HomeMy Public PortalAbout2010-044 Resolution Awarding Sales of General Obligation Improv BondsExtract of Minutes of Meeting
of the City Council of the City of
Medina, Hennepin County, Minnesota
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of
Medina, Minnesota, was duly held in the City Hall in said City on Tuesday, June 15, 2010, commencing
at 7:00 P.M.
The following members were present:
Mayor Tom Crosby, Council Members Dan Johnson, Mike Siitari, Carolyn Smith, and Elizabeth
Weir
and the following were absent:
None
* * *
The Mayor announced that the next order of business was consideration of the proposals which
had been received for the purchase of the City's General Obligation Improvement Bonds, Series 2010A,
to be issued in the aggregate principal amount of $315,000.
The City Administrator presented a tabulation of the proposals that had been received in the
manner specified in the Terms of Proposal for the Bonds. The proposals were as set forth in EXHIBIT A
attached.
After due consideration of the proposals, Member Johnson then introduced the following
resolution and moved its adoption:
Resolution No. 2010-44
June 15, 2010
follows:
RESOLUTION NO. 2010-44
A RESOLUTION AWARDING THE SALE OF GENERAL
OBLIGATION IMPROVEMENT BONDS, SERIES 2010A, IN THE
ORIGINAL AGGREGATE PRINCIPAL AMOUNT OF $315,000;
FIXING THEIR FORM AND SPECIFICATIONS; DIRECTING
THEIR EXECUTION AND DELIVERY; AND PROVIDING FOR
THEIR PAYMENT
BE IT RESOLVED By the City Council of the City of Medina, Minnesota (the "City"), as
Section 1. Sale of Bonds.
1.01 Authority. It is hereby determined that:
(a) The following assessable public improvements, including the Holy Name Drive
and Pioneer Trail Street Improvement Projects in the City (the "Improvements"), have been
made, duly ordered or contracts let for the construction thereof pursuant to the provisions of
Minnesota Statutes, Chapters 429 and 475, as amended (collectively, the "Act").
(b) It is necessary and expedient to the sound financial management of the affairs of
the City to issue its General Obligation Improvement Bonds, Series 2010A (the "Bonds"), in the
aggregate principal amount of $315,000, pursuant to the Act to provide financing for the
Improvements. Proceeds of the Bonds are expected to be expended as follows:
Project Designation & Description Total Project Cost
Deposit to Project Construction Fund
Deposit to Capitalized Interest Fund
Costs of Issuance
$300,143.50
5,006.50
9.850.00
Total $315,000.00
(c) The City is authorized by Section 475.60, subdivision 2(9), of the Act to
negotiate the sale of the Bonds, it being determined that the City has retained an independent
financial advisor in connection with such sale. The actions of the City staff and the City's
financial advisor in negotiating the sale of the Bonds are ratified and confirmed in all aspects.
1.02. Award to the Purchaser and Interest Rates. The proposal of Bank of Maple Plain, Maple
Plain, Minnesota (the "Purchaser), to purchase the Bonds of the City is hereby found and determined to
be a reasonable offer and is hereby accepted, the proposal being to purchase the Bonds at a price of
$315,000, plus accrued interest to date of delivery, if any, for Bonds bearing interest as follows:
Resolution No. 2010-44 2
June 15, 2010
Year of Interest Year of Interest
Maturity Rate Maturity Rate
2012 1.500% 2017 3.150%
2013 1.750 2018 3.350
2014 2.050 2019 3.550
2015 2.400 2020 3.750
2016 2.750 2021 3.850
True interest cost: 3.1416%
1.03. Purchase Contract. The sum of $4,725, being the amount proposed by the Purchaser in
excess of $310,275, shall be credited to the Debt Service Fund hereinafter created or deposited in the
Construction Fund hereinafter created, as determined by the City Administrator in consultation with the
City's financial advisor. The City Finance Director is directed to retain the good faith check of the
Purchaser, pending completion of the sale of the Bonds, and to return the good faith checks of the
unsuccessful proposers. The Mayor and City Administrator are directed to execute a contract with the
Purchaser on behalf of the City.
