HomeMy WebLinkAboutResolution No. 2020-131 Bond_Resolution_-_GO_Ref_Bonds_(Edina_2020B)-v5_(002)4841-4127-2786\5
CERTIFICATION OF MINUTES RELATING TO $3,015,000 GENERAL OBLIGATION REFUNDING BONDS, SERIES 2020B
Issuer: City of Edina, Minnesota
Governing Body: City Council Kind, date, time and place of meeting: A regular meeting held on December 15, 2020
at 7:00 o’clock P.M., at the City Hall, Edina, Minnesota.
Members present: Council Members Ron Anderson, Mary Brindle, Mike Fischer, Kevin Staunton and Mayor James Hovland.
Members absent: None. Documents Attached:
Minutes of said meeting (including):
RESOLUTION NO. 2020-131
RESOLUTION AUTHORIZING ISSUANCE, AWARDING SALE, PRESCRIBING THE FORM AND DETAILS AND
PROVIDING FOR THE PAYMENT OF $3,015,000 GENERAL
OBLIGATION REFUNDING BONDS, SERIES 2020B
I, 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 15th day of December, 2020.
Jane Timm, Deputy City Clerk
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Councilmember Ron Anderson then introduced the following resolution and moved its adoption:
RESOLUTION NO. 2020-131
RESOLUTION AUTHORIZING ISSUANCE, AWARDING SALE, PRESCRIBING THE FORM AND DETAILS AND PROVIDING FOR THE PAYMENT OF $3,015,000 GENERAL OBLIGATION REFUNDING BONDS, SERIES 2020B
BE IT RESOLVED by the City Council (the “Council”) of the City of Edina, Minnesota
(the “City”), as follows:
Section 1. Authorization and Sale.
1.01. Authorization of Bonds. This Council hereby determines that it is in the best interest of the City to issue its General Obligation Refunding Bonds, Series 2020B (the “Bonds”) pursuant
to Minnesota Statutes, Chapters 429 and 475 and Section 444.075, upon the terms and conditions
hereinafter set forth, for the purpose of currently refunding the February 1, 2022, through February 1, 2029, maturities (the “Refunded Maturities”) of the City’s $10,765,000 General Obligation Bonds, Series 2012A (the “Series 2012A Bonds”), dated, as originally issued, as of November 15, 2012.
The Refunded Maturities will be redeemed on February 1, 2021 (the “Redemption Date”),
at a price of par plus accrued interest to the Redemption Date. The City anticipates substantial debt service savings to result from the refunding of the Refunded Maturities.
The Series 2012A Bonds were issued for the purpose of (i) financing water, sanitary sewer, storm sewer (the “Utilities”) projects (the “Utility Projects”), (ii) financing Permanent
Improvement Revolving Fund (PIR) street reconstruction projects (the “2012 Improvement
Projects”), and (iii) effecting a current refunding of the 2014 through 2019 maturities of the City’s $5,870,000 General Obligation Permanent Improvement Revolving Fund Bonds, Series 2007C (the “Series 2007C Bonds”), dated May 24, 2007. The Series 2007C Bonds financed various public improvements within the City (the “2007 Improvement Projects” and together with the 2012
Improvement Projects, the “Improvement Projects”).
The Utility Projects and the Improvement Projects are herein referred to collectively as the “Projects.”
The portion of the Bonds ($1,601,000) that is being issued to refinance the Improvement Projects is herein referred to as the Improvement Bonds. The portion of the Bonds ($1,414,000)
that is being issued to refinance the Utility Projects is herein referred to as the Utility Bonds.
Maturity schedules for each portion of the Bonds are attached hereto as Exhibit A.
1.02. Sale of Bonds. The City has retained Ehlers & Associates, Inc. (“Ehlers”), as independent municipal advisor in connection with the sale of the Bonds. Pursuant to Minnesota Statutes, Section 475.60, subdivision 2, paragraph (9), the requirements as to public sale do not
apply to the issuance of the Bonds. The City has determined to sell the Bonds to Capital One
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Public Funding, LLC (the “Purchaser”) at a price of $3,015,000, on the further terms and conditions hereinafter set forth.
1.03. Award.
The sale of the Bonds is hereby awarded to the Purchaser, and the Mayor and the City Manager are hereby authorized and directed to execute a contract on the part of the City for the sale of the Bonds with the Purchaser.
