HomeMy WebLinkAboutResolution 2023-10 Sale of General Obligation Bonds, 2023AExtract of Minutes of Meeting
%J the City Council of the City
of Corcoran, Hennepin County, Minnesota
Pursuant to due call and notice thereof a regular meeting of the City Council of the City of
Corcoran, Hennepin County, Minnesota, was held at the City Ha11 in the City on Thursday, January 26,
2023, commencing at 7:00 P.M.
The following members of the Council were present:
Tom McKee, Jon Bottema, Jeremy Nichols, Alan Schultz, Dean Vehrenkamp
and the following were absent:
The following resolution was presented by Councilmember Schultz who moved its adoption,
seconded by McKee:
RESOLUTION N0.2023-10
RESOLUTION PROVIDING FOR THE IS SUANCE AND SALE OF
APPROXIMATELY $26,110,000 GENERAL OBLIGATION BONDS, SERIES 2023A
BE IT RESOLVED By the City Council of the City of Corcoran, Hennepin County, Minnesota
(the "City") as follows
1. Abatement Bonds.
(a) The City has determined to undertake certain public improvements, including
street, utility and road improvements to Hackamore Drive, City Center Drive and 79th Place,
Horseshoe Road and Horseshoe Bend (the "Abatement Project").
(b) Under Minnesota Statutes, Chapter 475, as amended, and Minnesota Statutes,
Sections 469.1812 through 469.1815, as amended (collectively, the "Abatement Act"), the City is
authorized to grant a property tax abatement on specified parcels in order to accomplish certain
public purposes, including the provision or construction of public infrastructure such as the
Abatement Project.
CR100\25\850402.v1
(c) Following a public hearing this same date (the "Abatement Resolution the City
Council has adopted a tax abatement (the "Abatements") for certain property in the City (the
"Abatement Parcels") over a period of fifteen (15) years, in an amount sufficient to pay the principal
amount and all or a portion of the interest on bonds issued to finance the Abatement Project in a
maximum principal amount of $5,108,000,
(d) Subject to approval of the Abatement Resolution this same date, the City Council
finds it necessary and expedient to the sound financial management of the affairs of the City to
issue its obligations in the proposed approximate principal amount of $5,108,000 (the "Abatement
Bonds") pursuant to the Abatement Act, to provide financing for the Abatement Project.
2. Utility Revenue Bonds.
(a) The City engineer has recommended the construction of various improvements to
the City's water system (the "Utility Improvements"), pursuant to Minnesota Statutes, Chapters
444 and 475, as amended (collectively, the "Utility Revenue Act").
(b) It is necessary and expedient to the sound financial management of the affairs of
the City to issue general obligations in the approximate aggregate principal amount of $21,605,000
the "Utility Revenue Bonds"), pursuant to the Utility Revenue Act, to provide financing for the
Utility Improvements.
2. Sale of Bonds.
(a) The City Council finds it necessary and expedient to the sound financial
management of the affairs of the City that the City issue its General Obligation Bonds, Series
2023A (the "Bonds" ), in the proposed aggregate principal amount of $26,110,000, pursuant to the
Abatement Act and the Utility Revenue Act (together, the "Act"), which amount is subject to
adjustment in accordance with the official Notice of Sale attached hereto as EXHIBIT B (the
"Notice of Sale"). The Bonds will be issued, sold, and delivered in accordance with the Notice of
Sale.
(b) The City is authorized by Section 475.60, subdivision 2(9) of the Act to negotiate
the sale of the Bonds, it being determined that the City has retained an independent municipal
advisor in connection with such sale.
3. Authorityy of Municipal Advisor. Northland Securities, Inc. is authorized and directed to
negotiate the Bonds in accordance with the Notice of Sale. The City Council will meet at 7:00 P.M. on
Thursday, March 23, 2023, to consider proposals on the Bonds and take any other appropriate action with
respect to the Bonds.
4. Authority of Bond Counsel. The law firm of Kennedy &Graven, Chartered, as bond
counsel for the City, is authorized to act as bond counsel and to assist in the preparation and review of
necessary documents, certificates and instruments relating to the Bonds. The officers, employees and
agents of the City are hereby authorized to assist Kennedy & Graven, Chartered in the preparation of such
documents, certificates, and instruments.
