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HomeMy WebLinkAboutResolution No. 2017-130 G.O. Bonds Series 2017D CERTIFICATION OF MINUTES RELATING TO $1,640,000 GENERAL OBLIGATION RECREATIONAL REVENUE REFUNDING BONDS, SERIES 2017D Issuer: City of Edina, Minnesota Governing Body: City Council Kind, date, time and place of meeting: A regular meeting held on November 21, 2017 at 7:00 o'clock P.M., at the City Hall, Edina, Minnesota. Members present: Brindle, Fischer, Staunton, Stewart, Hovland Members absent: None Documents Attached: Minutes of said meeting (including): Pages 1 through 19 RESOLUTION NO. 2017-130 RESOLUTION AWARDING THE SALE, PRESCRIBING THE FORM AND DETAILS AND PROVIDING FOR THE PAYMENT OF $1,640,000 GENERAL OBLIGATION RECREATIONAL REVENUE REFUNDING BONDS, SERIES 2017D 1, the undersigned, being the duly qualified and acting recording officer of the public corporation issuing the bonds referred to in the title of this certificate, certify that the documents attached hereto, as described above, have been carefully compared with the original records of said corporation in my legal custody, from which they have been transcribed; that said documents are a correct and complete transcript of the minutes of a meeting of the governing body of said corporation, and correct and complete copies of all resolutions and other actions taken and of all documents approved by the governing body at said meeting, so far as they relate to said bonds; and that said meeting was duly held by the governing body at the time and place and was attended throughout by the members indicated above, pursuant to call and notice of such meeting given as required by law. WITNESS my hand officially as such recording officer this 21S` day of November, 2017. Debra Mangen, C' y Clerk Councilmember Staunton introduced the following resolution and moved its adoption, which motion was seconded by Member Stewart: RESOLUTION NO. 2017-130 RESOLUTION AWARDING THE SALE, PRESCRIBING THE FORM AND DETAILS AND PROVIDING FOR THE PAYMENT OF $1,640,000 GENERAL OBLIGATION RECREATIONAL REVENUE REFUNDING BONDS, SERIES 2017D BE IT RESOLVED by the City Council of the City of Edina, Minnesota(the "City"), as follows: Section 1. Authorization and Sale. 1.01. Authorization of Bonds. The City has presently outstanding its General Obligation Recreational Facilities Bonds, Series 2009C, initially dated as of December 10, 2009 (the "Series 2009C Bonds"), its Taxable General Obligation Bonds, Series 2012B, initially dated as of October 10, 2012 (the "Series 2012B Bonds"), its General Obligation Bonds, Series 2012C (the "Series 2012C Bonds"), initially dated as of October 10, 2012 (the "Series 2012C Bonds"), its General Obligation Bonds, Series 2013B, initially dated as of October 10, 2013 (the "Series 2013B Bonds"), its General Obligation Bonds, Series 2015B, initially dated as of July 15, 2015 (the "Series 2015B Bonds"), and its General Obligation Recreational Revenue Bonds, Series 2017B, initially dated as of June 29, 2017 (the "Series 2017B Bonds"), issued pursuant to Minnesota Laws 1961, Chapter 655 (the "Act"), and Minnesota Statutes, Chapter 475. The Series 2009C Bonds, the Series 2012B Bonds, the Series 2012C Bonds, the Series 2013B Bonds, the Series 2015B Bonds, and the Series 2017B Bonds are payable primarily out of the net revenues to be derived from the municipal golf courses, ice arena, swimming pool and liquor stores of the City (the "Net Revenues"). This Council authorizes the issuance and sale of its General Obligation Recreational Revenue Refunding Bonds, Series 2017D in the principal amount of$1,640,000 (the "Bonds"), the proceeds of which will be used, together with any additional funds of the City which might be required, to refund in advance of maturity, on February 1, 2018 (the Redemption Date) the 2019 through 2030 maturities of the Series 2009C Bonds. The Bonds are payable primarily out of the Net Revenues. 1.02. Findings. It is hereby found, determined and declared that the Net Revenues in the fiscal year ended December 31, 2016 ($1,888,096) exceed the maximum amount of principal and interest to become due in any future fiscal year($1,298,242.52) on the Bonds, the Series 2012B Bonds, the Series 2012C Bonds, the Series 2013B Bonds, the Series 2015B Bonds, and the Series 2017B Bonds (the "Outstanding Recreational Facilities Bonds"). 1.03. Sale of Bonds. The City has retained Ehlers & Associates, Inc., as independent municipal advisor in connection with the sale of the Bonds. Pursuant to a resolution adopted November 8, 2017 and a solicitation therefor,the sale of the Bonds has been awarded to Tradition Capital Bank(the "Purchaser")at a price equal to the principal amount thereof upon the terms and conditions described herein. 1.04. Performance of Requirements. All acts, conditions and things which are required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen and to be performed precedent to and in the valid issuance of the Bonds having been done, existing, having happened and having been performed, it is now necessary for this Council to establish the form and terms of the Bonds, to provide security therefor and to issue the Bonds forthwith. Section 2. Bond Terms; Registration; Execution and Delivery. 2.01. Maturities; Interest Rates; Denominations; Payment. The Bonds shall be designated General Obligation Recreational Revenue Refunding Bonds, Series 2017D, shall be in the original principal amount of$1,640,000, shall be originally dated as of December 20, 2017, shall be in the denomination of$100,000 or any integral multiple of$1,000 in excess thereof, shall mature on February 1, 2030 and shall bear interest at the rate of 2.00%, computed on the basis of a 360-day year consisting of twelve 30-day months, from December 20, 2017 until paid or duly called for redemption. The Bonds shall be issuable only in fully registered form. The interest thereon and, upon surrender of each Bond, the principal amount thereof, shall be payable by check or draft issued by the Registrar for the Bonds appointed herein. 2.02. Interest Payment Dates. Each Bond shall be dated by the Registrar as of the date of its authentication. The interest on the Bonds shall be payable on February 1 and August 1 in each year, commencing August 1, 2018, 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 and paying agent (the "Registrar"). The effect of registration and the rights and duties of the City and the Registrar with respect thereto shall be as follows: (a) Re ister. The Registrar shall keep at its principal 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, transferred 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 -2- 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 canceled by the Registrar and thereafter disposed of as directed by the City. (e) Improper or Unauthorized Transfer. When any Bond is presented 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 (except for an exchange upon a partial redemption of a Bond), the Registrar may impose a charge upon the owner thereof sufficient to reimburse the Registrar for any tax, fee or other governmental charge required to be paid with respect to such transfer or exchange. (h) Mutilated, Lost, Stolen or Destroyed 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 reasonable 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 indemnity in form, substance and amount satisfactory to it, in which both the City and the Registrar shall be named as obligees. All Bonds so surrendered to the Registrar shall be canceled 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. -3- W Authenticating Agent. The Registrar is hereby designated authenticating agent for the Bonds, within the meaning of Minnesota Statutes, Section 475.55, Subdivision 1, as amended. 0) Valid Obligations. All Bonds issued upon any transfer or exchange of Bonds shall be the valid obligations of the City, evidencing the same debt, and entitled to the same benefits under this Resolution as the Bonds surrendered upon such transfer or exchange. 2.04. Appointment of Registrar and Paying Agent. The City Finance Director is hereby appointed as the initial Registrar. The City reserves the right to remove any Registrar upon thirty (30) days' notice and upon the appointment of a successor Registrar, in which event the predecessor Registrar shall deliver all cash and Bonds in its possession to the successor Registrar. 2.05. Redemption. The Bonds shall be subject to redemption and prepayment at the option of the City, in whole or in part, and by lot in the case of partial redemption, on any date (whether or not an interest payment date), at a price equal to the principal amount thereof and accrued interest to the date of redemption. Prior to the date set for redemption of any Bond prior to its stated maturity date, the City Finance Director shall cause notice of the call for redemption thereof to be published if and as required by law and, not more than sixty (60) and not fewer than thirty (30) days prior to the designated redemption date, shall cause notice of the call to be mailed to the registered holders of any Bonds to be redeemed at their addresses as they appear on the bond register described in Section 2.03 hereof, but no defect in or failure to give such mailed notice of redemption shall affect the validity of proceedings for the redemption of any Bond not affected by such defect or failure. The notice of redemption shall specify the redemption date, redemption price and amount of Bonds to be redeemed and the place at which the Bonds are to be surrendered for payment, which is the principal office of the Registrar. Official notice of redemption having been given as aforesaid, the Bonds or portions thereof so to be redeemed shall, on the redemption date, become due and payable at the redemption price therein specified and from and after such date (unless the City shall default in the payment of the redemption price) such Bonds or portions thereof shall cease to bear interest. The Bonds are subject to mandatory redemption, at a redemption price equal to their principal amount plus interest accrued thereon to the redemption date, without premium, on February 1 and August 1 in each of the years shown below, in an amount equal to the following principal amounts: Date Amount Date Amount August 1, 2018 $57,000 August 1, 2024 $69,000 February 1, 2019 62,000 February 1, 2025 69,000 August 1, 2019 62,000 August 1, 2025 70,000 February 1, 2020 63,000 February 1, 2026 71,000 August 1, 2020 63,000 August 1, 2026 71,000 -4- February 1, 2021 64,000 February 1, 2027 72,000 August 1, 2021 65,000 August 1, 2027 73,000 February 1, 2022 65,000 February 1, 2028 74,000 August 1, 2022 66,000 August 1, 2028 74,000 February 1, 2023 67,000 February 1, 2029 75,000 August 1, 2023 67,000 August 1, 2029 76,000 February 1, 2024 68,000 February 1, 2030 77,000 The Bonds or portions thereof subject to mandatory redemption shall, on the redemption date, become due and payable at the redemption price therein specified and from and after such date (unless the City shall default in the payment of the redemption price) such Bonds or portions thereof shall cease to bear interest. No presentment of the Bonds to the Registrar shall be required in the case of mandatory sinking fund redemption. 2.06. Execution, Authentication and Delivery. The Bonds shall be prepared under the direction of the City Finance Director and shall be executed on behalf of the City by the signatures of the Mayor and the City Manager, provided that all signatures may be printed, engraved or lithographed facsimiles of the originals. In case any officer whose signature or a facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of any Bond, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery. Notwithstanding such execution, no Bond shall be valid or obligatory for any purpose or entitled to any security or benefit under this Resolution unless and until a certificate of authentication on such Bond has been duly executed by the manual signature of an authorized representative of the Registrar. Certificates of authentication on different Bonds need not be signed by the same representative. The executed certificate of authentication on each Bond shall be conclusive evidence that it has been authenticated and delivered under this Resolution. When the Bonds have been so prepared, executed and authenticated, the City Finance Director shall deliver them to the Purchaser upon payment of the purchase price in accordance with the contract of sale heretofore made and executed, and the Purchaser shall not be obligated to see to the application of the purchase price. 2.07. Form of Bonds. The Bonds shall be typed or printed in substantially the form attached as Exhibit A hereto. Section 3. Use Of Proceeds. Upon payment for the Bonds by the Purchaser, the City Finance Director shall deposit proceeds of the Bonds in the sinking fund established for the Series 2009C Bonds to be applied to their payment on the Redemption Date. Section 4. Bond Fund. 4.01. 2017D Recreational Facility Bond Fund. The Bonds shall be payable from a separate General Obligation Recreational Facilities Bonds, Series 2017D Bond Fund (the "Bond Fund"), which the City agrees to maintain until the Bonds have been paid in full. If the moneys in the Bond Fund should at any time be insufficient to pay principal and interest due on the Bonds, such amounts shall be paid from other moneys on hand in other funds of the City, which -5- other funds shall be reimbursed therefor when sufficient moneys become available in the Bond Fund. There shall be credited to the Bond Fund the following: (a) All collections of any taxes levied for the payment of the principal of or interest on the Bonds, and all other money which may at any time be received for or appropriated to the payment of the principal of or interest on the Bonds, including the Net Revenues pledged and appropriated to the Bond Fund. (b) The sum of$154,472 from Net Revenues, which amount shall be credited to a separate subaccount in the Bond Fund as a reserve for the Bonds, which amount is equal to the average annual amount of principal and interest to become due on the Bonds and is required to be deposited therein pursuant to the Act. (c) Any other funds appropriated by the City for the payment of the Bonds. 4.02. Pledge of Net Revenues. The Net Revenues are hereby irrevocably pledged and appropriated to the payment of the Bonds and interest thereon when due and the maintenance of the reserve account required by the Act. The pledge of the Net Revenues to the payment of the Bonds and maintenance of the reserve account is on a parity with the pledge of the Net Revenues to the payment of the Outstanding Recreational Facilities Bonds. Nothing herein shall preclude the City from hereafter making further pledges and appropriations of the Net Revenues for payment of additional obligations of the City hereafter authorized if the Council determines before the authorization of such additional obligations that the estimated Net Revenues will be sufficient, together with any other sources pledged to the payment of the Bonds, the Outstanding Recreational Facilities Bonds and additional obligations, for payment of the Bonds, the Outstanding Recreational Facilities Bonds and such additional obligations. Such further pledges and appropriations of Net Revenues may be made superior or subordinate to, or on a parity with, the pledge and appropriation herein made. Section 5. Pledge of Taxing Powers. For the prompt and full payment of the principal of and interest on the Bonds as such payments respectively become due, the full faith, credit and unlimited taxing powers of the City shall be and are hereby irrevocably pledged. It is, however, presently estimated that the funds