1.04. Performance of Requirements. All acts, conditions and things which are required by
the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Chapters 429
and 475 and Section 444.075, as amended, to exist, to happen and to be performed precedent to and in the valid issuance of the Bonds having been done, now existing, having happened and having been performed, it is now necessary for the 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 Refunding Bonds, Series 2020B, shall be originally dated as of December 30, 2020, shall be in the denomination of $1,000 each, shall mature on February 1 and August 1 in the respective years and amounts stated below, and shall bear interest, computed on the basis of a 360-
day year consisting of twelve 30-day months, from December 30, 2020, until paid or duly called
for redemption at the respective annual rates set forth opposite such years and amounts, as follows:
Date Amount Rate Date Amount Rate 08/01/2021 $446,000 1.090% 02/01/2026 $101,000 1.090%
02/01/2022 449,000 1.090 08/01/2026 102,000 1.090
08/01/2022 453,000 1.090 02/01/2027 99,000 1.090 02/01/2023 455,000 1.090 08/01/2027 101,000 1.090 08/01/2023 99,000 1.090 02/01/2028 102,000 1.090 02/01/2024 99,000 1.090 08/01/2028 104,000 1.090
08/01/2024 100,000 1.090 02/01/2029 105,000 1.090
02/01/2025 100,000 1.090 08/01/2025 100,000 1.090
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, 2021, 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.
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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) Register. The Registrar shall keep at its 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 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
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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.
(i) 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. (j) 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 hereby appoints the City
Finance Director as the initial bond registrar, transfer agent and paying agent (the “Registrar”).
The City reserves the right to remove the Registrar upon the appointment and acceptance of a successor Registrar, in which event the predecessor Registrar shall deliver all cash and Bonds in its possession to the successor Registrar and shall deliver the Bond Register to the successor Registrar.
2.05. Redemption. Bonds maturing August 1, 2025, and later years are each subject to
redemption and prepayment at the option of the City, in whole or in part, and if in part in such order of maturity dates as the City may select and by lot as selected by the Registrar in multiples of $5,000 as to Bonds maturing on the same date, on February 1, 2025, and on any date thereafter, at a price equal to the principal amount thereof plus accrued interest to the date of redemption.
Prior to the date specified for the redemption of any Bond prior to its stated maturity date, the City
will cause notice of the call for redemption to be published if and as required by law, and, at least thirty days prior to the designated redemption date, will cause notice of the call to be mailed by first class mail, to the registered owner of any Bond to be redeemed at the owner’s address as it appears on the Bond Register maintained by the Registrar, 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. Official notice of redemption having been given as aforesaid, the Bonds or portions of Bonds 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 of such Bonds shall
cease to bear interest. Upon partial redemption of any Bond, a new Bond or Bonds will be
delivered to the registered owner without charge, representing the remaining principal amount outstanding.
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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 hereto as Exhibit B.
Section 3. Use of Proceeds; Refunding. Proceeds of the Bonds in the amount of $2,985,000.00 shall be deposited in the sinking fund established for the Series 2012A Bonds to be applied to their payment on the Redemption Date, proceeds of the Bonds in the amount of $29,200.00 shall be used to pay costs of issuance of the Bonds, and proceeds of the Bonds in the
amount of $800.00 (the rounding amount) shall be deposited into the Bond Fund as hereinafter
defined.
Section 4. General Obligation Refunding Bonds, Series 2020B Bond Fund. The Bonds shall be payable from a separate General Obligation Refunding Bonds, Series 2020B Bond Fund (the “Bond Fund”) of the City, which shall be created and maintained on the books of the City as
a separate debt redemption fund until the Bonds, and all interest thereon, are fully paid. Into the
Bond Fund shall be paid:
(a) funds in excess of the amounts necessary to accomplish the refunding of the Refunded Bonds described in Section 3 above;
(b) net revenues of the Utilities, such revenues to be distributed ratably with respect to
the Utility Bonds and any other obligations of the City payable from the same source;
(c) any taxes collected pursuant to Section 5 hereof;
(d) special assessments pledged pursuant to the resolution authorizing issuance of the Refunded Bonds, as further described in Section 5 hereof;
(e) all excess amounts on deposit in the debt service funds maintained for the payment
of the Refunded Bonds upon the retirement of the Refunded Bonds on the Redemption Date; and
(f) any other funds appropriated by the Council for the payment of the Bonds.
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The principal of and interest on the Bonds shall be payable from the Bond Fund, and the money on hand in the Bond Fund from time to time shall be used only to pay the principal of and
interest on the Bonds. On or before each principal and interest payment date for the Bonds, the
City Manager is directed to remit to the Registrar from funds on deposit in the Bond Fund the amount needed to pay principal and interest on the Bonds on the next succeeding principal and interest payment date.
