HomeMy WebLinkAbout2015-097 CCR Extract of Minutes of Meeting
of the City Council of the City of
Brooklyn Center,Hennepin County,Minnesota
RESOLUTION NO. 2015-97
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City
of Brooklyn Center, Minnesota, was duly held in the City Hall in said City on Monday, June 8,
2015,commencing at 7:00 P.M.
The following members were present:
Tim Willson, April Graves, Kris Lawrence—Anderson, Lin Myszkowski, and Dan Ryan
and the following were absent:
None
The Mayor announced that the next order,of business was consideration of the proposals that had
been received for the purchase of the City's General Obligation Utility Revenue Refunding and Improvement
Bonds,Series 2015A,proposed to be issued in an aggregate principal amount of$6,900,000.
The City Manager presented a tabulation of the proposals that had been received in the manner
specified in the Official Terms of Proposal for the Bonds. The proposals were as set forth in Exhibit A
attached.
After due consideration of the proposals, Member Rya— n then introduced the following
resolution and moved its adoption:
462335viJSB BR291-355
RESOLUTION NO.2015-97
RESOLUTION NO. 15
A RESOLUTION AWARDING THE SALE OF $6,900,000
GENERAL OBLIGATION UTILITY REVENUE
REFUNDING AND IMPROVEMENT BONDS, SERIES 2015A;
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 Brooklyn Center, Hennepin County,
Minnesota(the"City"),as follows:
Section 1. Findings,Determinations,Sale of Bonds.
1.01 It is hereby determined that:
(a) Certain assessable public improvements in the City(the "Improvements"), have
been made, duly ordered, or contracts let for the construction thereof, pursuant to Minnesota
Statutes,Chapters 429 and 475,as amended(collectively,the."Improvement Act");
(b) On March 8, 2010, the City issued its.$2,350,000 Taxable General Obligation
Utility Revenue Bonds, Series 2010A (Build America Bonds-Direct-Payment to Issuer) (the
"2010A Bonds"), dated March 8,2010,pursuant to the Minnesota Statutes Chapters 444 and 475
(the"Utility Act"and,together with the Improvement Act,the"Act")to finance the replacement
of residential and commercial water meters within the City.
(c) The 2010A Bonds were issued in accordance with the terms of a resolution
adopted at a regular meeting of the City Council of the City held on February 8, 2010 (the
"2010A Award Resolution"). Section 7 of the 2010A Award Resolution provides for the
redemption of the 2010A Bonds upon the occurrence of an Extraordinary Event and provides that
an "Extraordinary Event" will have occurred if Section 54AA or 6431 of the Internal Revenue
Code of 1986, as amended (as such Sections were added by Section 1531 of the American
Recovery and Reinvestment Act of 2009, pertaining to`Build America Bonds") are amended so
that the City's entitlement to a direct payment credit from the United States Treasury in the
amount of 35%of the interest paid on the Bonds is reduced or eliminated.
(d) In accordance with the requirements of the Balanced Budget and Emergency
Deficit Control Act of 1985, as amended by the Budget Control Act of 2011, and the Taxpayer
Relief Act of 2012, reductions are required to be made in refundable credits under Section 6431
of the Internal Revenue Code of 1986, as amended. These reductions apply to the direct
payments required to be made with respect to Build America Bonds. As a result,the reduction in
direct payments, including the payment due to the City from the Internal Revenue Service with
respect to interest payable on the 2010A Bonds, (i) for the period from March 1, 2013 through
September 30,2013,was 8.7%of the amount otherwise payable under the terms of Section 54AA
of the Code, (ii)the reduction for the period from October 1, 2013 through September 30, 2014,
was 7.2%of the amount otherwise payable under the terms of Section 54AA of the Code and(iii)
for the current period (October 1, 2014 through September 30, 2015), is 7.3% percent of the
amount otherwise payable under the terms of Section 54AA of the Code.
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RESOLUTION NO.2015-97
(e) The City Council hereby determines that the extraordinary redemption and
prepayment on August 15,2015 of the 2010A Bonds maturing on and after February 1, 2016(the
"Refunded Bonds"), is consistent with covenants made with the holders of the 2010A Bonds and
is necessary or desirable for the reduction of debt service cost to the City.
(f) it is necessary and expedient to the sound financial management of the affairs of
the City to issue General Obligation Utility Revenue Refunding and Improvement Bonds, Series
2015A (the"Bonds"), in an aggregate principal amount of$6,900,000, to provide financing for
the Improvements and refunding the 2010A Bonds;and
(d) The City is authorized by Minnesota Statutes, Section 475.60,subdivision 2(9)to
negotiate the sale of the Bonds because the City has retained an independent financial advisor in
connection with the sale of the Bonds.
