HomeMy WebLinkAboutA010 - Letter to Dorsey & