escrow Account or said special acco nt in the Fund (or any other City account which will be used to pa principal or interest to become due on the Bonds) in excess £ amounts which under then-applicable federal arbitrage regulati s may be invested without regard as to yield shall not be investe at a yield in excess of the applicable yield restriction imposed by said arbitrage regulations on such investments a ter taking into account any applicable "temporary periods" or "m or portion" made available under the federal arbitrage regula ions. In addition, the proceeds of the Bonds and moneys in the 1996 Water Pollution Abatement Refunding Escrow Account or the Fun shall not be invested in obligations or deposits issued by, uaranteed by or insured by the United States or any agency or inst umentality thereof if and to the extent that such investment w ld cause the Bonds to be "federally guaranteed" within the m aning of Section 149(b) of the federal Internal Revenue Code of 86, as amended (the "Code"). 21 18. Tax Lew; 22 payment of the principal 23 hereby levied upon all of 24 direct annual ad valorem 25 rolls and collected with 26 taxes in the City for the 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 Year of Tax Levv 1996 1997 1998 1999 2000 2001 2002 2003 To provide moneys for and i terest on the Bonds, there is the t xable property in the City a tax whi shall be spread upon the tax and as pa t of other general property years and �n the amounts as follows: Year o�€ Tax Amount 1997 1998 1999 2000 2001 2002 2003 2004 $1,673,674 1,648,737 1,672,598 1,690,395 1,150,564 1,129,722 \ 529,122 137,682 The tax levies are such that if collected i full together with estimated collections of investment earn'ngs other revenues herein pledged for Che payment of the Bo ds, procluce at least five percent (50) in excess of the amou t to meet when due the principal and interest payments on t e Bonds. The tax levies shall be irrepealable so long as an the Bonds are outstanding and unpaid, provided that the Cit reserves the right and power to reduce the levies in the ma and to the extent permitted by Minnesota Statutes, Section 475.61, Subdivision 3. 314160.3 � they, and will needed of �G-�S� 2 3 4 5 6 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 19. General OblicZation Pledae. For the prompt and f�s11 payment of the principal and interest on the Bonds, as the sam respectively become due, the full faith, credit and ta�cing power of the City shall be and are hereby irrevocably pledged. If the alance in the Fund (as defined in paragraph 17 hereof) is ever ins ficient to pay all principal and interest then due on the Bonds ayable therefrom, the deficiency shall be promptly paid out of ny other funds of the City which are available for such purpose, 'ncluding the general fund of the City, and such other funds ma be reimbursed with or without interest from the Fund when a suff ient balance is available therein. 20. A r riation. If an initial appropriation to the 1996 Water Pollution atement Refunding Escrow Account is necessary to accomplis the full advance refunding of the Refunded Bonds, such app opriation is hereby authorized and made, and payment shall be made rom the General Fund of the City. 21. Refunded Bon • Securit . Until retirement of the Refunded Bonds, all provision heretofore made for the security thereof shall be observed by th City and all of its officers and agents. However, this City Coun il hereby finds, determines and certifies to the Director of the partment of Property Records and Revenue of Ramsey County that t e proceeds of the sale of the Bonds, together with other funds ava'lable and appropriated to the payment of the Refunded Bonds, wi be sufficient to permit the cancellation of taxes levied for t Prior Bonds in full for collection in the years 1997 and later. 22. Securities; Escrow Agent. curiti from moneys in the 1996 Water Pollution Aba ment Escrow Account shall be limited to securities set Minnesota Statutes, SeCtion 475.67, Subdivisio 8, amendments or supplements thereto. Securities u 1996 Water Pollution Abatement Refunding Escrow c purchased simultaneously with the delivery of the Cit� Council has investigated the facts and hereb determines that the Escrow Agent is a suitable fi institution to act as escrow agent. es purchased Refunding forth in and any rchased from the count shall be onds. The y inds and nan ial 37 23. Redemption of Refunded Bonds. The Refun ed Bonds 38 shall be redeemed and prepaid on September 1, 1996, all 39 accordance with the terms and conditions set forth in the otices 40 of Call for Redemption attached hereto as Exhibit B, which erms 41 and conditions are hereby approved and incorporated herein 42 reference. Notices of Call for Redemption in substantially ch 43 forms shall be given by the Treasurer, who shall (1) cause no 'ce 44 of redemption of the 1975 Refunded Bonds to be published local 45 and in New York, New York, not less than thirty (30) days prior 46 to September 1, 1996, as provided in the 1975 Prior Bonds, and 314160.2 3 1 �6- � r 1 2 3 4 5 6 7 8 9 10 11 12 (2) mail notice of redemption of the 1987 Refunded Bonds as required in the resolution for the 1987 Prior Bonds, not less t�ian thirty (30) days prior to September l, 1996. 24. Escrow Agreement. On or prior to the delivery of the B ds the Mayor and Director, Department of Finance and Managem t Services, shall, and are hereby authorized and directed o, execute on behalf of the City an Escrow Agreement. All essent 1 terms and conditions of such Escrow Agreement are hereby appro ed and adopted and made a part of this resolution, and the City venants that it will promptly enforce all provisions ther f in the event of default thereunder by the Escrow Agent. 13 25. Purch se of Securities. The Treasurer, or anyone 14 designated by the Tre urer to act in her behalf, is hereby 15 authorized and directed to purchase securities for the 1996 Water 16 Pollution Abatement Refu ing Escrow Account, including any 17 appropriate United States reasury Securities, State and Local 18 Government Series ("SLGS"), rom the proceeds of the Bonds in 19 accordance with the provision of this resolution, and to execute 20 all documents (including the a ropriate subscription form) which 21 may be required to effect a pur ase of SLGS in accordance with 22 the applicable U.S. Treasury Regu ations. 23 26. Certificate of Re is ation. The Director, 24 Department of Finance and Management ervices, is hereby directed 25 to file a certi£ied copy of this resol tion with the officer of 26 Ramsey County, Minnesota, performing th functions of the county 27 auditor {�he "County Auditor"), together ith such other 28 information as the County Auditor shall re uire, and to obtain 29 the County Auditor's certificate that the B nds have been entered 30 in the County Auditor's Bond Register, and t at the tax levy 31 required by law has been made. 32 33 34 35 36 37 38 39 40 41 42 43 44 27. Records and Certificates. The o icers of the City are hereby authorized and directed to prepa and furnish to the Purchaser, and to the attorneys approving the egality of the issuance of the Bonds, certified copies of all pro edings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other af 'davits, certificates and information as are required to show t e facts relating to the legality and marketability of the Bond as the same appear from the books and records under their custo y and control or as otherwise known to them, and all such certi ied copies, certificates and affidavits, including any hereto re furnished, shall be deemed representations of the City as t the facts recited therein. 314160.3 32 °1�-�sy 1 28. Neaative Covenants as to Use of Proceeds and 2 Pr.o'ects. The City hereby covenants not to use the proceeds of 3 the onds or to use the Projects finaneed with the proceeds of 4 the P'or Bonds, or to cause or permit them or any of them to be 5 used, o to enter into any deferred payment arrangements for the 6 cost of t e Projects, in such a manner as to cause the Bonds to 7 be "private activity bonds" within the meaning of Sections 103 8 and 141 thro h 150 of the Code. The City hereby covenants not 9 to use the pro eds of the Bonds in such a manner as to cause the 10 Bonds to be "he e bonds" within the meaning of Section 149(g) of 11 the Code. 12 29. Tax-Ex m t Status of the Bonds- Rebate• Elections. 13 The City sha11 comply 'th requirements necessary under the Code 14 to establish and maintai the exclusion from gross income under 15 Section 103 of the Code o the interest on the Bonds, including 16 without limitation requirem ts relating to temporary periods for 17 investments, limitations on a ounts invested at a yield greater 18 than the yield on the Bonds, a d the rebate of excess investment 19 earnings to the United States. 20 21 22 23 24 25 26 27 If any elections are avai abl respect to arbitrage or rebate matte s Mayor, Clerk, Treasurer and Director, Management Services, or any of them, ar directed to make such elections as they appropriate or desirable in connection such elections sha11 be, and sha11 be d elections of the City. e now or hereafter with relating to the Bonds, the epartment of Finance and hereby authorized and eem necessary, wi the Bonds, and all eeme and treated as, 28 30. No Desi nation of ualified Tax�Exem 29 Obligations. The Bonds, together with other obl'ga 30 by the City in 1996, exceed in amount tho5e which 31 qualified as "qualified tax-exempt obligations" wi 32 meaning of Section 265(b)(3) of the Code, and hence 33 designated for such purpose. 34 35 36 37 3S 39 40 41 42 43 44 45 46 ions issued y be in the �re not 31. Letter of Renresentations. The Letter o Representations is hereby approved, and shall be execute on behalf of the City by the Mayor and Director, Department f Finance and Management Services, in substantially the form approved, with such changes, modifications, additions and deletions as shall be necessary and appropriate and approved by the City Attorney. Execution by such officers of the Letter f Representations shall be conclusive evidence as to the necessi y and propriety of changes and their approval by the City Attorn So long as The Depository 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 Letter of Representations, as it may be amended or supplemented by the City 314160.2 3 3 �.as1 1 from time to time with the agreement or consent of The Depository 2 '��Trust Company. 3 32. Negotiated Sale. The City has retained Springsted 4 Inco rated as an independent financial advisor, and the City 5 has her to£ore determined, and hereby determines, to sell the 6 Bonds by rivate negotiation, all as provided by Minnesota 7 Statutes, ction 475.60, Subdivision 2(9). 