1.02. Award to the Purchaser and Interest Rates The proposal of FTN Financial Capital Markets
in Memphis, Tennessee (the "Purchaser") to purchase the$6,900,000 General Obligation Utility Revenue
Refunding and Improvement Bonds,Series 2015A(the"Bonds")of the City described in the Official Terms
of Proposal thereof is found and determined to be a reasonable offer and is accepted, the proposal being to
purchase the Bonds at a price of$6,970,242.06 Bonds bearing interest as follows:
Year Interest Rate Year Interest Rate
2016 2.00% 2022 2.00%
2017 2.00% 2023 2.00%
- 2018 2.00% 2024 2.25%
2019 2.00% 2025 2.50%
2020 2.00% 2026 2.50%
2021 2.00%
1.03. Purchase Contract. Any original issue premium and any rounding amount shall be credited
to the Debt Service Fund or the Improvement Fund hereinafter created, or applied to redemption of the
Refunded Bonds, as determined by the City Finance Director in consultation with the City's municipal
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 Manager 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$6,900,000, originally dated July 9, 2015, 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 without option of prior payment in the years and
amounts as follows:
Year Amount Year Amount
2016 $140,000 2022 $700,000
2017 675,000 2023 705,000
2018 665,000 2024 710,000
2019 675,000 2025 715,000
2020 680,000 2026 550,000
2021 685,000
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RESOLUTION NO.2015-97
$1,660,000 of the Bonds constitute the Utility Refunding Bonds,maturing in the amounts and on the dates set
forth below:
Year Amount Year Amount
2016 $140,000 2021 $165,000
2017 165,000 2022 175,000
2018 165,000 2023 175,000
2019 165,000 2024 175,000
2020 165,000 2025 170,000
$5,240,000 of the Bonds constitute the Improvement Bonds, maturing in the amounts and on the dates set
forth below:
Year Amount Year Amount
2017 $510,000 2022 $525,000
2018 500,000 2023 530,000
2019 510,000 2024 535,000
2020 515,000 2025 545,000
2021 520,000 2026 550,000
1.05. Optional Redem tp ion. The City may elect on February 1,2023,and on any day thereafter to
prepay Bonds due on or after February 1,2024. 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 will determine. If less than all Bonds of a maturity are
called for redemption,the City will notify DTC (as defined in Section 8 hereof)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. Prepayments will be at a price of par plus accrued interest.
Section 2. Registration and Pa ry Hent.
2.01. Registered Form. The Bonds will be issued 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 1,2016,to the registered owners of record thereof as of the close of business on the
fifteenth day immediately preceding each interest payment date,whether or not such day is a business day.
2.03. Re isstration. The City will appoint a bond registrar,transfer agent,authenticating agent and
paying agent (the"Registrar"). The effect of registration and the rights and duties of the City and the
Registrar with respect thereto are as follows:
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RESOLUTION NO.2015-97
(a) Register. The Registrar must keep at its principal corporate trust office 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 a 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 any 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 Bond was
destroyed, stolen, or lost, and of the ownership thereof, and upon furnishing to the Registrar 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.
462335A JSB BR291-355 5
RESOLUTION NO.2015-97
(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)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. Appointment of Initial Registrar. The City appoints U.S. Bank National Association, St.
Paul, Minnesota, as the initial Registrar. The Mayor and the City Manager are authorized to execute and
deliver,on behalf of the City, a contract with the Registrar. Upon merger or consolidation of the Registrar
with another corporation,if the resulting corporation is a bank or trust company authorized by law to conduct
such business,the resulting corporation is authorized to act as successor Registrar. The City agrees to pay the
reasonable and customary charges of the Registrar for the services performed. The City reserves the right to
remove the Registrar upon 30 days'notice and upon the appointment of a successor Registrar,in which event
the predecessor Registrar must deliver all cash and Bonds in its possession to the successor Registrar and
must deliver the bond register to the successor Registrar. On or before each principal or interest due date,
without further order of this Council, the City Finance Director must transmit to the Registrar moneys
sufficient for the payment of all principal and interest then due.
2.05. Execution,Authentication,and Delivery. The Bonds will be prepared under the direction of
the City Finance Director and executed on behalf of the City by the signatures of the Mayor and the City
Manager,provided that those signatures may be printed,engravedor 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 Manager 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.
2.06. 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 form
attached hereto as Exhibit B.
3.02. Approving Legal Opinion. The City Manager is authorized and 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 cause the opinion to be printed on or accompany each Bond.
462335AJSB BR291-355 6
RESOLUTION NO.2015-97
Section 4. Payment;Security;Funds:Pledges and Covenants.
4.01. Debt Service Fund. The Bonds will be payable from the General Obligation Utility Revenue
Refunding and Improvement Bonds, Series 2015A Debt Service Fund(the"Debt Service Fund") hereby
created. The Debt Service Fund shall be administered and maintained by the Finance Director as a
bookkeeping account separate and apart from all other funds maintained in the official financial records of the
City. The City will maintain the following accounts in the Debt Service Fund: the"Improvements Account"
and the "Utility Refunding Account." Amounts in the Improvements Account are irrevocably pledged to
the Improvement Bonds and amounts in the Utility Account are irrevocably pledged to the Utility
Refunding Bonds.
(a) I_.provements Account. The Finance Director shall timely deposit in the
Assessable Account of the Debt Service Fund hereby created, general taxes hereafter levied (the
"Taxes') and the special assessments levied against the property specially benefited by the
Improvements(the"Assessments")and allocated to the payment of debt service on the Improvement
Bonds, which are pledged to the Improvements Account. There is also appropriated to the
Improvements Account a pro rata portion of any original issue premium and any rounding amount,to
the extent designated for deposit in the Debt Service Fund in accordance with Section 1.03 hereof.