1.04. Terms and Principal Amounts of the Bonds. The City will forthwith issue and sell the
Bonds pursuant to the Act in the total principal amount of $315,000, originally dated July 7, 2010, in the
denomination of $5,000 each or any integral multiple thereof, numbered No. R-1, upward, bearing
interest as above set forth, and maturing serially on February 1 in the years and amounts as follows:
Year Amount Year Amount
2012 $30,000 2017 $35,000
2013 30,000 2018 35,000
2014 30,000 2019 25,000
2015 35,000 2020 30,000
2016 35,000 2021 30,000
1.05. Optional Redemption. The Bonds will be subject to call and prior payment on any date at a
price of par plus accrued interest. Redemption may be in whole or in part and if in part, at the option of the
City and in such order as they City will determine and within a maturity by lot as selected by the registrar.
Prepayments will be at a price of par plus accrued interest.
Section 2. Registration and Payment.
2.01. Registered Form. The Bonds will be issued as typewritten bonds, numbered R-1 upward,
only in fully registered form. The interest thereon and, upon surrender of each Bond, the principal
amount thereof, is payable by check or draft issued by the Registrar described herein.
2.02. Dates; Interest Payment Dates. Each Bond will be dated as of the last interest payment
date preceding the date of authentication to which interest on the Bond has been paid or made available
for payment, unless (i) the date of authentication is an interest payment date to which interest has been
paid or made available for payment, in which case the Bond will be dated as of the date of
authentication, or (ii) the date of authentication is prior to the first interest payment date, in which case
the Bond will be dated as of the date of original issue. The interest on the Bonds is payable on
February 1 and August 1 of each year, commencing February 1, 2011, to the registered owners of record
Resolution No. 2010-44 3
June 15, 2010
thereof as of the close of business on the fifteenth day of the immediately preceding month, whether or
not that day is a business day.
3.03. Registration. The City appoints the Finance Director, City of Medina, Minnesota, as
bond registrar (the "Registrar"). The effect of registration and the rights and duties of the City and the
Registrar with respect thereto will be as follows:
(a) Register. The Registrar will keep a bond register in which the Registrar provides
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 a 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 will 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 that interest payment date.
(c) Exchange of Bonds. When Bonds are surrendered by the registered owner for
exchange the Registrar will 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. Bonds surrendered upon transfer or exchange will be promptly
cancelled by the Registrar and thereafter disposed of as directed by the City.
(e) Improper or Unauthorized Transfer. When a Bond is presented to the Registrar
for transfer, the Registrar may refuse to transfer the Bond until the Registrar is satisfied that the
endorsement on the Bond or separate instrument of transfer is valid and genuine and that the
requested transfer is legally authorized. The Registrar will 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 a Bond is registered in the bond register as the absolute owner of the Bond, whether
the Bond is overdue or not, for the purpose of receiving payment of, or on account of, the
principal of and interest on the Bond and for all other purposes and payments so made to
registered owner or upon the owner's order will be valid and effectual to satisfy and discharge the
liability upon the Bond to the extent of the sum or sums so paid.
(g) Taxes, Fees and Charges. The Registrar may impose a charge upon the owner
thereof for a transfer or exchange of Bonds, sufficient to reimburse the Registrar for any tax, fee
or other governmental charge required to be paid with respect to the transfer or exchange.
(h) Mutilated, Lost, Stolen or Destroyed Bonds. If a Bond becomes mutilated or is
destroyed, stolen or lost, the Registrar will deliver a new Bond of like amount, number, maturity
date and tenor in exchange and substitution for and upon cancellation of the mutilated Bond or in
lieu of and in substitution for a 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 the
Resolution No. 2010-44 4
June 15, 2010
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
and as provided by law, in which both the City and the Registrar must be named as obligees.
Bonds so surrendered to the Registrar will be cancelled by the Registrar and evidence of such
cancellation must 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 is not necessary to
issue a new Bond prior to payment.
(i) Redemption. In the event any of the Bonds are called for redemption, notice thereof
identifying the Bonds to be redeemed will be given by the Registrar by mailing a copy of the
redemption notice by first class mail (postage prepaid) not more than 60 and not less than 30 days
prior to the date fixed for redemption to the registered owner of each Bond to be redeemed at the
address shown on the registration books kept by the Registrar and by publishing the notice if required
by law. Failure to give notice by publication or by mail to any registered owner, or any defect
therein, will not affect the validity of the proceedings for the redemption of Bonds. Bonds so called
for redemption will cease to bear interest after the specified redemption date, provided that the funds
for the redemption are on deposit with the place of payment at that time.