5. Covenants. In the resolution awarding the sale of the Bonds the City Council will set forth
the covenants and undertakings required by the Act.
2
CR100\25\850402.v1
6. Official Statement. In connection with the sale of the Bonds, the officers or employees of
the City are authorized and directed to cooperate with Northland Securities, Inc. and participate in the
preparation of an official statement for the Bonds and to execute and deliver it on behalf of the City upon
its completion.
Approved by the City Council of the City of Corcoran, Minnesota this 26 day of January, 2023 .
ayor
ATTEST: `
r
Administrator
CR100\25\850402.v1
EXHIBIT A
(ISSUE PRICE CERTIFICATE -COMPETITIVE SALE SATISFIED)
The undersigned, for and on behalf of [NAME OF PURCHASER/REPRESENTATIVEI (the
["Purchaser"] ["Representative," on behalf of itself and other underwriters listed below (collectively, the
"Underwriting Group")], with respect to the sale and issuance of the General Obligation Bonds, Series
2023A (the "Bonds"), issued by the City of Corcoran, Minnesota (the "Issuer"), in the original aggregate
principal amount of $ , certifies as follows:
1. Reasonably Expected Initial Offerin Price.
(a) As of the Sale Date, the reasonably expected initial offering prices of the Bonds to the
Public by the [Purchaser] [Underwriting Group] are the prices listed in EXHIBIT A attached hereto (the
"Expected Offering Prices"). The Expected Offering Prices are the prices of the Maturities of the Bonds
used by the [Purchaser] [Underwriting Group] in formulating its bid to purchase the Bonds. Attached hereto
as EXHIBIT B is a true and correct copy of the bid provided by the [Purchaser] [Underwriting Group] to
purchase the Bonds.
(b) The [Purchaser] [Underwriting Group] was not given the opportunity to review other bids
prior to submitting its bid.
(c) The bid submitted by the [Purchaser] [Underwriting Group] constituted a firm offer to
purchase the Bonds.
(d) Capitalized terms that are used herein that are otherwise not defined shall have the
meanings assigned to such terms in Section 5 hereof.
2. Purchase Price. The [Purchaser] [Representative] acknowledges that it is purchasing the
Bonds for an aggregate purchase price of $ (par amount of Bonds of $ ,plus
original issue premium of $ ,less original issue discount of $ ,less [a Purchaser's] [an
underwriter's] discount of $), plus accrued interest in the amount of $
3. Receipt of Bonds. The undersigned hereby acknowledges receipt of $
original aggregate principal amount of the Bonds from the Issuer, fully executed and authenticated.
in
4. Representations. The representations set forth in this Certificate of Purchaser (the
"Certificate") are limited to factual matters only. Nothing in this Certificate represents the interpretation
by the [Purchaser] [Representative] of any laws, including specifically Sections 103 and 148 of the Internal
Revenue Code of 1986, as amended, and the Treasury Regulations promulgated thereunder. The
undersigned understands that the foregoing information will be relied upon by: (1) the Issuer with respect
to certain of the representations set forth in a tax certificate of the Issuer executed on the date hereof with
respect to compliance with the federal income tax rules affecting the Bonds; and (11) Kennedy & Graven,
Chartered, in connection with rendering its opinion that the interest on the Bonds is excluded from gross
income for federal income tax purposes, the preparation of Information Return for Tax -Exempt
Governmental Obligations, Form 803 8-G (Rev. September 2018), and other federal income tax advice that
CR100\25\850402.v1
it may give to the Issuer from time to time relating to the Bonds.
5. Defined Terms.
(a) "Maturity" means Bonds with the same credit and payment terms. Bonds with different
maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as
separate Maturities.
(b) "Public" means any person (including an individual, trust, estate, partnership, association,
company, or corporation) other than an Underwriter or a related party to an Underwriter. The term "related
party" for purposes of this Certificate means, with respect to a purchaser of the Bonds, if the Underwriter
and the purchaser are subject, directly or indirectly, to (1) more than fifty percent (50%) common ownership
of the voting power or the total value of their stock, if both entities are corporations (including direct
ownership by one corporation of another); (11) more than fifty percent (50%) common ownership of their
capital interests or profits interests, if both entities are partnerships (including direct ownership by one
partnership of another); or (111) more than fifty percent (50%) common ownership of the value of the
outstanding stock of the corporation or the capital interests or profit interests of the partnership, as
applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of
the applicable stock or interests by one entity of the other).
