HomeMy WebLinkAboutResolution No. 161-15 - First ResolutionCITY OF ROCHESTER
COUNTY OF OLMSTED
STATE OF MINNESOTA
RESOLUTION NO.
RESOLUTION PROVIDING FOR THE COMPETITIVE NEGOTIATED
SALE OF $43,760,000
GENERAL OBLIGATION LODGING TAX REVENUE BONDS, SERIES 2015A
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 Lodging Tax
Revenue Bonds, Series 2015A (the "Bonds") to finance capital and administrative costs associated with
the design, construction, renovation, improvement, and expansion of the Mayo Civic Center Complex and
related infrastructure; 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.
459943v1 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
459943v1 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
$43,760,000 General Obligation Lodging Tax Revenue Bonds, Series 2015A 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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459943v1 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
S43,760,00W
CITY OF ROCHESTER, MINNESOTA
GENERAL OBLIGATION LODGING TAX :REVENUE BONDS, SERIES 2015A
(BOOK ENTRY ONLY)
Proposals for the Series 2015A Bonds will be received on Monday. May 18, 2015, until 11:00 A.M-
Central Time. at the offices of Springsted incorporated, 380 Jacksoun Street, Suite 300, Saint Paul,
Minnesota, after which finle proposals will be operied and tabulated. Consideration for award of tile
Series 2015A Bonds will be by the City Cotincil at 7:00 P.M., Central Time, of the same day.
SUBMISSION OF PROPOSALS
Springsted will assunic no liability for the inability of the bidder to reach Springsted prior to tile tinx of
sale specified above. All bidders are advised that each proposal shall be decreed to constitute as contract
between the bidder and tile City to purchase the Series 2015A Bonds regardless of the manner in which
the proposal is submitted.
(a) kuded J.Vdefing� Proposals relay be SUbrilitted in as scaled 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
eo"Po"S7 by telephone (651) 223-3000 or fax (651) 223-3046 for inchision in the submitted proposal.
OR
(b) Vectronic Bieldinz Notice is hereby given than electrome proposals will be received via PARITY", -
For purposes of tile electronic bidding process, the firric as maintained by PARITV" shall constitute the
official tinle with respect to all proposals submitted to PARITVK'. L,'ach biddei- shali be solery msj)onsible
fim- making necessmy crrrangtime nts� to occess 11A R17T,(6r Im,wposes ciff submillinp its elecironic proposal
in cy flniel,y manner and in comphance mfth the reqidrements (,,rf(he lei^ms qfproposai, Neither the City,
its agents nor PARITY"' shall have any duty or obligation to undertake registration to bid for ariv
prospective bidder or to provide or ensure c1cetro6c; access to an%" qualified prospective bidder, alij
neither the 0-tv, its agents nor PARITY, sha I I be responsi b1c for as bidder's fili I U re to register to bid or ror
any failure in tile proper operation of., or have any liability for any delays or intcri-tiptions of or any
damages caused by the services of PARITY"". The City is using the services of PARITY": sotely as a
Communication nlechanisin to conduct the electronic bidding for the Series 2015A Bonds, and PARITY"
is not ail agent of tile City.
If any provisic zis, of this Terris of proposal conflict N%ith information provided by PARITY* this Ternis
of proposal shall control. Further infbirniation about PARITYN, including any fac charged, may be
obtained from
PARITY", ", 1359 Broadway, 2" Floor, New York New York 100 19
Customer Support: (212) 849-5000
1"'relimmmy; subject to change,
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459943vl JSB RCI 10-43
DETAILS OF THE SERIES 2015A BONDS
The Series 2015A Bonds will be dated as of the date of delivery and will bear interest payable on
February I and August I of each year, commencing February 1, 2016. Interest will be computed on the
basis of a 360-day year of tAvelvc 30-day months.