2.04. Execution, Authentication and Delivery. The Bonds will be prepared under the direction
of the City Administrator and executed on behalf of the City by the signatures of the Mayor and the City
Administrator, provided that those signatures may be printed, engraved or lithographed facsimiles of the
originals. If an officer whose signature or a facsimile of whose signature appears on the Bonds ceases to
be such officer before the delivery of a Bond, that signature or facsimile will nevertheless be valid and
sufficient for all purposes, the same as if the officer had remained in office until delivery.
Notwithstanding such execution, a Bond will not 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 the 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 a Bond is conclusive evidence that it has been authenticated and delivered
under this Resolution. When the Bonds have been so prepared, executed and authenticated, the City
Administrator will deliver the same to the Purchaser upon payment of the purchase price in accordance
with the contract of sale heretofore made and executed, and the Purchaser is not obligated to see to the
application of the purchase price.
2.05. Temporary Bonds. The City may elect to deliver in lieu of printed definitive Bonds one
or more typewritten temporary Bonds in substantially the form set forth in Section 3 with such changes as
may be necessary to reflect more than one maturity in a single temporary bond. Upon the execution and
delivery of definitive Bonds the temporary Bonds will be exchanged therefor and cancelled.
Section 3. Form of Bond.
3.01. Execution of the Bonds. The Bonds will be printed or typewritten in substantially the
following form:
Resolution No. 2010-44 5
June 15, 2010
No. R- $
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF MEDINA
GENERAL OBLIGATION IMPROVEMENT BOND
SERIES 2010A
Date of
Rate Maturity Original Issue
February 1, 20_ July 7, 2010
The City of Medina, Minnesota, a duly organized and existing municipal corporation in Hennepin
County, Minnesota (the "City"), acknowledges itself to be indebted and for value received hereby
promises to pay to Bank of Maple Plain, Maple Plain, Minnesota, or registered assigns, the principal sum
of $ on the maturity date specified above, with interest thereon from the date hereof at the
annual rate specified above, payable February 1 and August 1 in each year, commencing
February 1, 2011, 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 immediately preceding month. 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 Finance Director of the City of Medina, Minnesota, as
Bond Registrar, Paying Agent, Transfer Agent and Authenticating Agent, 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.
The Bonds will be subject to call and prior payment on any date at a price of par plus accrued
interest. Redemption may be in whole or in part and if in part, at the option of the City and in such order as
they City will determine and within a maturity by lot as selected by the registrar. Prepayments will be at a
price of par plus accrued interest.
The City Council has designated the issue of Bonds of which this Bond forms a part as "qualified
tax-exempt obligations" within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986,
as amended (the "Code") relating to disallowance of interest expense for financial institutions and within
the $30 million limit allowed by the Code for the calendar year of issue.
This Bond is one of an issue in the aggregate principal amount of $315,000 all of like original
issue date and tenor, except as to number, maturity date, and interest rate, all issued pursuant to a
resolution adopted by the City Council on June 15, 2010 (the "Resolution"), for the purpose of providing
money to defray the expenses incurred and to be incurred in making local improvements, pursuant to and
in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes,
Chapters 429 and 475, as amended. The principal hereof and interest hereon are payable in part from
special assessments against property specially benefited by local improvements and in part from ad
valorem taxes for the City's share of the cost of the improvements, as set forth in the Resolution to which
reference is made for a full statement of rights and powers thereby conferred. The full faith and credit of
the City are irrevocably pledged for payment of this Bond and the City Council has obligated itself to
levy additional ad valorem taxes on all taxable property in the City in the event of any deficiency in
special assessments and taxes pledged, which additional taxes may be levied without limitation as to rate
Resolution No. 2010-44 6
June 15, 2010
or amount. The Bonds of this series are issued only as fully registered Bonds in denominations of $5,000
or any integral multiple thereof of single maturities.
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 Bond 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 Bond 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 Bond 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 Bond Registrar will 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, 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 is not valid or obligatory for any purpose or entitled to any security or benefit under
the Resolution until the Certificate of Authentication hereon has been executed by the Bond Registrar by
manual signature of one of its authorized representatives.
IN WITNESS WHEREOF, the City of Medina, Hennepin County, Minnesota, by its City
Council, has caused this Bond to be executed on its behalf by the facsimile or manual signatures of the
Mayor and City Administrator and has caused this Bond to be dated as of the date set forth below.