(c) "Sale Date" means the first day on which there is a binding contract in writing for the sale
of a Maturity of the Bonds. The Sale Date of the Bonds is .
(d) "Underwriter" means (i) any person that agrees pursuant to a written contract with the
Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of
the Bonds to the Public, and (11) any person that agrees pursuant to a written contract directly or indirectly
with a person described in clause (1) of this paragraph to participate in the initial sale of the Bonds to the
Public (including a member of a selling group or a party to a retail distribution agreement participating in
the initial sale of the Bonds to the Public).
IN wITNES S WHEREOF, the undersigned officer has executed this Certificate of Purchaser as of the
date and year first written above.
[Account Members:]
[PURCHASER] [REPRESENTATIVE]
By
Name
Its Nl�:y�,r
(ISSUE PRICE CERTIFICATE —HOLD THE PRICE)
The undersigned, for and on behalf of [NAME OF PURCHASER:/REPRESENTATIVE] (the
["Purchaser"] ["Representative," on behalf of itself and other underwriters listed below (collectively, the
CR100\25\850402.v1
"Underwriting Group"))]„ with respect to the sale and issuance of the General Obligation Bonds,
Series 2023A (the "Bonds"), by the City of Corcoran, Minnesota (the "Issuer"), in the original aggregate
principal amount of $ , certifies as follows:
1. Inal Offering Price for the Bonds.
(a) The [Purchaser] [Underwriting Group] offered each Maturity of the Bonds to the Public
for purchase at the respective initial offering prices listed in EXHIBIT A attached hereto (the "Initial
Offering Prices"). A copy of the pricing wire or equivalent communication for the Bonds is attached hereto
as EXHIBIT A. Capitalized terms used herein that are otherwise not defined shall have the meanings
assigned to such terms in Section 5 hereof.
(b) As set forth in the Notice of Sale and the bid award, the [Purchaser has] [members of the
Underwriting Group have] agreed in writing that, (1) for each Maturity of the Bonds, [it] [they] would
neither offer nor sell any of the Bonds of such Maturity to any person at a price that is higher than the Initial
Offering Price for such Maturity during the Holding Period for such Maturity (the "Hold -the -Offering -Price
Rule"), and (ii) any selling group agreement shall contain the agreement of each dealer who is a member
the selling group, and any retail di A stribution agreement shall contain the agreement of each broker -dealer
who is a party to the retail distribution agreement, to comply with the Hold -the -Offering -Price Rule.
Pursuant to such agreement, no Underwriter has offered or sold any Maturity of the Bonds at a price that is
higher than the respective Initial Offering Price for that Maturity of the Bonds during the Holding Period.
2. Purchase Price. The [Purchaser] [Representative] acknowledges that it is purchasing the
Bonds for an aggregate purchase price of $ (par amount of Bonds of $ ,plus
original issue premium of $ ,less original issue discount of $ ,less [a Purchaser's] [an
underwriter's] discount of $).
3. Receipt of Bonds. The undersigned hereby acknowledges receipt of $ in
original aggregate principal amount %J the Bonds from the Issuer, fully executed and authenticated.
4. Representations. The representations set forth in this Certificate of Purchaser (the
"Certificate") are limited to factual matters only. Nothing in this Certificate represents the interpretation
by the [Purchaser] [Representative] of any laws, including specifically Sections 103 and 148 of the Internal
Revenue Code of 1986, as amended, and the Treasury Regulations promulgated thereunder. The
undersigned understands that the foregoing information will be relied upon by: (1) the Issuer with respect
to certain of the representations set forth in a tax certificate of the Issuer executed on the date hereof with
respect to compliance with the federal income tax rules affecting the Bonds; and (11) Kennedy & Graven,
Chartered, in connection with rendering its opinion that the interest on the Bonds is excluded from gross
income for federal income tax purposes, the preparation of Information Return for Tax -Exempt
Governmental Bonds, Form 8038 G (Rev. September 2018), and other federal income tax advice that it
may give to the Issuer from time to time relating to the Bonds.
