HomeMy WebLinkAbout2012-034EXTRACT OF MINUTES OF A MEETING
OF THE CITY COUNCIL
CITY OF STILLWATER, MINNESOTA
HELD: February 21, 2012
Pursuant to due call and notice thereof, a regular or special meeting of the City Council
of the City of Stillwater, Washington County, Minnesota, was duly held at the City Hall on
February 21, 2012, at 7:00 P.M. for the purpose in part of authorizing the competitive negotiated
sale of the $6,415,000 General Obligation Capital Outlay and Refunding Bonds, Series 2012A.
The following members were present: Councilmembers Menikheim, Cook, Roush,
Polehna and Mayor Harycki
and the following were absent: None
Member Polehna introduced the following resolution and moved its adoption:
RESOLUTION NO. 2012 -034
RESOLUTION PROVIDING FOR THE COMPETITIVE NEGOTIATED SALE OF $6,415,000
GENERAL OBLIGATION CAPITAL OUTLAY AND REFUNDING BONDS, SERIES 2012A
A. WHEREAS, the City Council of the City of Stillwater, Minnesota (the "City "),
has heretofore determined that it is necessary and expedient to issue $6,415,000 General
Obligation Capital Outlay and Refunding Bonds, Series 2012A (the "Bonds ") to (i) finance 2012
capital outlay needs of various City departments pursuant to Minnesota Statutes, Chapter 475
and Sections 10.5 and 10.6 of the City Charter, as more fully described in Exhibit B attached
hereto; (ii) to refund the February 1, 2014 . through February 1, 2017 maturities of the City's
General Obligation Improvement Bonds, Series 2004A, dated March 1, 2004; and (iii) to refund
the February 1, 2016 through February 1, 2026 maturities of the City's General Obligation
Capital Outlay Bonds, Series 2006A, dated February 1, 2006; and
B. WHEREAS, the City has retained Springsted Incorporated, in Saint Paul,
Minnesota ( "Springsted "), as its independent financial advisor and is therefore authorized to sell
these obligations by a competitive negotiated sale in accordance with Minnesota Statutes,
Section 475.60, Subdivision 2(9); and
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Stillwater,
Minnesota, as follows:
1. Authorization. The City Council hereby authorizes Springsted to solicit proposals
for the competitive negotiated sale of the Bonds.
2. Meeting; Proposal Opening. This City Council shall meet at the time and place
specified in the Terms of Proposal attached hereto as Exhibit A for the purpose of considering
sealed proposals for, and awarding the sale of, the Bonds. The City Clerk or designee, shall open
proposals at the time and place specified in such Terms of Proposal.
4498100v1
3. Terms of Proposal. The terms and conditions of the Bonds and the negotiation
thereof are fully set forth in the "Terns of Proposal" attached hereto as Exhibit A and hereby
approved and made a part hereof.
4. Official Statement. In connection with the sale, the City Clerk and other officers
or employees of the City are hereby authorized to cooperate with Springsted and participate in
the preparation of an official statement for the Bonds, and to execute and deliver it on behalf of
the City upon its completion.
The motion for the adoption of the foregoing resolution was duly seconded by member
Menikheim and, after full discussion thereof and upon a vote being taken thereon, the following
voted in favor thereof: Councilmembers Menikheim, Cook, Roush, Polehna and Mayor Harycki
and the following voted against the same: None
Whereupon the resolution was declared duly passed and adopted.
ATTEST:
2
STATE OF MINNESOTA
COUNTY OF WASHINGTON
CITY OF STILLWATER
I, the undersigned, being the duly qualified and acting City Clerk of the City of
Stillwater, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing
extract of minutes with the original thereof on file in my office, and that the same is a full, true
and complete transcript of the minutes of a meeting of the City Council duly called and held on
the date therein indicated, insofar as such minutes relate to the City's $6,415,000 General
Obligation Capital Outlay and Refunding Bonds, Series 2012A.
WITNESS my hand on February 21St, 2012.