(b) Utility Account. The City will continue to maintain and operate its water and sewer
utility fund or funds, to which will be credited all gross revenues of the water and sewer utility
systems(the"Utility Systems"),and out of which will be paid all normal and reasonable expenses of
current operations of such systems. Any balances therein are deemed net revenues (the "Net
Revenues") and will be transferred, from time to time, to the Utility Account of the Debt Service
Fund, which Utility Account will be used only to pay principal of and interest on the Utility
Refunding Bonds,and any other bonds similarly authorized. There will always be retained in the
Utility Account a sufficient amount to pay principal of and interest on all of the Utility Refunding
Bonds, and the Finance Director must report any current or anticipated deficiency in the Utility
Account to the City Council. If a payment of principal or interest on the Utility Refunding Bonds.
becomes due when there is not sufficient money in the Utility Account 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 the advances out of the
proceeds of Net Revenues of the Utility Systems and taxes when collected. There is also
appropriated to the Utility Account a pro rata portion of any original issue premium and any
rounding amount,to the extent designated for deposit in the Debt Service Fund in accordance with
Section 1.03 hereof and any collections of taxes hereafter levied for the payment of the Utility
Refunding Bonds and interest thereon.
4.02. Improvement Fund. The proceeds of the Improvement Bonds, less the appropriations
made in Section 4.01(a), together the Assessments and Taxes collected during the construction of the
Assessable Improvements,with any other funds appropriated for the Improvements,will be deposited in a
separate fund of the City (the"Improvement Fund"). Amounts in the Improvement Fund will be
disbursed solely to pay costs of the Improvements, including costs of issuance of the Bonds and the
payment of principal of and interest on the Improvement Bonds prior to the completion and payment of
all costs of the Improvements. Any balance remaining in the Improvement Fund after completion of the
Improvements may be used for any other public use authorized by law or credited to the Debt Service
Fund or other City debt service funds, all in accordance with Section 475.65 of the Act. When the
Improvements are completed and the cost thereof paid, the Improvement Fund is to be closed and any
subsequent collections of Assessments for the Improvements are to be deposited in the Improvements
Account of the Debt Service Fund.
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RESOLUTION NO.2015-97
4.03. Application of Utility Refunding;Bond Proceeds. Proceeds of the Utility Refunding Bonds,
less the appropriations made in Section 4.01(b), shall be applied to the payment and the redemption and
prepayment, on August 15, 2015, of the February 1,2016 through February 1,2025, maturities of the
2010A Bonds. It is hereby found and determined that the proceeds derived from the sale of the Bonds are
sufficient for the payment and the redemption and prepayment on August 15, 2015, of the Refunded
Bonds. It is hereby found and determined that the issuance of the Bonds and application of the proceeds
of the Bonds to the redemption and prepayment of the Refunded Bonds is consistent with covenants made
with the holders of the Refunded Bonds and is necessary and desirable for the reduction of debt service
costs to the City. The Finance Director of the City is hereby authorized to deliver such notices of
redemption and to take such other actions as are necessary or appropriate to provide for such redemption
and prepayment of the Refunded Bonds on August 15, 2015. In accordance with the requirements of the
Continuing Disclosure Certificate, dated as of March 8,2010, executed and delivered in connection with
the issuance of the Refunded Bonds, within 10 days of the date of issuance of the Bonds, the Finance
Director shall deliver a "material event notice" of the proposed redemption and prepayment of the
Refunded Bonds to the Electronic Municipal Market Access C EMMA') system operated by the
Municipal Securities Rulemaking Board.
4.04. City Covenants with Respect to the Improvement Bonds. The City hereby covenants with
the holders from time to time of the Improvement portion of Bonds as follows:
(a) It is hereby determined that at least 20%of the costs of the Improvements to the City will be
paid by Assessments. The City has caused or will cause the Assessments for the Improvements to be
promptly levied so that the fust installment will be collectible not later than 2016 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 ofthe 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 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 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.
4.05 City Covenants with Respect to the Utift Refunding Bonds. The City Council covenants
and agrees with the holders of the Bonds that so long as any of the Utility Refunding Bonds remain
outstanding and unpaid,it will keep and enforce the following covenants and agreements:
(a) The City will continue to maintain and efficiently operate the Utility Systems as
public utilities and conveniences free from competition of other like municipal utilities and will
cause all revenues therefrom to be deposited in bank accounts and credited to the accounts of the
Utility Systems as hereinabove provided, and will make no expenditures from those accounts
except for a duly authorized purpose and in accordance with this resolution.
i
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RESOLUTION NO.2015-97
(b) The City will also maintain in the Debt Service Fund a separate account
identified as the Utility Account and will cause money to be credited thereto from time to time,
out of Net Revenues from the Utility Systems in sums sufficient to pay principal of and interest
on the Utility Refunding Bonds when due.
(c) The City will keep and maintain proper and adequate books of records and
accounts separate from all other records of the City in which will be complete and correct entries
as to all transactions relating to the Utility Systems and which will be open to inspection and
copying by any bondholder, or the bondholder's agent or attorney, at any reasonable time, and it
will furnish certified transcripts therefrom upon request and upon payment of a reasonable fee
therefor, and said account will be audited at least annually by a qualified public accountant and
statements of such audit and report will be furnished to all bondholders upon request.
(d) The City Council will cause persons handling revenues of the Utility Systems to
be bonded in reasonable amounts for the protection of the City and the bondholders and will
cause the funds collected on account of the operations of the Utility Systems to be deposited in a
bank whose deposits are guaranteed under the Federal Deposit Insurance Law.
(e) The Council will keep the Utility Systems insured at all times against loss by fire,
tornado and other risks customarily insured against with an insurer or insurers in good standing,
in such amounts as are customary for like plants,to protect the holders, from time to time,of the
Utility Improvement Bonds and the City from any loss due to any such casualty and will apply
the proceeds of such insurance to make good any such loss.
(f) The City and each and all of its officers will punctually perform all duties with
reference to the Utility Systems as required by law.