5. Defined Terms.
(a) "Holding Period" means, with respect to each Maturity of the Bonds, the period starting on
the Sale Date and ending on the earlier of (i) the close of the fifth business day after the Sale Date, or (ii)
the date on which the [Purchaser has] [Underwriters have] sold at least ten percent (10%) of such Maturity
to the Public at prices that are no higher than the Initial Offering Price for such Maturity.
(b)
"Maturity" means Bonds with the same credit and payment terms. Bonds with different
CR100\25\850402.v1
maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as
separate Maturities.
(c) "Public" means any person (including an individual, trust, estate, partnership, association,
company, or corporation) other than an Underwriter or a related party to an Underwriter. The term "related
party" for purposes of this Certificate means, with respect to a purchaser of the Bonds, if the Underwriter
and the purchaser are subject, directly or indirectly, to (1) more than fifty percent (50%) common ownership
of the voting power or the total value of their stock, if both entities are corporations (including direct
ownership by one corporation of another); (11) more than fifty percent (50%) common ownership of their
capital interests or profits interests, if both entities are partnerships (including direct ownership by one
partnership of another); or (111) more than fifty percent (50%) common ownership of the value of the
outstanding stock of the corporation or the capital interests or profit interests of the partnership, as
applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of
the applicable stock or interests by one entity of the other).
(d) "Sale Date" means the first day on which there is a binding contract in writing for the sale
of a Maturity of the Bonds. The Sale Date of the Bonds is
(e) "Underwriter" means (i) any person that agrees pursuant to a written contract with the
Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of
the Bonds to the Public, and (11) any person that agrees pursuant to a written contract directly or indirectly
with a person described in clause (1) of this paragraph to participate in the initial sale of the Bonds to the
Public (including a member of a selling group or a party to a retail distribution agreement participating in
the initial sale of the Bonds to the Public).
IN WITNESS WI�REOF, the undersigned officer has executed this Certificate of Purchaser as of the
date and year first written above.
[PURCHASER] [REPRESENTATIVE]
By
Name
Its
�c
CR100\25\850402.v1
Exhibit A
NOTICE OF SALE
$26,110,000*
GENERAL OBLIGATION BONDS, SERIES 2023A
CITY OF CORCORAN, MINNESOTA
(Book -Entry Only)
NOTICE IS HEREBY GIVEN that these Bonds will be offered for sale according to the following terms:
TIME AND PLACE:
Proposals (also referred to herein as "bids") will be opened by the City's Finance Manager, or designee, on
Thursday, March 23, 2023, at 10:00 A.M., CT, at the offices of Northland Securities, Inc. (the City's
"Municipal Advisor"), 150 South 5th Street, Suite 3300, Minneapolis, Minnesota 55402. Consideration of
the Proposals for award of the sale will be by the City Council at its meeting at the City Offices beginning
Thursday, March 23, 2023 at 7:00 P.M., CT.
SUBMISSION OF PROPOSALS
Proposals may be:
a) submitted to the office of Northland Securities. Inc..
b)
c)
d)
faxed to Northland Securities, Inc. at 612451-5918,
emailed to PublicSale(a,northlandsecurities.com
for proposals submitted prior to the sale, the final price and coupon rates may be submitted to
Northland Securities, Inc. by telephone at 612-851-5900 or 612-851-4945, or
e) submitted electronically.
Notice is hereby given that electronic proposals will be received via PARITYTM, or its successor, in the
manner described below, until 10:00 A.M., CT, on Thursday, March 23, 2023. Proposals maybe submitted
electronically via PARITYTM or its successor, pursuant to this Notice until 10:00 A.M. CT, but no Proposal
will be received after the time for receiving Proposals specified above. To the extent any instructions or
Erections set forth in PARITYTM, or its successor, conflict with this Notice, the terms of this Notice shall
control. For further information about PARITYTM, or its successor, potential bidders may contact Northland
Securities, Inc. or i-Deal®at 1359 Broadway, 2nd floor, New York, NY 10018, telephone 212-849-5021.
