Loading...
HomeMy WebLinkAboutA009 - Letter from Dorsey & Whitney dated March 26, 1993DAS MOINES RES1DEVTPAJ1TVb.'RS ROBERT H. HELMICK DAXID L. CLAYPOOL ROBERT H.JOSTEN EDWIN N. McINTOSIT NORENE D. JACOBS LINDA L. KNIEP Sandra L. Ryan City Clerk City Hall 414 Clark Avenue, P Ames, Iowa 50010 DofzsF.Y & WHITNEY A C--- ... 801 GRAND, SUITE 3900 DES MOINES, IOWA 50309 (515) ��B3-100o PAX (515) 263-1060 0. Box 811 March 26,1993 Re: Ames, Iowa Electric Revenue Refunding Bonds, Series 1993 Our File No. 419370-9 Dear Ms. Ryan: MINNEAPOLIS, MINNESOTA NEW YORK, NEW YORK WASHINGTON, D. C. DES MOINES, IOWA ROCTIE'STER, MINNESOTA HILLINOS, MONTANA GREAT PALLS, MONTANA MISSOULA, MONTANA LONDON, ENGLAND JARESSEES, BELGIUM PARIS, FRANCE We have prepared and enclose the necessary proceedings to carry out the sale and issuance of the captioned Bonds at the City's March 29th Council meeting. The proceedings enclosed are as follows; 1. Minutes of the meeting showing the consideration of the bids for the purchase of the Bonds, followed by the resolution providing for the sale and issuance of the Bonds. The blanks in the form of Bond, the form of Certificate of Authentication and the form of Assignment set out under the resolution need not be completed or executed as these are adopted only as to form. However, there are several blanks with respect to the aggregate principal amount of the Bonds being issued and the principal maturities of the Bonds which must be completed. 2. Minutes showing adjournment of the meeting. 3. Certificate attesting the transcript, to which should be attached a copy of the successful bid. 4. Certificate with respect to the establishment of the Utility and certifying that its management and control remain in the Council and certifying that there is no pending litigation involving the Utility and certifying to the indebtedness of the Utility payable from its Net Revenues. Do-r?SEY & WHITNEY OEM 5. Certificate as to the publication and mailing of the Notice of Bond Redemption, to which must be attached a copy of the publisher's affidavit of publication and a copy of each of the return receipts from the Post Office. On March 29th, the Council should meet as scheduled to canvass bids for the Bonds. Assuming that a satisfactory bid is received, the resolution awarding and issuing the Bonds should be completed and adopted. All members of the Council present should vote upon the adoption of the resolution, and the vote of each member should be called and recorded by name. The enclosed resolution also provides for the prepayment of the Series 1978 Bonds as of May 5, 1993, and authorizes and directs the City Treasurer to publish the Notice of Bond Redemption set out under the resolution in a financial newspaper or journal published in the City of New York, New York and to mail such notice to the last known holders of the Series 1978 Bonds. Chuck Uperaft and Brian McQuillan of Evensen Dodge have agreed to arrange for the publication of the Notice of Bond Redemption in The Bond Buyer, which fulfills one of the notice requirements. The mailing requirement is more problematic, as we are dealing with bearer bonds, and there is no requirement that a record of the bondowners be kept. Chuck and Brian have also agreed to contact Citibank in New York (the alternate Paying Agent for the Series 1978 Bonds) to obtain names and addresses of any Series 1978 Bondowners which Citibank may have. In addition, Sherry Meier should review the City's records and compile a list of Series 1978 Bondowners to whom notice should be mailed. We understand that some of the Series 1978 Bonds have actually been registered as to principal so that some record of bondowners does exist; however, we assume that many if not most of the Series 1978 Bonds have not been registered so it probably will not be possible to mail a notice to every holder of a Series 1978 Bond. Even if the bonds have not been registered as to principal, if the City has kept a record of persons or companies receiving interest on these bonds, notice should be mailed to those payees. In other words, the City must make a "good faith" effort to notify bondholders of the prepayment of these bonds. We would suggest that one of you make a notation or memo of the steps you took to locate owners in the event there is ever a question as to a good faith effort. As the City's alternate paying agent, Citibank should also receive a copy of the official Notice of Bond Redemption. DoRsE,y & WHITNEY Page 3 The Series 1978 Bond Resolution requires that publication and mailing of the notice must be at least 30 days prior to the redemption date, so the last day on which the notice may be published and mailed is April 5th. The notice must be mailed by registered mail, return receipt requested. As each portion of the enclosed proceedings is completed, one fully executed copy should be returned to our office. If you should have any questions or if there is anything further we can do to be of assistance at this time, please don't hesitate to contact our office. Sincerely yours, Robert H. Helmick RI-IH:cdm Ames\419370-9\ RBS/ RBI Enclosures cc: Steven Schainker Alice Carroll John Klaus Dave Dirks Charles A. Uperaft Brian T. McQuillan