(g) The City will impose and collect charges of the nature authorized by Minnesota
Statutes, Section 444.075 at the times and in the amounts required to produce Net Revenues
adequate to pay all principal and interest when due on the Utility Refunding Bonds and to create
and maintain such reserves securing said payments as may be provided in this resolution.
(h) The City Council will levy general ad valorem taxes on all taxable property in the
City,when required to meet any deficiency in pledged net revenues.
(i) The City hereby determines that the estimated collection of net revenues herein
pledged for the payment of principal and interest on the Utility Refunding Bonds will produce at
least 5%in excess of the amount needed to meet, when due, the principal and interest payments
on such Utility Refunding Bonds.
4.06. Pledge of Taxes. For the purpose of paying the principal of and interest on the Improvement
Portion of the Bonds,there is hereby 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. Such tax will be credited to the as provided in Sections 4.01(a)and 4.02 on a pro rata basis
and will be in the years and amounts as follows (year stated being year of levy for collection the following
yea')
Year LM
(See Exhibit C)
462335vtJSB BR291-355 9
RESOLUTION NO.2015-97
The tax levy herein provided will be irrepealable until all of the Improvement Bonds are paid,
provided that at the time the City makes its annual tax levies the City Manager may certify to the County
Taxpayer Services Division Manager of Hennepin County(the"Taxpayer Services Division Manager")the
amount available in the Improvements Account of the Debt Service Fund to pay principal and interest due
during the ensuing year;and the County Taxpayer Services Division Manager will thereupon reduce the levy
collectible during such year by the amount so certified.
4.07. Debt Service Coverage. It is hereby determined that the estimated collection of the
foregoing Taxes and Assessments will produce at least 5%in excess of the amount needed to pay when due,
the principal and interest payments on the Improvement Bonds and the Net Revenues herein pledged will
produce at least 5%in excess of the amount needed to pay when due the principal and interest payments on
the Utility Refunding Bonds.
4.08. Registration of Resolution. The City Manager is authorized and directed to file a certified
copy of this resolution with the County Auditor, Taxpayer Services Division Manager and to obtain the
certificate required by Minnesota Statutes,Section 475.63.
4.09. General Obligation Pledge. For the prompt and full payment of the principal of and interest
on the Bonds,as the same respectively become due,the full faith,credit and taxing powers of the City will be
and are hereby irrevocably pledged. If the balance in the Debt Service Fund is ever insufficient to pay all
principal and interest then due on the Bonds and any other bonds payable therefrom, the deficiency will be
promptly paid out of monies in the general fund of the City which are available for such purpose, and such
general fund may be reimbursed with or without interest from the Debt Service Fund when a sufficient
balance is available therein.
Section 5. Refunding Flings;Redemption of Refunded Bonds.
5.01. Refunded Bonds. It is hereby found and determined that based upon information presently
available from.the City's financial advisers, the refunding of the Refunded Bonds is desirable for the
reduction of debt service cost to the municipality. $705,772.92 of the proceeds of the Bonds shall be
deposited in the debt service account for the Refunded Bonds and applied to their redemption on August 15,
2015.
5.02. Sufficiency to Pay Refunded Bonds. It is hereby found and determined that the proceeds of
the Bonds deposited in the debt service funds for the Refunded Bonds,together with amounts previously on
deposit therein, will be sufficient to prepay all of the principal of, interest on and redemption premium (if
any)on the Refunded Bonds on August 15,2015.
5.03. Redemption of Refunded Bonds. The Refunded Bonds will be redeemed and prepaid on
August 15,2015 in accordance with their terns and in accordance with the terms and conditions set forth in
the forms of Notice of Call for Redemption attached hereto as Exhibit D which terms and conditions are
hereby approved and incorporated herein by reference. The Registrar for the Refunded Bonds is authorized
and directed to send a copy of the respective Notice of Redemption to each registered holder of the respective
Refunded Bonds.
Section 6. Authentication of Transcript.
6.01. City Proceedings and Records. The officers of the City are authorized and directed to
prepare and furnish to the Purchaser and to the attorneys approving the Bonds,certified copies of proceedings
and records of the City relaxing to the Bonds and to the financial condition and affairs of the City,and such
other certificates,affidavits,and transcripts as may be required to show the facts within their knowledge or as
462335v1 JSB BR291-355 10
RESOLUTION NO.2015-97
shown by the books and records in their custody and under their control, relating to the validity and
marketability of the Bonds, and such instruments, including any heretofore furnished, will be deemed
representations of the City as to the facts stated therein.
6.02. Certification as to Official Statement. The Mayor and City Manager are authorized and
directed to certify that they have examined the Official Statement prepared and circulated in connection with
the issuance and sale of the Bonds and that to the best of their knowledge and belief the Official Statement is
a complete and accurate representation of the facts and representations made therein as of the date of the
Official Statement.
Section 7. Tax Covenants.
7.01. Tax-Exempt Bonds. The City covenants and agrees with the holders from time to time of
the Bonds that it will not take or permit to be taken by any of its officers, employees, or agents any action
which would cause the interest on the Bonds to become subject to taxation under the Internal Revenue Code
of 1986,as amended(the"Code"),and the Treasury Regulations promulgated thereunder,in effect at the time
of such actions, and that it will take or cause its officers, employees or agents to take, all affirmative action
within its power that may be necessary to ensure that such interest will not become subject to taxation under
the Code and applicable Treasury Regulations, as presently existing or as hereafter amended and made
applicable to the Bonds. To that end,the City will comply with all requirements necessary under the Code to
establish and maintain the exclusion from gross income of the interest on the Bonds under Section 103 of the
Code,including without limitation requirements relating to temporary periods for investments,limitations on
amounts invested at a yield greater than the yield on the Bonds and the rebate of excess investment earnings
to the United States (unless the City qualifies for any exemption from rebate requirements based on timely
expenditure of proceeds of the Bonds,in accordance with the Code and applicable Treasury Regulations).