Neither the City nor Northland Securities, Inc. assumes any liability if there is a malfunction of PARITYTM or
its successor. 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 in which the Proposal is submitted.
BOOK ENTRY SYSTEM
The Bonds will be issued by means of a book -entry system with no physical distribution of bond certificates
made to the public. The Bonds will be issued in fully registered form and one bond certificate, representing
the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of Cede &
The City reserves the right to increase or decrease the principal amount of the Bonds. Any such increase or decrease will be
made in multiples of $5,000 and may be made in any maturity. If any maturity is adjusted, the purchase price will also be
adjusted to maintain the same gross spread.
CR100\25\850402.v1
Co. as nominee of 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 are payable by the City through Northland Trust Services, Inc. Minneapolis,
Minnesota (the "Paying Agent/Registrar"), to DTC, or its nominee as registered owner of the Bonds.
Transfer of principal and interest 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 successful bidder, as a condition of delivery
of the Bonds, will be required to deposit the bond certificates with DTC. The City will pay reasonable and
customary charges for the services of the Paying Agent/Registrar.
DATE OF ORIGINAL ISSUE OF BONDS
Date of Delivery (Estimated to be April 19, 2023)
AUTHORITY/PURP O SE/SECURITY
The Bonds are being issued pursuant to Minnesota Statutes, Chapters 444 and 475 and Sections 469.1812
through 469.1815. Proceeds will be used to finance a water prof ect and various road prof ects within the
City and to pay costs associated with the issuance of the Bonds. The Bonds are payable from net revenues
of the water system, tax abatement levies and additionally secured by ad valorem taxes on all taxable
property within the City. The full faith and credit of the City is pledged to their payment and the City has
validly obligated itself to levy ad valorem taxes in the event of any deficiency in the debt service account
established for this issue.
INTEREST PAYMENTS
Interest is due semiannually on each February 1 and August 1, commencing February 1, 2024, to registered
owners of the Bonds appearing of record in the Bo
(whether or not a business day) of the calendar m0
nd Register as of the close of business on the fifteenth day
nth next preceding such interest payment date.
Principal is due annually on February 1, inclusive, in each of the years and amounts as follows:
Year Amount Year Amount Year Amount
2024 $585,000 2034 $875,000 2044 $830,000
2025 63500 2035 85500 2045 875,000
2026 650,000 2036 89000 2046 91500
2027 680,000 2037 930,000 2047 960NO
2028 70500 2038 970)000 2048 11010,000
2029 72500 2039 1,015,000 2049 1005000
2030 750,000 2040 69000 2050 1,115,000
2031 78000 2041 725,000 2051 1,170,000
2032 805,000 2042 75500 2052 1,230,000
2033 83500 2043 79500 2053 1,295,000
CR100\25\850402.v1
Proposals for the Bonds may contain a maturity schedule providing for any combination of serial bonds
and term bonds, subject to mandatory redemption, so long as the amount of principal maturing or subject
to mandatory redemption in each year conforms to the maturity schedule set forth above.
INTEREST RATES
All rates must be in integral multiples of 1/20th or 1/8th of 1%. The rate for any maturity may not be more
than 2. 00% less than the rate for any preceding maturity. All Bonds of the same maturity must bear a single
uniform rate from date of issue to maturity.
ESTABLISHMENT OF ISSUE PRICE
(HOLD -THE -OFFERING -PRICE RULE MAY APPLY —BIDS NOT CANCELLABLE)
The winning bidder shall assist the City in establishing the issue price of the Bonds and shall execute and
deliver to the City at closing an "issue price" or similar certificate setting forth the reasonably expected
initial offering price to the public or the sales price or prices of the Bonds, together with the supporting
pricing wires or equivalent communications, substantially in the form attached hereto as Exhibit A, with
such modifications as may be appropriate or necessary, in the reasonable judgment of the winning bidder,
the City and Bond Counsel. All actions to be taken by the City under this Notice of Sale to establish the
issue price of the Bonds may be taken on behalf of the City by the City's Municipal Advisor and any notice
or report to be provided to the City may be provided to the City's Municipal Advisor,
The City intends that the provisions of Treasury Regulation Section 1.148-1(�(3)(i) (defining "competitive
sale" for purposes of establishing the issue price of the Bonds) will apply to the initial sale of the Bonds
the "competitive sale requirements") because:
(1) the City shall disseminate this Notice of Sale to potential underwriters in a manner that is reasonably
designed to reach potential underwriters;
(2) all bidders shall have an equal opportunity to bid;
(3) the City may receive bids from at least three underwriters of municipal bonds who have established
industry reputations for underwriting new issuances of municipal bonds; and
(4) the City anticipates awarding the sale of the Bonds to the bidder who submits a firm offer to
purchase the Bonds at the highest price (or lowest cost), as set forth in this Notice of Sale.