3
Larry D. Hessen, Acting City Clerk
EXHIBIT A
THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS
ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS:
TERMS OF PROPOSAL
$6,415,000*
CITY OF STILLWATER, MINNESOTA
GENERAL OBLIGATION OUTLAY AND REFUNDING BONDS, SERIES 2012A
(BOOK ENTRY ONLY)
Proposals for the Bonds and the Good Faith Deposit ( "Deposit ") will be received on Tuesday, March 20,
2012 until 10:00 A.M., Central Time, at the offices of Springsted Incorporated, 380 Jackson Street,
Suite 300, Saint Paul, Minnesota, after which time proposals will be opened and tabulated. Consideration
for award of the Bonds will be by the City Council at 7:00 P.M., Central Time, of the same day.
SUBMISSION OF PROPOSALS
Springsted will assume no liability for the inability of the bidder to reach Springsted prior to the time of
sale specified above. All bidders are advised that each Proposal shall be deemed to constitute a contract
between the bidder and the City to purchase the Bonds regardless of the manner in which the Proposal is
submitted.
(a) Sealed Bidding. Proposals may be submitted in a sealed envelope or by fax (651) 223 -3046 to
Springsted. Signed Proposals, without final price or coupons, may be submitted to Springsted prior to the
time of sale. The bidder shall be responsible for submitting to Springsted the final Proposal price and
coupons, by telephone (651) 223 -3000 or fax (651) 223 -3046 for inclusion in the submitted Proposal.
OR
(b) Electronic Bidding. Notice is hereby given that electronic proposals will be received via PARITY®.
For purposes of the electronic bidding process, the time as maintained by PARITY® shall constitute the
official time with respect to all Bids submitted to PARITY ®. Each bidder shall be solely responsible for
making necessary arrangements to access PARITY® for purposes of submitting its electronic Bid in a
timely manner and in compliance with the requirements of the Terms of Proposal. Neither the City, its
agents nor PARITY® shall have any duty or obligation to undertake registration to bid for any prospective
bidder or to provide or ensure electronic access to any qualified prospective bidder, and neither the City,
its agents nor PARITY® shall be responsible for a bidder's failure to register to bid or for any failure in
the proper operation of, or have any liability for any delays or interruptions of or any damages caused by
the services of PARITY ®. The City is using the services of PARITY® solely as a communication
mechanism to conduct the electronic bidding for the Bonds, and PARITY® is not an agent of the City.
If any provisions of this Terms of Proposal conflict with information provided by PARITY ®, this Terms
of Proposal shall control. Further information about PARITY®, including any fee charged, may be
obtained from:
PARITY®, 1359 Broadway, 2nd Floor, New York, New York 10018
Customer Support: (212) 849 -5000
Preliminary; subject to change.
DETAILS OF THE BONDS
The Bonds will be dated April 1, 2012 as the date of original issue, and will bear interest payable on
February 1 and August 1 of each year, commencing February 1, 2013. Interest will be computed on the
basis of a 360 -day year of twelve 30 -day months.
The Bonds will mature February 1 in the years and amounts as follows:
2013 $180,000
2014 $580,000
2015 $575,000
2016 $865,000
2017 $860,000
2018 $460,000
2019 $465,000
2020 $475,000
2021 $310,000
2022 $315,000
2023 $320,000
2024 $330,000
2025 $335,000
2026 $345,000
The City reserves the right, after proposals are opened and prior to award, to increase or reduce the principal
amount of the Bonds or the maturity amounts offered for sale. Any such increase or reduction will be made in
multiples of $5,000 in any of the maturities. In the event the principal amount of the Bonds is increased or
reduced, any premium offered or any discount taken by the successful bidder will be increased or reduced by a
percentage equal to the percentage by which the principal amount of the Bonds is increased or reduced.
Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and
term bonds. All term bonds shall be subject to mandatory sinking fund redemption at a price of par plus
accrued interest to the date of redemption and must conform to the maturity schedule set forth above. In
order to designate term bonds, the proposal must specify "Years of Term Maturities" in the spaces
provided on the Proposal Form.
BOOK ENTRY SYSTEM
The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made
to the public. The Bonds will be issued in fully registered form and one Bond, representing the aggregate
principal amount of the Bonds maturing in each year, will be registered in the name of Cede & Co. as
nominee of The Depository Trust Company ( "DTC "), New York, New York, which will act as securities
depository of the Bonds. Individual purchases of the Bonds may be made in the principal amount of
55,000 or any multiple thereof of a single maturity through book entries made on the books and records of
DTC and its participants. Principal and interest are payable by the registrar to DTC or its nominee as
registered owner of the Bonds. Transfer of principal and interest payments to participants of DTC will be
the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants
will be the responsibility of such participants and other nominees of beneficial owners. The purchaser, as
a condition of delivery of the Bonds, will be required to deposit the Bonds with DTC.
