HomeMy WebLinkAboutA014 - Letter from Dorsey & Whitney dated June 29, 1998 - approving opinionI
DORSEY & WHITNEY LLP
ATTORNEYS AT LAW
MINNEAPOLIS
801 GRAND, SUITE 3900
NEW YORK
WASHINGTON, D.C.
DES MOINES, IOWA 50309
DENVER
LONDON
TELEPHONE: (515) 283-1000
SEATTLE
BRUSSELS
FAX: (515) 283-1060
FARGO
HONG KONG
DES MOINES
June 29, 1998
BILLINGS
ROCHESTER
MISSOULA
COSTA MESA
GREAT FALLS
Mr. Bernardo Zavalo
Harris Trust & Savings Bank
111 West Monroe Street
19C
Chicago, Illinois 60603
Re: Ames, Iowa
$5,130,000 General Obligation Corporate Purpose Bonds
Our File No. 419370-20
Dear Mr. Zavalo:
We have prepared and enclose our final approving opinion covering the captioned Bonds,
dated as of June 30, the day of closing.
We are also enclosing the City's Final Delivery and Non -arbitrage Certificate and a copy of
the issuance resolution for your records.
We understand that you will wire transfer the net settlement funds to the City in the total
amount of $5,046,771.81 on June 30, as outlined in Veronica Abendroth's letter of June 25.
On the day of closing, please telephone our office to confirm with us that the closing is taking
place as scheduled and so that we may authorize the release of our opinion and the Bonds.
If for any reason the closing will not take place on June 30, please notify our office as soon
as possible. When you telephone, you may speak to Jeane Harrison or me.
DORSEY & WHITNEY LLP
Page 2
If you have any questions or if there is anything we can do to be of assistance, please do not
hesitate to let us know.
Very
Robert H.
RHH:cdm
Ames/419370-20/Closing Ur
Enclosures
cc: Steven Schainker
Alice Carroll
Jill Ripperger
John Klaus
Dave Dirks
Charles A. Uperaft
yours,
DORSEY & WHITNEY LLP
ATTORNEYS AT LAW
MINNEAPOLIS
801 GRAND, SUITE 3900
NEW YORK
WASHINGTON, D.C.
DES MOINES, IOWA 50309
DENVER
LONDON
TELEPHONE: (515) 283-1000
BRUSSELS
FAX: (515) 283-1060
SEATTLE
HONG KONG
FARGO
DES MOINES
June 30, 1998
BILLINGS
ROCHESTER
MISSOULA
COSTA MESA
GREAT FALLS
We hereby certify that we have examined a certified copy of the proceedings of the City
Council of the City of Ames, in the County of Story, State of Iowa (the "Issuer"), passed preliminary
to the issue by the Issuer of its General Obligation Corporate Purpose Bonds (the "Bonds") in the
amount of $5,130,000, dated June 15, 1998, in the denomination of $5,000 each, or any integral
multiple thereof, maturing on June I in each of the respective years and in the principal amounts and
bearing interest payable semiannually, commencing December 1, 1998, at the respective rates, as
follows:
Principal
Interest Rate
Principal
Interest Rate
Year
Amount
Per Annum
Year
Amount
Per Annum,
1999
$430,000
4.125%
2005
$425,000
4.20%
2000
$430,000
4.15%
2006
$425,000
4.20%
2001
$430,000
4.20%
2007
$425,000
4.20%
2002
$430,000
4.20%
2008
$425,000
4.20%
2003
$430,000
4.20%
2009
$425,000
4.25%
2004
$430,000
4.20%
2010
$425,000
4.25%
but the Bonds maturing in each of the years 2007 to 2010, inclusive, are subject to redemption prior
to maturity at the times and on the terms specified in the Bonds.
Based upon our examination, we are of the opinion, as of the date hereof, that:
1. The aforementioned proceedings show lawful authority for such issue under the laws
of the State of Iowa.
2. The Bonds are valid and binding general obligations of the Issuer.
i
3. All taxable property within the corporate boundaries of the Issuer is subject to the
levy of taxes to pay the principal of and interest on the Bonds without constitutional or statutory
limitation as to rate or amount.
4. The interest on the Bonds (including any original issue discount properly allocable
to an owner thereof) is excluded from gross income for federal income tax purposes and is not an
item of tax preference for purposes of the federal alternative minimum tax imposed on individuals
and corporations; it should be noted, however, that for the purpose of computing the alternative
minimum tax imposed on corporations (as defined for federal income tax purposes), such interest
is taken into account in determining adjusted current earnings. The opinions set forth in the
preceding sentence are subject to the condition that the Issuer comply with all requirements of the
Internal Revenue Code of 1986 (the "Code") that must be satisfied subsequent to the issuance of the
Bonds in order that interest thereon be, or continue to be, excluded from gross income for federal
income tax purposes. The Issuer has covenanted to comply with each such requirement. Failure to
comply with certain of such requirements may cause the inclusion of interest on the Bonds in gross
income for federal income tax purposes to be retroactive to the date of issuance of the Bonds.
5. The Bonds are "qualified tax-exempt obligations" within the meaning of Section
265(b)(3) of the Code, and, in the case of certain financial institutions (within the meaning of
Section 265(b)(5) of the Code), a deduction is allowed for 80 per cent of that portion of such
financial institutions' interest expense allocable to interest on the Bonds.
We express no opinion regarding other federal tax consequences arising with respect to the
Bonds.
The rights of the owners of the Bonds and the enforceability thereof may be subject to
bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights
heretofore or hereafter enacted to the extent constitutionally applicable, and their enforcement may
also be subject to the exercise of judicial discretion in appropriate cases.
DORSEY & WHITNEY LLP