Any bid submitted pursuant to this Notice of Sale shall be considered a firm offer for the purchase
of the Bonds, as specified in the bid.
In the event that the competitive sale requirements are not satisfied, the City shall promptly so advise the
winning bidder. The City may then determine to treat the initial offering price to the public as of the award
date of the Bonds as the issue price of each maturity by imposing on the winning bidder the Hold -the -
Offering -Price Rule as described in the following paragraph (the "Hold -the -Offering -Price Rule"). Bids
will not be subject to cancellation in the event that the City determines to apply the Hold -the -Offering -
Price Rule to the Bonds. Bidders should prepare their bids on the assumption that the Bonds will be
subject to the Hold -the -Offering -Price Rule in order to establish the issue price of the Bonds.
By submitting a bid, the winning bidder shall (1) confirm that the underwriters have offered or will offer
the Bonds to the public on or before the date of award at the offering price or prices (the "Initial Offering
Price or at the corresponding yield or yields, set forth in the bid submitted by the winning bidder and (ii)
agree, on behalf of the underwriters participating in the purchase of the Bonds, that the underwriters will
CR100\25\850402.v1
neither offer nor sell unsold Bonds of any maturity to which the Hold -the -Offering Price Rule shall apply
to any person at a price that is higher than the Initial Offering Price to the public during the period starting
on the award date for the Bonds and ending on the earlier of the following:
(1) the close of the fifth (5') business day after the award date; or
(2) the date on which the underwriters have sold at least 10% of a maturity of the Bonds to the public
at a price that is no higher than the Initial Offering Price to the public (the "10% Test"), at which
time only that particular maturity will no longer be subject to the Hold -the -Offering -Price Rule.
The City acknowledges that, in making the representations set forth above, the winning bidder will rely on
(1) the agreement of each underwriter to comply with the requirements for establishing issue price of the
Bonds, including, but not limited to, its agreement to comply with the Hold -the -Offering -Price Rule, if
applicable to the Bonds, as set forth in an agreement among underwriters and the related pricing wires, so
in the event a selling group has been created in connection with the initial sale of the Bonds to the public,
the agreement of each dealer who is a member of the selling group to comply with the requirements for
establishing issue price of the Bonds, including but not limited to, its agreement to comply with the Hold -
the -Offering -Price Rule, if applicable to the Bonds, as set forth in a selling group agreement and the related
pricing wires, and (111) in the event that an underwriter or dealer who is a member of the selling group is a
party to a third -party distribution agreement that was employed in connection with the initial sale of the
Bonds to the public, the agreement of each broker -dealer that is a party to such agreement to comply with
the requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to
comply with the Hold -the -Offering -Price Rule, if applicable to the Bonds, as set forth in the third -party
distribution agreement and the related pricing wires. The City further acknowledges that each underwriter
shall be solely liable for its failure to comply with its agreement regarding the requirements for establishing
issue price of the Bonds, including but not limited to, its agreement to comply with the Hold -the -Offering -
Price Rule, if applicable to the Bonds, and that no underwriter shall be liable for the failure of any other
underwriter, or of any dealer who is a member of a selling group, or of any broker -dealer that is a party to
a third -party distribution agreement to comply with its corresponding agreement to comply with the
requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to comply
with the Hold -the -Offering -Price Rule if applicable to the Bonds.