7.02. Not Private Activi1y 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.
7.03. Qualified Tax-Exempt Obli atg ions. 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 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 private
activity bonds that are not qualified 501(c)(3) bonds) which will be issued by the City (and all
subordinate entities of the City)during calendar year 2015 will not exceed$10,000,000;and
(d) not more than $10,000,000 of obligations issued by the City during calendar year
2015 have been designated for purposes of Section 265(b)(3)of the Code.
7.04. 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.
462335v1 JSB BR291-355 11
RESOLUTION NO.2015-97
Section 8. Book-Entry System;Limited Obligation of City.
8.01 DTC. The Bonds will be initially issued in the form of a separate single typewritten or
printed fully registered Bond for each of the maturities set forth in Section 1.04 hereof. Upon initial issuance,
the ownership of each Bond will be registered in the registration books kept by the Registrar in the name of
Cede&Co., as nominee for The Depository Trust Company,New York,New York, and its successors and
assigns ("DTC'). Except as provided in this section, all of the outstanding Bonds will be registered in the
registration books kept by the Registrar in the name of Cede&Co.,as nominee of DTC.
8.02. Participants. With respect to Bonds registered in the registration books kept by the Registrar
in the name of Cede&Co.,as nominee of DTC,the City,the Registrar,and the Paying Agent will have no
responsibility or obligation to any broker dealers,banks and other financial institutions from time to time for
which DTC holds Bonds as securities depository (the"Participants') or to any other person on behalf of
which a Participant holds an interest in the Bonds,including but not limited to any responsibility or obligation
with respect to (i) the accuracy of the records of DTC, Cede & Co. or any Participant with respect to any
ownership interest in the Bonds; (ii) the delivery to any Participant or any other person (other than a
registered owner of Bonds, as shown by the registration books kept by the Registrar), of any notice with
respect to the Bonds,including any notice of redemption;or(iii)the payment to any Participant or any other
person,other than a registered owner of Bonds, of any amount with respect to principal of,premium,if any,
or interest on the Bonds. The City,the Registrar,and the Paying Agent may treat and consider the person in
whose name each Bond is registered in the registration books kept by the Registrar as the holder and absolute
owner of such Bond for the purpose of payment of principal,premium and interest with respect to such Bond,
for the purpose of registering transfers with respect to such Bonds, and for all other purposes. The Paying
Agent will pay all principal of, premium, if any, and interest on the Bonds only to or on the order of the
respective registered owners,as shown in the registration books kept by the Registrar,and all such payments
will be valid and effectual to fully satisfy and discharge the City's obligations with respect to payment of
principal of, premium, if any, or interest on the Bonds to the extent of the sum or sums so paid. No person
other than a registered owner of Bonds,as shown in the registration books kept by the Registrar,will receive
a certificated Bond evidencing the obligation of this resolution. Upon delivery by DTC to the.City Manager
of a written notice to the effect that DTC has determined to substitute a new nominee in place of Cede&Co.,
the words"Cede&Co.,"will refer to such new nominee of DTC;and upon receipt of such a notice,the City
Manager will promptly deliver a copy of the same to the Registrar and Paying Agent.
8.03. Representation Letter. The City has heretofore executed and delivered to DTC a Blanket
Issuer Letter of Representations (the"Representation Letter") which will govern payment of principal of,
premium, if any, and interest on the Bonds and notices with respect to the Bonds. Any Paying Agent or
Registrar subsequently appointed by the City with respect to the Bonds will agree to take all action necessary
for all representations of the City in the Representation letter with respect to the Registrar and Paying Agent,
respectively,to be complied with at all times.
8.04. Transfers Outside Book-Entry S sy tem. In the event the City, by resolution of the City
Council,determines that it is in the best interests of the persons having beneficial interests in the Bonds that
they be able to obtain Bond certificates, the City will notify DTC, whereupon DTC will notify the
Participants, of the availability through DTC of Bond certificates. In such event the City will issue,transfer
and exchange Bond certificates as,requested by DTC and any other registered owners in accordance with the
provisions of this Resolution. DTC may determine to discontinue providing its services with respect to the
Bonds at any time by giving notice to the City and discharging its responsibilities with respect thereto under
applicable law. In such event, if no successor securities depository is appointed,the City will issue and the
Registrar will authenticate Bond certificates in accordance with this resolution and the provisions hereof will
apply to the transfer,exchange and method of payment thereof.
462335v1 JSB BR291-355 12
RESOLUTION NO.2015-97
8.05. Payments to Cede & Co. Notwithstanding any other provision of this Resolution to the
contrary, so long as a Bond is registered in the name of Cede & Co., as nominee of DTC, payments with
respect to principal of,premium,if any,and interest on the Bond and all notices with respect to the Bond will
be made and given,respectively in the manner provided in DTC's Operational Arrangements,as set forth in
the Representation Letter.
Section 9. Continuing Disclosure.
9.01. Execution of Continuing Disclosure Certificate. For purposes of this Section,
"Continuing Disclosure Certificate" means that certain Continuing Disclosure Certificate executed by the
Mayor and City Manager and dated the date of issuance and delivery of the Bonds,as originally executed and
as it may be amended from time to time in accordance with the terms thereof.