Dated: July 7, 2010
CITY OF MEDINA, MINNESOTA
(Facsimile) (Facsimile)
Mayor City Administrator
Resolution No. 2010-44 7
June 15, 2010
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
CITY OF MEDINA, MINNESOTA
By
City Finance Director
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this Bond, will be
construed as though they were written out in full according to applicable laws or regulations:
TEN COM -- as tenants in common
TEN ENT -- as tenants by entireties
JT TEN -- as joint tenants with right of
survivorship and not as tenants in common
UNIF GIFT MIN ACT
Custodian
(Cust) (Minor)
under Uniform Gifts or Transfers to Minors
Act, State of
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:
Signature Guaranteed:
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
any change whatever.
Resolution No. 2010-44 8
June 15, 2010
NOTICE: Signature(s) must be guaranteed by a financial institution that is a member of the Securities
Transfer Agent Medallion Program ("STAMP"), the Stock Exchange Medallion Program ("SEMP"), the
New York Stock Exchange, Inc. Medallion Signatures Program ("MSP") or other such "signature
guarantee program" as may be determined by the Registrar in addition to, or in substitution for, STAMP,
SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended.
The Bond Registrar will not effect transfer of this Bond unless the information concerning the
assignee requested below is provided.
Name and Address:
(Include information for all joint owners if this Bond is
held by joint account.)
Please insert social security or other identifying
number of assignee
PROVISIONS AS TO REGISTRATION
The ownership of the principal of and interest on the within Bond has been registered on the
books of the Registrar in the name of the person last noted below.
Date of Registration
Signature of
Registered Owner City Finance Director
Bank of Maple Plain
Federal ID #
[End of Form of Bond]
3.02. Approving Legal Opinion. The City Administrator is directed to obtain a copy of the
proposed approving legal opinion of Kennedy & Graven, Chartered, Minneapolis, Minnesota, which is to
be complete except as to dating thereof and to cause the opinion to be printed on or accompany each
Bond.
Section 4. Payment: Security; Pledges and Covenants.
4.01. Debt Service Fund. The Bonds are payable from the Improvement Bonds, Series 2010A
Debt Service Fund (the "Debt Service Fund") hereby created, and the proceeds of general taxes
hereinafter levied (the "Taxes") and special assessments (the "Assessments") levied or to be levied for the
Improvements described in Section 1.01 are hereby pledged to the Debt Service Fund. If a payment of
principal or interest on the Bonds becomes due when there is not sufficient money in the Debt Service
Fund to pay the same, the City Finance Director is directed to pay such principal or interest from the
general fund of the City, and the general fund will be reimbursed for those advances out of the proceeds
Resolution No. 2010-44 9
June 15, 2010
of Assessments and Taxes when collected. There is appropriated to the Debt Service Fund (i) capitalized
interest funded from Bond proceeds, if any, (ii) any amount over the minimum purchase price paid by the
Purchaser, to the extent designated for deposit in the Debt Service Fund in accordance with Section 1.03,
and (iii) the accrued interest paid by the Purchaser upon closing and delivery of the Bonds, if any.
4.02. Construction Fund. The proceeds of the Bonds, less the appropriations made in
Section 4.01, together with any other funds appropriated for the Improvements and Assessments and
Taxes collected during the construction of the Improvements, will be deposited in a separate construction
fund (which may contain separate accounts for each Improvement) (the "Construction Fund") to be used
solely to defray expenses of the Improvements and the payment of principal and interest on the Bonds
prior to the completion and payment of all costs of the Improvements. Any balance remaining in the
Construction Fund after completion of the Improvements may be used to pay the cost in whole or in part
of any other improvement instituted under the Act under the direction of the City Council. When the
Improvements are completed and the cost thereof paid, the Construction Fund is to be closed and
subsequent collections of Assessments and Taxes for the Improvements are to be deposited in the Debt
Service Fund.
4.03. City Covenants. It is hereby determined that the Improvements will directly and
indirectly benefit abutting property, and the City hereby covenants with the holders from time to time of
the Bonds as follows:
(a) The City has caused or will cause the Assessments for the Improvements to be
promptly levied so that the first installment will be collectible not later than 2011 and will take all
steps necessary to assure prompt collection, and the levy of the Assessments is hereby authorized.
