HomeMy WebLinkAboutResolution 2016-14 Providing Issuance and Sale of GO Bonds 2016ACity of Corcoran
County of Hennepin
State of Minnesota
Extract of Minutes of Meeting
of the City Council of the City
of Corcoran, Hennepin County, Minnesota
March 10, 2016
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,
March 10, 2016, commencing at 7:00 P.M.
The following members of the Council were present: Acting Mayor Thomas,
Councilmember LaFave, Councilmember Hank, and Councilmember Keefe.
and the following were absent: Mayor Guenthner
The following resolution was presented by Councilmember LaFave who moved its
adoption:
RESOLUTION NO. 2016 -14
RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF
APPROXIMATELY $3,090,000 GENERAL OBLIGATION BONDS, SERIES 2016A
BE IT RESOLVED By the City Council of the City of Corcoran, Hennepin County,
Minnesota (the "City ") as follows:
1. Background. It is hereby determined that:
(a) the City engineer has recommended the construction of street, water and
sewer utility improvements to the Downtown area within the City and to purchase certain
items of capital equipment (the "Project');
(b) the City is authorized by Minnesota Statutes, Chapters 429, 444 and 475
and Minnesota Statutes, Section 412.301 (collectively 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 $3,090,000 General Obligation Bonds, Series
2016A (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 $3,049,830. To provide in part
the additional interest required to market the Bonds at this time, additional Bonds will be issued
in the amount of $40,170. 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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NOTICE OF SALE
$3,090,000'
GENERAL OBLIGATION BONDS, SERIES 2016A
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, April 14, 2016, 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, April 14, 2016 at 7:00 P.M., CT.
OF PROPOSALS
Proposals may be:
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 -4920, or
d) submitted electronically.
Notice is hereby given that electronic proposals will be received via PARITY' , or its successor, in the
manner described below, until 10:30 A.M., CT, on Thursday, April 14, 2016. Proposals may be submitted
electronically via PARITY' 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, or its successor, conflict with this Notice, the terms of
this Notice shall control. For further information about PARITY', or its successor, potential bidders may
contact Northland Securities, Inc. or i -Deal' at 1359 Broadway, 2" 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 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.
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.
474387v1 MNI CRI00 -17
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.
May 1, 2016
DATE OF ORIGINAL ISSUE OF BONDS
AUTHORITY/PURPOSE /SECURITY
The Bonds are being issued pursuant to Minnesota Statutes, Chapters 475, 444, 429 and 412.301, as
amended. Proceeds will be used to finance (i) street, water and sewer utility improvements to the
Downtown area; (ii) the purchase of various capital equipment; and (iii) pay costs associated with the
issuance of the Bonds. The Bonds are valid and binding general obligations of the City and are payable
from water and sewer utility revenues, special assessments on benefited properties, and ad valorem taxes.
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 to pay all principal and interest payments on this issue upon all of the taxable
property within the City and without limitation of amount.
INTEREST PAYMENTS
Interest is due semiannually on each February 1 and August 1, commencing February 1, 2017, 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.
MATURITIES
Principal is due annually on February 1, inclusive, in each of the years and amounts as follows:
Year
Amount
Year
Amount
Year
Amount
2018
$260,000
2023
$280,000
2028
$70,000
2019
260,000
2024
285,000
2029
70,000
2020
265,000
2025
285,000
2030
75,000
2021
265,000
2026
295,000
2031
75,000
2022
265,000
2027
265,000
2032
75,000
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.
474387vl MNI CR100 -17 4
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, 2024 through 2032 are subject to redemption and prepayment at the
option of the City on February 1, 2023 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.
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 thirty days after award, subject to an approving legal opinion by
Kennedy and 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 $3,049,830 (98.70 1/o) and accrued interest on the principal sum of $3,090,000
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:
474387v1 MNI CRI00 -17
Brad Martens, City Administrator
Corcoran City Hall
8200 County Road 116.
Corcoran, Minnesota 55340
A good faith deposit (the "Deposit ") in the amount of $61,800 in the form of a federal wire transfer
(payable to the order of the City) is only required from the apparent winninJ4 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.
KFAWTIi7
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).
FULL 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, including audited financial
statements of the City, and notices of certain material events, as required by SEC Rule 15c2 -12.
474387v1 MNI CRI00 -17
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 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: March 10, 2016 BY ORDER OF THE CORCORAN CITY COUNCIL
/s/ Brad Martens
City Administrator
Additional information may be obtained from:
Northland Securities, Inc.
45 South 76' Street, Suite 2000
Minneapolis, Minnesota 55402
Telephone No.: 612- 851 -5900
474387v1 MNI CRI00 -17
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, April 14, 2016, 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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474387v1 MNI CR100 -17 8
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: Acting Mayor Thomas, Councilmember LaFave, and Councilmember
Keefe.
and the following voted against: Councilmember Hank.
whereupon the resolution was declared duly passed and adopted.
4743870 MNI CRI00 -77 9
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, March 10, 2016,
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 $3,090,000 General
Obligation Bonds, Series 2016A of the City.
WITNESS My hand as City Clerk and the corporate seal of the City this 10t' day of
March, 2016.
�n &
Cit lerk/Administrative Services Coordinator
CiV of Corcoran, Minnesota
(SEAL)
474387v1 MNI CRI00 -17