REGISTRAR
The City will name the registrar which shall be subject to applicable SEC regulations. The City will pay
for the services of the registrar.
OPTIONAL REDEMPTION
The City may elect on February 1, 2022 and on any day thereafter, to prepay Bonds due on or after
February 1, 2023. Redemption may be in whole or in part and if in part at the option of the City and in
such manner as the City shall determine. If less than all Bonds of a maturity are called for redemption,
the City will notify DTC of the particular amount of such maturity to be prepaid. DTC will determine by
lot the amount of each participant's interest in such maturity to be redeemed and each participant will then
select by lot the beneficial ownership interests in such maturity to be redeemed. All prepayments shall be
at a price of par plus accrued interest.
SECURITY AND PURPOSE
The Bonds will be general obligations of the City for which the City will pledge its full faith and credit
and power to levy direct general ad valorem taxes. In addition, the City will pledge special assessments
against benefited properties. The proceeds will be used to (i) finance the 2012 capital outlay needs of
various City departments; (ii) refund the February 1, 2014 through February 1, 2017 maturities of the
City's General Obligation Improvement Bonds, Series 2004A, dated March 1, 2004; and (iii) refund the
February 1, 2016 through February 1, 2026 maturities of the City's General Obligation Capital Outlay
Bonds, Series 2006A, dated February 1, 2006.
BIDDING PARAMETERS
Proposals shall be for not less than $6,358,869 and accrued interest on the total principal amount of the
Bonds.
No proposal can be withdrawn or amended after the time set for receiving proposals unless the meeting of
the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without
award of the Bonds having been made. Rates shall be in integral multiples of 5 /100 or 1/8 of 1 %. Rates
are not required to be in level or ascending order; however, the rate for any maturity cannot be more than
1% lower than the highest rate of any of the preceding maturities. Bonds of the same maturity shall bear
a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be
accepted.
GOOD FAITH DEPOSIT
Proposals, regardless of method of submission, shall be accompanied by a Deposit in the amount of
$64,150, in the form of a certified or cashier's check, a wire transfer, or Financial Surety Bond and
delivered to Springsted Incorporated prior to the time proposals will be opened. Each bidder shall be
solely responsible for the timely delivery of their Deposit whether by check, wire transfer or Financial
Surety Bond. Neither the City nor Springsted Incorporated have any liability for delays in the
transmission of the Deposit.
Any Deposit made by certified or cashier's check should be made payable to the City and delivered to
Springsted Incorporated, 380 Jackson Street, Suite 300, St. Paul, Minnesota 55101.
Any Deposit sent via wire transfer should be sent to Springsted Incorporated as the City's agent
according to the following instructions:
Wells Fargo Bank, N.A., San Francisco, CA 94104
ABA #121000248
for credit to Springsted Incorporated, Account #635 - 5007954
Ref: Stillwater, MN Series 2012A Good Faith Deposit
Contemporaneously with such wire transfer, the bidder shall send an e -mail to
bond services @springsted.com, including the following information; (i) indication that a wire transfer
has been made, (ii) the amount of the wire transfer, (iii) the issue to which it applies, and (iv) the return
wire instructions if such bidder is not awarded the Bonds.
Any Deposit made by the successful bidder by check or wire transfer will be delivered to the City
following the award of the Bonds. Any Deposit made by check or wire transfer by an unsuccessful bidder
will be returned to such bidder following City action relative to an award of the Bonds.
If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond
in the State of Minnesota and pre- approved by the City. Such bond must be submitted to Springsted
Incorporated prior to the opening of the proposals. The Financial Surety Bond must identify each
underwriter whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds are awarded to an
underwriter using a Financial Surety Bond, then that underwriter is required to submit its Deposit to the
City in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated
not later than 3:30 P.M., Central Time on the next business day following the award. If such Deposit is
not received by that time, the Financial Surety Bond may be drawn by the City to satisfy the Deposit
requirement.
The Deposit received from the purchaser, the amount of which will be deducted at settlement, will be
deposited by the City and no interest will accrue to the purchaser. In the event the purchaser fails to
comply with the accepted proposal, said amount will be retained by the City.