9.02. City Compliance with Provisions of Continuing Disclosure Certificate. The City hereby
covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure
Certificate. Notwithstanding any other provision of this Resolution, failure of the City to comply with the
Continuing Disclosure Certificate is not to be considered an event of default with respect to the Bonds;
however, any Bondholder may take such actions as may be necessary and appropriate, including seeking
mandate or specific performance by court order,to cause the City to comply with its obligations under this
section.
Section 10. Defeasance. When all the Bonds, and all interest thereon, (or all of either the
Improvement Bonds or Utility Refunding Bonds portions thereo)have been discharged as provided in this
section, all pledges,covenants and other rights granted by this resolution(with respect to the Improvement
Bonds or Utility Improvement Bonds portion of the Bonds,as the:case may be)to 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 motion for the adoption of the foregoing resolution was duly seconded by Member
Lawrence—Andersomid upon vote being taken thereon,the following voted in favor thereof:
Tim Willson, April Graves, Kris Lawrence—Anderson, Lin Myszkowski, and Dan Ryan
and the following voted against the same:
None
whereupon said resolution was declared duly passed and adopted.
e
Mayor City Clerk
462335A ASB BR291-355 13
RESOLUTION NO.2015-97
STATE OF MINNESOTA )
COUNTY OF HENNEPIN ) SS.
CITY OF BROOKLYN CENTER )
I, the undersigned, being the duly qualified and acting City Clerk of the City of Brooklyn
Center, Hennepin County, Minnesota, 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 8, 2015 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 $6,900,000
General Obligation Utility Revenue Refunding and Improvement Bonds, Series 2015A of the
City.
WITNESS My hand officially as such City Clerk and the corporate seal of the City this
day of June2015.
City Clerk
Brooklyn Center,Minnesota
(SEAL)
462335A JSB BR291-355 14
RESOLUTION NO.2015-97
F,NHM T A
PROPOSALS
Sp*Vded Imapaetod
380'40son Shot,9jRe300
Springsted Saud Paul,MN 53101-2007
T*.,651-223-3MO
Fare 651.223.3002
E :advisotssnmgakad-.caa
wwepsingWed com
$7,035,000(x)
CITY OF BROOKLYN CENTER,MINNESOTA
GENERAL OBLIGATION UTILITY REVENUE REFUNDING AND IMPROVEMENT BONDS,SERIES 2015A
(BOOK ENTRY ONLY)
AWARD. FTN FINANCIAL CAPITAL MARKETS
SALE: June 8,2015 Standard&Pam's Rating; AA
Interest Net interest True Interest
Bidder RAtes Prigg cost Rate
FTN FINANCIAL CAPITAL MARKETS' 2,00% 2016-2023 S7,107,100.260) $831,875.0900 1:9971%I
2.25% 2024
2.50% 2025-2026
WELLS FARGO BANK, 3.00% 2016=2023 $7,318,759.00 $845,280.51 1.99870
NATIONAL ASSOCIATION 2.25% 2024
2.50% 2025-2026
ROBERT W:BAIRD&COMPANY, 2.00% 2016-2020 $7,266,967,10 $856,784.71 2,0265%
INCORPORATED 3.00% 2021-2024
C.L:KING&ASSOCIATES 2.50% 2025-2026
CRONIN&COMPANY,INC.
VINING-SPARKS IBG';
LIMITED PARTNERSHIP
LOOP CAPITAL MARKETS,LLC:
WNJ CAPITAL
CREWS&ASSOCIATES
CASTLEOAK SECURITIES;L:P;
DAVENPORT&COMPANY LLC
DUNCAN-WILLIAMS,INC.
ROSS,SINC;LAIRE:&ASSOCIATES;LLC
DOUGHERTY&COMPANY'LLC
COUNTRY CLUB BANK
OPPENHEIM ER&CO.INC.
SUMRIDGE PARTNERS
R.SEELAUS&COMPANY,INC.
SIERRA PACIFIC SECURITIES
ALAMO CAPITAL
ISAAK BOND INVESTMENTS,INC.
UMB BANK.N.A.
IFS SECURITIES
Subsequent tzsbx$opening,ft issue size decreased€rcrm$7,035,00010$6,00,000.
ffl1 Subsequent to bid opening,the price,net Marest cost and true-k9erest rate have changed ib$6,970,242 06,$$24,119:27 and
20011 respedivety
Public Sector Advisors
462335v1 JSBBR291-355 A-1
RESOLUTION NO.2015-97
Interest W Interest True interest
@iddpAtes Price Rate
STIFEL,NICOLAUS&COMPANY, 2,00% 2018,-2021 $7,127,887.25 $651,376.01 2.0395%
INCORPORATED 2.25% 2022-2023
2.50% 2024-2026
PIPER JAFFRAY&CO, 3.00% 2016-2026 $7„397,967.35 $875;205.15 2,0488%
SUNTRUST ROBINSON HUMPHREY,INC. 3.00% 2016-2026 $7,392200.25 $880,972:25 2.05MI/o
SOSC,INC.,A SUBSIDIARY OF,
BOK FINANCIAL CORP.
