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HomeMy WebLinkAboutCity Council Resolution 1985-183After due consideration of the bids. Councilor ber Neils introduced the following resolution and moved its adoptions RESOLUTION NO. 85-183 RESOLUTION AVARDINC THE SALE OF $8.900.000 GENERAL OBLIGATION BONDS OF 1985; FIXING THEIR YOM AND SPECIFICATIONS; DIRECTING THEIR ETECUTION AND DELIVERY; AND PROVIDING FOR THEIR PAYMENT. BE IT RESOLVED By the City Council of the City of Plymouth. Minnesota, (City) as follows: Section 1. Sale of Bonds. 1.01. The bid of Piper. Jaffrey & Hopwood (pvN -haser) to purchase $8.900.000 General Obligation Improvement Bonds of 1983 (Bonds) of the City described in the Official Notice of Sale thereof is hereby found and determined to be the highest and best bid received pur- suant to duly advertised notice of sale and shall be and is hereby accepted, the bid being to purchase the Bonds at a price of $ plus accrued interest to date of delivery. for Bonds bearing interest as follows: Year of Interest Maturity Rate 1987 1988 1989 1990 Year of Interest Maturity Rate 1991 1992 1993 199A 1995 The City Finance Director is directed to retain the good faith check of the Purchaser on behalf of the City pending completion of the sale and delivery of the Bonds and to return the checks of the unsuccessful bidders forth- with. The sum of $ being the amount offered by the Purchaser in excess of $8.766.500 shall be credited to the Debt Service Fund created by Section 3. 1.02. The City shall forthwith issue and sell the Bonds in the total principal amount of S8.900,000, originally dated as of April 1. 1985, the Bonds being in fully registered form and issued in the denomination of $5.000 or any integral multiple thereof. numbered no. 1 upward, bearing interest as above set forth. and which Bonds mature serially on April 1 in the years and amounts as follows: Year Principal Year Principal 1987 $600,000 1992 $1,250,000 1988 750,000 1993 1,500,000 1989 750,000 1994 1,150,000 1990 900,000 1995 1,000,000 1991 11000,000 The City may elect on April 1, 1992, and on any interest payment date thereafter, to prepay bonds due on or after April 1, 1993. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, Bonds remaining unpaid which have the latest maturity date will be prepaid first. If only part of the Bonds having a zommon maturity date are called for prepayment the specific bonds to be prepaid Will be chosen by lot by the Registrar. All prepayments shall be at a price of par and accrued interest. Section 2. Form: Registration. 2.01. Registered Form. The Bonds shall be issuable only in fully registered form. The interest thereon and. upon surr•.nder of each Bond, the principal amount thereof shall be payable by check or draft issued by the Registrar described herein. 2.02. Dates; Interest Payment Dates. Each Bond shall be dated as of the last interest payment date preceding the date of authentication to which interest on the Bond has been paid or made available for payment. unless (i) the date of authentication is an interest payment date to which interest has been paid or made available for payment, in which case such Bond shall be dated as of the date of authentication, or (ii) the date of authentication is prior to October 1, 1985, in which case such Bond shall be dated as of April 1, 1985. The interest on the Bonds shall be payable on October 1 and April 1 in each year, commencing October 1, 1985, to the owner of record thereof as of the close of business on the fifteenth day of the immediately preceding month. whether or not such day is a business day. 2.03. Registration. The City shall appoint, and shall maintain, a bond registrar, transfer agent, authenticating agent and paying agent (Registrar). The effect of registration and the rights and duties of the City and the Registrar with respect thereto shall be as follows: (a) Register. The Registrar shall keep at its principal corpo- rate trust office a bond register in which the Registrar shall provide for the registration of ownership of Bonds and the registration of transfers and exchanges of Bonds entitled to be registered, trans- ferred or exchanged. (b) Transfer of Bonds. Upon surrender for transfer of any Bond duly endorsed by the registered owner thereof or accompanied by a written instrument of transfer, in form satisfactory to the Registrar, duly executed by the registered owner thereof or by an attorney duly authorized by the registered owner in writing, the Registrar shall authenticate and deliver, in the name of the designated transferee or transferees, one or more new Bonds of a like aggregate principal amount and maturity, as requested by the transferor. The Registrar may, however, close the books for registration of any transfer after the fifteenth day of the month preceding each interest payment date and until such interest payment date. (c) Exchange of Bonds. Whenever any Bonds are surrendered by the registered owner for exchange the Registrar shall authenticate and deliver one or more new Bonds of a like aggregate principal amount and maturity, as requested by the registered owner or the owner's attorney in writing. (d) Cancellation. All Bonds surrendered upon any transfer or exchange shall be promptly cancelled by the Registrar and thereafter disposed of as directed by the City. (e) Improper or Unauthorized Transfer. When any Bond is pre- sented to the Registrar for transfer, the Registrar may refuse to transfer the same until it is satisfied that the endorsement on such Bond or separate instrument of transfer is valid and genuine and that the requested transfer is legally authorized. The Registrar shall incur no liability for the refusal, in good faith, to make transfers which it, in its judgment, deems improper or unauthorized. (f) Persons Deemed Owners. The City and the Registrar may treat the person in whose name any Bond is at any time registered in the bond register as the absolute owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal of and interest on such Bond and for all other purposes, and all such payments so made to any such registered owner or upon the owner's order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid. (g) Taxes, Fees and Charges. For every transfer or exchange of Bonds, the Registrar may impose a charge upon the owner thereof suffi- cient to reimburse the Registrar for any tax, fee or other govern- mental charge required to be paid with respect to such transfer or exchange. (h) Mutilated, Lost, Stolen or Destroved Bonds. In case any Bond shall become mutilated or be destroyed, stolen or lost, the Registrar shall deliver a new Bond of like amount, number, maturity date and tenor in exchange and substitution for and upon cancellation of any such mutilated Bond or in lieu of and in substitution for any such Bond destroyed, stolen or lost, upon the payment of the reason- able expenses and charges of the Registrar in connection therewith; and, in the case of a Bond destroyed, stolen or lost, upon filing with the Registrar of evidence satisfactory to it that such Bond was destroyed, stolen or lost, and of the ownership thereof. and upon furnishing to the Registrar of an appropriate bond or indeemity in form, substance and amount satisfactory to it, in which both the City and the Registrar shall be named as obligees. All Bonds so sur- rendered to the Registrar shall be cancelled by it and evidence of such cancellation shall be given to the City. If the mutilated. destroyed, stolen or lost Bond has already matured or been called for redemption in accordance with its terms it shall not be necessary to Issue a new Bond prior to payment. 2.04. Appointment of Initial Registrar. The City hereby appoints , Minnesota, as the initial Registrar. The Mayor and the Manager are authorized to execute and deliver, on behalf of the City, a contract with the Registrar. Upon merger or consolidation of the Registrar with another corporation, if the resulting corporation is a bank or trust company authorized by lar to conduct such business, such corporation shall be authorized to act as successor Registrar. The City agrees to pay the reasonable and customary charges of the Registrar for the services performed. The City reserves the right to remove the Registrar upon 30 days' notice and upon the appointflent of a successor Registrar, in which event the predecessor Registrar shall deliver all cash and Bonds in its possession to the successor Registrar and shall deliver the bond register to the successor Registrar. On or before each principal or interest due data, without further order of this Council, the Finance Director shall transmit to the Registrar moneys sufficient for the payment of all principal and interest then due. 2.05. Execution Authentication and Volive . The fonds shall be prepared under the direction of the Clark and shall be executed am behalf of the City by the signatures of the Mayor and the Masager, presided that all signatures may be printed, engraved or litbographod facia Um of the originals. In case any officer whose signature or a facsis±ile of whose signature shall appear on the fonds shall cease to be smeb officer betore the delivery of any Bond, such signature or isesimile shah nererehele•e be valid and sufficient for all purposes, the same " it he had remained to office until delivery. Notwithstanding such execution, me fond shall be valid or obligatory for any purpose or entitled to emir security or bemofit under this Resolution unless and until a certificate of autbaoti"tion om such Bond has been duly executed by the manual signature of a• awtheriged representative of the Registrar. Certificates of amtbomtt"tiom an diffel— ant fonds need not be signed by the same represemtative. The oxt auW certificate of authentication on each fond shall be eemclmsive meidomce that it has been authenticated and delivered under this Remeloties, W40 the bonds have been so prepared, executed and tie p Director shall deliver the sass to the Tur€baser tbeemef wpm pgvw@%t o the purchase price in accordanee with the costract of sale %*W torore wade and executed. and the Purchaser Asti not bo obltgst@# to eme to obs application of the purchase price. 