There are hereby established two accounts in the Bond Fund, designated as the “Debt
Service Account” and the “Surplus Account.” There shall initially be deposited into the Debt
Service Account upon the issuance of the Bonds the amount set forth in clause (a) above. Thereafter, during each bond year (each twelve month period commencing on February 2 and ending on the following February 1, a “Bond Year”), as monies are received into the Bond Fund, the City Manager shall first deposit such monies into the Debt Service Account until an amount
has been appropriated thereto sufficient to pay all principal and interest due on the Bonds through
the end of the Bond Year. All subsequent monies received in the Bond Fund during the Bond Year shall be appropriated to the Surplus Account. If at any time the amount on hand in the Debt Service Account is insufficient for the payment of principal and interest then due, the City Manager shall transfer to the Debt Service Account amounts on hand in the Surplus Account to the extent
necessary to cure such deficiency. Investment earnings (and losses) on amounts from time to time
held in the Debt Service Account and Surplus Account shall be credited or charged to said accounts.
If the balance in the Bond Fund is at any time insufficient to pay all interest and principal then due on all Bonds payable therefrom, the payment shall be made from any fund of the City
which is available for that purpose, subject to reimbursement from the Surplus Account when the
balance therein is sufficient, and the City covenants and agrees that it will each year levy a sufficient amount of ad valorem taxes to take care of any accumulated or anticipated deficiency, which levy is not subject to any constitutional or statutory limitation.
Section 5. Levy of Special Assessments; Full Faith and Credit Pledged.
5.01. Levy of Special Assessments. The City hereby covenants and agrees that for
payment of the cost of each of the Improvement Projects it will do and perform all acts and things necessary for the full and valid levy of special assessments against all assessable lots, tracts and parcels of land benefited thereby and located within the area assessed therefor, based upon the benefits received by each such lot, tract or parcel, in an aggregate principal amount not less than
twenty percent (20%) of the cost of the Improvement Projects. In the event that any such
assessment shall be at any time held invalid with respect to any lot, piece or parcel of land, due to any error, defect or irregularity in any action or proceeding taken or to be taken by the City or this Council or any of the City’s officers or employees, either in the making of such assessment or in the performance of any condition precedent thereto, the City and this Council hereby covenant and
agree that they will forthwith do all such further acts and take all such further proceedings as may
be required by law to make such assessments a valid and binding lien upon such property.
5.02. Full Faith and Credit Pledged. The full faith and credit of the City are irrevocably pledged for the prompt and full payment of the principal of and the interest on the Bonds, and the Bonds shall be payable from the Bond Fund in accordance with the provisions and covenants
contained in this Resolution. It is estimated that special assessments levied for the payment of the
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Improvement Projects and net revenues of the Utilities pledged to the payment of the Utility Bonds will be collected in amounts not less than five percent (5%) in excess of the annual principal and
interest requirements of the Bonds.
Section 6. Imposition of Charges; Additional Bonds. The City hereby covenants and agrees with the holders from time to time of the Utility Bonds that so long as any of the Utility Bonds are outstanding, the City will impose and collect reasonable charges for the service, use and availability of the Utilities to the City and its inhabitants according to schedules calculated to
produce net revenues which, will be sufficient to pay all principal and interest when due on the
Utility Bonds and all other obligations payable from the net revenues of the Utilities. Net revenues of the Utilities, to the extent necessary, are hereby irrevocably pledged and appropriated to the payment of the principal of the Utility Bonds and interest thereon, provided that nothing herein shall preclude the City from hereafter making further pledges and appropriations of net revenues
of the Utilities for the 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 of the Utilities will be sufficient, together with any other sources pledged to or projected to be used, for the payment of the principal of and interest on the Utility Bonds and paid therefrom and such additional obligations. Such further pledges and appropriations of said net revenues may
be made superior or subordinate to or on a parity with the pledge and appropriation herein made,
as to the application of net revenues received from time to time.
Section 7. 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 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.
Section 8. County Auditor Registration, Certification of Proceedings, Investment of
Money, Arbitrage and Official Statement.
8.01. 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.
8.02. 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
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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.
8.03. 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.
8.04. 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 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.
8.05. 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.
8.06. Qualified Tax-Exempt Obligations. The City Council hereby designates the Bonds as “qualified tax-exempt obligations” for purposes of Section 265(b)(3) of the Code relating to the
disallowance of interest expense for financial institutions, and hereby finds that the reasonably
anticipated amount of tax-exempt governmental obligations (within the meaning of Section 265(b)(3) of the Code) which will be issued by the City and all subordinate entities during calendar year 2020 does not exceed $10,000,000.