The Series 2015A Bonds will mature February I in the years and amounts* as follows:
2016 $ 1,675,000 2020 $1,440,000 2024 $1,920,1100 2028 S2,530,(Yt10 2032 $2,945,0100
2017 $1.170.000 2021 $1,545,000 2025 $2.085J)00 2029 $2,630,W0 2033 $3.045,000
2018 $1,255,000 2022 $1,655,000 2026 $2,340,000 2030 $2,735,(X)1➢ 2034 $3,150,000
20.19 $1,335,000 2023 S 1,765MOO 20D $2,435,000 203.1 $2,845,(11)1➢ 2035 $3,260M00
The Cit ' v reserves the right, qfter proposals are opened and prior to envard, to h7c,�rease or rcehwe the 1rrijxyvl
nuunint of the Series 20.15,,A Bonds or the ainolWf llfflftirjty in inuloples qf$5,OW h7 the event 1he
aniount of anY mattfritv is inodyie(], the Jrrice irdl he eu?lusied to result in the sarne gross
spread per $ 1, 000 of Series, 2015_4 13ond,�`as that of the original proposal. Gross spreod is the
benreen the price pen to the Cilvfiar thene)v issue and the prices at Rvhich the sectrrities ore mitjollv qfl red to
the investing public.
Proposals for the Series 2015A Bonds may contain as maturity schedifle providing for as combination of
scrial bonds and term bonds. All tenri bonds shall be subject to mandatory sinking fund redemption at a
price of par plus accrued interest to the date of rederription scheduled to conforin to the maturity schedule
set forth above. In order to designate term bonds, the proposal Must SPCCIA7 "Years of Term Maturities"
in the spaces provided on the proposal forin,
BOOK ENTRY SYSTEM
The Series 2015A Bonds, will be issued by nicans, of a book entry system with no physical distribution of
Series 2015A Bonds made to the public. The Series 2015A Bonds, will be issued in fully registered forril
and one Series 2015A Bond, representing the aggregate principal amount of the Series 2015A 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
'Series 2015A Bonds. Individual purchases of the Series 2015A Bonds rimy 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 Series 20 l 5A Bonds. Transfer ofprincipal 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 Series 20.15A Bonds, will be required
to deposit the Bonds vvith DTC`.
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, 2025, and on any day thereafter, to prepay Series 2015A Bonds due on
or after February 1, 2026. Rcdeniption, 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 Series 2015A Bonds of a maturity are
called for redernption7 the City will notify DTC, of the particular ai-nount 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 redeerned.
All prepayments shall be: at a price of par plus accrued interest.
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459943v1 JSB RCI 10-43
SECURITY AND PURPOSE
The Series 20 l 5A Bonds will be general obligations of tine City for which the City \\(III pledge its full
faith and credit and power to levy direct general ad valorem taxes. In addition, the City will pledge
Dodging tax revenues received from a three -cent (3`%) increase in the City's lodging tax. The proceeds
will be used to finance capital and administrative costs associated Nvith the design, construction.
renovation, improvenlent, and expansion of the Mayo Civic Center Complex and related infrastructure,
BIDDING.PARAMETERS
Proposals shall be for not less than $43,760,000 (Par) plus accrued interest, if any, on the total principal
amount of the Series 2015A Bonds. No proposal can be withdrawn or amended after the time set for
receiving proposals unless the I'llecting of the City scheduled for award of the Series 2015A Bonds Is
adjourned, recessed. or continued to another date without award of the Series 2015A Bonds having been
made. Rates shall be in integral multiples of I I 100 or 1/8 of I'X). The initial price: to the public for each
maturity, must be 99.0% or greater. Series 2015A Bonds of the same maturity shall bear asingle rate from
the date of the Series 2015A 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 subillit a good faith deposit to
the City in tile: arriount of $437,600 (the: "Deposit") no late]- 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 (1) a certified or cashier's
check payable to the City; or (ii) a wire transfer. Tile lowest bidder shall be solely responsible for the
timely dclive:nr of' their Deposit whether by check or %8,ire transfer- Neither (lie: 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 tile
second lowest bidder to submit a, Deposit, and thereafter award the sale to such bidder.