RAYMOND JAMES&ASSOCIATES,INC. 3,00% 2016-2023 $7,276,271.65 $$87;767.86 2.1076%
2.25% 2024
2.60% 2025.-2026
NORTHLAND SECURITIES,INC. Z00% 2016-2023 $7,076,382.613 $877;8$5.73 2.1132%
2.50% 2024-2026
BMO CAPITAL MARKETS CKST INC. 2.00% 2016.2020 $7,201,724.75 $891,268.31 2.1185%
2.25% 2021
3.00% 2022-2023
2.50% 2024.2025
3.00% 2026
HUTCHINSON,$HOCKEY,ERLEY&CO. 3.00% 2018-2022 $7,210,801.35 $927,687.50 2:2159%
2.250A 2023'
2,375% 2024
Z50% 2025
2.625% 2026
REOFFERING SCHEDULE OF THE PURCHASER'
Rate Year Yield
2;00°lo 2016 0.65%
2.00% 2017 0.75%
2.” 2018 1.05°,
2.000/0 2019 1.30%
2:00° 2020 1.50%
2.00% 2021 1,7
2:00% 2022 1.85%
2.000; 2023 Tar
2.25% 2024 2.10%
2.W10 2025 2.20
2.50% 2026 2.30%
881: 3.81%
Average Maturity: 5.867 Years
462335vl JSB BM91-355 A-2
RESOLUTION NO. 2015-97
EXHIBrr B
No.R- UNITED STATES OF AMERICA $
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF BROOKLYN CENTER
GENERAL OBLIGATION UTILITY REVENUE REFUNDING AND IMPROVEMENT BOND
SERIES 2015A
Date of
Rate Maturi, Date Oriaiinal Issue CUSIP
February 1,20_ ,2015
Registered Owner: Cede&Co.
The City of Brooklyn Center, 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 the Registered Owner specified above or registered assigns the principal sum of the
principal amount specified above on the Maturity Date specified above,with interest thereon from the date
hereof at the annual rate specified above(calculated on the basis of a 360 day year of twelve 30 day months),
payable February 1 and August l in each year,commencing February 1,2016,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 U.S.Bank National
Association, St. Paul, Minnesota, as 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 City may elect on February 1,2023,and on any date thereafter to prepay Bonds due on or after
February 1,2024. Redemption may be in whole or in part and if in part,at the option of the City and in such
order as the City will determine. If less than all Bonds of a maturity are called for redemption,the City will
notify The Depository Trust Company ("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.
Prepayments will be at a price of par plus accrued interest.
This Bond is one of an issue in the aggregate principal amount of$6,900,000 all of like original issue
date and tenor,except as to number,maturity date,redemption privilege,and interest rate,all issued pursuant
to a resolution adopted by the City Council on June 8,2015 (the"Resolution"),for the purpose of providing
money to (i)refund the City's Taxable General Obligation Utility Revenue Bonds, Series 2010A (Build
America Bonds—Direct Pay),dated March 8,2010 and(ii)finance various street and utility improvement
projects within the City(the"Improvements"),pursuant to and in full conformity with the home rule charter
of the City and the Constitution and laws of the State of Minnesota, including Minnesota Statutes,Chapters
429, 444 and 475. The principal hereof and interest hereon are payable from special assessments against
462335vl JSB BR291-355 B-1
RESOLUTION NO.2015-97
property specially benefited by local improvements,net revenues of the water and storm sewer systems and
from ad valorem taxes,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, net revenues and taxes pledged, which
additional taxes may be levied without limitation as to rate 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.
The City Council has designated the Bonds as"qualified tax-exempt obligations"within the meaning
of Section 265(b)(3)of the Internal Revenue Code of 1986,as amended(the"Code").
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 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 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 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 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 home rule charter of the City and 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, statutory or charter 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 Registrar by manual
signature of one of its authorized representatives.
IN WITNESS WHEREOF,the City of Brooklyn Center,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 Manager
and has caused this Bond to be dated as of the date set forth below.
462335A JSB BR291-355 B-2
RESOLUTION NO.2015-97
Dated:
CITY BROOKLYN CENTER,
MINNESOTA
(Facsimile) (Facsimile)
Mayor City Manager
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
U.S.BANK NATIONAL ASSOCIATION
By
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 UNIF GIFT MIN ACT
Custodian
(Cult) (Minor)
TEN ENT--as tenants by entireties under Uniform Gifts or Transfers to Minors
Act, State of
JT TEN -- as joint tenants with right of
survivorship and not as tenants in common
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:
462335v1 JSB BR291-355 B-3
RESOLUTION NO.2015-97
Notice: 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.
Signature Guaranteed:
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, STEMP, SENT or
MSP,all in accordance with the Securities Exchange Act of 1934,as amended.
The 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.
Signature of
Date of Registration Registered Owner Officer of Re isg strar
Cede&Co.