Section 9. Continuing Disclosure. Upon request, the City will provide to Purchaser certain
financial information, which shall be limited to the following: the information in the City’s audited
financial statements, which shall be for the most recent fiscal year of the City (the “Disclosure Information”). The City shall (i) provide such Disclosure Information at the same time as or later than any equivalent disclosure information, relating to any outstanding obligations of the City, that the City is required to provide to the Municipal Securities Rulemaking Board (the “MSRB”)
through its Electronic Municipal Market Access System (“EMMA”), or (ii) provide the Disclosure
Information to the MSRB through EMMA on the same date as the City provides such Disclosure Information to Purchaser. Section 10. Authorization of Payment of Certain Costs of Issuance of the Bonds. The City
authorizes the Purchaser to forward the amount of Bond proceeds allocable to the payment of
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issuance expenses to Old National Bank, on the closing date for further distribution as directed by the City’s municipal advisor, Ehlers & Associates, Inc.
Section 11. Notice of Redemption. The City Finance Director is hereby directed to
advise U.S. Bank National Association, St. Paul, Minnesota, as paying agent for the Series 2012A Bonds, to call the Refunded Bonds for redemption and prepayment on the Redemption Date, substantially in the forms attached hereto as Exhibit C, all in accordance with the provisions of the resolution authorizing the issuance of the Series 2012A Bonds.
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Adopted this 15th day of December, 2020.
Mayor
Attest: Deputy City Clerk
The motion for the adoption of the foregoing resolution was duly seconded by Councilmember Mary Brindle and upon vote being taken thereon, the following
voted in favor thereof: Council Members Ron Anderson, Mary Brindle, Mike Fischer, Kevin Staunton and Mayor James Hovland.
and the following voted against the same: none.
whereupon said resolution was declared duly passed and adopted.
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EXHIBIT A
Maturity Schedule
Year Improvement Bonds Utilities Bonds Total
08/01/2021 $96,000 $350,000 $446,000
02/01/2022 97,000 352,000 449,000 08/01/2022 98,000 355,000 453,000 02/01/2023 98,000 357,000 455,000
08/01/2023 99,000 0 99,000
02/01/2024 99,000 0 99,000 08/01/2024 100,000 0 100,000 02/01/2025 100,000 0 100,000 08/01/2025 100,000 0 100,000
02/01/2026 101,000 0 $101,000 08/01/2026 102,000 0 102,000 02/01/2027 99,000 0 99,000 08/01/2027 101,000 0 101,000 02/01/2028 102,000 0 102,000
08/01/2028 104,000 0 104,000 02/01/2029 105,000 0 105,000 $1,601,000 $1,414,000 $3,015,000
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EXHIBIT B
BOND FORM
UNITED STATES OF AMERICA STATE OF MINNESOTA
COUNTY OF HENNEPIN CITY OF EDINA GENERAL OBLIGATION REFUNDING BOND, SERIES 2020B
R-___ $_________ Interest Rate Maturity Date Date of Original Issue
__% ___________ December 30, 2020
REGISTERED OWNER: [____________________] PRINCIPAL AMOUNT: 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, 2021 (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 the provisions referred to herein with respect to redemption of the principal of this Bond before maturity. The interest so payable on any Interest Payment Date shall be paid to the person in whose name this Bond is registered at the close of business on the fifteenth day (whether or not a business day) of the calendar month next preceding such Interest Payment Date. 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 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 one of an issue in the aggregate principal amount of $3,015,000, all of like date and tenor, except as to serial number, maturity date, interest rate, redemption privilege and denomination issued pursuant to a resolution adopted by the City Council on December 15, 2020 (the “Resolution”), to refinance
certain outstanding general obligations of the City, 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 Statutes, Chapters 429 and 475 and Section 444.075. The Bonds are issuable only as fully registered bonds
in denominations of $1,000 or any multiple thereof, of single maturities. The Bonds of this series are
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issuable only as fully registered Bonds, in denominations of $1,000 or any multiple thereof, of single maturities.
Bonds maturing August 1, 2025, and later years are each subject to redemption and prepayment at the option of the City, in whole or in part, and if in part in such order of maturity dates as the City may select and by lot as selected by the Registrar in multiples of $5,000 as to Bonds maturing on the same date, on February 1, 2025, and on any date thereafter, at a price equal to the principal amount thereof plus accrued interest to the date of redemption. Prior to the date specified for the redemption of any Bond prior to its stated maturity date, the City will cause notice of the call for redemption to be published if and as required by law, and, at least thirty days prior to the designated redemption date, will cause notice of the call to be mailed by first class mail, to the registered owner of any Bond to be redeemed at the owner’s address as it appears on the Bond Register maintained by the Registrar, 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. Official notice of redemption having been given as aforesaid, the Bonds or
portions of Bonds 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 of such Bonds shall cease to bear interest. Upon partial
redemption of any Bond, a new Bond or Bonds will be delivered to the registered owner without charge, representing the remaining principal amount outstanding.
