HomeMy WebLinkAboutResolution No. 162-15 - second resolutionCITY OF ROCHESTER
COUNTY OF OLMSTED
STATE OF MINNESOTA
RESOLUTION NO.
RESOLUTION PROVIDING FOR THE COMPETITIVE NEGOTIATED
SALE OF $21,545,000
GENERAL OBLIGATION WASTE WATER REVENUE
REFUNDING BONDS, SERIES 2015B
A. WHEREAS, the Common Council of the City of Rochester, Minnesota (the "City") has
heretofore determined that it is necessary and expedient to issue its General Obligation Waste Water
Revenue Refunding Bonds, Series 2015B (the "Bonds") to refund the December 1, 2017 through
December 1, 2026 maturities of the City's General Obligation Waste Water Revenue Bonds, Series
2007A dated February 1, 2007; and
D. 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 Common Council of the City of Rochester,
Minnesota, as follows:
1. Authorization; Findings. The Common Council hereby authorizes Springsted to solicit
bids for the competitive negotiated sale of the Bonds.
2. Meeting; Bid Opening This Common 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 bids for, and
awarding the sale of the Bonds. The Clerk, or designee, shall open bids at the time and place specified in
such Terms of Proposal.
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 said competitive negotiated sale, the Clerk,
Finance Director 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.
459944v1 JSB RC110-43
PASSED AND ADOPTED BY THE COMMON COUNCIL OF THE CITY OF ROCHESTER,
MINNESOTA, THIS 20TH DAY OF APRIL, 2015.
ATTEST:
CITY CLERK
Approved this 20th day of April, 2015.
(Seal of the City of
Rochester, Minnesota)
PRESIDENT OF SAID COMMON
COUNCIL
MAYOR OF SAID CITY
459944v1 JSB RC110-43
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CERTIFICATION
I, the undersigned City Clerk of the City of Rochester, Minnesota, do hereby certify the
following:
The foregoing is true and correct and a copy of the Resolution is on file and of record in the
offices of the City, which Resolution relates to providing for the competitive negotiated sale of
$21,545,000 General Obligation Waste Water Revenue Refunding Bonds, Series 2015B and said
Resolution was duly adopted by the Rochester Common Council at a regular or special meeting of the
Council held on the date therein indicated. Said meeting was duly called and regularly held and was open
to the public and was held at the place at which meetings of the Council are regularly held, a quorum of
the Council being present and acting throughout. Councilmember moved the
adoption of the Resolution, which motion was seconded by Councilmember
A vote being taken on the motion, the following members of the
Council voted in favor of the Resolution:
and the following voted against the same:
Whereupon said Resolution was declared duly passed and adopted. The Resolution is in full force and
effect and no action has been taken by the Council which would in any way alter or amend the
Resolution.
WITNESS MY HAND officially as the City Clerk of the City of Rochester, Minnesota, this
day of April, 2015.
City Clerk
City of Rochester, Minnesota
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459944v1 JSB RC110-43
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
$21,545,000-
CITY OF ROCHESTER, MIN NESOTA
GENERAL OBLIGATION WASTE WAFER :REVENUE REFUNDINGBONDS,
SERIES 2015B
(BOOK ENTRY ONLY)
Proposals for the Series 20 1 5B Bonds will be received on Monday, May 18, 2015, until I I �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
Series 2015B 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 he doorned to constitute a contract
between the bidder and the City to purchase the Series 2015B Bonds regardless of the manner in which
the proposal is stibmitted
(a) Sealed 13idding. Proposals may be SLIN'llitted in a sealed envelope or by
N, fax (651) 223-3046 to
Springstcd. Signed proposals, without final price or coupons, may be submitted to Springsted prior to the
time of sale. Tbc bidder shall be responsible for submitting to Spring sted the final proposal pfice and
cotipons, by telephone (65 1) 223-3000 or lax (65 1) 223-3046 for inclusion in the submitted proixisal,
OR
(b) Flectronie Biddinj,. 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 kvith respect to all proposals submitted to PARITY , Eajch bidder shall be solety responsible
jbl' IJKIC&11rq to vecess PARITYfin- 1wirposes qfsubtmtfifa,q its electronic pr(,yx),val
in a fjtnev inanner and in complionce with (he requirements faflhe Terms o1'pr(Aj)osv1. 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 C11SUrc 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 lo bid or for
any, failure in the proper operation of, oi- have any, liability fog- any delays or interruptions of or any
l , l
damages caused bv the services of PARITYxTh� ( ity is using the services of PARITY"' solely as a
conununicafion mechanism to conchict the electronic bidding, for the Series 2015B 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, 2n d Floor, New York, New York 10018
Customer Support: (212) 849-5000
prehininaly; subject to change,
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459944v1 JSB RCI 10-43
DETAILS OF THE SERIES 20l5B BONDS
The Series 2015B Bonds will be dated as of the date of delivery and will bear interest payable on June I
and December I of each vcar, conimencing December 1, 2015. Interest Avill be computed Oil the basis of
a 360-day year of tavclvc 30-day months.