8 33. Official Statement. Proposals for the Bonds were 9 solicited by Sp 'ngsted Incorporated, acting on behalf of the 10 City. The use by pringsted Incorporated of the Official il Statement, and the erms and conditions of the Bonds and the sale 12 set forth in the Te of Proposal therein, are hereby approved 13 and ratified. 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 34. Continuin Disclos person with respect to the onds. accordance with the provisi s of promulgated by the Securities and "Commission") pursuant to the c amended, and a Continuing Discl "Undertaking") hereinafter descri re. The City is an obligated The City hereby agrees, in Rule 15c2-12 (the "Rule"), Exchange Commission (the rities Exchange Act of 1934, as re Undertaking (the ed, to: A. Provide or cause to b� provided to each nationally recognized municipal securities ' for ("NRMSIR") and to the appropriate ta depository ("SID"), if any, for the S each case as designated by the Commi the Rule, certain annual financial in data in accordance with the Undertaki the right to modify from time to time Undertaking as provided therein. ation repository e information ate of Minnesota, in ion in accordance with prnlation and operating g� The City reserves th� terms of the 30 B. Provide or cause to be provided, i a timely 31 manner, to (i) each NRMSIR or to the Municipa Securities 32 Rulemaking Board ("MSRB��) and (ii) the SID, no ice of the 33 occurrence of certain material events with resp ct to the 34 Bonds in accordance with the Undertaking. 35 C. Provide or cause to be provided, in a ti ly 36 manner, to (i) each NRMSIR or to the MSRB and (ii) e SID, 37 notice of a failure by the City to provide the annual 38 financial information with respect to the City descri d in 39 the Undertaking. 40 The City agrees that 41 set forth in this paragraph 34 42 intended to be for the benefit 43 shall be enforceable on behalf 314160.2 its covenants pursuant to the 1� and in the Undertaking are of the Aolders of the Bonds and of such Holders; provided that 34 i � J�� �. (� ' v ` t\ y� i S�jFk { S I l � 1,�� 1 2 3 4 5 6 7 8 9 10 11 ri t to enforce the provisions of these covenants limit to a right to obtain specific enforcement obliaat ns under the covenants. Management Se 'ces to act in their e directed to execut substantially the f such modifications consistent with the the Purchaser, and ��_ as� shall be of the City's and Director, Department of Finance and or any other officers of the City authorized d(the "Officers"), are hereby authorized and on behalf of the City the Undertaking in presented to the City County, subject to he of or additions thereto as are (i) requi ements under the Rule, (ii) required by iii) ac eptable to the Officers. 12 35. Severabilitv. any section, paragraph or 13 provision of this resolution sha be held to be invalid or 14 unenforceable for any reason, the i validity or unenforceability 15 of such section, paragraph or provis n shall not affect any of 16 the remaining provisions of this resol ion. 17 36. Headinas. Headings in thi resolution are 18 included for convenience of reference only d are not a part 19 hereof, and shall not limit or define the mea 'ng of any 20 provision hereof. Requested by DepartmeM of: De artment of Finance and Mana ement Servi By \�// � V l 1.��:! q � Q��'\ Adopted by Council: Date Adoption Certified by Council Secretary BY: 314160.2 Approved by Mayor: Date Byc 35 Form Approved by C'Ry Attomey G ti�-- j . � ' Approved Mayor for ub ' sio to Council By- __ q �.�� �` Finance F and Mana ement Services D 3-28 A96 GREEN SHEE N_ 3 2 4 0 3 INRIAVDATE INffIAVDATE CONTACf PERSpN 8 PHONE � DEPARTMENT DIRECTOR � CITY COUNdL Martha Rantozowicz 266-8836 ''�'�" �cmrnrcoanEV � �crrrc�K MUST BE ON COUNCIL AGENDA BY (DAT� NUYBER FINi ���� OIRECTOF � FIN. & MGi. SERYICES DIR. ROU71fW March 13 1996 OROER �MqYOR(ORASSISiANn � TOTAL # OF SIGNATURE PAGES (CLIP ALL LOCAT70NS FOR SIGNATUH� ACTION flC-0UESTED: This resolution accepts the winning proposal and awards the bid for the $9,100,000 G.O. Water Pllution Abatement Refunding Bonds, Seiies 1996D. This is a competitive bond sale and the award is going to the bidder found to be the most advantageous (lowest cost) to the Cit . RECOMMENDATIONS: Approve (A) or Reject (R) PERSONAL SEflVICE CONTIiACTS MUST ANSWER TNE FOLLOWING �UES770NS: _ PLANNING CqMMiS$ION _ CIVII SERVICE COMMISSION 1. Has this persoNfirtn ever worked under a contract for this tlepartment? X CIBCOMMf17EE _ YES NO X STA 2. Has this pereonffirtn e�er been a city employee? — VES NO _ DISTRIC7 CAURT _ 3. Does this person/firm possess a skill not normaliy possessea by any current ciry employee? SUPPORTSWHICHCqUNCILO&IECTIVE? �'ES NO Esplain eli yes answers on separate sheet antl attach to green sheet INITfATIMG PflOBLEM, iSSUE, OPPORNNITY (Who. NTat. When, WhBre. Why): These bonds are for the purpose of refunding the following bonds: G.O. Water Pollution Abatement Bonds, Series 1975 G.O. Watex Pollution Abatement Refunding Bonds, Series 1987 $9,100,000 G.O. Water Polltuion Abatement Refunding Bonds, Series 1996D FOR COUNCIL AGENDA OF MARCH 13, 1996 ADVANTAGESIFAPPROVED: - Net Savings due to the refundings is approximately $500,157`.. � fi<::' _ x;'�; �;�:�'„ r^ '� " _. ':' __ ., _._ DISADVANTAGES IF APPROVED: None DISAOVANTAGES IF NOT APPROVED: We will miss this opportunity to acheive savings due to very low rates in todays market. 70TAL AMOUNT OF TRANSAC710N $ 9� 1 OO � OOO COST/REVENUE BUDGETED (CIRCLE ONE) YES NO FUND�NG SOURCE ACTIVITY NUMBEH FINANCIAL INFORMATION: (EXPLAIN) �I � •as 9 EXHIBITS Exhibit A - Proposals E�chibit B- Notices of Call for Redemption 3141602 °l6 EXHIBIT B NOTICE OF CALL FOR REDEMPTION $1,410,000 GENERP,L OBLIGATION WATER POLLUTION ABATEMENT BONDS, SERIES 1975 CITY OF SAINT PAUL RAMSEY CO[TNTY MINNESOTA NOTICE IS HEREBY GIVEN that by order of the City Council of the City of Saint Paul, Ramsey County, Minnesota, there have been called for redemption and prepayment on September 1, 1996, outstanding bonds of the City designated as General Obligation Water Pollution Abatement Bonds, Series 1975, dated March 1, 1975, having stated maturity dates of March 1 in the years as set forth below, bearing the CUSIP numbers set forth below, respectively, for such maturity years, bearing interest at the rates of interest per annum set forth below, respectively, for such maturity years, and totaling $1,410,000 in principal amount, bearing the numbers and in amounts as follows: Year 1997 1998 1999 2000 2001 2002 2003 2004 2005 CUSIP Number DDD 519 through DDD 549 through DDD 579 through DDD 609 through DDD 641 through DDD 673 through DDD 705 through DDD 737 through DDD 769 through 548 578 608 640 672 704 736 768 80� Interest 6.25 6.25 6.25 6.25 6.25 6.25 6.25 6.25 6.25 Amount $150,000 150,000 150,000 160,000 160,000 160,000 160,000 160,000 160,000 Al1 outstanding bonds of the issue maturing on or after March 1, 1997, are being called for redemption. The bonds are being called at a price of par plus accrued interest to September 1, 1996, plus a premium of $50 per $5,000 bond, on which date the redemption price will become due and payable and all interest on said bonds will cease to accrue. Holders of the bonds hereby called for redemption are requested to present their bonds, with all coupons attached, for payment at the principal office of a paying agent for the bonds, First Bank National Association, in 3141602 � .zs� Saint Paul, Minnesota, or the Chase Manhattan Bank N.A., in New York, New York, on or before September 1, 1996. Additional information may be obtained from: SPRINGSTED INCORPORATED 85 East Seventh Place Suite 100 Saint Paul, Minnesota 55101-2143 (612) 223-3000 BY ORDER OF THE CITY COUNCIL City C1erk 3147602 �G-�Sq NOTICS OF CALL FOR REDEMPTION $7,435,000 GENERAL OBLIGATION WATER POLLUTION ABATEMENT REFUNDING BONDS, SERIfiS 1987 CITY OF SAINT PAUL RAMSEY COi]N'I'Y MINNESOTA NOTICE IS HEREBY GIVEN that by order of the City Council of the City of Saint Paul, Ramsey County, Minnesota, there have been called for redemption and prepayment on September 1, 1996, outstanding bonds of the City designated as General Obligation Water Pollution Abatement Refunding Bonds, Series 1987, dated April 1, 1987, as the date of original issue, having stated maturity dates of March 1 in the years as set forth below, bearing the CUSIP numbers set forth below, respectively, for such maturity years, bearing interest at the rates of interest per annum set forth below, respectively, for such maturity years, and totaling $7,435,000 in principal amount, bearing the numbers and in amounts as follows: Year CUSIP 1997 1998 1999 2000 2001 2002 2003 2��4 792880 792880 792880 792880 792880 792880 792880 792880 MY9 NB8 ND4 NF9 NH5 NK8 NM4 NP7 Number R-5 R-6 R-7 R-8 R-9 R-10 R-11 R-12 Interest 5.60% 5.75 5.90 6.00 6.00 6.00 6.00 4.50 Amount $ 950,000 1,000,000 1,050,000 1,150,000 1,250,000 825,000 870,000 34�,000 Al1 outstanding bonds of the issue maturing on or after March 1, 1997, are being called for redemption. The bonds are being called at a price of par plus accrued interest to September 1, 1996, on which date the redemption price will become due and payable and all interest on said bonds will cease to accrue. Holders of the bonds hereby called for redemption are requested to present their bonds for payment at the principal office of the paying agent for the bonds, the Treasurer of the City of Saint 3147602 ��-��, Paul, 25 West Kellogg Boulevard, Room 160, Saint Paul, Minnesota 55102, on or before September 1, 1996. BY ORDER OF THE CITY COUNCIL Ls / City Clerk Additional information may be obtained from: SPRINGSTED INCORPORATED 85 East Seventh Place Suite 100 Saint Paul, Minnesota 55101-2143 (612) 223-3000 3141602 DEPARTMENT OF FINANCE AND MANAGEMENT SERVICES , Manha Lmson, D'vecmr 9`. C CTTY OF SAINT PAUL 290 Ciry Hatl Telephone 612-2668797 Nomx Cole+nan, Mayor ZS W. KeAOgg BoWeomd Facsimile: 6i2-266-8919 Saint Paul, Mnnerota SSIO2 . February 20, 1996 Mayor Norm Coleman Council President Dave Thune Members of the City Council Third Floor City Hall 15 West Kellogg Boulevard Saint Paul, Minnesota 55102 Dear Mayor Coleman, Council President Thune and Members of the City Council: Attached are the recommendations and a calendar of events for the City's 1996 general obligation bond sales. The Department of Finance and Management Services wiil present a report including these recommendations to the full Council on February 28, 1996. The competitive bid sale is scheduled for Wednesday, March 13, 1996, with the Council awazding the bids at the 3�30 Council meeting that afternoon. The law requires five Council votes for passage, so I hope you will plan to attend both of these meetings. If you have any questions pertaining to these recommendations, the schedule, or the bond sales, please do not hesitate to ca11 me at 266-8797 or Martha Kantorowicz at 266-8836. Sincerely, � a Martha Larson, Director ML:tnlc attachment cc: Tom C`ran Shirley Davis Terry Garvey Martha Kantorowicz Jim Snyder ✓Jerry Suathman F:��rs���o�.