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 Bonds have been designated as “qualified tax-exempt obligations” pursuant to Section 265(b) of the Internal Revenue Code of 1986, as amended.
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.
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, prior to the issuance hereof, the City Council has by the Resolution covenanted and agreed to collect and apply to payment of the bonds special assessments on property specially benefited by the portion of the Bonds issued to refinance improvement projects in the City, and net revenues of the City’s municipal water, storm sewer, and sanitary sewer systems, which taxes, revenues and assessments are estimated to be collectible in years and amounts sufficient to produce sums not less than 5% in excess of the principal of and interest on the Bonds when due, and has appropriated such assessments, revenues and taxes to its General Obligation Refunding Bonds, Series 2020B Bond Fund for the payment of such principal and interest; that if necessary for the payment of such principal and interest, additional ad valorem taxes are required to be levied upon all taxable property in the City, without limitation
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as to rate or amount; that all proceedings relative to the projects financed by this Bond have been or will be taken according to law and that the issuance of this Bond, together with all other indebtedness of the City
outstanding on the date hereof and on the date of its actual issuance and delivery, 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.
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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
________________
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
________________
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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 ………….…..
(Cust) (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 does hereby irrevocably constitute and appoint ______________________________ attorney to transfer the said Bond on the books
kept for registration of the within Bond, with full power of substitution in the premises. Dated: NOTICE: The assignor’s signature to this assignment must correspond with the 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:______________________
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EXHIBIT C NOTICE OF REDEMPTION $10,765,000 General Obligation Bonds, Series 2012A Dated November 15, 2012 Edina Minnesota
NOTICE IS HEREBY GIVEN that the City of Edina, Minnesota (the “City”) has called for redemption and prepayment on February 1, 2021 (the “Redemption Date”), the outstanding bonds of the above-referenced issue maturing on February 1 in the following years, in the principal amounts and having the interest rates and CUSIP numbers listed below (the “Bonds”):
Year Amount Interest Rate CUSIP Number* Year Amount Interest Rate CUSIP Number*
2022 $ 870,000 3.000% 280605 2V7 2026 $ 200,000 3.000% 280605 2Z8 2023 895,000 3.000 280605 2W5 2027 205,000 3.000 280605 3A2 2024 190,000 3.000 280605 2X3 2028 210,000 3.000 280605 3B0 2025 195,000 3.000 280605 2Y1 2029 220,000 3.000 280605 3C8
The Bonds will be redeemed at a price of 100% of their principal amount plus accrued interest to the date of redemption. On the Redemption Date, interest thereon shall cease to accrue. Such redemption price will be payable
upon each such bond on the next succeeding business day following the Redemption Date.
A Form W-9, Payer's Request for Taxpayer Identification Number, must be completed and returned with the called Bond or 31% of the redemption proceeds will be withheld. Payment of bonds to be redeemed will be made on and after February 1, 2021, by submitting said Bond along with the completed form W-9 to U.S. Bank National
Association at the following address:
By Overnight Delivery or Hand: By Mail, Registered or Certified Mail:
U.S. Bank National Association Corporate Trust Services 111 Fillmore Avenue East St. Paul, MN 55107
U.S. Bank National Association Corporate Trust Services P.O. Box 64111 St. Paul, MN 55164-0111
Pursuant to U.S. federal tax laws, you have a duty to provide the applicable type of tax certification form issued by the U.S. Internal Revenue Service (“IRS”) to U.S. Bank National Association Corporate Trust Services to ensure payments are reported accurately to you and to the IRS. In order to permit accurate withholding (or to prevent withholding), a complete and valid tax certification form must be received by U.S. Bank National Association Corporate Trust Services before payment of the redemption proceeds is made to you. Failure to timely provide a valid tax certification form as required will result in the maximum amount of U.S. withholding tax being deducted from any redemption payment that is made to you.
The Registrar shall not be responsible for the selection of or use of the CUSIP numbers, 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 Point Drive, Roseville, Minnesota 55113-1105 (651-697-8500), financial advisor to the City. Dated: ______________, 2020. BY ORDER OF THE CITY COUNCIL OF THE CITY OF EDINA, MINNESOTA By s/ Finance Director
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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 December 15, 2020, by the City Council of the City of Edina, Minnesota, setting
forth the form and details of an issue of $3,015,000 General Obligation Refunding Bonds,
Series 2020B, dated as of December 30, 2020.
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 December, 2020.
County Auditor
(SEAL)