2.06. Poem of fonds. The Sov4s shall he pelog" im oihsr4pgfallr tbt following forst [Face of the Bond] UNITED STATES OR AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN CITY OF PLYMOUTH GENERAL OBLIGATION IMPROVEMENT BOND OF 1985 Date of Rate Maturity Original Issue April 1, 1985 No. R- CUSiP KNOW EVERYONE BY THESE PRESENTS that the City of Plymouth, a duly organized and existing municipal corporation in Hennepin County, Minnesota (City), acknowledges itself to be indebted and for value received hereby promises to pay to or registered assigns the principal sum of $ on the maturity date specified above, with interest thereon from the date hereof at the annual rate specified above, payable October 1 and April 1 in each year, commencing October 1, 1985, to the person in whose name this Bond is regis- tered at the close of business on the 15th day (whether or not a business day) of the immediately preceding month. The interest hereon and, upon presentation and surrender hereof, the principal hereof are payable in lawful money of the United States of America by check or draft by Minnesota, as Bond Registrar, Authenticating Agent and Paying Agent, or its designated successor 1►neer the Resolution described herein. For the prompt and full payment of such principal and interest as the same respectively become due, the full faith and credit and taxing powers of the City have been and are hereby irrevocably pledged. The City may elect on April 1, 1992, and on any interest payment date thereafter, to prepay bonds of this issue due on or after April 1, 1993. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, Bonds remaining unpaid which have the latest maturity date will be prepaid first. If only part of the Bonds having a common maturity date are called for prepayment the specific bonds to be prepaid will be chosen by lot by the Registrar. All prepayments shall be at a price of par and accrued interest. Additional provisions of this Bond are contained on the reverse bereof and such provisions shall for all purposes have the same affect as though fully sat forth to this place. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or bewfit under the Resolution until the Certificate of Authentication bereom shall have been executed by the Bond Registrar by manual signature of one of its authorised representatives. IN WITNESS IMME07. the City of Plymouth, Hennepin County, Minnesota, by its City Council@, has caused this Bond to be executed on its behalf by the facsinile signature* of the Mayor and City Manager and has caused this Pond to be dated as of the date set forth below. Dated: CITY OF PLYMOUTH, MINNESOTA (facsimile) (facsimile) City Manager Mayor CERTIFICATE OF AUTHENTICATION This is one of the Bonds delivered pursuant to the Resolution mentioned within. By Authorized Representative [Reverse of the Bondl This Bond is one of an issue in the aggregate principal amount of S8,900,000, all of like original date and tenor, except as to number. maturity date. interest rate, and provision for redemption. issued pursuant to a resolution adopted by the City Council on March 18. 1985 (the Resolu- tion), for the purpose of providing money to defray the expenses incurred in making local improver-ents, pursuant to and in full conformity with the Constitution and laws of the State of Minnesota. including Minnesota Statutes, Chapter 429. and is payable primarily from special assessments against property specially benefited thereby, but constitutes a general obligation of the City and, to provide moneys for the prompt and full payment of said principal and interest as the same become due, the full faith and credit of the City is hereby irrevocably pledged, and the City Council will levy ad valorem taxes, if required for such purpose, which taxes may be levied on all of the taxable property in the City without limitation as to rate or amount. The bonds of this series are issued only as fully registered bonds in denominations of $5,000 or any integral multiple thereof of single maturities. As provided in the Resolution and subject to certain limitations set forth therein, this Bond is transferable upon the books of the City at the principal office of the Bond Registrar, by the registered owner hereof in person or by his attorney duly authorized in writing upon surrender hereof together with a written instrument of transfer satisfactory to the Bond Registrar, duly executed by the registered owner or his attorney; and may also be surrendered in exchange for Bonds of other authorized denomina- tions. Upon such transfer or exchange the City will cause a new Bond or Bonds to be issued in the name of the transferee or registered owner, of the same aggregate principal amount, bearing interest at the same rate and maturing on the same date, subject to reimbursement for any tax, fee or governmental charge required to be paid with respect to such transfer or exchange. The City and the Bond Registrar may deem and treat the person in whose name this Bond is registered as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of receiving payment and for all other purposes, and neither the City nor the Bond Registrar shall be affected by any notice to the contrary. IT IS HEREBY CERTIFIED, RECITED, COVFNANTED AND AGREED that all acts, conditions and things required by the Constitution and laws of the State of . Minnesota, to be done, to exist, to happen and to be performed preliminary to and in the issuance of this Bond in order to make it a valid and bin:'ing general obligation of the City in accordance with its terns, have b,.