The City Council will cause to be taken with due diligence all further actions that are required for
the construction of each Improvement financed wholly or partly from the proceeds of the Bonds,
and will take all further actions necessary for the final and valid levy of the Assessments and the
appropriation of any other funds needed to pay the Bonds and interest thereon when due.
(b) In the event of any current or anticipated deficiency in Assessments and Taxes,
the City Council will levy additional ad valorem taxes in the amount of the current or anticipated
deficiency.
(c) The City will keep complete and accurate books and records showing: receipts
and disbursements in connection with the Improvements, Assessments and Taxes levied therefor
and other funds appropriated for their payment, collections thereof and disbursements therefrom,
monies on hand and, the balance of unpaid Assessments.
(d) The City will cause its books and records to be audited at least annually and will
furnish copies of such audit reports to any interested person upon request.
(e) It is determined that at least 20% of the cost of the assessable Improvements
described in Section 1.01 will be specially assessed against benefited properties.
4.04. Pledge of Tax Levy. For the purpose of paying the principal of and interest on the
Bonds, there is levied a direct annual irrepealable ad valorem tax upon all of the taxable property in the
City, which will be spread upon the tax rolls and collected with and as part of other general taxes of the
City. The Taxes will be credited to the Debt Service Fund above provided and will be in the years and
amounts described in EXHIBIT B.
Resolution No. 2010-44 10
June 15, 2010
"
4 . 0 5 . C e r t i f i c a t i o n t o T a x p a y e r S e r v i c e s D i v i s i o n M a n a g e r a s t o D e b t S e r v i c e F u n d A m o u n t . I t
i s h e r e b y d e t e r m i n e d t h a t t h e e s t i m a t e d c o l l e c t i o n s o f A s s e s s m e n t s a n d t h e f o r e g o i n g T a x e s w i l l p r o d u c e
a t l e a s t f i v e p e r c e n t i n e x c e s s o f t h e a m o u n t n e e d e d t o m e e t w h e n d u e t h e p r i n c i p a l a n d i n t e r e s t p a y m e n t s
o n t h e B o n d s . T h e t a x l e v y h e r e i n p r o v i d e d i s i r r e p e a l a b l e u n t i l a l l o f t h e B o n d s a r e p a i d , p r o v i d e d t h a t a t
t h e t i m e t h e C i t y m a k e s i t s a n n u a l t a x l e v i e s t h e C i t y A d m i n i s t r a t o r m a y c e r t i f y t o t h e T a x p a y e r S e r v i c e s
D i v i s i o n M a n a g e r o f H e n n e p i n C o u n t y t h e a m o u n t a v a i l a b l e i n t h e D e b t S e r v i c e F u n d t o p a y p r i n c i p a l
a n d i n t e r e s t d u e d u r i n g t h e e n s u i n g y e a r , a n d t h e T a x p a y e r S e r v i c e s D i v i s i o n M a n a g e r w i l l t h e r e u p o n
r e d u c e t h e l e v y c o l l e c t i b l e d u r i n g s u c h y e a r b y t h e a m o u n t s o c e r t i f i e d .
4 . 0 6 . C e r t i f i c a t e o f T a x p a y e r S e r v i c e s D i v i s i o n M a n a g e r a s t o R e g i s t r a t i o n . T h e C i t y
A d m i n i s t r a t o r i s a u t h o r i z e d a n d d i r e c t e d t o f i l e a c e r t i f i e d c o p y o f t h i s r e s o l u t i o n w i t h t h e T a x p a y e r
S e r v i c e s D i v i s i o n M a n a g e r a n d t o o b t a i n t h e c e r t i f i c a t e r e q u i r e d b y S e c t i o n 4 7 5 . 6 3 o f t h e A c t .
S e c t i o n 5 . A u t h e n t i c a t i o n o f T r a n s c r i p t .