The Seiies 2015B Bonds will mature December I in the vears, mid aniounts* as folloNvs:
2017 $1.920,000 2019 $2.010,000 2021 $2,110,000 2023 $2.205,000 2025 $2,370,000
2018 $1.965,000 2020 SIOWOOO 2022 $2,155,000 2024 $2.290,000 2026 $2,460,000
The 01v reserves the right, ofiei-ppripaso1v art, (ij)tmied ondjrio)- to nivord, m increase or reduce the pl-incilml
0111011ft?t ofthe Series 20158 BoneA or the amount oaf any nlarimlY ita nndliple._,° ql*S5,000. In the event the
amovill of an , v malurit , v is mmfrtjed, the (eggvegale puirchase partnerivd/ be m#vsted to tv.sull in the same gross
�V)read 17er S 1, 000 f)f Series 201.58 Bmle& av that qflhe orkonal pi-oposal. , �ra" sprerul is the elilferential
behreem the price paid lei lhe Cilv fear the rievi, issue mid the prices at which the securjtk� are irlitialtv q1fel-ed tc)
the in veshlrg pub fi(%
Proposals, for the Series 2015B Bonds may contain a tnaturity schedule providing for a combination of
serial bonds and terni bonds, All tern i boiids shall be subJect to mandatory sinking ftind redemption at a
price of par plus accrued interest to the date of redemption scheduled to conforni to the maturity schedule
set foi-th above. In order to dusignate term bonds, the proposal niust specify "Yuirs of Term Maturities"
in the spaces provided on the proposal form.
BOOK ENTRY SYSTEM
The Series 2015B Bonds will be issued by means, of a book entry system with no physical distribution of
Series 2015B Boads made to the public. The Series 2015B Bonds will be iS$Lied in fully registered forin
and one Series 2015B Bond, representing the aggregate principal aniount of the Series 2015B Bonds
maturing in each year, swill be registered in the nanic of Cede & C o. as nominee of The Depository Truest
Company (DT('), New York, Nc�v York, Nvhich will act as securitics, depository of the Series 2015B
Bonds. Individual purchases of the Series 2015B Bonds may, be made in the principal arnount of $5 .000
or amy multiple thereof of as single maturity through book entries made on the books and records, of DTC
and its participants. Principal and interest are payable by the registrarto 13]"Cor its nominee as registered
owner of the Series 2015E Bonds. Transfer of principal and interest payments to participants of DTC
will be the responsibilityof DTC; transfer of principal and interest payments to beneficial owners by
participants will be the responsibility Of Such pailicipants, and other nominces of beneficial owners. The
purchaser. as a condition of delivery of the Series 2015B Bonds, Nvill be required to deposit the
Series 2015B Bonds %N/ith DTC.
REGISTRAR
The City ,vill name the registrar which shall be subJect to applicable SEC regulations, The City Nvill pay
for the services of the registrar,
OPTIONAL REDENIVI]ON
The Series 2015B Bonds will not, be subject to payment in advance of their respective stated maturity
dates.
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459944vl JSB RCI 10-43
SECURITY AND PURPOSE
The Series 2015B 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 net
revenues of the City's Sewer Utility. The proceeds of the Series 2015B Bonds will be used to refund the
December 1, 2017 through December 1, 2026 maturities of the City's General Obligation Waste Water
Revenue Bonds, Series 2007A, dated February 1, 2007.
BIDDING PARAMETERS
Proposals shall be for not less than $21,545,000 (Par) plus accrued interest, if any, on the total principal
amount of the Series 2015B 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 Series 2015B Bonds is
adjourned, recessed, or continued to another date without award of the Series 2015B 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. Series 2015B Bonds of the same maturity shall bear a single rate from
the date of the Series 2015B Bonds to the date of maturity. No conditional proposals will be accepted.
GOOD FAITH DEPOSIT
To have its proposal considered for award, the lowest bidder is required to submit a good faith deposit to
the City in the amount of $215,450 (the "Deposit") no later than 2:00 P.M., Central Time on the day of
sale. The Deposit may be delivered as described herein in the form of either (i) a certified or cashier's
check payable to the City; or (ii) a wire transfer. The lowest bidder shall be solely responsible for the
timely delivery of their Deposit whether by check or wire transfer. Neither the City nor Springsted
Incorporated have any liability for delays in the receipt of the Deposit. If the Deposit is not received by
the specified time, the City may, at its sole discretion, reject the proposal of the lowest bidder, direct the
second lowest bidder to submit a Deposit, and thereafter award the sale to such bidder.