appropriated pursuant to Section 4 hereof will provide sums not less than 5% in excess of principal and interest on the Bonds when due, and therefore no tax levy is presently required. Section 6. Defeasance. When all of the Bonds have been discharged as provided in this section, all pledges, covenants and other rights granted by this Resolution to the holders of the Bonds shall cease. The City may discharge its obligations with respect to any Bonds which are due on any date by depositing with the Registrar on or before that date a sum sufficient for the payment thereof in full; or, if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Registrar a sum sufficient for the payment thereof in full with interest accrued from the due date to the date of such deposit. The City may also discharge its obligations with respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Registrar on or before that date an amount equal to the principal, interest and redemption premium, if any, which are then due, -6- provided that notice of such redemption has been duly given as provided herein. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a bank or trust company qualified by law as an escrow agent for this purpose, cash or securities which are authorized by law to be so deposited, bearing interest payable at such time and at such rates and maturing or callable at the holder's option on such dates as shall be required to pay all principal, interest and redemption premiums to become due thereon to maturity or said redemption date. Section 7. County Auditor Registration, Certification of Proceedings, Investment of Money, and Arbitrage. 7.01. County Auditor Registration, The City Clerk is hereby authorized and directed to file a certified copy of this Resolution with the County Auditor of Hennepin County, together with such other information as the County Auditor shall require, and to obtain from said County Auditor a certificate that the Bonds have been entered on his bond register as required by law. 7.02. Certification of Proceedings. The officers of the City and the County Auditor of Hennepin County are hereby authorized and directed to prepare and furnish to the Purchaser and to Dorsey & Whitney LLP, Bond Counsel to the City, certified copies of all proceedings and records of the City, and such other affidavits, certificates and information as may be required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 7.03. Covenant. The City covenants and agrees with the registered owners of the Bonds, that it will not take, or permit to be taken by any of its officers, employees or agents, any action which would cause the interest payable on the Bonds to become subject to taxation under the Internal Revenue Code of 1986, as amended (the "Code") and Regulations promulgated thereunder(the "Regulations") as are enacted or promulgated and in effect on the date of issuance of the Bonds, and covenants to take any and all actions within its powers to ensure that the interest on the Bonds will not become includable in gross income of the recipient under the Code and the Regulations. The facilities financed by the Bonds shall at all times during the term of the Bonds be owned and maintained by the City and the City shall not enter into any lease, use agreement, management agreement, capacity agreement or other agreement or contract with any nongovernmental person relating to the use of the facilities financed by the Bonds, or security for the payment of the Bonds which might cause the Bonds to be considered"private activity bonds" or"private loan bonds"pursuant to Section 141 of the Code. 7.04. Arbitrage Certification. The Mayor and the City Manager, being the officers of the City charged with the responsibility for issuing the Bonds pursuant to this Resolution, are authorized and directed to execute and deliver to the Purchaser a certification in accordance with the provisions of Section 148 of the Code, and the Regulations, stating the facts, estimates and circumstances in existence on the date of issue and delivery of the Bonds which make it -7- reasonable to expect that the proceeds of the Bonds will not be used in a manner that would cause the Bonds to be arbitrage bonds within the meaning of the Code and Regulations. 7.05. Arbitrage Rebate. The City shall take such actions as are required to comply with the arbitrage rebate requirements of paragraphs (2) and (3) of Section 148(f) of the Code. 7.06. Qualified Tax-Exempt Obligations. The City hereby determines that the portion of the Bonds that is equal to the outstanding principal amount of the Refunded Bonds, $1,640,000, is deemed designated as "qualified tax-exempt obligations" as provided in Section 265(b)(3)(D) of the Code, sincethe Refunded Bonds, when issued, were designated by the City as qualified tax-exempt obligations under Section 265(b) of the Code; (b) the aggregate face amount of the issue of which the Bonds are a part does not exceed $10,000,000; (c) the weighted average maturity of the Bonds does not exceed the remaining weighted average maturity of the Refunded Bonds; and (d) no Bond has a maturity date which is later than thirty (30) years after the date of issuance of any bonds refunded by the Refunded Bonds which were designated as qualified tax-exempt