�n done, do exist, have happened and have been performed as so required, ad that the issuance of this Bond does not cause the indebtedness of the City to exceed any constitutional or statutory limitation of indebtedness. (Form of certificate to be printed on the reverse side of each Bond, following a full copy of the legal opinion.) I certify that the above is a full, true and correct copy of the legal opinion rendered by bond counsel on the issue of Bonds of the City of Plymouth, Minnesota, which includes the within Bond, dated as of the date of delivery of and payment for the Bonds. (Facsimile Signature) City Clerk The following abbreviations, when used in the inscription of the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM -- as tenants UNIF GIFT MIN ACT Custodian in common (Cust) (14inor TEN ENT -- as tenants by entireties under Uniform Gifts to Minors JT TEN -- as joint tenants with right of survivorship and Act . . . . not as tenants in common (State) Additional abbreviations may also be used though not in the above list. ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and all rights thereunder, and does hereby irrevocably constitute and appoint . attorney to transfer the said Bond on the books kept for registration of the within Bond, with full power of substitution in the premises. Dated: Notice: The assignor's signature to this assignment must correspond with the . e as it appears upon the face of the within Bond in every particular, with- out alteration or any change whatever. Signature Guaranteed: Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges. The Bond Registrar will not effect transfer of this Bond unless the information concerning the assignee requested below is provided. Name and Address: . (Include information for all joint owners if the Bonds are held by joint account) ?lease insert social security or other identifying number of assignee 2.07. The Clerk shall obtain a copy of the proposed approving legal opinion of LeFevere, Lefler, Kennedy, O'Brien b Drawz, a Professional Association, Minneapolis, Minnesota, which shall be complete accept as to dating thereof and shall cause the opinion to be printed on each Bond, together with a certificate to be signed by the facsimile signature of the Clerk in substantially the form set forth in the fors of Bond. The Clerk is hereby authorized and directed to execute such certificate in the name of the City upon receipt of such opinion and to file the opinion in the City offices. Section 3. Security: Payment. 3.01. The Bonds shall be payable from the General Obligation Improve - rent Bonds of 1985 Fund (Debt Service Fund) hereby created, and the pro- ceeds of general taxes (Taxes) hereafter levied and special assessments (Assessments) levied and to be levied for the improvements (Improvements) financed by the Bonds are hereby pledged to the Debt Service Fund. If any payment of principal or interest on the Bonds shall become due when there is not sufficient money in the Debt Service Fund to pay the same, the Finance Director shall pay such principal or interest from the general fund of the City and such fund may be reimbursed for such advances out of proceeds of Assessments for the Improvements when collected. 3.02. Is is hereby determined that the City will levy Assessments in the principal amount of at least 202 of the cost of the Improvements. To pay the City's share of the cost of the Improvements, there is hereby levied a direct annual irrepealable ad valorem Tax levy against all taxable properties in said City, which Tax levies shall be in the years and amounts as follows (year stated being year of levy for collection the following year) : Year Levy Year Lever It is hereby determined that the estimated collection of Assesavents and Taxes for the payment of the Bonds will produce at least five percent in excess of the amount needed to meet, when due, the principal and interest payments on the Bonds. The Clerk is directed to file a certified copy of this resolution with the Director of Property Taxation of Aennepin County and obtain the certificate required by Minnesota Statutes, Section 475.63. The taxes may be redeemed annually as provided to Minnesota Statutes, rSection 475.61. . 3.03. It is hereby determined that the Improvements to be financed by the Bonds directly and indirectly benefit the abutting property, and the City hereby covenants with the holders from time to time of the Bonds as follows. (a) The City has caused or will cause the Assessments for the Improvements to be promptly levied will take all steps necesscry to assure prompt collection, and the levy of the Assessments is hereby authorized. The City Council shall cause all further actions and proceedings relative to the making and financing of the Improvements financed hereby to be taken with due diligence that are required for the construction of each Improvement financed wholly or partly from the proceeds of the Bonds, and for the final and valid levy of special assessments and the appropriation of any other funds needed to pay the Bonds and interest thereon when due. (b) In the event of any current or anticipated defi- ciency in the Assessments, the City Council will levy ad valorem taxes in the amount of said current or anticipated deficiency. (c) The City will keep complete and accurate books and records showing all receipts and disbursements in connection with the Improvements, the taxes and Assessments levied . therefor and other funds appropriated for their payment, and all collections thereof and disbursements therefrom, moneys on hand and balance of unpaid Assessments. (d) The City will cause its books and records to be audited at least annually by qualified public accountants and will furnish copies of such audit reports to any in- terested person upon request. Section 4. Authentication of Transcript. 