5 . 0 1 . C i t y P r o c e e d i n g s a n d R e c o r d s . T h e o f f i c e r s o f t h e C i t y a r e a u t h o r i z e d a n d d i r e c t e d t o
p r e p a r e a n d f u r n i s h t o t h e P u r c h a s e r a n d t o t h e a t t o r n e y s a p p r o v i n g t h e B o n d s , c e r t i f i e d c o p i e s o f
p r o c e e d i n g s a n d r e c o r d s o f t h e C i t y r e l a t i n g t o t h e B o n d s a n d t o t h e f i n a n c i a l c o n d i t i o n a n d a f f a i r s o f t h e
C i t y , a n d s u c h o t h e r c e r t i f i c a t e s , a f f i d a v i t s a n d t r a n s c r i p t s a s m a y b e r e q u i r e d t o s h o w t h e f a c t s w i t h i n
t h e i r k n o w l e d g e o r a s s h o w n b y t h e b o o k s a n d r e c o r d s i n t h e i r c u s t o d y a n d u n d e r t h e i r c o n t r o l , r e l a t i n g t o
t h e v a l i d i t y a n d m a r k e t a b i l i t y o f t h e B o n d s , a n d s u c h i n s t r u m e n t s , i n c l u d i n g a n y h e r e t o f o r e f u r n i s h e d ,
m a y b e d e e m e d r e p r e s e n t a t i o n s o f t h e C i t y a s t o t h e f a c t s s t a t e d t h e r e i n .
5 . 0 2 . C e r t i f i c a t i o n a s t o O f f e r i n g M e m o r a n d u m . T h e M a y o r a n d C i t y A d m i n i s t r a t o r a r e
a u t h o r i z e d a n d d i r e c t e d t o c e r t i f y t h a t t h e y h a v e e x a m i n e d t h e O f f e r i n g M e m o r a n d u m p r e p a r e d a n d
c i r c u l a t e d i n c o n n e c t i o n w i t h t h e i s s u a n c e a n d s a l e o f t h e B o n d s a n d t h a t t o t h e b e s t o f t h e i r k n o w l e d g e
a n d b e l i e f t h e O f f e r i n g M e m o r a n d u m i s a c o m p l e t e a n d a c c u r a t e r e p r e s e n t a t i o n o f t h e f a c t s a n d
r e p r e s e n t a t i o n s m a d e t h e r e i n a s o f t h e d a t e o f t h e O f f e r i n g M e m o r a n d u m .
5 . 0 3 . P a y m e n t o f C o s t s o f I s s u a n c e . T h e C i t y a u t h o r i z e s t h e P u r c h a s e r t o f o r w a r d t h e a m o u n t
o f B o n d p r o c e e d s a l l o c a b l e t o t h e p a y m e n t o f i s s u a n c e e x p e n s e s ( o t h e r t h a n a m o u n t s p a y a b l e t o
K e n n e d y & G r a v e n , C h a r t e r e d , a s B o n d C o u n s e l ) t o U . S . T r u s t C o m p a n y , M i n n e a p o l i s , M i n n e s o t a o n t h e
c l o s i n g d a t e f o r f u r t h e r d i s t r i b u t i o n a s d i r e c t e d b y t h e C i t y ' s f i n a n c i a l a d v i s o r , E h l e r s & A s s o c i a t e s , I n c .
S e c t i o n 6 . T a x C o v e n a n t .
6 . 0 1 . T a x - E x e m p t B o n d s . T h e C i t y c o v e n a n t s a n d a g r e e s w i t h t h e h o l d e r s f r o m t i m e t o t i m e o f
t h e B o n d s t h a t i t w i l l n o t t a k e o r p e r m i t t o b e t a k e n b y a n y o f i t s o f f i c e r s , e m p l o y e e s o r a g e n t s a n y a c t i o n
w h i c h w o u l d c a u s e t h e i n t e r e s t o n t h e B o n d s t o b e c o m e s u b j e c t t o t a x a t i o n u n d e r t h e I n t e r n a l R e v e n u e
C o d e o f 1 9 8 6 , a s a m e n d e d ( t h e " C o d e " ) , a n d t h e T r e a s u r y R e g u l a t i o n s p r o m u l g a t e d t h e r e u n d e r , i n e f f e c t
a t t h e t i m e o f s u c h a c t i o n s , a n d t h a t i t w i l l t a k e o r c a u s e i t s o f f i c e r s , e m p l o y e e s o r a g e n t s t o t a k e a l l
a f f i r m a t i v e a c t i o n w i t h i n i t s p o w e r t h a t m a y b e n e c e s s a r y t o e n s u r e t h a t s u c h i n t e r e s t w i l l n o t b e c o m e
s u b j e c t t o t a x a t i o n u n d e r t h e C o d e a n d a p p l i c a b l e T r e a s u r y R e g u l a t i o n s , a s p r e s e n t l y e x i s t i n g o r a s
h e r e a f t e r a m e n d e d a n d m a d e a p p l i c a b l e t o t h e B o n d s .