Federal ID#13-2555119
462335v1 JSB BR291-355 B-4
RESOLUTION NO. 2015-97
EXHIBIT C
TAX LEVY SCHEDULE
$6,900,000
City of Brooklyn Center, Minnesota
General Obligation Utility Revenue Refunding and Improvement Bonds,Series 2015A
ISSUE SUMMARY
Post-Sale Tax Levies
Payment Principal Coupon Interest Total P+I 105%overievy Special Utility Certified Levy Sewer Fund Net Levy Levy/Collect
Date Assessments Revenues Contributions Yeah
02/0112016 140,000.00 2.000% 81,978.33 221,978.33 233,077.25 - 167,318.89 65,758.36 22,818.15 42,940.21 2014/2015
02/01/2017 675,000.00 2.000% 143,300.00 818,300.00 859,215.00 183,408.17 206,521.88 469,286.96 226,484.51 242,802.45 2015/2016
02/01/2018 665,000.00 2.000% 129,800.00 794,800.00 834,540.00 166,288.28 203,056.88 465,194.87 219,124.64 246,070.23 2016/2017
02101/2019 675,000.00 2.000% 118,500.00 791,500.00 831,075.00 161,397.42 199,591.88 470,085.71 219,124.64 250,961.07 2017/2018
02101/2020 680,000.00 2.000% 103,000.00 783,000.00 822,150.00 156,506.60 196,126.88 469,516.53 217,230.02 252,288.51 2018@019
02/01/2021 685,000.00 2.000% 89,400.00 774,400.00 813,120.00 151,815.76 192,661.88 468,842.37 215,298.97 253,543.40 2019/2020
02/01/2022 700,000.00 2.000% 75,700.00 775,700.00 814,485.00 146,724.94 199,698.88 468,063.19 213,331.48 254,731.71 2020/2021
02101/2023 705,000.00 2.000% 61,700.00 766,700.00 805.035.00 141,834.10 196,021.86 467,179.03 211,327.55 255,851.48 2021/2022
02/01/2024, 710,000.00 2.250% 47,600.00 757,600.00 795,480.00 136,943.28 192,346.88 466,189.85 209,287.19 256,902.68 2022/2023
02/01/2025 715,000.00 2.500% 31,625.00 746,625.00 783,958.25 132,052.43 182,962.50 468,941.32 208,544.83 260,396.49 2023/2024
02/01/2028550,000.00 2.500% 13,750.00 563,750.00 591,937.50 127,161.61 - 464,775.89 205,402.31 259,373.58 2024/2025
Total 56,900,000.00 - $894,353.33 57,794,353.33 $6,184.071.00 51,503,930.57 51,938,308.39 $4,743,834.04 $2,167,974.29 $2,575,859.75
The Sewer Fund Contribution for the improvement Portion of the Bonds is 34.70%of the 905%overievy.
.4.ix10ISA NerrmMRd/I d5uauuy/6/E/10]5(]IDSAM
i ingS e
462335v1 JSB BR291-355 C-1
RESOLUTION NO.2015-97
EXHIBIT D
NOTICE OF CALL FOR EXTRAORDINARY REDEMPTION
TAXABLE GENERAL OBLIGATION UTILITY REVENUE BONDS,
SERIES 2010A
(BUILD AMERICA BONDS—DIRECT PAY)
CITY OF BROOKLYN CENTER
HENNEPIN COUNTY,MINNESOTA
NOTICE IS HEREBY GIVEN that,by order of the City Council of the City of Brooklyn Center,
Hennepin County,Minnesota,there have been called for extraordinary redemption and prepayment on
August 15,2015
all outstanding bonds of the City designated as Taxable General Obligation Utility Revenue Bonds, Series
2010A (Build America Bonds — Direct Pay), dated March 8, 2010, having stated maturity dates of
February 1 in the years 2016 through 2025, both inclusive, totaling$1,660,000 in principal amount, and
with the following CUSIP numbers:
Year of Maturity Amount CUSIP
2016 $145,000 113835 F5 6
2017 150,000 113835 F6 4
2018 155,000 113835 F7 2
2019 155,000 113835 F8 0
2020 160,000 113835 F9 8
2021 165,000 113835 G2 2
2022 175,000 113835 G3 0
2023 180,000 113835 G4 8
2024 185,000 113835 G5 5
2025 190,000 113835 G6 3
The bonds are being called at a price of par plus accrued interest to August 15, 2015, on which
date all interest on said bonds will cease to accrue. Holders of the bonds hereby called for redemption are
requested to present their bonds for payment at the main office of U.S.Bank National Association, in the
City of Saint Paul,Minnesota,on or before August 15,2015,at the following address:
If b,�mail_: If by hand or overnight:
U.S.Bank National Association U.S.Bank National Association
Corporate Trust Operations,3rd Floor 60 Livingston Avenue
P.O.Box 64111 EP-MN-WS3C
St.Paul,MN 55164-0111 Bond Drop Window, 1 st Floor
St.Paul,MN 55107
462335v1 JSB BR291-355 D-1
RESOLUTION NO.2015-97
Important Notice: In compliance with the Economic Growth and Tax Relief Reconciliation Act
of 2003, the Issuer is required to withhold a specified percentage of the principal amount of the
redemption price payable to the holder of any Bonds subject to redemption and prepayment on the
Redemption Date, unless the Issuer is provided with the Social Security Number or Federal Employer
Identification Number of the holder, properly certified. Submission of a fully executed Request for
Taxpayer Identification Number and Certification, Form W-9 (Rev. December 2011), will satisfy the
requirements of this paragraph.
Additional information may be obtained from:
U.S.Bank National Association
Corporate Trust Division
Bondholder Services(800)525-8574
Dated:
BY ORDER OF THE CITY COUNCIL
By /s/
Financial Director
City of Brooklyn Center,Minnesota
462335v1 JSB BP291-355 D-2
RESOLUTION NO.2015-97
$6,900,000
City of Brooklyn Center,Minnesota
General Obligation Utility Revenue Refunding and Improvement Bonds,Series 2015A
COUNTY AUDITOR'S
CERTIFICATE AS TO TAX LEVY,REGISTRATION
1, the undersigned County Auditor of Hennepin County, Minnesota, hereby certify that a certified
copy of a resolution adopted by the governing body of the City of Brooklyn Center,Minnesota(the"City'),
on June 8, 2015, levying taxes for the payment of the City's General Obligation Utility Revenue Refunding
and Improvement Bonds, Series 2015A,in an aggregate principal amount of$6,900,000,dated July 9,2015,
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,2015.
County Auditor
Hennepin County,Minnesota
(SEAL)
Deputy
462335A JSB BR291-355