(Ier(ifiecl or (,'ashier's (37ecL A Deposit made by certified or cashier's check xv0I be considered tinlety
delivered to the City if it is made payable to the City and delivered to Springsted Incorporated.
380 Jackson 'Street. Suite 300. St. Paul. .m innesota 55 101 by the specified time.
Wire Transl&r. A Deposit made by wire will be considered timely delivered to the City upon submission
of a foderai 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 inust
send an e-mail including the following inforniation: (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 mvard 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 aniount Nvill be retained by the City.
LUMS-11
The Series 2015A 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 adJustnicrit made by the City. Tile
City's computation of the interest rate of each proposal, in accordance With customary practice, will be
controlling.
The: City will reserve tile right to: (i) waive: non -substantive infornia,lities of any proposal or of matters
relating to the receipt of proposals and award of the Series 2015A Bonds, (1i) reject all proposals without
cause, and (iii) ivject any proposal that the City deten-nines to have failed to comply with the ternis herein.
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459943v1 JSB RCI 10-43
CUSIP NUMBERS
Ifthe Series 2015A Bonds quah fy for assignment ol'CU`SIP numbers such Filluibers will be printed on the
Series 2015A Bonds, but neither the failure to print such numbers on any Series 2015A Bond nor .any
error with respect thereto will constitute cause: for failure or refusal by the purchaser to accept delivery of
the Series 20 l 5A Bonds. The CUSIP Service Bureau charge for the assignnment of CUSIP identification
numbers shall be paid by the purchaser,
SE'I"I'L.EMEN'.1'
On or about June 16. 2015, the Series 2015A Bonds will be delivered without cost to the purchaser
through DTC in New York, New York. Delivery will be subject to receipt by tile purchaser of an
approvingI I I I I legal opinion of & Graven, Chartered of Minneapolis, Minnesota, and of customary
closing papers, including a no -litigation certificate. On the date of settlement, Payment for tlne
Series 2015A Bonds shall be rnadc 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 Series 2015A Bonds has been made impossible by action of the City, or its agents, the
purchaser shall be: liable to the City for any loss su5cred by the City by reason of the purchaser's
non-cornpliance with said terins for payment.
CONTINUING DISCLOSURE
In accordance with SEC Rule l5c2-12(b)(5), the City will undertake, pursuant to the rMILItion awarding
sale of the Series 2015A Bonds, to provide annual reports and notices of certain everits. A description of
this undertaking is set forth in (he Official Statement. 'Me purchasers obhgation to purchase (lie
Series 2015A Bonds will be conditioned upon receiving evidence of this undertaking at or prior to
delivery of the Series 2015A Bonds.
OFFICIAL STATEMENT
The City has authorized the preparation of a Preliminary Official Statement containing pertinent
information relative to the Series 2015A Ronds, and said Preliminary Official'Statement will serve as a
nearly final Official Statement within tile meaning of Rule 15c2- l 2 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 Municipal Advisor to the City, Spi-ingsted incorpot-ated,
380 Jackson Street., Suite 300, Saint Paul, Minnesota 55.10 1, telephone (65 1) 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 Series 2015A Bonds, together with any other
inforniation required bvr law. By aNvarding the Series 2015A Bonds to ail Underwriter or underwriting
syndicate, the City agrees that, no more than seven business days after the date of such aNvard, it shall
provide without COSt to the Sole Underwriter or to the senior managing undcnvritcr of the syndicate (tile
"Underwriter" for purposes of this paragraph) to which the Series 2015A Bonds are nvarded Lip to
25 copies of the Final Official Stawment, The City designates the Undwivritcr of the syndicate to which
the: Series 2015A Ronds are: awarded as its agent for purposes of distributing copies of the Final Official
Statement to each Participating Underwriter. Such Underwrntcr 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 2015A Bonds for purposes of assuring the receipt by each such
Participating Undenvriter of the Final Official Statement.
Dated Apri 120, 2015
BY ORDER OFTHE CITY COU"NC'IL
/,s/ Aaron Reeves
City Clerk
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