obligations. Section 8. Continuing Disclosure. Upon request and when available, the City will provide to the Purchaser the audited financial statements of the City. Section 9. Redemption of Refunded Bonds. The City Finance Director is hereby directed to advise U.S. Bank National Association, as paying agent for the Refunded Bonds, to call such bonds for redemption and prepayment on the Redemption Date, and to give thirty days mailed Notice of Redemption (in the form attached to this resoluti ), all in accordance with the provisions of the resolutions authorizing the issuance of such bonds Adopted this 21 st day of November, 2017. Mayor Attest: / / City Clerk The motion for the adoption of the foregoing resolution was duly seconded by -8- Councilmember Stewart and upon vote being taken thereon, the following voted in favor thereof: Members; Brindle, Fischer, Staunton, Stewart, and Mayor Hovland and the following voted against the same: none whereupon said resolution was declared duly passed and adopted. -9- EXHIBIT A Form of Series 2017D Bond UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN CITY OF EDINA GENERAL OBLIGATION RECREATIONAL REVENUE REFUNDING BOND, SERIES 2017D R-1 $1,640,000 Interest Maturity Date of Rate Date Original Issue CUSIP [1% February 1, 2030 December 20, 2017 none REGISTERED OWNER: [ PRINCIPAL AMOUNT: ONE MILLION SIX HUNDRED FORTY THOUSAND DOLLARS THE CITY OF EDINA, Hennepin County, Minnesota (the City), acknowledges itself to be indebted and for value received hereby promises to pay to the registered owner named above,or registered assigns,the principal sum specified above on the maturity date specified above, and to pay interest thereon from the date of original issue specified above, or the most recent interest payment date to which interest has been paid or provided for, at the annual rate specified above, payable on February 1 and August 1 in each year, commencing August 1, 2018 (each such date, an Interest Payment Date),to the person in whose name this Bond is registered at the close of business on the 15th day(whether or not a business day)of the month immediately preceding the payment date,all subject to prior redemption as described herein. Interest hereon shall be computed on the basis of a 360-day year composed of twelve 30-day months. 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 the City Finance Director, as Bond Registrar, Transfer Agent and Paying Agent(the Registrar), or its designated successor under 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. This Bond is issued pursuant to a resolution adopted by the City Council on November 21, 2017 (the "Resolution"), for the purpose of refunding the City's General Obligation Recreational Facilities Bonds,Series 2009C,and is issued pursuant to and in full conformity with the provisions of the Constitution and laws of the State of Minnesota thereunto enabling, including Minnesota Laws 1961, Chapter 655, and Minnesota Statutes, Chapter 475. The Bonds of this series are issuable only as fully registered bonds in denominations of$100,000 or any integral multiple of$5,000 in excess thereof, of single maturities. Bonds of this issue are subject to redemption and prepayment at the option of the City, in whole or in part, and if in part by lot, on any date (whether or not an interest payment date), at a price equal to the principal amount thereof plus interest accrued to the date of redemption. A-1 The Bonds shall be subject to mandatory redemption prior to maturity by lot pursuant to the mandatory sinking fund requirements of the Resolution at a redemption price equal to the stated principal amount thereof to be redeemed plus interest accrued thereon to the redemption date, without premium. Notice of redemption shall be given as provided in the Resolution. 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 Registrar, by the registered owner hereof in person or by the owner's attorney duly authorized in writing upon surrender hereof together with a written instrument of transfer satisfactory to the Registrar, duly executed by the registered owner or the owner's attorney; and may also be surrendered in exchange for Bonds of other authorized denominations. 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 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 Registrar shall be affected by any notice to the contrary. The Bonds have been designated by the City as "qualified tax-exempt obligations" pursuant to Section 265(b) of the Internal Revenue Code of 1986, as amended. IT IS HEREBY CERTIFIED,RECITED,COVENANTED 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 binding general obligation of the City in accordance with its terms, have been done, do exist, have happened and have been performed as so required; that, by the Resolution the City has pledged to the payment of the principal of and interest on the Bonds the net revenues of the City's golf courses, swimming pool, ice arena and liquor stores as shall be required to pay such principal and interest and on a parity with the pledge of such net revenues to the payment of other outstanding bonds of the City; that if necessary for payment of the principal and interest, ad valorem taxes are required to be levied upon all taxable property in the City, without limitation as to rate or amount; and that the issuance of this Bond does not cause the indebtedness of the City to exceed any constitutional or statutory limitation of indebtedness. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Resolution described herein until the Certificate of Authentication hereon shall have been executed by the Registrar by manual signature of one of its authorized representatives. IN WITNESS WHEREOF, the City of Edina, Hennepin County, Minnesota, by its City Council, has caused this Bond to be executed on its behalf by the manual or facsimile signatures of the Mayor and City Manager,and has caused this Bond to be dated as of the Date of Original Issue set forth above. CITY OF EDINA City Manager Mayor A-2 CERTIFICATE OF AUTHENTICATION This is one of the Bonds delivered pursuant to the Resolution mentioned within. Date of Authentication: CITY FINANCE DIRECTOR, as Registrar By Authorized Representative A-3 The following abbreviations, when used in the inscription on 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 in common UTMA ................. as Custodian for .................. (Cult) (Minor) TEN ENT--as tenants by the entireties under Uniform Transfers to Minors Act ........................... (State) JT TEN --as joint tenants with right of survivorship and not as tenants in common 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 hereby irrevocably constitutes and appoints attorney to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: NOTICE: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatsoever. Signature Guaranteed: Signature(s)must be guaranteed by an"eligible guarantor institution" meeting the requirements of the Registrar, which requirements include membership or participation in STAMP or such other"signature guaranty program"as may be determined by the Registrar in addition to or in substitution for STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE: A-4 NOTICE OF REDEMPTION $2,440,000 General Obligation Recreational Facility Bonds, Series 2009C Dated December 10, 2009 City of Edina, Minnesota NOTICE IS HEREBY GIVEN THAT there have been called for redemption and prepayment on February I, 2018, all outstanding Bonds of the above referenced issue maturing February 1 in the following years and having the interest rates and CUSIP numbers listed below: Maturity Amount Rate CUSIP Maturity Amount Rate CUSIP 2019* $110,000 3.50% 280605 V78 2025* $135,000 4.00% 280605 W51 2020* 115,000 3.50 280605 V86 2026* 140,000 4.00 280605 W69 2021* 120,000 4.00 280605 V94 2027* 150,000 4.00 280605 W77 2022* 125,000 4.00 280605 W28 2028* 155,000 4.00 280605 W85 2023* 130,000 4.00 280605 W36 2029* 160,000 4.00 280605 W93 2024* 135,000 4.00 280605 W44 2030* 165,000 4.00 280605 X27 *The Registrar shall not be responsible for the selection or use of the CUSIP numbers,nor is any representation made as to their correctness indicated in this Notice of Redemption or on any Bond. They are included solely for convenience of the Holders. Denotes full call of CUSIP. The Bonds will be redeemed at a price of 100% of their principal amount plus accrued interest to the date of redemption. Holders of the Bonds should present them for payment to U.S. Bank National Association, St. Paul, Minnesota,on or before said date, when they will cease to bear interest, in the following manner: If by Mail: If by Hand or Ovemi hg t Mail: U.S. Bank National Association U.S. Bank National Association Corporate Trust Services Corporate Trust Services P.O. Box 64111 1 1 1 Fillmore Avenue East St. Paul, MN 55164-0111 St. Paul, MN 55107 Important Notice: In compliance with the Economic Growth and Tax Relief Reconciliation Act of 2001, federal backup withholding tax will be withheld at the applicable backup withholding rate in effect at the time the payment by the redeeming institutions if they are not provided with your social security number or federal employer identification number, properly certified. This requirement is fulfilled by submitting a W-9 Form, which may be obtained at a bank or other financial institution. The Registrar shall not be responsible for the selection of or use of the CUSIP number,nor is any representation made as to its correctness indicated in this Notice of Redemption. It is included solely for the convenience of the Holders. Additional information may be obtained from the undersigned or from Ehlers&Associates, Inc.,3060 Centre Pointe Dr, Roseville, MN 55113 (800.552.1171). Dated: 20_. BY ORDER OF THE CITY COUNCIL, EDINA, MINNESOTA By Debra Mangen,City Clerk COUNTY AUDITOR'S CERTIFICATE AS TO REGISTRATION The undersigned, being the duly qualified and acting County Auditor of Hennepin County, Minnesota, hereby certifies that there has been filed in my office a certified copy of a resolution duly adopted on November 21, 2017, by the City Council of the City of Edina, Minnesota, setting forth the form and details of an issue of$1,640,000 General Obligation Recreational Revenue Refunding Bonds, Series 2017D, dated as of December 20, 2017. I further certify that said Bonds have been entered on my bond register, as required by Minnesota Statutes, Sections 475.61 to 475.63. WITNESS my hand and official seal this day of , 2017. County Auditor (SEAL)