4.01. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser and to the attorneys approving the Bonds, certified copies of proceedings and records of the City relating to the Rouds a -id to the financial condition and affairs of the City, and such other certificates. affidavits and transcripts as may be required to show the facts within their knowledge or as shown by the books and records in their custody and under their control, relating to the validity and market- ability of the Bonds and such instruments, including any heretofore fur- nished, shall be deemed representations of the City as to the facts stated therein. 4.02. The Mayor, Manager and Finance Director are hereby authorized and directed to certify that they have examined the Official Statement prepared and circulated in connection with the issuance and sale of the 10 Bonds and that to the beat of their knowledge and belief the Official Statement is, as of the date thereof, a complete and accurate repro- sentation of the facts and representations made therein as it relates to the City. The motion for the adoption of the foregoing resolution was duly seconded by Councilmember Crain and upon vote being taken thereon, the following voted in favor thereof: Mayor Davenport, Councilmembers Crain, Neils, Schneider and Vasiliou and the following voted against: None whereupon said resolution wan declared duly passed and adopted. STATE 0:' MINNESOTA ) COUNT'_' OF HENNEPIN ) SS. CITY OF PLYMOUTH ) I, the undersigned, being the duly qualified and acting Clerk of the City of Plymouth, Minnesota, do hereby certify that I have carefully compared the attached and foregoing extract of minutes of a regular meeting of the City Council held on Monday, March 18, 1985, with the original thereof on file in my office and I further certify that the same is a full, true and complete transcript therefrom insofar as the same relates to the issuance and sale of the City's $8.900.000 General Obligation Improvement Bonds of 1985. WITNESS My hand as Clerk and the corporate seal of the City this . _ day of , 1985. City Clerk City of Plymouth, Minnesota (SEAL) STATE OF MINNESOTA DIRECTOR OF PROPERTY TAXATION'S CERTIFICATE AS COUNTY OF HENNEPIN TO REGISTRATION AND TAF. LEVY I. the undersigned Director of Property Taxation of Hennepin County, Minnesota, hereby certify that a certified copy of a resolution adopted by the governing body of the City of Plymouth. Minnesota. on Monday, March 18, 1985, providing for the issuance of the City's General Obligation Improvement Bonds of 1985, in the total principal amount of $8,900,000, and dated April 1, 1985, and levying taxes therefor, has been filed in my office, and I further , !rtify that said Bonds have been registered on the register of obligations in my office and that the taxes have been levied as required by law. WITNESS My hand and official seal this day of , 1985. (SEAL) Director of Property Taxation Hennepin County, Minnesota COMPUTATION OF TAX LEVY ON — Exhibit A 00,000 GENERAL OBLIGATION IMPROVEMENT BONDS OF PLYMOUTH, MINNESOTA SPECIAL LEVY P&I PLUS 5 % ASSESSEMENTS MSA PAYMENTS UTILITY TRUNK NET TAX 1985 $1,37.3,452.50 $1,527,259.00 $170,037.00 $30,751.00 $354,594.49 $0 1986 $1,484,962.50 $1,447,328.00 $173,223.00 $33,397.00 $523,579.99 $0 1987 $1,427,475.00 $1,367,397.00 $171,115.00 $37,143.00 $671,759.99 $0 1988 $1,526,700.00 $1,287,465.00 $173,589.00 $35,470.00 $641,583.99 $0 1989 $1,560,825.00 $1,207,534.00 $170,227.00 $33,798.00 $492,317.99 $0 1990 $1,741,950.00 $850,043.00 $171,446.00 $37,125.00 $191,018.00- $191,100 1991 $1,899,450.00 $796,101.00 $171,829.00 $35,035.00 $896,485.00- $896,500 1992 $1,402,012.50 $648,382.00 $171,376.00 $37,944.00 $544,310.50- $544,400 1993 $1,141,875.00 $603,216.00 $170,087.00 $35,436.00 $333,136.00- $333,200 0 $13,558,702.50 $9,734,725.00 $1,542,929.00 $316,099.00 $1,965,200 NOTE: SPECIAL ASSESSMENTS OF $1,290,272 WILL BE RECEIVED IN 1994 THROUGH 2000 FOR CREDIT TOWARDS THIS SINKING FUND. THE CITY WILL REDUCE LEVIES BY FUNDS AVAILABLE IN THE SINKING FUNDS IN THE YEARS 1990 THROUGH 1993. NOTE: BOND PROCEEDS (CAPITALIZED INTEREST) OF $708050.00 WILL BE USED TO PAY $708050.00 OF INTEREST PAYMENTS DUE 10/1/1985 b 4/1/1986. CAPITALIZED INTEREST, FUNDS AVAILABLE & FUNDS ON HAND HAVE BEEN DEDUCTED FROM THE FIRST YEAR LEVY SHOWN ABOVE. COMPUTER ROUNDING MAY CAUSE DIFFERENCE OF A FEW DOLLARS WHEN CHECKING COLUMN TOTALS WITH TOTALS SHOWN. PROGRAM 'LEVYCALC', COPYRIGHT, EHLERS 6 ASSOCIATES, INC., 10/15/1984 04952