�rc� �[ � - as°I Schedale for March 1996 Bond Sales City of Saint Paul, Minnesota 7reasury Division Si4,50�,0�a General Obligation Capitaf Improvamant Bonds, Series 1996A 52,220,OQ0 General Obligatian Street lmprovement Speciai Assessment Bonds, Seriea 18966 56,75d,0U0 General Obligation StreeE improvement Refunding Sonds, 5eries 1996C Sg,9b4,�0U Generat Obiigation Water Poilution Abatament Refunding Sonds, Series 1996D February 5, 1996 (Monday) February 12, 1996 {Monday) First draft of Q�cial Statement sent to distribution list Drafting session to review Offlcia{ Statement - 9:00 A.M., offices of Springsted February 20, 1 S96 (Tuesday} Rating teleconference preparation meeting -10:00 A.M., Treasury Conference Room Sond Sale Recommendations sent to Staff for Council and Mayor February 21, 1996 (WednesQay) FebnJary 22, 1996 (7hursday) Second draft of Official 5tatement sent to designated small group for final review Deadiine for final O(ficiai Statement revisions to Springsted (A.M.) February 23, 9996 (Friday} Final O�cial Statement sent to printer for mailing to underwriters Rating packagas, inctuding O/S's and pretiminary 1995 financial statsments, sent to rating agencies (end of day) Lettec from Treasury ta Council members reminding tham of sale Fabruary 26, 1998 (Monday) Resotution awarding the bonds prepared by Briggs and Morgan antl sent to Treasury for distnbution to Council for agenda February 27, 1996 (Tuesday) Distribution of final printed Offcial Statements to City (P.M.) Drass rehearsal for rating te{ecanference -10:0� A.M., offices ot Springsted March 4, 1998 iMonday) March 5, '1996 (Tuesday) March 13, 1996 (Wednesday) Week af April 8, 1998 ftating te(econference with Fitch � 1:00 P.M., o�ces of Springsfed Rating teleconferences with Moody's (9:00 A.M.) and S& P{11:00 A.M.}, offices of Springsted Receive and open bids for bonds -10:3D A.M. City Council awards hids - 3:30 P.M. (tJeed five Council votes) Settlemeht for bonds 2f20(96 ��-�- Recommendations For City of Saint Paul, Minnesota $14,500,000 General Obfigation Capitaf Improvement Bonds, Series 1996A $2,220,000 General Obligation Street Improvement Special Assessment Bonds, Series 1996B $6,750,000 General Obligation Street Improvement Refunding Bonds, Series 1996C $9,100,000 General Obligation Water Pollution Abatement Refunding Bonds, Series 1996D Study No. S0730L4M4N4 SPRINGSTED Incorporated February 19, 1996 85 E. SEVENTH PLACE, SUITE 100 SAIN7 PAIIL, MN 55101-2143 �� 672-223-3000 FAX. 612-223-3002 fi A February 19, 1996 Mayor Norm Coleman Members, City Council Ms. Martha Larson, Director, Department of Finance and Management Services Ms. Shirley Davis, Treasurer City of Saint Paul Saint Paul City HaII 15 West Kellogg Boulevard Saint Paul, MN 55102 � �. - � � SPRINGSTED Publu Finance Advuars Re: Recommendations for the Issuance of: $14,500,000 General Obligation Capital Improvement Bonds, Series 1996A $2,220,000 General Obiigation Street Improvement Special Assessment Bonds, Series 1996B $6,750,000 General Obligation Street Improvement Refunding Bonds, Series 1996C $9,100,000 General Obligation Water Pollution Abatement Refunding Bonds, Series 1996D We respectfully request your consideration of our recommendations for the above-named issues. A summary of the purpose and primary characteristics of each issue is provided herein. Capital Improvement Bonds, Series 7996A The Capital Improvement Bonds are being issued to finance a portion of the City's 1996 Capital Improvement Program. The Capital Improvement Bonds are being issued in the total principal amount of $14,500,000, with principal repayment due March 1, 1997 through 2006. The structure for this issue was determined after discussions with City staff about fluctuations in the annual tax levies for SAtNT PAUL, MN � MINNEAPOLIS, MN � BROOKFIEID, WI � OVERV+ND PARK, KS � WASHINGTON, DC • IOWA C7TY, IA City of Saint Paul, Minnesota . _ February 19, 1896 �L- �sq existing tax-supported debt. The structure was customized to partially smooth out levy requirements in the next several years. Additional customizing of the structure for Capital improvement Bonds is expected to be conducted for next years issue as we0. The Capital Improvement Bonds wiil be paid primarily from annual tax levies. However, approximately $2 million of the issue, representing a portion of the Wabasha Street Bridge financing, is expected to be paid from annual revenues from the District Heating franchise fee. Page 7 of these recommendations indicates the proposed debt service schedule for the Capital Improvement Bonds and aiso shows the franchise fee revenue needed to offset the tax levy {Column 8). Cotumn 9 indicates the estimated tax levy portion of the issue based on cutrent interest rates. 7he first levy for this issue was made in 1995, payable in 1996, to cover the first interest payment due on September 1, 1996 and the subsequent principat and interest payment due March 1, 1 �97. This payment cycle wiil continue for the life of the bonds. Street Improvement Special Assessment Bonds, Series 19966 The Street Improvement Bonds are being issued in the total principal amount of $2,220,000 to fi�a�ce street co�struction projects for GretinlBayard, ComoNalentine, Fourth/Howard, Hatch/Park and IvylBirmingham. This issue will be paid from speciai assessments against benefited property. Special assessments totaling approximately $2,220,000 are expected to be filed by November 15, 1996. Assessments that are not prepaid by that date will be spread in 20 even annuaf installments of principal, with interest on the unpaid balance charged at an estimated rate of approximately 6.00%. Historically, the City has been receiving prepayments for approximately 20-30% of the assessments filed each year within 30 days of adoption of the assessment rolis. In accordance with City policy, interest is not charged on prepayments received during the 30-day period. , Page 8 provides an estimated assessment income schedule and assumes approximately 20% of the assessments will be prepaid. City staff has reviewed several financing options in an effort to avoid assessment income shortfalls in the event the prepayments received cannot be invested at a rate at least equal to the bond rate. The debt service schedule for this issue has been structured to provide for a large principal payment of $300,000 in the first year (March 1, 1597), which wifl be made from the projected prepayments received in the first year of coilection. Typically, the remaining principal payments would be made over the next 19 years to match the remaining term of the assessments. However, prepayments historically continue to come in each year, so we have shortened up the issue to a 12-year obligation with a balloon payment of $950,000 due on March 1, 2008. This will allow the City the flexibility to pay off all or a portion of that principal amount from additional prepayments which have been accumulating. If a portion of the balloon payment cannot be covered by assessment funds on hand, the City can refinance that balance over the remaining term of the assessments. This refinancing could either take the form of an intemal loan or it could be included in the City's annual bond issue for street improvements. The debt service schedule for the Street Improvement Bonds is provided on page 9. The shortening of the issue's term to 12 years from 20 years has the potential to significantly reduce overall interest costs to the City. We have included a call fieature in this issue which allows the City to refinance the issue as early as March 1, 2004 or any date thereafter. Page 2 City of Saint Paul, Minnesota F2b��J�!'� 49 1996 Street Improvement Refunding Bonds, Series 1996C o� � . as�. The objective of this refunding is to reduce interest costs on certain outstanding debt. Proceeds of the Street Improvement Refunding Bo�ds will be used to refund in advance of maturity the following outstanding issues: Refunded Street ImRrovement Bonds Generei Obtigation Improvement Sonds, Series 1985A, dated July 1, 1985 General Obligation Street Improvement Special Assessment Bonds, Series 1986, dated June 1, 1986 Generai Obligation Street Improvement Special Assessment Bonds, Series 1987, dated Aprii 1, 1987 Generai Obiigation Street Improvement Special Assessment Bonds, Series 1988D, dated March 1, 1988 General Obligation Street Improvement Special Assessment Bonds, Series 19896, dated March 1, 1989 General Obligation Street Improvement Special Assessment Bonds, Series 19908, dated April 1, 1990 Total Refunded Debt Maturities to be Refunded 1997-2006 1997-2007 1997-2008 1997-2009 1997-2010 1997-2011 Total Amount of Refunded Princip� $ 690,000 1,320,000 1,400, 000 1,710, 000 1,350,000 • � ��� $8,440,000 Redemption Date 8-1-96 2-t-97 9-1-96 9-1-96 3-1-99 9-1-96 Based on current market conditions, we anticipate the 1985 through 1990 issues can be refinanced at a net effective rate of approximately 4.54%. The remaining debt currently outstanding for the 1985 through 1990 bonds carries net interest rates ranging from 6.02% to 8.20%. The net savings anticipated due to the refundings is approximatety $1,623,212 and the present value savings is approximately $915,518. These savings figures are net of all costs of issuance. A summary of the annual savings is shown in Column E on page 11 of these recommendations. Inciuded in the refundings are cash contributions from each old issue, representing existing funds on hand as a result of assessment prepayments and investment income. The contribution of this cash in the refundings is required by arbitrage regufations, hut also allows the City to reduce the amount of new principal issued to replace the old bonds. In addition, the City used existing funds to cover a balloon payment due on February 1, 1996 for its 1993 Temporary Impr�v�ment Bonds, rather than externally refinancing them. Prior to the refunding, the cash position for the 1985 through 1990 issues totaled approximately $3,555,900; payment of the 1993 Temporary Bonds totaled $1,482,295, leaving a net amount of remaining cash used in the refundings of approximately $2,073,000. The 1985 through 1990 issues of street improvement special assessment bonds wiil be refunded by means of a"full net advance" refunding. For this method of refunding, proceeds of the new issue wiil be placed in an escrow account heid by a bank and invested in government securities to pay ali of the debt service requirements of the old bonds through the earliest cali date for each issue. Page 3 City of Saint Paul, Minnesota February 19, 1996 °! �-a-S y The Street Improvement Refunding Bonds will be paid from the same assessments originally filed for the 1985 through 1990 bonds. In addition, assessment income originally filed for the i993 Temporary Bonds will also be used to cover debt service requirements. The debt service schedule for the Street Improvement Refunding Bonds is provided on page 12. Aithough the remaining assessment income of the 1985 through 1990 and 1993 bonds is pledged to this issue (Column 8), a net tax levy occurs, as shown in Column 9. This levy requirement is due to a situation regarding the 1986 Improvement Bonds. The City staff is reviewing the special assessment collection history of the 1986 issue. Water Pollution Abatement Refunding Bonds, Series 1996D The objective of this refunding is to reduce interest costs on existing debt. Proceeds of the Water Pollution Abatement (WPA) Refunding Bonds will be used to refund in advance of maturity ihe following outstanding issues: Refunded WPA Bonds General Obligation Water Pollution Abatement Refunding Bonds, Series 1975, dated March 1, 1975 General Obligation Water Poilution Abatement Refunding Bonds, Series 1987, daied April 1, 1987 Total Refunded Debt Maturities to be Refunded 1997-2005 1997-2004 Total Amount of Refunded Princi�l $1,410,000 � ��� $8,845,000 Redemption � 9-1-96 9-1-96 The refunding of the 1975 and 1987 WPA Bonds will be conducted using the same method as the Street lmproveme�t RefuRdi�g, a"full net advance" refunding. The 1975 WPA Bonds are outstanding at a net interest rate of 6.25% and the 1987 WPA Bonds are outstanding at a net interest rate of 5.83%. Based on current market conditions, we anticipate both issues can be refinanced at a net effective rate of approximately 4.16%. The net savings anticipated due to the refunding is approximatety $500,157, with a present value savings of approximately $427,842. A summary of the annual savings is shown in Column E on page 14. The City's existing WPA debt is currently being paid from net revenues of the City's sewer fund. It is anticipated that the WPA Refunding Bonds wil{ continue to be paid from this source as well. Common to Atl Issues In addition to our recommendations above for each individual issue, we recommend the following items, which are common to all four of the bond issues: Sale Date and Time 2. Prepayment Provisions Wednesday, March 13, 1996 at 10:30 A.M. with award by the Council at 3:30 P.M. the same day. For each issue, except the WPA Refunding, bonds maturing on March 1, 2005 and thereafter will be callable on March 1, 2004 and any date thereafter at par and accrued interest. Due to their short maturity Page 4 City of Saint Paul, Minnesota F2hrL�ry 1Q 'IQ9�'J 3. G� 5. � 7 [7 Credit Rating Comments �i-zs�, schedule, the WPA Refunding Bonds will not be subject to redemption prior to their maturity. Rating applications will be made to Moody's Investors Service, Standard & Poor's and Fitch Investors Service for these issues. City staff is currentfy preparing for rating teleconferences that will be held with each of the agencies prior to the sales. Bank Qualification These issues exceed $10,000,000 and are therefore not eligible for bank qualification. Non-bank-qualified bonds receive interest rates slightly higher than bank-qualified bonds. Rebate Requirements The bonds are subject to the federal rebate requirements. However, if the City can meet the 18-month or 2-year spend-down requirements for the Capital Improvement and Street Improvement Bonds, these issues will be exempt from rebate. The City will not owe any rebate from the investment of the bond proceeds for the two refunding issues because the proceeds will be invested in the escrow accounts at a yield less than the yield on each of the refunding bond issues. Bona Fide Debt Service Fund The City must maintain a bona fide debt service fund for each issue or be subject to yield restriction. Economic Life The average maturity of the bonds cannot exceed 120% of the economic life of the projects being financed. The economic life for infrastructure improvements is 20 years and for capital facilities it is 40-50 years. These issues are within the economic life requirements. Continuing Disclosure These issues are subject to the SEC's new continuing disclosure rules. A summary of the requirements has been provided to your staff. Springsted provides continuing disclosure services under separate contract, copies of which have also been provided to your staff. Page 5 City of Saint Paul, Minnesota February 19, 1996 °�c�-asq 9. Attachments Capital Improvement Bonds Debt Service Schedule Assessment Income Schedule Street Improvement Bonds Debt Service Schedule Street Improvement Refunding Bonds Savings Schedule Street Improvement Refunding Bonds Debt Service Schedule WPA Refunding Bonds Savings Schedule Terms of Proposat for each lssue Respectfully submitted, ����t SPRINGSTED Incorporated mmc Provided to Staff: Summary of Continuing Disclosure Requireme�ts Page 6 � `- �.s 9 �� � « Q tL C � O ro � r � � W Q � � Z a� a � T m H 9 C O m C m E m 0 � $ � � C � C �G �U �O aC7 C � � (00� fA p r � � m �'a'c () H 4) � � O�f T T � I � � rn � m r -� m C y � r ��� 0�� ara �oa�e .-�ninc�ao a � £.�'.. bNd�O� rr �Na n ~ (Oh00 �!f N Pb�ON P C M 1nMNN � tOIptOC9 SO OD tD CD N OD W f0 m OD CD r � Y N r r r r � r f O �" r(D (O 1A N 10 W CO f0 A Z � � � NOa00h hl� e� �O aD ?MO W O Nt0 fONC7 N N 1n � cq Of Oi <O r O c9 lq � i� � 10 G�0 f�0 � 7� b t N � T T r T r r r r T r �O � T ¢ � N NaDOCDtO <O�O atON c m� �o�cin�raa � � £ r - - � @ �ni �• NNN ��M NN.- LL � 7 m � m IL Q ��� � N N ��{ t0 r r (�O (� O � F v b M V tfl � 1' _� V N V r mnco�noir-ui�oa o m�ncoa�naco�n�or� �D OD CD N CO CO 00 �D aD CD r r � N r- r � � r r � O N O O N 1 A O O O O o?m rno��ntic ~ C w 01 f0 O W a�(O (7 r tn • c v<o�n�coinnconv a� rnnrnr r T T N T T r T r r O N O O N U f O O O O H � rOpr (DN NOO N b � r 1� W f0 f� ti l7 C� f0 r C c`� �tO�70D�hT�f P � in 1n 10 �f C7 M N N r .� � � 2 a� �U G a` O � v a� � Q � T Q J v Y �°�@3Q`E °�2�°�E�C�C 0000000000 N N f� � O r N W y' In eiriric�ivvvaa v 0000000000 O O O O O O O O O O O O O O O O O O O O bNONic! ifl00�0 �N��Ol�NO�qNh N N N�D l7 V �[1 ��D f0 T T T r r T T T r T nmrno NM �nm rnrnrno r N N N N C V N C V in<onrorno.-acna rnrnrnrnrn00000 ��� m� O O O O O r r r N N N N N �O rn a � IfI N � n � � � � C9 <D rn h T N � � Q � 4 0 f- ° o ° o_ ° o J O N � � TI a � m C � r � `o = w � � � p C U � � m o a � 3 a'm'° c � w m � — o � m ° U CO w O � � ZUQ F r o � ° MOCq� �ar`h a.-�`* � � N i+ m C .. 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A - �tO�fO N In 7�0 bY r W a� � ��. N O� O 10 �� Q p tff N� 000000000 � O1 Ip Q � � � � � O��Af�+i�0�lON1� Y7 � �� ���������������N����� : = : � .�� P 5� .- c�y f� O�N W ONfOP ��� $'� N N N N N N N N N N N N N N N N N r ��= ������8�����8��o�N�p� �i N N [ V N N N N N N N N N Q r p r � �� � 6 2� �� �� �� � O � � � _ � � � II � C d�'�— o Izc��a� ���� a � � � � � � � C ¢ c m .- C? d`s'zz s��� �r�� � R O a ���� �- � � c 0 ���� � �CU �¢'¢'� m � � € $ � @ m � � � � � � $ �� T > �E v �� U �� m m � � C 3 �� 4 �� c °� �.- �S °� Page 9 � � -�S� St. Paul, Minnesota G.O. Refunding Bonds, Series 1996 Fulf Net Advance Refunding of 6 Various G.O. Street Imp. Bonds Issuer Funds Required: $2,073,220.25 Date of Bonds: 04/01/96 Delivery Date: 04/09/96 Refunded Call Date: Various 1 st Callable Date: Various 'Fv� I�i� Savings. �,6�3,211.8� Pres�rtt Va�t� �avfngs: 9i5,a1&S)6 As "!n vf P.Y. Ref. Int.. 27�U As ala t�f P.b. Ref. D/S.: S 4i Prepared: 02l17/96 By SPRINGSTED Incorporated Page 10 � �-as�, St. Paul, Minnesota G.O. Refunding Bonds, Series 1996 Annual Savings Analysis Prepared: 02/17/96 By SPRINGSTED Incorporated Period Refunding Non-Refunded Total New Existing Ending Debt Sezvice Debt Service Debt Service Debt Service (1) (2) (3) (4) (5) 09/O1/96 03/O1/97 631,506.25 631,506.25 1,284,035.00 09/O1/97 03/O1/98 842,825.00 842,825.00 1,213,070.00 09/O1/98 03/O1/99 822,700.00 522,'700.00 1,172,830.00 09/O1/99 03/O1/2000 801,425.00 801,425.00 1,131,850.00 09/Ol/2000 03/O1/2001 779,000.00 779,000.00 1,079,890.00 09/Ol/2001 03/O1/2002 731,000.00 731,000.00 1,032,955.00 09/O1/2002 03/O1/2003 708,450.00 708,450.00 980,512.50 09/01/2003 03/O1/2004 685,350.00 685,350.00 908,230.00 09/O1/2004 03/O1/2005 661,700.00 661,700.00 887,200.00 09/O1/2005 Savings or (LOSS) (6) 652,528.75 370,245.00 350,130.00 330,425.00 300,890.00 301,955.00 a�z,osz.so 222,880.00 225,500.00 03/O1/2006 b12,500.00 612,500.00 809,357.50 196,857.50 09/O1/2006 J 03/O1/2007 538,875.00 538,875.00 717,9�2.50 179,077.50 09J01/2007 03/O1/2008 392,025.00 392,025.00 530,725.00 09/O1/2008 03/O1/2009 275,575.00 275,575.00 350,375.00 09/O1/2009 03/O1/2010 188,575.00 188,575.00 228,637.50 09/O1/2010 03/O1/2011 105,000.00 105,000.00 139,100.00 Totals 8,776,506.25 Present Value Rate...: Present Value Savings: As o of P.V. Ref. D/S: 138,700.0� 74,800.00 40,062.50 34,100.00 8,776,506.25 12,466,720.00 3,690,213.75 4.35950% Funds from Issuer....: (2,0�3,220) 915,518.06 Funds to Sinking Fund: 6,218.35 9.41%> Total Net Savings....:1,623,211.82 Page 11 �D i« R tL C � O � U T � � � � c �n m C7 aZ ¢ a � T m m � C O m � C 'a c w d ¢ c m E > � O o a N � — C � � � W � a C7U � O � . � Norn O N m y, n •c V �� � � 01 � T � � � T f r � I � aM � m r :a m c m r r � � � O�iLL o �^ a�oa�000000000rnaa�a >>� �cma annarnv� a a y. a�O e� !