AWARD
The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true interest cost
(TIC) basis. The City's computation of the interest rate of each proposal, in accordance with customary
practice, will be controlling.
The City will reserve the right to: (i) waive non - substantive informalities of any proposal or of matters
relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals without cause, and
(iii) reject any proposal that the City determines to have failed to comply with the terms herein.
BOND INSURANCE AT PURCHASER'S OPTION
If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor at the
option of the underwriter, the purchase of any such insurance policy or the issuance of any such
commitment shall be at the sole option and expense of the purchaser of the Bonds. Any increased costs of
issuance of the Bonds resulting from such purchase of insurance shall be paid by the purchaser, except
that, if the City has requested and received a rating on the Bonds from a rating agency, the City will pay
that rating fee. Any other rating agency fees shall be the responsibility of the purchaser.
Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the purchaser
shall not constitute cause for failure or refusal by the purchaser to accept delivery on the Bonds.
CUSIP NUMBERS
If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but
neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute
cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau
charge for the assignment of CUSIP identification numbers shall be paid by the purchaser.
SETTLEMENT
Within 40 days following the date of their award, the Bonds will be delivered without cost to the
purchaser through DTC in New York, New York. Delivery will be subject to receipt by the purchaser of
an approving legal opinion of Briggs and Morgan, Professional Association, of Saint Paul and
Minneapolis, Minnesota, and of customary closing papers, including a no- litigation certificate. On the
date of settlement, payment for the Bonds shall be made in federal, or equivalent, funds that shall be
received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Unless
compliance with the terms of payment for the Bonds has been made impossible by action of the City, or
its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason of the
purchaser's non - compliance with said terms for payment.
CONTINUING DISCLOSURE
On the date of actual issuance and delivery of the Bonds, the City will execute and deliver a Continuing
Disclosure Undertaking (the "Undertaking ") whereunder the City will covenant for the benefit of the
owners of the Bonds to provide certain financial and other information about the City and notices of
certain occurrences to information repositories as specified in and required by SEC Rule 15c2- 12(b)(5).
OFFICIAL STATEMENT
The City has authorized the preparation of an Official Statement containing pertinent information relative
to the Bonds, and said Official Statement will serve as a nearly final Official Statement within the
meaning of Rule 15c2 -12 of the Securities and Exchange Commission. For copies of the Official
Statement or for any additional information prior to sale, any prospective purchaser is referred to the
Financial Advisor to the City, Springsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul,
Minnesota 55101, telephone (651) 223 -3000.
The Official Statement, when further supplemented by an addendum or addenda specifying the maturity
dates, principal amounts and interest rates of the Bonds, together with any other information required by
law, shall constitute a "Final Official Statement" of the City with respect to the Bonds, as that term is
defined in Rule 15c2 -12. By awarding the Bonds to any underwriter or underwriting syndicate
submitting a proposal therefor, the City agrees that, no more than seven business days after the date of
such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the
Bonds are awarded 250 copies of the Official Statement and the addendum or addenda described above.
The City designates the senior managing underwriter of the syndicate to which the Bonds are awarded as
its agent for purposes of distributing copies of the Final Official Statement to each Participating
Underwriter. Any underwriter delivering a proposal with respect to the Bonds agrees thereby that if its
proposal is accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual
relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each
such Participating Underwriter of the Final Official Statement.