By submitting a bid, each bidder confirms that: (i) any agreement among underwriters, any selling group
agreement and each third -party distribution agreement (to which the bidder is a party) relating to the initial
sale of the Bonds to the public, together with the related pricing wires, contains or will contain language
obligating each underwriter, each dealer who is a member of the selling group, and each broker -dealer that
is a party to such third -party distribution agreement, as applicable, (A) to comply with the Hold -the -
Offering -Price Rule, if applicable if and for so long as directed by the winning bidder and as set forth in the
related pricing wires, (B) to promptly notify the winning bidder of any sales of Bonds that to its knowledge,
are made to a purchaser who is a related party to an underwriter participating in the initial sale of the Bonds
to the public (each such term being used as defined below), and (C) to acknowledge that, unless otherwise
advised by the underwriter, dealer or broker -dealer, the winning bidder shall assume that each order
submitted by the underwriter, dealer or broker -dealer is a sale to the public, and (11) any agreement among
underwriters or selling group agreement relating to the initial sale of the Bonds to the public, together with
the related pricing wires, contains or will contain language obligating each underwriter or dealer that is a
party to a third -party distribution agreement to be employed in connection with the initial sale of the Bonds
to the public to require each broker -dealer that is a party to such retail distribution agreement to comply
with the Hold -the -Offering -Price Rule, if applicable, in each case if and for so long as directed by the
winning bidder or the underwriter and as set forth in the related pricing wires.
Notes: Sales of any Bonds to any person that is a related party to an underwriter participating in the initial
sale of the Bonds to the public (each such term being used as defined below) shall not constitute sales to
CR100\25\850402.v1
the public for purposes of this Notice of Sale. Further, for purposes of this Notice of Sale:
(1) 'public" means any person other than an underwriter or a related party,
(2) "underwriter" means (A) any person that agrees pursuant to a written contract with the City (or
with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the
Bonds to the public and (B) any person that agrees pursuant to a written contract directly or
indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the
public (including a member of a selling group or a party to a third -party distribution agreement
participating in the initial sale of the Bonds to the public).
(3) a purchaser of any of the Bonds is a "related parry" to an underwriter if the underwriter and the
purchaser are subject, directly or indirectly, to (A) more than 50% common ownership of the voting
power or the total value of their stock, if both entities are corporations (including direct ownership
by one corporation or another), (B) more than 50% common ownership of their capital interests
orprofits interests, if both entities arepartnerships (including direct ownership by onepartnership
of another), or (C) more than 50% common ownership of the value of the outstanding stock of the
corporation or the capital interests or profit interests of the partnership, as applicable, if one entity
is a corporation and the other entity is a partnership (including direct ownership of the applicable
stock or interests by one entity of the other), and
(4) "sale date "means the date that the Bonds are awarded by the City to the winning bidder.
ADJUSTMENTS TO PRINCIPAL AMOUNT AFTER PROPOSALS
The City reserves the right to increase or decrease the principal amount of the Bonds. Any such increase or
decrease will be made in multiples of $b,000 and may be made in any maturity. If any maturity is adjusted,
the purchase price will also be adjusted to maintain the same gross spread. Such adjustments shall be made
promptly after the sale and prior to the award of Proposals by the City and shall be at the sole discretion of
the City. The successful bidder may not withdraw or modify its Proposal once submitted to the City for any
reason, including post -sale adjustment. Any adjustment shall be conclusive and shall be binding upon the
successful bidder.
OPTIONAL REDEMPTION
Bonds maturing on February 1, 2032 through 2053 are subject to redemption and prepayment at the option of
the City on February 1, 2031 and any date thereafter, at a price of par plus accrued interest. Redemption may
be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the maturities and principal
amounts within each maturity to be redeemed shall be determined by the City and if only part of the Bonds
having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen
by lot by the Bond Registrar.
��il.`� 1' ►l 1►I 1:
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 shall constitute cause for a
failure or refusal by the successful bidder thereof to accept delivery of and pay for the Bonds in accordance
with terms of the purchase contract. The CUSIP Service Bureau charge for the assignment of CUSIP
identification numbers shall be paid by the successful bidder.
DELIVERY
Delivery of the Bonds will be within thirty days after award, subject to an approving legal opinion by
Kennedy &Graven, Chartered, Bond Counsel. The legal opinion will be paid by the City and delivery will
CR100\25\850402.v1
be anywhere in the continental United States without cost to the successful bidder at DTC.
