HomeMy WebLinkAbout2014-027 EXTRACT OF MINUTES OF A MEETING
OF THE CITY COUNCIL
CITY OF STILLWATER, MINNESOTA
HELD: February 11, 2014
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 11, 2014, at 7:00 P.M. for the purpose in part of authorizing the competitive negotiated
sale of the $9,215,000 General Obligation Capital Outlay Bonds, Series 2014A.
The following members were present: Councilmembers Menikheim, Kozlowski,
Weidner, Polehna and Mayor Harycki.
and the following were absent: None
Member Polehna introduced the following resolution and moved its adoption:
RESOLUTION NO. 2014-027
RESOLUTION PROVIDING FOR THE COMPETITIVE NEGOTIATED SALE OF
$9,215,000 GENERAL OBLIGATION CAPITAL OUTLAY BONDS, SERIES 2014A
A. WHEREAS, the City Council of the City of Stillwater,Minnesota(the "City"),
has heretofore determined that it is necessary and expedient to issue $9,215,000 General
Obligation Capital Outlay Bonds, Series 2014A (the "Bonds")to finance (i) the 2014 capital
outlay needs of various City departments; (ii) the construction of a new fire station; and (iii) a
portion of the financing for the rehabilitation of the City's existing police building,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; 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.
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3. Terms of Proposal. The terms and conditions of the Bonds and the negotiation
thereof are fully set forth in the "Terms 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
Mayor Harycki and, after full discussion thereof and upon a vote being taken thereon, the
following voted in favor thereof:
Councilmembers Menikheim, Kozlowski, Polehna and Mayor Harycki.
and the following voted against the same: Councilmember Weidner
Whereupon the resolution was declared duly passed and adopted.
Ken ary ', ayor
ATT T;
Z()Ia/W
Diane F. Ward, City Clerk
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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 $9,215,000 General
Obligation Capital Outlay Bonds, Series 2014A.
WITNESS my hand on February 11, 2014.
Diane F. Ward, City Clerk
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EXHIBIT A
Terms of Proposal
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THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS
ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS:
TERMS OF PROPOSAL
$10,000,000*
CITY OF STILLWATER,MINNESOTA
GENERAL OBLIGATION CAPITAL OUTLAY BONDS,SERIES 2014A
(BOOK ENTRY ONLY)
Proposals for the Bonds and the Good Faith Deposit ("Deposit") will be received on Tuesday, March 4,
2014, until 10:30 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 Proposals submitted to PARITY'. Each bidder shall be solely responsible
for making necessary arrangements to access PARITY®for purposes of submitting its electronic Proposal
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.
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DETAILS OF THE BONDS
The Bonds will be dated as of the date of delivery, and will bear interest payable on February 1 and
August 1 of each year, commencing February 1, 2015. 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:
2016 $515,000 2021 $550,000 2026 $275,000 2031 $320,000 2036 $380,000
2017 $520,000 2022 $560,000 2027 $280,000 2032 $330,000 2037 $395,000
2018 $525,000 2023 $335,000 2028 $290,000 2033 $340,000 2038 $410,000
2019 $535,000 2024 $340,000 2029 $300,000 2034 $355,000 2039 $430,000
2020 $540,000 2025 $355,000 2030 $310,000 2035 $365,000 2040 $445,000
* 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 amount of any maturity in multiples of$5,000. In the event the amount of any
maturity is modified, the aggregate purchase price will be adjusted to result in the same gross spread per
$1,000 of Bonds as that of the original proposal. Gross spread is the differential between the price paid to the
City for the new issue and the prices at which the securities are initially offered to the investing public.
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 scheduled to 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
$5,000 or any multiple thereof of a single maturity through book entries made on the books and records of
DTC and its participants. Principal and interest are payable by the 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, 2024, and on any day thereafter, to prepay Bonds due on or after
February 1, 2025. 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.
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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. The proceeds will be used to finance (i) the 2014
capital outlay needs of various City departments; (ii) the construction of a new fire station; and (iii) a
portion of the financing for the rehabilitation of the City's existing police building.
BIDDING PARAMETERS
Proposals shall be for not less than $9,830,000 plus accrued interest, if any, 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 1/100 or 1/8 of 1%. The
initial price to the public for each maturity must be 98.0% or greater. 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
$100,000, 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 2014A 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 (including the fed reference number and time released), (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
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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 calculated on the proposal prior to any adjustment made by the City. 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
The City has not applied for or pre-approved a commitment for any policy of municipal bond insurance
with respect to the Bonds. If the Bonds qualify for municipal bond insurance and a bidder desires to
purchase a policy, such indication, the maturities to be insured, and the name of the desired insurer must
be set forth on the bidder's Proposal. The City specifically reserves the right to reject any bid specifying
municipal bond insurance, even though such bid may result in the lowest TIC to the City. All costs
associated with the issuance and administration of such policy and associated ratings and expenses (other
than any independent rating requested by the City) shall be paid by the successful bidder. Failure of the
municipal bond insurer to issue the policy after the award of the Bonds shall not constitute cause for
failure or refusal by the successful bidder to accept delivery of 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
On or about April 8,2014,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.
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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 a Preliminary Official Statement containing pertinent
information relative to the Bonds, and said Preliminary 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 Preliminary 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.
A Final Official Statement (as that term is defined in Rule 15c2-12) will be prepared, specifying the
maturity dates, principal amounts and interest rates of the Bonds, together with any other information
required by law. 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 up to 25 copies of the Final Official Statement. 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 11, 2014 BY ORDER OF THE CITY COUNCIL
/s/Diane Ward
City Clerk
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EXHIBIT B
SCHEDULE OF 2014 BONDED CAPITAL OUTLAY
DEPARTMENT PROJECT COSTS
TOTAL PROJECT COSTS $
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