Certified or Cashier's Check. A Deposit made by certified or cashier's check will be considered timely
delivered to the City if it is made payable to the City and delivered to Springsted Incorporated,
380 Jackson Street, Suite 300, St. Paul, Minnesota 55101 by the specified time.
Wire Transfer. A Deposit made by wire will be considered timely delivered to the City upon submission
of a federal wire reference number by the specified time. Wire transfer instructions will be available from
Springsted Incorporated following the receipt and tabulation of proposals. The successful bidder must
send an e-mail including the following information: (i) the federal reference number and time released;
(ii) the amount of the wire transfer; and (iii) the issue to which it applies.
Once an award has been made, the Deposit received from the lowest bidder (the "purchaser") will be
retained by the City and no interest will accrue to the purchaser. The amount of the Deposit will be
deducted at settlement from the purchase price. In the event the purchaser fails to comply with the
accepted proposal, said amount will be retained by the City.
AWARD
The Series 2015B 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 Series 2015B 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.
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459944v1 JSB RC110-43
CIJSIPNI)MBERS
If the Series 2015B Bonds qualify, for assignment of CUSIP numbers such numbers will be printed on the
Series 2015B Bonds, but neither tic failure to print such numbers on any Series 2015B Bond nor any
error with respect thereto will constitute cause for failure: or refusal by the purchaser to accept dclivel)�of
the Series 2015B Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification
numbers shall be paid by the purchaser,
SETTLEMENT
On or about June 16, 2015, the Scrics 2015B Bonds will be delivered without cost to the purchaser
through DTC in Nckv York, Now York. Delivery will be subject to receipt by the purchaser of an
approving legal opinion of Kennedy & Graven, ChaAcred of Minneapolis, Minnesota, and of customary
closing papers, including a no -litigation certificate. On the date of settlement, payment for the
Series 201513 Bonds shall be made in federal. or equivalent. funds that shall be received at the offices of
the City or itsdesignee not later than 12:00 Noon, Central Tinic. Unless compliance with the terms of
payment for the Series, 2015B Bonds has been made impossible by action of the City., or its agents, the
purchaser shall be liaNc to the City for any loss suffered by the City by reason of the purchaser's
non-compliance with said terms for payment.
CONTINIUING DISCLOSURE
In accordance with SEC Rule l5c2-12(b)(5), the City, will undertake, pursuant to the resolution awarding
sale of the Series 2015B Bonds, to provide annual reports and notices of certain events. A dcscrit-Aion of
this undertaking is set forth in the Offliciall Statement. The purchaser's obligation to purchase the
Series 201513 Bonds will be conditioned upon receiving evidence of this undertaking at or prior to
delivery of the Series 20.15B Bonds,
OFFICIAL STATEMENT
The City has authorized the preparation of a Preliminary Official Statement containing pertinent
information relative to the Series 2015B Bonds, and said Preliminan, Official Statement will serve as a
nearly final Official Statement within the meaning of Rule 15c2-12 of the Securities and Exchange
C,ornmission. For copies of the Preliminary Official Statement or for any additional information prior to
sale., any prospective purchaser is referred to the Municipal Advisor to the City, Springsted Incorporated,
380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101, telephone (65.1) 223-3000.
A Final Official Statement (as that term is defined in Rule l5c2-l2) will be prepared, specifying the
maturity dates, principal amounts and interest rates of the Series 20.1513 Bonds, together with any other
information required by lak\,- By akvarding the Series 201513 Bonds to an underwriter or underwriting
syndicate, the City agrees that, no more than scven business days after the date of such award, it shall
provide without cost to the sole underwriter or to the senior managing underwriter of the syndicate (the
"'Undo im, ri ter" for put -poses of this paragraph) to which the Series 2015B Bonds are awarded Lip to
25 copies of the Final Official Statement. The Cityr designates the Underwriter of the syndicate to w\Jlich
the Series 2015B Bonds are awarded as its agent for purposes of distributing copies of the Final Official
Statement to each Participating U�ndcrwritcr. Such Underwriter agrees that if its proposal is accepted by
the City, (i) it shall accept designation and (ii) it shall enter into a contractual relationship with all
Participating Underwriters of the Series 20158 Bonds for purposes of assuring the receipt by each such
Participating Underwriter of the Final Official Statement.
Dated April 20, 20 l5
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459944vl JS13 RCI 10-43
BY ORDER OFTHE CITY COUNCIL
/s/ Aaron Reeves
City Clerk