Dated February 21, 2012 BY ORDER OF THE CITY COUNCIL
/s/ Diane Ward
City Clerk
EXHIBIT B
CITY OF STILLWATER, MINNESOTA
SCHEDULE OF 2012 CAPITAL OUTLAY
DEPARTMENT
GENERAL FUND
Mayor & City Council
1PADS
Total Mayor & City Council
MIS
Anti Virus Software
Web & Email filtering
Microsoft Licensing
Server
Upgrade WUS software
Total MIS
Finance
Software upgrade (Springbrook)
Server
Total Finance
Administration
Website
Total Administration
Police
Computer replacement
Toughbooks for MDC replacement
Recorder replacement
Squads (3)
Unmarked vehicle
In Car Video
Forensic cell phone
GPS tracker
Total Police
Fire
Monitors for garage
Computer replacement
1 PAD
Fire apparatus replacement
Radio pagers
Turnout gear
Fire Station (Conceptual Plan)
Wash Co IQ Response Software
Total Fire
ADOPTED
5,600
5,600
4,800
5,000
10,000
10,000
3,000
32,800
27,000
8,000
35,000
2,000
2,000
6,000
12,000
4,000
105,000
28,000
9,000
8,045
7,000
179,045
1,000
2,400
1,000
125,000
4,000
10,000
12,200
9,000
164,600
Account Name
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Automotive
Automotive
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Automotive
Machinery & Equipment
Machinery & Equipment
Improvements
Computer Equipment
CITY OF STI MINNESOTA
SCHEDULE OF 2012 CAPITAL OUTLAY
DEPARTMENT
Building Inspections
Workstation
Total Building Inspections
Engineering
Hydrant Replacement
Computer replacement
Total Engineering
Streets
Hook truck Cab and Chasis with snow removal equipment,
wing arid underbody, box and sander and a 4 yd hot box
12* wood Chipper
Bobcat replacement
Computer replacement
Copier
Total Streets
TOTAL GENERAL FUND
ST CROIX VALLEY RECREATION CENTER FUND
St Croix Valley Recreation Center lce Arena
Computer replacement
Restroom partitions
Zamboni
Total St Croix VaUey Recreation Center Ice Arena
Lily Lake
Refrigeration
Dasherboard
Total Lily Lake
TOTAL ST CROIX VALLEY RECREATION CENTER
ADOPTED
Account Name
4,500 Machinery & Equipment
4,500
25,000
1,200
26,200
98,000
36,000
1,600
1,200
6,000
142,800
$ 592,545
1,200
10,000
90,000
101,200
172, 000
120,000
292,000
$ 393,200
Improvements
Computer Equipment
Automotive
Machinery & Equipmen
Machinery & Equipment
Computer Equipment
Computer Equipment
Computer Equipment
Improvements
Machinery & Equipment
Improvements
Improvements
CITY OF STILLWATER, MINNESOTA
SCHEDULE OF 2012 CAPITAL OUTLAY
DEPARTMENT
LIBRARY FUND
Operations
Closed Circuit Cameras & Head-End Equipment (2)
Fiction Shelving
Public Copier
Computers (6)
Coffeeshop Screen
AV Equipment (Margaret Rivers Room A)
Runk Cabinet Replacement
White Board-Conference Room
Total Library Operations
Plant
One-Way Windows-Circulation Department
Building Improvements
Total Library Pant
TOTAL LIBRARY FUND
PARKS
K8iUbvouhPark Improvements:
Parking lot
Ballfield
Playground includes sidewaik
Northland Park irrigation
CourtReaurfaoinQ - Lik/hennksoouds.BenoonbasketbmU
court, Northland tennis courts
Lily Lake Iight repair
Computer replacement
TOTAL PARKS FUND
TOTAL FOR 2012 BOND ISSUE
ADOPTED
3,000
1,500
7,000
6,000
1,000
3,500
2,000
1,500
25,500
1,300
7,000
8,300
$ 33,800
85,000
15,000
85,000
25,000
45,000
20,000
1,200
$ 276,200
$ 1,295,745
Account Name
Computer Equipmen
Machinery & Equipmen
Machinery & Equipment
Computer Equipment
Machinery & Equipment
Machinery & Equipment
Machinery & Equipment
Machinery & Equipment
Improvements
Improvements
Improvements
Improvements
Improvements
Improvements
Improvements
Improvements
Computer Equipment
Springsted Incorporated
380 Jackson Street,Suite 300
Saint Paul,MN 55101-4705
Springsted
Tel:651-223-3000
Fax:651-223-3002
www.springsted.com
February 16, 2012
Ms. Sharon Harrison, Finance Director
City of Stillwater
216 North Fourth Street
Stillwater, MN 55082-4898
RE: $6,415,000 General Obligation Capital Outlay and Refunding Bonds, Series 2012A
City of Stillwater, Minnesota
Dear Ms. Harrison: •
Enclosed you will find a copy of the Resolution Providing for the Competitive Negotiated Sale of the above-
referenced Bonds, along with a meeting sheet and certification pages. After the City Council meets to consider this
Resolution, please fill out the meeting sheet, have the certification pages signed, and return them to me in the
enclosed envelope.
If you have any questions, please feel free to call. Thank you, and I look forward to working with you.
Sincerely,
Alyssa L. Lehnertz, CIPFA
Bond Services Analyst
Enclosures
Public Sector Advisors