HomeMy WebLinkAboutResolution 2014-37 - Providing for the Issuance and Sale of Bonds 2014BCity of Corcoran July 10, 2014
County of Hennepin
State of Minnesota
Extract of Minutes of Meeting
of 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 Hall in the City on Thursday,
July 10, 2014, commencing at 7:00 P.M.
The following members of the Council were present: Guenthner, Asleson, Cossette,
Lynch, and Thomas
and the following were absent: None
The following resolution was presented by Councilmember Asleson who moved its
adoption:
RESOLUTION NO. 2014 -37
RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF
APPROXIMATELY $3,140,000 GENERAL OBLIGATION UTILITY REVENUE
BONDS, SERIES 2014B
BE IT RESOLVED By the City Council of the City of Corcoran, Hennepin County,
Minnesota (the "City ") as follows:
1. Back rg ound. It is hereby determined that:
(a) the City engineer has recommended the construction of various water and
sewer improvements within the City and to fund certain costs of improvements to the
public works building (the "Project ");
(b) the City is authorized by Minnesota Statutes, Chapters 444 and 475 (the
"Act ") to issue and sell its general obligation bonds to finance the Project.
(c) it is necessary and expedient to the sound financial management of the
affairs of the City to issue approximately $3,140,000 General Obligation Utility Revenue
Bonds, Series 2014B (the "Bonds ") pursuant to the Act to provide financing for the
Project.
2. Sale Authorized. In order to provide financing for the Project, the City will
therefore issue and sell the Bonds in the approximate amount of $3,092,900. To provide in part
the additional interest required to market the Bonds at this time, additional Bonds will be issued
in the amount of $47,100. The amounts cited above are subject to adjustment in accordance with
the Notice of Sale. The Bonds will be issued, sold and delivered in accordance with the terms of
the following Notice of Sale:
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445382vl MNI CRI00 -16
NOTICE OF SALE
$3,140,000'
GENERAL OBLIGATION UTILITY REVENUE BONDS, SERIES 2014B
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 will be opened by the City's Administrator, or designee, on Thursday, July 24, 2014,
at 10:30 A.M., CT, at the offices of Northland Securities, Inc., 45 South 7th Street, Suite 2000,
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, July 24, 2014 at 7:00
P.M., CT.
OF PROPOSALS
Proposals maybe:
a) submitted to the office of Northland Securities, Inc.,
b) faxed to Northland Securities, Inc. at 612 - 851 -5918,
c) 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
d) submitted electronically.
Notice is hereby given that electronic proposals will be received via PARITYTm, or its successor,
in the manner described below, until 10:30 A.M., CT, on Thursday, July 24, 2014. Proposals
may be submitted electronically via PARITY r. or its successor, pursuant to this Notice until
10:30 A.M., CT, but no Proposal will be received after the time for receiving Proposals specified
above. To the extent any instructions or directions set forth in PARITY r., or its successor,
conflict with this Notice, the terms of this Notice shall control. For further information about
PARITY r., 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
PARITY"" 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 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.
445382v1 MNICR100 -16
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 & 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.
August 1, 2014
DATE OF ORIGINAL ISSUE OF BONDS
AUTHORITY /PURPOSE /SECURITY
The Bonds are being issued pursuant to Minnesota Statutes, Chapters 444 and 475, as amended.
Proceeds will be used to finance water and sewer improvements within the City and to fund the
remaining project costs for the Public Works building and to pay the costs of issuance of the
Bonds. The Bonds are payable from net revenues of the City's water and sewer utilities. The full
faith and credit of the City has also 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 August 1, 2015, to
registered owners of the Bonds appearing of record in the Bond Register as of the close of business
on the fifteenth day (whether or not a business day) of the calendar month preceding such interest
payment date.
445382v1 MNI CR100 -16 4
MATURITIES
Principal is due annually on February 1, inclusive, in each of the years and amounts as follows:
Year
Amount
Year
Amount
Year
Amount
2016
$85,000
2023
$145,000
2030
$180,000
2017
135,000
2024
155,000
2031
170,000
2018
135,000
2025
160,000
2032
175,000
2019
135,000
2026
165,000
2033
180,000
2020
140,000
2027
165,000
2034
190,000
2021
140,000
2028
170,000
2035
195,000
2022
145,000
2029
175,000
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 %. Rates must be in level or
ascending order. All Bonds of the same maturity must bear a single uniform rate from date of
issue to maturity.
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 $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. 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, 2023 through 2035 are subject to redemption and prepayment at
the option of the City on February 1, 2022 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.
445382v1 MNI CRI00 -16 5
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 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 forty 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 be anywhere in the continental United States without cost to the successful
bidder at DTC.
TYPE OF PROPOSAL
Proposals of not less than $3,092,900 (98.50 %) and accrued interest on the principal sum of
$3,140,000 must be filed with the undersigned prior to the time of sale. Proposals must be
unconditional except as to legality. Proposals for the Bonds should be delivered to Northland
Securities, Inc. and addressed to:
Brad Martens, City Administrator
Corcoran City Hall
8200 County Road 116
Corcoran, Minnesota 55340
A good faith deposit (the "Deposit') in the amount of $62,800 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.
445382v1 MNJ CR700 -16 6
AWARD
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: (i) 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.
INFORMATION 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).
LIMITED CONTINUING DISCLOSURE CERTIFICATE
The City will covenant in the resolution awarding the sale of the Bonds and in a Continuing
Disclosure Certificate to provide, or cause to be provided, annual financial information, which
information is customarily prepared by the City and is publically available, including audited
financial statements of the City, and notices of certain material events, as required by SEC Rule
15c2 -12.
BANK QUALIFICATION
The City will 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
445382vl MNI CR100 -16 7
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: July 10, 2014 BY ORDER OF THE CORCORAN CITY COUNCIL
/s/ Brad Martens
City Administrator
Additional information may be obtained from:
Northland Securities, Inc.
45 South 7h Street, Suite 2000
Minneapolis, Minnesota 55402
Telephone No.: 612 - 851 -5900
445382vl MNI CRI00 -16
3. Authority of Municipal Advisor. Northland Securities, Inc. is authorized and
directed to negotiate the Bonds in accordance with the foregoing Notice of Sale. The City
Council will meet at 7:00 P.M. on Thursday, July 24, 2014, 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.
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.
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445382v1 MNI CR100 -16 9
The motion for the adoption of the foregoing resolution was duly seconded by
Councilmember Thomas, and upon vote being taken thereon the following members voted in
favor of the motion: Guenthner, Asleson, Cossette, Lynch, and Thomas
and the following voted against: None
whereupon the resolution was declared duly passed and adopted.
445382v1 MNI CRI00 -16 10
STATE OF MINNESOTA )
COUNTY OF HENNEPIN )
CITY OF CORCORAN )
I, the undersigned, being the duly qualified and acting City Clerk of the City of Corcoran,
Minnesota, hereby certify that I have carefully compared the attached and foregoing extract of
minutes of a regular meeting of the City Council of the City held on Thursday, July 10, 2014,
with the original minutes on file in my office and the extract is a full, true and correct copy of the
minutes, insofar as they relate to the issuance and sale of approximately $3,140,000 General
Obligation Utility Revenue Bonds, Series 2014B of the City.
2014.
WITNESS My hand as City Clerk and the corporate seal of the City this 10°i day of July,
ve�
y Clerk
ity of Corcoran, Minnesota
(SEAL)
Cr.,R%101 vjgII 7[Q1B01