TYPE OF PROPOSAL
Proposals of not less than $25,731,405.00 (98.55%) and accrued interest on the principal sum of
$26,110.000 must be filed with the undersigned prior to the time of sale. Proposals must be unconditional
except as to legality.
addressed to:
Proposals for the Bonds should be delivered to Northland Securities, Inc. and
Maggie Ung, Finance Manager
Corcoran City Hall
8200 County Road 116
Corcoran, MN 55340
A good faith deposit (the "Deposit") in the amount of $500,000 in the form of a federal wire transfer
(payable to the order of the City) is only required from the apparent winning bidder, and must be received
within two hours after the time stated for the receipt of Proposals. The apparent winning bidder will receive
notification of the wire instructions from the Municipal Advisor promptly after the sale. If the Deposit is
not received from the apparent winning bidder in the time allotted, the City may choose to reject their
Proposal and then proceed to offer the Bonds to the next lowest bidder based on the terms of their original
proposal, so long as said bidder wires funds for the Deposit amount within two hours of said offer.
The City will retain the Deposit of the successful bidder, the amount of which will be deducted at settlement
and no interest will accrue to the successful bidder. In the event the successful bidder fails to comply with the
accepted Proposal, said amount will be retained by the City. No Proposal can be withdrawn after the time set
for receiving Proposals unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed,
or continued to another date without award of the Bonds having been made.
The Bonds will be awarded on the basis of the lowest interest rate to be determined 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. In the event of a tie, the sale of the Bonds will be awarded by lot. The City will
reserve the right to: (1) waive non -substantive informalities of any Proposal or of matters relating to the receipt
of Proposals and award of the Bonds, (ii) reject all Proposals without cause, and (iii) reject any Proposal which
the City determines to have failed to comply with the terms herein.
IN
FORMATION FROM SUCCESSFUL BIDDER
The successful bidder will be required to provide, in a timely manner, certain information relating to the initial
offering price of the Bonds necessary to compute the yield on the Bonds pursuant to the provisions of the
Internal Revenue Code of 1986, as amended.
OFFICIAL STATEMENT
By awarding the Bonds to any underwriter or underwriting syndicate submitting a Proposal therefor, the
City agrees that, no more than seven business days after the date of such award, it shall provide to the senior
managing underwriter of the syndicate to which the Bonds are awarded, the Final Official Statement in an
electronic format as prescribed by the Municipal Securities Rulemaking Board (MSRB).
CR100\25\850402.v1
FULL CONTINUING DISCLOSURE UNDERTAKING
The City will covenant in the resolution awarding the sale of the Bonds and in a Continuing Disclosure
Undertaking to provide, or cause to be provided, annual financial information, including audited financial
statements of the City, and notices of certain material events, as required by SEC Rule 15c2-12.
NOT BANK QUALIFIED
The City will not designate the Bonds as qualified tax-exempt obligations for purposes of Section 265(b)(3)
of the Internal Revenue Code of 1986, as amended.
BOND INSURANCE AT UNDERWRITER'S OPTION
If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor at the
option of the successful bidder, the purchase of any such insurance policy or the issuance of any such
commitment shall be at the sole option and expense of the successful bidder of the Bonds. Any increase in
the costs of issuance of the Bonds resulting from such purchase of insurance shall be paid by the successful
bidder, except that, if the City has requested and received a rating on the Bonds from a rating agency, the
City will pay that rating fee. Any other rating agency fees shall be the responsibility of the successful bidder.
Failure of the municipal bond insurer to issue the policy after the Bonds have been awarded to the successful
bidder shall not constitute cause for failure or refusal by the successful bidder to accept delivery on the
Bonds.
The City reserves the right to reject any and all Proposals, to waive informalities and to adjourn the sale.
Dated: January 26, 2023
BY ORDER OF THE CORCOR.AN CITY COUNCIL
Finance Manager
Additional information may be obtained from:
Northland Securities, Inc.
150 South 5t" Street, Suite 3300
Minneapolis, Minnesota 55402
Telephone No.: 612-851-5900
CR100\25\850402.v1