6 . 0 2 . N o R e b a t e R e q u i r e d . ( a ) T h e C i t y w i l l c o m p l y w i t h r e q u i r e m e n t s n e c e s s a r y u n d e r t h e
C o d e t o e s t a b l i s h a n d m a i n t a i n t h e e x c l u s i o n f r o m g r o s s i n c o m e o f t h e i n t e r e s t o n t h e B o n d s u n d e r
S e c t i o n 1 0 3 o f t h e C o d e , i n c l u d i n g w i t h o u t l i m i t a t i o n r e q u i r e m e n t s r e l a t i n g t o t e m p o r a r y p e r i o d s f o r
i n v e s t m e n t s a n d l i m i t a t i o n s o n a m o u n t s i n v e s t e d a t a y i e l d g r e a t e r t h a n t h e y i e l d o n t h e B o n d s , i f t h e
B o n d s ( t o g e t h e r w i t h o t h e r o b l i g a t i o n s r e a s o n a b l y e x p e c t e d t o b e i s s u e d i n c a l e n d a r y e a r 2 0 1 0 ) e x c e e d t h e
s m a l l i s s u e r e x c e p t i o n a m o u n t o f $ 5 , 0 0 0 , 0 0 0 .
R e s o l u t i o n N o . 2 0 1 0 - 4 4 1 1
J u n e 1 5 , 2 0 1 0
(b) For purposes of qualifying for the small issuer exception to the federal arbitrage rebate
requirements, the City hereby finds, determines and declares that the aggregate face amount of all tax-exempt
bonds (other than private activity bonds) issued by the City (and all subordinate entities of the City) during
the calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected to
exceed $5,000,000, all within the meaning of Section 148(f)(4)(D) of the Code.
6.03. Not Private Activity Bonds. The City further covenants not to use the proceeds of the
Bonds or to cause or permit them or any of them to be used, in such a manner as to cause the Bonds to be
"private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code.
6.04. Qualified Tax -Exempt Obligations. In order to qualify the Bonds as "qualified
tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code, the City makes the
following factual statements and representations:
(a) the Bonds are not "private activity bonds" as defined in Section 141 of the Code;
(b) the City hereby designates the Bonds as "qualified tax-exempt obligations" for
purposes of Section 265(b)(3) of the Code;
(c) the reasonably anticipated amount of tax-exempt obligations (other than any
private activity bonds) which will be issued by the City (and all subordinate entities of the City)
during calendar year 2010 will not exceed $30,000,000; and
(d) not more than $30,000,000 of obligations issued by the City during calendar year
2010 have been designated for purposes of Section 265(b)(3) of the Code.
6.05. Procedural Requirements. The City will use its best efforts to comply with any federal
procedural requirements which may apply in order to effectuate the designations made by this section.
Section 7. No Requirement of Continuing Disclosure. Participating underwriters need not
comply with the continuing disclosure requirements of Rule 15c2-12 promulgated by the Securities and
Exchange Commission under the Securities Exchange Act of 1934 (the "Rule"), because the offering is in
a principal amount less than $1,000,000. Consequently, the City will not enter into any undertaking to
provide continuing disclosure of any kind with respect to the Bonds.
Section 8. Defeasance. When all Bonds and all interest thereon have been discharged as
provided in this section, all pledges, covenants and other rights granted by this resolution to the holders of the
Bonds will cease, except that the pledge of the full faith and credit of the City for the prompt and full
payment of the principal of and interest on the Bonds will remain in full force and effect. The City may
discharge all 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. 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 to the date of such deposit.
(The remainder of this page is intentionally left blank.)
Resolution No. 2010-44 12
June 15, 2010
Dated: June 15, 2010.
T.M. Crosby, ayor
ATTEST:
Chad M. Adams, Administrator -Clerk -Treasurer
The motion for the adoption of the foregoing resolution was duly seconded by member Smith
and upon vote being taken thereon, the following voted in favor thereof:
Crosby, Johnson, Siitari, Smith, and Weir
And the following voted against same:
None
Whereupon said resolution was declared duly passed and adopted.