� o m e� �A � ` r WN � 7 N � U >;o �00000000000r������ ca= N mm�cooa ¢� n c y � � Z C� O O O n�� N� n O� n O O O O O O � m aoa�c+-�c���o m � � L o�iornrno�`�rna�ir � � 'S 3 � m x 'a "' m W O N W M N 10 W� I!I < N r a f� 10 l7 N N U � p� sfNOCO(OQNOODONOC) �n �C91p f�(OON etf0 f� 00f r M Ot00 a �A m� U n�N OGD h IpC9+-Of O(Or OODfO� 10 O � L C�OA <OI� rOD aT I�m N 7 hQ/� CD r ��� 00 CO I� I� I� f0 � f0 N N V l7 M N r OD a ,� � Q ��n �o�n�000cow�n�nrn�ca o00o a ao�ocorn�n�nn aoa au���n m o" ornmawinco�n�w�cc?oa cn r� MstC9r1�I�C7��M1nr W COO b o <cao�ca�<oa rnv�c aornr <omaocoaonrn�c�o�naa�� c� oi fD b O IA O O O O O N 10 N iq O O O O �O «� p_�� ONON001A IqO narno O O � �nwnaooacon N ~ L m �-NN r�rOD lnrN �ON �q aD 1n f0 L W�N Oh t90 W�O rtqTAt90 t� a` � t0 OD W f0 P h t+ t0 t0 t0 � M N � r P � (ONO �OOOp000 b� N �ff 0000 �� O N O N O O N N O O h N I� P O m iACO1�QOOd/hf��f1a00 NNO �.m. fOf�hfOsf rCDNrh•MN 1nC7N C ��D7 NOCD N lOrOp f0 a N� NNN CV Ne-r � � yv o 3� o�oQo o� o� o�o� � O O O O O O O O O O O O O O O O N O � N N h 0) O r N C) � if7 (O 1� 00 � O�- �- N ri c�i �i ri . r v�f v v v v v v v N N N 1 p n,� °O � So C ��1(f �A h 0000 N �ff 00 �O � �f baNNt�ff 1�0 ��N a MN�� a � � . R� } °>� � J Y POOOf Oe-NCO 7 �f1 �O PC0�0 rNl7 � ��� 0 � Q � � � 0 Q � r' T r� � r N N N N N N N N N N N N N N N �n <o n ao rn o � N M � 10 t0 n co rn o � a rn rn rn rn rn o 0 0 0 0 0 0 0 0 0.- r rnrnrnrnrn0000000000000 r r r r*- N N N N N N N N N N N N N O b � O N ° o O O n � Q O H � N N n � O n � � N N N i.: m C _ ��.. , y r O � w m Q 7� c y«. c ? m = aazz i m �^,�2.� °�2 > � M N N � � a � � ¢ R�� m m � � � a� o m �V mQQF- ° ��-�S� m 7 a m r U N � L O H C O .� � m �.. R C U !� C Dl ` . m > w Q 7 y U � T T � � rn� c " R � L � U V « � R N � i _ m .� C `m a N � d � R W � d m � m c H Page 12 °l�-as9 St. Paul, Minnesota G.O. Refunding Bonds, Series 1996 Fuli Net Advance Refunding of G.O. WPA Bonds, Series 1975 & 1987 Even Annual Savings Structure issuer Funds Required: $8,032.54 Date of Bonds: 04/01/96 Delivery Date: Q4l10/96 Refunded Call Date: 09/01/96 1 st Callabie Date: 03/01 /97 Tv#aM �1et Sakings: 5Q0,157.2� Pres+er�tYalue Savings: 427,8#�2.�t AS bfa of P.SI_ fiefi lnt.: 2�_33� �4s �n of P V. fief. CNS.. 449 Prepared: 02/17/96 By SPRINGSTED Incorporated Page 13 St. Paul, Minnesota G.O_ Refunding Bonds, Series 1996 Annual Savings Analysis °I � - as9 Prepared: 02/17/96 By SPRINGSTBD Incorporated Refunding Non-Refunded Total New Existing Date Debt Service Debt Service Debt Service Debt Service (1) (2) (3) (4) (5) 09/O1/96 03/O1/97 1,543,702.08 1,543,702.08 1,621,775.00 09/O1/97 03/O1{98 1,558,475.00 1,558,475.00 1,609,200.00 09/O1/98 03/O1/99 1,539,725.00 1,539,725.00 1,592,325.00 09/O1/99 03/O1/2000 1,567,550.00 1,567,550.00 1,631,000.00 09/O1/2000 03/O1/2001 1,589,900.00 1,589,900.00 1,652,000.00 09/O1/2001 03/O1/2002 1,082,900.00 1,082,900.00 1,142,000.00 09/O1/2002 03/O1/2003 1,067,925.00 1,067,925.00 1,127,500.00 09/O1/2003 03/O1/2004 5CO,S25.00 500,925.00 535,300.00 09/O1/2004 03/O1/2005 130,500.00 130,500.00 170,000.00 Savings or (LOSS) (6) 78,072.92 50,725.00 52,600.00 63,450.00 62,100.00 59,100.00 59,575.00 34,375.00 39,500.00 Totals 10,581,602.08 10,581,602.08 11,081,100.00 499,497.92 Present Value Rate...: 3.98639a Funds from Issuer....: (8,032.54} Present Value Savings: 427,842.21 Funds to Sinking Fund: 8,691.88 As o of P.V. Ref. D/S: 4.49a Total Net Savings....: 500,157.26 Page 14 � �- a-sy THE CITY HAS AUTHORIZED SPRINGSTED Il�iCORPORATED TO NEGOTIATE THIS ISSUE ON ITS BEHAI.F. PROPOSALS WII.L BE RECEIVED ON THE FOLLOWING BASIS: TERMS OF PROPOSAL $14,500,000 CITY OF SAINT PAUL, MINNESOTA GENERAI.OBLIGATION CAPTTAL IMPROVEMENT BONDS, SERIES 1996A (BOOK ENTRY ONLI� Proposals for the Bonds will be received on Wednesday, Mazch 13, 1996, until 10:30 A.M., Central Time, at the offices of Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota, afrer which time they will be opened and tabulated. Consideration for awud of the Bonds will be by the City Council at 3:30 P.Ivi., Central Time, of the same day. OF PROPOSALS Proposals may be submitted in a sealed envelope or by fax (612) 223-3002 to Springsted. Signed Proposals, without final price or coupons, may be submitted to Springsted prior to the time of sale. The bidder shall be responsible for submitting to Springsted the final Proposal price and coupons, by telephone (612) 223-3000 or fax (612) 223-3002 for inclusion in the submitted Proposal. Springsted will assume no liability for the inabiliry of the bidder to reach Springsted prior to the time of sale specified above. Proposals may also be filed electronically via PARI1'Y, in accordance with PARITY Rules of Participation and the Terms of Proposal, within a one-hour period prior to the time of sale established above, but no Proposals will be received after that tune. If provisions in the Terms of Proposal conflict with the PARITY Rules of Participation, the Terms of Proposal shall conuol. The normal fee for use of PARITY may be obtained from PARITY and such fee shall be the responsibility of the bidder. For further information about PARITY, potential bidders may contact PARITY at 100 116th Avenue SE, Suite 100, Bellewe, Washington 98004, telephone (206) 635-3545. Neither the City nor Springsted Incorporated assumes any liability if there is a malfunction of PARITY. All bidders are advised that each Proposal shall be deemed to constimte a contract between the bidder and the Ciry to purchase the Bonds regazdless of the manner of the Proposal submitted. DETAILS OF THE BONDS The Bonds will be dated April 1, 1996, as the date of original issue, and will beaz interest payable on Mazch 1 and September 1 of each year, commencing September 1, 1996. Interest will be computed on the basis of a 360-day year of twelve 30-day months. The Bonds will mature Mazch 1 in the yeazs and amounts as follows: 1997 $1,215,000 1998 $1,225,000 1999 $1,250,000 2000 $I 2001 $1,375,000 2002 $1,425,000 2003 $1,500,000 2004 $1,550,000 2005 $1,625,000 2006 $1,670,000 BOOK ENTRY SYSTEM The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made to the public. The Bonds will be issued in fully registered form and one Bond, representing the aggregate principal amount of the Bonds maturing in each year, wIll be registered in the name of Cede & Co. as nominee of The Depository Trust Company ("DTC"), New York, New York, which will act Page 15 � �- as� as securities depository of the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book enuies made on the books and records of DTC and its participants. Principal and interest aze payable by the registraz to DTC or its nominee as registered owner of the Bouds. Transfer of principal and interest payments to participants of DTC will be the responsibiliry of DTC; transfer of principal and interest payments to beneficiai owners by participants will be the responsibility of such participants and other nominees of beneficial owners. T'he purchaser, as a condition of delivery of the Bonds, will be required to deposit the Bonds with DTC. REGISTRAR The Treasurer of the City will serve as registraz. OPTIONAL REDEMPTION The City may elect on Mazch 1, 2(104, and on any day thereafter, to prepay Bonds due on or after March 1, 2005. Redemption may be in whole or in part and if in part at the option of the City and in such manner as the Ciry shall deteimine. If less than all Bonds of a maturity aze called for redemption, tlte Ciry will notify DTC of the particutaz amount of such maturiry to be prepaid. DTC will determine by lot the amount of each participant's interest in such maturiry to be redeemed and each participant will then select by lot the beneficial ownership interests in such maturity to be redeemed. All prepaymenu shall be at a price of par plus accrued interest. SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will gledge its full faith and credit and power to levy direct general ad valorem ta�ces. The proceeds will be used to finance approved projects from the Ciry's 1996 Capital Improvement Budget and Program. TYPE OF PROPOSALS Proposals shall be for not less than $14,355,000 and accrued interest on the total principal amount of the Bonds. Froposals shall be accompanied by a Good Faith Deposit ("Deposit") in the form of a certified or cashier's check or a Financial Surety Bond in the amount of $145,000, payabie to the order of the Ciry. If a check is used, it must accompany each proposal. If a Financial Surery Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota, and preapproved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the proposals. The Financial Surety Bond must identify each underwriter whose Deposit is guaranteed by such Financial Surery Bond. If the Bonds are awazded to an underwriter using a Financial Surery Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instrncted by Spcingsted Incorporated not later than 330 P.M., Central Time, on the next business day following the award. If such Deposit is not received by that time, the Financial Surery Bond may be drawn by the City to satisfy the Deposit requirement. The City will deposit the check of the purchaser, the amount of which will be deducted at settlement and no interest will accrue to the purchaser. In the event the pnrchaser fails to comply with the accepted proposal, said amount will be retained by the City. No proposal can be withdrawn or amended afrer the time set for receiving proposals unless the meeting of the Ciry scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 5l100 or 1/8 of 1%. Rates must be in ascending order. Bonds of the same maturiry shall bear a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be accepted. AWARD The Bonds will be awarded on the basis of the lowest interest rate to be detertnined on a tme interest cost (TIC) basis. The Ciry's computation of the interest rate of each proposal, in accordance with customary practice, will be controlling. Page 16 ° • �,S° The Ciry wili resexve the right to: (i� waive non-subseancive icdormaii�ies of any proposai or of mattecs relating to the receipt of proposals and awazd of the Bonds, (ri) reject all proposals without cause, and, (rii) reject any proposal which the City determines to have failed to comply with the terms herein. 1'Qi�f�u�:3�.�'.