Resolution No. 2010-44 13
June 15, 2010
EXHIBIT A
PROPOSALS
BID TABULATION
$315,000 General Obligation Improvement Bonds, Series 2010A
CITY OF MEDINA, MINNESOTA
SALE: June 15, 2010
AWARD: BANK OF MAPLE PLAIN
RATING: Non -Rated BBI: 4 37°'^
NAME OF BIDDER
NET TRUE
MATURITY RATE REOFFERING PRICE INTEREST INTEREST
(February 1) YIELD COST RATE
BANK OF MAPLE PLAIN
Maple Plain, Minnesota
UNITED BANKERS' BANK
Bloomington, Minnesota
2012 1.500% 1.500°/0 $315.000.00 $60.121.50 31416%
2013 1.750% 1.750%
2014 2.050% 2.050%
2015 2.400% 2.400%
2016 2.750% 2.750%
2017 3.150% 3.150%
2018 3.350% 3.350%
2019 3.550% 3.550%
2020 3.750°k 3.750%
2021 3.850% 3.850%
2012 2.400%
2013 2.400%
2014 2.400%
2015 2.400%
2016 2.400%
2017 3.500%
2018 3.500%
2019 3.500%
2020 3.500%
2021 3.500%
Resolution No. 2010-44 A-1
June 15, 2010
$310,275.00 $64,730.17 3.4260%
EXHIBIT B
TAX LEVY SCHEDULE
Tax Levy Calculation For:
City of Medina, Minnesota
S315.000 General Obligation Improvement Bonds, Series 2010A
Dated Date: 717/2010
(2) (3)
Levy Collect Pay Total Funds P & I Less: Net
Year Year Year P & I Available (1) x 105 rS Spec Assmts Levy
2009 / 2010 / 2011 5,006.50 5,006.50 0.00 0.00 0.00
2010 / 2011 12012 38,835.00 40,776.75 9,685.56 31,091.19
2011 / 2012 / 2013 38,385.00 40,304.25 9,685.56 30,618.69
2012 / 2013 / 2014 37,860.00 39,753.00 9,685.56 30,067.44
2013 / 2014 / 2015 42,245.00 44,357.25 9,685.56 34,671.69
2014 / 2015 / 2016 41,405.00 43,475.25 9,685.56 33,789.69
2015 / 2016 / 2017 40,442.50 42,464.63 9,685.56 32,779.07
2016 / 2017 / 2018 39,340.00 41,307.00 9,685.56 31,621.44
2017 1 2018 / 2019 28,167.50 29,575.88 29,575.88
2018 / 2019 / 2020 32,280.00 33,894.00 33,894.00
2019 / 2020 / 2021 31,155.00 32,712.75 32,712.75
Totals 375,121.50 5,006.50 388,620.75 67.798.91 320,821.84
•
(1) The following funds are available to pay the interest payment due 2/1/2011:
Capitalized Interest: $5,006.50
(2) Projected special assessment revenue based on $55,440 assessed at 5.10%.
(3) Cashflow and levy needs should be reviewed annually to account for prepaid and/or delinquent
assessments.
EHLERS
ASSOCIATES IMC
Resolution No. 2010-44 B-1
June 15, 2010
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF MEDINA
) SS.
I, the undersigned, being the duly qualified and acting City Administrator of the City of Medina,
Minnesota (the "City"), do 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 June 15, 2010, 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 the City's General Obligation Improvement Bonds,
Series 2010A, in the original aggregate principal amount of $315,000.
WITNESS My hand officially as such City Administrator and the corporate seal of the City this
day of June, 2010.
City Administrator
Medina, Minnesota
(SEAL)
Resolution No. 2010-44
June 15, 2010
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CERTIFICATE OF TAXPAYER SERVICES
DIVISION MANAGER AS TO
TAX LEVY AND REGISTRATION
I, the undersigned Taxpayer Services Division Manager of Hennepin County, Minnesota, hereby
certify that a certified copy of a resolution adopted by the governing body of the City of Medina,
Minnesota (the "City"), on June 15, 2010, levying taxes for the payment of the City's General Obligation
Improvement Bonds, Series 2010A, issued in the original aggregate principal amount of $315,000, dated
July 7, 2010, has been filed in my office and said bonds have been entered on the register of obligations in
my office and that such tax has been levied as required by law.
WITNESS My hand and official seal this day of June, 2010.
(SEAL)
ME230-504 (JAE)
369637v2
Taxpayer Services Division Manager
Hennepin County, Minnesota
Deputy
Resolution No. 2010-44
June 15, 2010