�. If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. SETTLEMENT Within 40 days following the date of their awazd, the Bonds will be delivered without cost to the purchaser at a place mutually satisfactory to the Ciry and the purchaser. Delivery will be subject to receipt by th� purchaser of an approving legal opuuon of Briggs and Morgan, Professional Association, of Saint Paul and Minneapolis, Minnesota, and of customary closing papers, including a no-litigation certificate. On the date of settlement payment for the Bonds shall be made in federal, or equivalent, funds which shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Except as compliance with the terms of payment for the Bonds shall have been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason of the purchaser's non-compliance with said terms for payment. CONTINUING DISCLOSURE On the date of the actual issuance and delivery of the Bonds, the City will execute and deliver a Continuing Disclosure Undertaking whereunder the City will covenant to provide, or cause to be provided, annual financial information, including audited financial statements of the City, and notices of certain material events, as specified in and required by SEC Rule 15c2-12(b)(5). OFFICIAL STATEMENT The City has authorized the preparation of an Official 5tatement containing pertinent information relauve to the Bonds, and said Official Statement will serve as a neazly-final Official Statement within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Official Statement or for any additional informauon prior to sale, any prospecuve purchaser is referred to the Financial Advisor to the City, Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223-3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturiry dates, principal amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a"Final Official Statement" of the City with respect to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any underwriter or underwriting syndicate submitting a propasal therefor, the City agrees that, no more than seven business days afrer the date of such awazd, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds aze awarded 500 copies of the Official Statement and the addendum or addenda described above. The City designates the senior managing underwriter of the syndicate to which the Bonds are awazded as its agent for purposes of distributing cogies of the Final Official Statement to each Participating Underwriter. Any underwriter delivering a proposal with respect to the Bonds agrees thereby that if its proposal is accepted by the Ciry (i) it shall accept such designa6on and (ri) it shall enter into a conuactual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. BY ORDER OF THE CITY COUNCIL Page 17 �f `-as q '� f:i�'Y' HE1S AUf'HOYtIZi�D SPRIN�STEii �TCOR�7iteii TO iv"EG(Yi'3nT� 'I`H1S ISSUE ON TTS BEHALF. PROPOSALS WII.L BE RECEIVED ON THE FOLLOWING BASIS: TERMS OF PROPOSAL $2,220,000 CITY OF SAINT PAUL, NIINNFSOTA GENERAL OBLIGATION STREET Il�IPROVII�IENT SPECIAL Ac.cFC�� BONDS, SERIES 1996B (BOOK ENTRY ONLI� Proposals for the Bonds will be received on Wednesday, Mazch 13, 1996 until 1030 A.M., Central Time, at the offices of Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota, after which time they will be opened and tabulated. Consideration for awazd of the Bonds wIll be by the City Council at 3:30 P.M., Central Time, of the same day. OF PROPOSALS Proposals may be submitted in a sealed envelope or by fas (612) 223-3002 to Springsted. Signed Proposals, without fmal price or coupons, may be submitted to Springsted prior to the time of sale. The bidder shail be responsible for submitting to Springsted the final Proposal price and coupons, by telephone (612) 223-3000 or fax (612) 223-3002 for inclusion in the submitted Proposal. Springsted will assume no liabiliry for the inability of the bidder to reach Springsted prior to the time of sale specified above. Proposals may also be filed electronically via PARITY, in accordance with PARITY Rules of Participation and the Tern�s of Proposal, within a one-hour period prior to the time of sale established above, but no Proposals will be received after that tune. If provisions in the Terms of Proposal conflict with che PARITY Rules of Participation, the Terms of Ptoposal shall control. The normal fee for use of PARITY may be obtained from PARITY and such fee shall be the responsibiliry of the bidder. For fiuther information about PARITY, potential bidders may contact PAR11'Y at 100 116th Avenue SE, Suite 100, Bellewe, Washingcon 98004, telephone (206) 635-3545. Neither the City nor Springsted Incorporated assumes any liability if there is a malfunction of PARITY. All bidders aze advised that each Proposal shall be deemed to constitute a contract betcveen the bidder and the City to purchase the Bonds regatdless of the manner of the Proposal submitted. DETAILS OF THE BONDS The Bonds will be dated April 1, 1996, as the date of original issue, and will bear interest payable on Mazch 1 and September 1 of each year, commencing Mazch 1, 1997. Interest will be computed on the basis of a 360-day year of twelve 30-day months. The Bonds will mature March 1 in the years and aznounts as follows: 1997 $300,000 1998 $11�,000 1999 $ 95,000 2000 $ 95,000 2001 $ 95,000 2002 $ 95,000 2003 $ 95,000 2004 $ 95,000 2005 $ 95,000 2006 $ 95,000 2007 $ 95,000 2008 $950,000 BOOK ENTRY SYSTEM The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made to the public. The Bonds wili be issued in fully registered form and one Bond, representing the aggregate principal amount of the Bonds maturing in each yeaz, wili be registered in the name of Cede & Co. as nominee of The Depository Trust Company ("DTC"), New York, New York, which will act Page 18 4 �I���� as securities depository of the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any mulriple thereof of a single marurity through book entries made on the books and records of DTC and its participants. Principal and interest are payable by the registraz to DTC or iu nominee as registered owner of the Bonds. Transfer of principal and imerest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibIlity of such participants and other nominees of beneficial owners. The purchaser, as a condition of delivery of the Bonds, will be required to deposit the Bonds with DTC. REGISTRAR T'he Treaswer of the Ciry wIll serve as registrar. OPTIONAL REDEMPTION The Ciry may elect on March 1, 2004, and on any day thereafter, to prepay Bonds due on or afrer March 1, 2005. Redemption may be in whole or in part and if in part at the option of the City and in such manner as the Ciry shall determine. If less than all Bonds of a maturity are called for redemption, the Ciry wili notify DTC of the particular amount of such maturiry to be prepaid. DTC will detemune by lot The amount of each participant's interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interests in such mahuiry to be redeemed. All prepayments shall be at a price of paz plus accrued interest. SECURITY AND PURPOSE The Bonds w11 Sc general obligations of the Ciry for which the Ciry will pledge its full faith and credit and power to levy d'uect general ad valorem taxes. In addition the Ciry will pledge special assessments against benefited property. The proceeds will be used to finance street improvements within the Ciry. TYPE OF PROPOSALS Proposals shall be for not less than $2,197,800 and accrued interest on the total principal amount of the Bonds. Proposals shall be accompanied by a Good Faith Deposit ("Deposit") in the form of a certified or cashier's check or a Financial Surery Bond in the amount of $22,200, payable to the order of the City. If a check is used, it must accompany each proposal. If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota, and preapproved by the Ciry. Such bond must be submitted to Springsted Incorporated prior to the opening of the proposals. The Financial Surety Bond must identify each underwriter whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds are awarded to an underwriter using a Financial Surery Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instrncted by Springsted Incorporated not later than 330 P.M., Cernral Tnne, on the next business day following the awazd. If such Deposit is not received by that time, the Financial Surery Bond may be drawn by the City to satisfy the Deposit requirement. The Ciry will deposit tlte check of the purchaser, the amount of which will be deducted at settlement and no interest will accrue to the purchaser. In the event the purchaser fai:s to comply with the accepted proposal, said amount will be retained by the Ciry. No proposal can be withdrawn or amended after the time set for receiving proposals unless the meeting of the Ciry scheduled for awazd of the Bonds is adjourned, recessed, or continued to another date without awazd of the Bonds having been made. Rates shall he in integral multiples of 5/100 or 1!8 of i%. Rates must be in ascending order. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturiry. No conditional proposals will be accepted. AWARD The Bonds will be awarded on the basis of the lowest interest rate to be deternuned on a true interest cost (TIC) basis. The City's computation of the interest rate of each proposal, in accordance with customary practice, will be controlling. Page 19 l �i The Ciry will reserve the right to: (i) waive non-subsiantive informalities of any proposal or of matters relating to the receipt of proposals and awazd of the Bonds, (u) reject all proposals without cause, and, (iii) reject any proposal which the City determines to k�ave failed to comply with the tem�s herein. CUSIP NUMBERS If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau charge foz the assignment of CUSIP identification numbers shall be paid by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser at a place mutually satisfactory to the City and the purchaser. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Briggs and Morgan, Professional Association, of Saint Paul and Minneapolis, Minnesota, and of customary closing papers, including a no-litigation certificate. On the date of settlement payment for the Bonds shall be made in federal, or equivalent, funds which shali be received at the ofFices of the City or its designee not later than 12:00 Noon, Central Time. Except as compliance with the terms of payment for the Bonds shall have been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason of the purchaser's non-compliance with said terms for payment. CONTINUING DISCLOSURE On the date of the actual issuance and delivery of the Bonds, the City will execute and deliver a Continuing Disclosure Undertaking whereunder the City will covenant to provide, or cause to be provided, annual financial information, including audited financial statements of the Ciry, and notices of certain material events, as specified in and required by SEC Rule i5c2-12(b)(5). OFFICIAL STATEMENT The Ciry has authorized the prepuation of an Of£icial Statement containing pertinent information relative to the Bonds, and said OfFicial Statement will serve as a neazly-fmal Off'icial Statement within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Official Statement or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223-3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturiry dates, principai amourns and interest rates of the Bonds, together with any other information required by law, shall constitute a"Final Official Statement" of the Ciry with respect to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any underwriter or underwriting syndicate submitting a proposal therefor, the City agrees that, no more than seven business days afrer the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded 90 copies of the O�cial Statement and the addendum or addenda described above. The City designates the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Undercvriter. Any underwriter delivering a proposal with respect to the Bonds agrees thereby that if its proposal is accepted by the Ciry (i) it shall accept such designation and (ii) it shalt enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. BY ORDER OF THE CITY COUNCIL Page 20 �G� -'�-S°I THE CTfY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE ON TTS BEHALF. PROPOSALS WII.L BE RECEIVED ON THE FOLLOWING BASIS: TERMS OF PROPOSAL $6,750,000* CITY OF SAINT PAUL, MINNESOTA GENERAL OBLIGAI'ION STREET IMPROVEMENT REFUNDING BONDS, SERIES 1496C (BOOK ENTRY ONL� Proposals for the Bonds will be received on Wednesday, March 13, 1996, until 1030 A.M., Cenaal Time, at the offices of Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota, after which tune they wlll be opened and tabulated. Consideration for award of the Bonds will be by the Ciry Council at 3:30 P.M., Central Time, of the same day. SUBMISSION OF PROPOSALS Proposals may be submitted in a sealed envelope or by (612) 223-3002 to Springsted. 3igned Proposals, without final price or coupons, may be submitted to Springsted prior to the time of sale. The bidder shall be responsible for submitting to Springsted the fu�al Proposal price and coupons, by telephone (612) 223-3000 or fax (612) 223-3002 for inclusion in the submitted Proposal. Springsted will assume no liabiliry for the inability of the bidder to reach Springsted prior to the time of sale specified above. Proposals may also be filed elecuonically via PARITY, in accordance with PARITY Rules of Participation and the Terms of Proposal, within a one-hour period prior to the time of sale established above, but no Proposals will be received after that time. If provisions in the Terms of Proposal conflict with the PARIT'Y Rules of Participation, the Terms of Proposal shall conuol. The normal fee for use of PARITY may be obtained from PARITY and such fee shall be the responsibility of the bidder. For further information about PARITY, potential bidders may contact PARITY at 100 116th Avenue SE, Suite 100, Bellevue, Washington 98004, telephone (206) 635-3545. Neither the Ciry nor Springsted Incorporated assumes any liabiliry if there is a malfuncdon of PARITY. All bidders aze advised that each Proposal shall be deemed to constitute a conuact between the bidder and the City to purchase the Bonds regazdless of the manner of the Proposal submitted. DETAILS OF THE BONDS The Bonds will be dated April 1, 1996, as the date of original issue, and will bear interest payahle on March 1 and September 1 of each yeaz, commencing September 1, 1996. Interest will be computed on the basis of a 360-da'p year of twelve 30-day months. The Bonds will mature Much 1 in the yeazs and amounts as follows: 1997 $375,000 1998 $575,000 1999 $575,000 2000 $575,000 2001 $575,000 2002 $550,000 2003 $550,000 2004 $550,�00 2005 $550,000 2006 $525,000 2007 $475,000 2008 $350,000 2009 $250,000 2010 $175,000 2011 $100,000 * The Ciry reserves the right, after proposals are opened and prior to award, to increase or reduce the principal amount of the Bondr offered for sale. Any such increase or reduction wiU be in a tota! amount not m exceed $IQ0,000 and will be made in multiples of $5,000 in arry of the maturities. In the event the principal amount of the Bonds is increased or reduced, arry premium offered or ary discount taken by the successfu[ bidder will be increased or reduced by a percentage equal to the percentage by which the principal anount of the Bonds is increased or reduced. Page 21 q �- �q BOvis E2vTk i' SYSTENI The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made to the public. The Bonds will be issued in fully registered form and one Bond, representing the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of Cede & Co. as nominee of The Depository Trust Company ("DTC"), New York, New York, which will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants. Principal and interest aze payable by the registraz to DTC or its nominee as registered owner of the Bonds. Transfer of principal and inierest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial owners. The purchaser, as a condirion of delivery of the Bonds, will be required to deposit the Bonds with DTC. REGISTRAR The Treasurer of the City wHl serve as registraz. OPTIONAL REDEMPTION The City may elect on March 1, 2004, and on any day thereafter, to prepay Bonds due on or afrer Mazch 1, 2005. Redemption may be in whole or in part and if in part at the option of the City and in such manner as the City shall determine. If less than all Bonds of a maturity aze called for redemption, the City wIll notify DTC of the particulaz amount of such maturity to be prepaid. DTC will determine by lot the amount of each participanYs interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interests in such maturiry to be redeemed. All prepayments sl�all be at a price of par plus accrued interest. SECURITY AND PURPO5E T'he Bonds will be general obligadons of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition the City will pledge special assessments against benefited property. The proceeds will be used to refund in advance of maturity the following issues: General Obligation Improvement Bonds, Series 1985A, dated July 1, 1985; General Obligation Street Improvement Special Assessment Bonds, Series 1986, dated June 1, 1986; General Obligation Sueet Improvement Special Assessment Bonds, Series 1987, dated April i, 198'7; General Obligation Street Improvement Special Assessment Bonds, Series 1988D, dated Mazch 1, 1988; General Obligation Street Improvement Special Assessment Bonds, Series 1989B, dated March 1, 1989; and General Obligation Street Improvement Special Assessment Bonds, Series 1990B, dated April 1, 1990. TYPE OF PROPOSALS Proposals shall be for not less than $6,675,750 and accmed interest on the total principal amount of the Bonds. Proposals shall be accompanied by a Good Faith Deposit ("Deposit") in the form of a certified or cashier's check or a Financial Surety Bond in the amount of $67,500, payable to the order of the Ciry. If a check is used, it must accompany each proposal. If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota, and preapproved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the proposals. The Financial Surety Bond must identify each underwriter whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds aze awazded to an underwriter using a Financial Surery Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P.M., Central Tune, on the next business day following the award. If such Deposit is not received by that time, the Financial Surery Bond may be drawn by the Ciry to satisfy the Deposit requirement. The Ciry will deposit the check of the purchaser, the amount of wluch wIll be deducted at settlement and no interest will accrue to the purchaser. In the event the purchaser fails to compiy with the accepted proposal, said amount will be retained by the Ciry. No proposal can be withdrawn or Page 22 °! `- � S 1 amended afrer the time set for receiving proposals unless the meeting of the City scheduled for awazd of the Bonds is adjoumed, recessed, or continued to another date without awazd of the Bonds having been made. Rates shall be in integral mulriples of 5/100 or 1/8 of 1�. Rates must be in ascending order. Bonds of the same maturity shall beaz a single rate from the date of the Bonds to the date of maturity. No conditional proposaLc will be accepted. ., ..� The Bonds will be awazded on the basis of the lowest interest rate to be deternuned on a true interest cost (TIC) basis. The City's computation of the interest rate of each proposal, in accordance with customary pracrice, will be controlling. The City will reserve the right to: (i) waive non-substantive infoimaliries of any proposal or of matters relating to the receipt of proposals and awazd of the Bonds, (ri) reject all proposals without cause, and, (iii) reject any proposal which the Ciry determines to have failed to comply with the terms herein. CUSIP NUMBERS If the Bonds qualify for assigntnent of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with cespect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. SET'TLEMENT Within 40 days following the date of their awazd, the Bonds will be delivered without cost to the putchaser at a place mutually satisfactory to the City and the purchaser. Delivery will be subject to receipt by the purchaser of an approving legal opurion of Briggs and Morgan, Professional Association, of Saint Paul and Minneapolis, Minnesota, and of customary closing papers, including a no-litigation certificate. On the date of settlement payment for the Bonds shall be made in federal, or equivalent, funds which shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Except as compliance with the terms of payment for the Bonds shall have been made impossible by action of the Ciry, or its agents, the pwchaser shall be liable to the City for any loss suffered by the City by reason of the purchaser's non-compliance with said terms for payment. CONTINUING DISCLOSURE On the date of the actual issuance and delivery of the Bonds, the Ciry will execute and deliver a Continuing Disclosure UndertalQng whereunder the City will covenant to provide, or cause to be provided, annual financiai information, including audited financial statemems of the City, and notices of certain material events, as specified in and required by SEC Rule 15c2-12(b)(5). OFFICIAL STATEMENT The City has authotized the preparation of an Official• Statement containing pertinent information relative to the Bonds, and said O�cial Statement will serve as a neazly-final Official Statement within the meaning of R�ile 15c2-12 of the Securities and Exchange Commission. For copies of the Official Statement or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the Ciry, Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223-3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, togethez with any other information required by law, shall constitute a"Final Official Statement" of the City with respect to the Bonds, as that term is defined in Rule 15c2-12. By awazding the Bonds to any underwriter or underwriting syndicate submitting a proposal therefor, the Ciry agrees that, no more than seven business days afrer the date of such awazd, it shall provide without cost to the senior managing underwriter of the syndicate to which Page 23 a�-as� the Bonds aze awazded 270 copies of tLe Official Statement and the addendum or addenda described above. The Ciry designates the senior managing underwriter of the syndicate to which the Bonds aze awazded as iu agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Any underwriter delivering a proposal with respect to the Bonds agrees thereby that if its proposal is accepted by the City (i) it shall accept such designadon and (a) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring ihe receipt by each such Participating Underwriter of the Final Official Statement. BY ORDER OF THE CITY COUNCIL Page 24 9�-zsq TFIE CITY HAS AVPHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE ON TTS BEHAI.F. PROPOSALS WII.L BE RECEIVED ON THE FOLLOWING BASIS: TERMS OF PROPOSAL $9,100,000# CTTY OF SAINT PAUL, NIINNESOTA GENERAL OBLIGATION WATER POLLUTION ABATEMENT REFUNDING BONDS, SERIES 1996D (BOOK ENTRY ONLI� Proposals for the Bonds will be received on Wednesday, Mazch 13, 1996, until 10:30 A.M., Central Time, at the offices of Springsted Incotporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota, afrer which time they will be opened and tabulated. Consideration for awazd of the Bonds will be by the Ciry Council at 3:30 P.M., Central Time, of the same day. SUBMISSION OF PROPOSALS Proposals may be submitted in a sealed envelope or by fax (612) 223-3002 to Springsted. Signed Proposals, without Final price or coupons, may be submitted to Springsted prior to the tune of sate. The bidder shall be responsible for submitting to Springsted the fmal Proposal price and coupons, by telephone (612) 223-3000 or fax (612) 223-3002 for inclusion in the submitted Progosal. Springsted will assume no liability for the inability of the bidder to reach Springsted prior to the time of sale specified above. Proposals may also be filed electronically via PARI1'Y, in accordance with PARITY Rules of Participation and the Terms of Proposal, within a one-hour period prior to the time of sale established above, but no Proposals will be received afrer that time. If provisions in the Terms of Proposal conflict with the PARITY Rules of Participation, the Terms of Proposal shall comrol. The normal fee for use of PARIT'Y may be obtained from PARI1'Y and such fee shall be the responsibility of the bidder. For further information about PARITY, potential bidders may contact PARITY at 100 116th Avenue SE, Suite 100, Bellewe, Washington 98004, telephone (206) 635-3545. Neither the Ciry nor Springsted Incorporated assumes any liability if there is a malfunction of PARITY. All bidders are advised that each Proposal shall be deemed to constitute a contract between the bidder and the City to purchase the Bonds regardless of the manner of the Proposal submitced. DETAILS OF THE BONDS The Bonds will be dated April 1, 1996, as the date of original issue, and will bear interest payable on March 1 and September 1 of each year, commencing September 1, 1996. Interest will be computed on the basis of a 360-day yeaz of twelve 30-day months. The Bonds will mature March 1 in the years and amounts as follows: 1997 $1,225,000 1998 $1,250,000 1999 $1,275,000 2000 $1,350,000 2001 $1,425,000 2002 $ 975,000 2003 $I,000,000 2004 $ 475,� 2005 $ 125,000 * The Ciry reserves the righz, after proposals are opened and prior to award, to increare or reduce the principal amount of the Borrds offered for sale. A�ry such increase or reducrion will be in a total amouni not to erceed $100,000 and wi1L be made irt muZtiples of $5,000 ire arry of the maturiaes. In the eveni the principal amounr of the Bonds is increased or reduced, arry pre»tium offered or arry discount token by the successful bidder will be increased or reduced by a percentage equal to the percentage by which the principal amount of the Bonds is increased or reduced. Page 25 q�-asq BOOK ENTRYSYSTEM The Bonds will be issued by means of a book entry system with no physical distriburion of Bonds made to the public. The Bonds will be issued in fuily registered form and one Bond, representing the aggregate principal amount of the Bonds maturing in each yeaz, will be registered in the name of Cede & Co. as nominee of The Depository Trust Company ("DTC"), New York, New York, which will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in the principaI amount of $S,Q00 ot any multiple thereof of a single cuatucity through hook entries made on the books and records of DTC and its participants. Principal and interest are payable by the registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest gayments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants wIll be the responsibiliry of such participants and other nominees of beneficial owners. The purchaser, as a condition of delivery of the Bonds, wIll be required to deposit the Bonds with DTC. REGISTRAR The Treasurer of the City will serve as registrar. OPTIONAL REDEMPTION The Bonds will not be subject to payment in advance of their respective stated maturity dates. SECURITY AND PURPOSE The Bonds will be general obligations of the Ciry for which the Ciry will pledge its full faith and credit and power to levy direct general ad valorem taxes. The proceeds will be used to refund the 1997 through 2005 maturities of the City's General Obligation Water Pollution Abatement Refunding Bonds, Series 1975, dated March 1, 1975 and the 1997 through 2004 maturities of the City's General Obiigation Water Pollution Abatement Refunding Bonds, Series 1987, dated April 1, 1987. TYPE OF PROPOSALS Proposals shall be for not less than $9,036,300 and accrued interest on the total principal amount of the Bonds. Proposals shail be accompanied by a Good Faith Deposit ("Deposit") in the form of a certified or cashier's check or a Financial Surety Bond in the amount of $91,000, payable to the order of the City. If a check is used, it must accompany each proposal. If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota, and preapproved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the proposals. The Financial Surety Bond must identify each underwriter whose Deposit is guaranteed by such Financial 5urety Bond. If the Bonds aze awarded to an underwriter using a Financiai Surety Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P.M., Cemral Tune, on the next business day following the awazd. If such Deposit is not received by that time, the Financial Surety Bond may be drawn by the Ciry to satisfy the Deposic requirement. The City will deposit the check of the purchaser, the amount of which will be deducted a[ settlement and no interest will accrne to the purchaser. In the event the purchaser fails to comply with the accepted proposal, said amount wili be retained by the Ciry. No proposal can be withdrawn or amended after the tune set for receiving proposals unless the meeting of the City scheduled for award of the Bonds is adjoumed, recessed, or continued to another date without awazd of the Bonds having been made. Rates shall be in integral muitiples of 5/1Q0 or 1(8 of 1%. Rates must be in ascending order. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be accepted. Page 26 ,e .. � ��-aS°) The Bonds wIll be awazded on the basis of the lowest interest rate to be detennined on a true interest cost (TIC) basis. The City's compwauon of the interest rate of each proposal, in accordance with customary practice, will be controlling. The City wIll reserve the right to: (i) waive non-substantive informalities of any proposat or of matters relating to the receipt of proposals and award of the Bonds, (ri) reject all proposals without cause, and, (iii) reject any proposal which the City detemvnes to l�ave failed to comply with the terms herein. CUSIP NUMBERS If the Bonds qualify for assigntnent of CUSIP numbers such numbers will be printed on the Bonds, but neith�r the failure to print such nutnbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau chazge for the assignment of CUSIP identification numbers shail be paid by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser at a place mutually satisfactory to the Ciry and the purchaser. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Briggs and Morgan, Professional Associacion, of Saint Paul and Minneapolis, Minnesota, and of customary closing papers, including a no-litigation certificate. On the date of settlement payment for the Bonds shall be made in federal, or equivalent, funds which shali be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Except as compliance with the terms of payment for the Bonds shall have been made impossible by action of the Ciry, or its agenu, the purchaser shall be liable to the Ciry for any loss suffered by the Ciry by reason of the purchaser's non-compliance with said terms for payment. CONTINUING DISCLOSURE On the date of the actual issuance and delivery of the Bonds, the City will execute and deliver a Continuing Disclosure Undertaking whereunder the Ciry will covenant'to provide, or cause to be provided, annual financial information, including audited financial statements of the Ciry, and notices of certain material events, as specified in and required by SEC Rule 15c2-12(b)(S). OFFICIAL STATEMENT The Ciry has authorized the preparation of an Official Statement containing pertinent information relative to the Bonds, and said Official Statement will serve as a nearly-final OfFicial Statement within the meaning of Rule i5c2-12 of the Secutities and Exchange Commission. For copies of the Off'icial Statement or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223-3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a"Final Official Statement" of the Ciry with respect to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any underwriter or underwriting syndicate submitting a proposal therefor, the City agrees that, no more than seven business days afrer the date of such award, it shail provide without cost to the senior managing underwriter of the syndicate to which the Bonds aze awarded 365 copies of the Official Statement and the addendum or addenda described above. The Ciry designates the senior managing underwritec of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final O�cial Statement to each Participating Underwriter. Any underwriter delivering a proposal with respect to the Bonds agrees thereby that if its proposal is accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bo�s for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. BY ORDER OF THE CITY COUNCIL Page 27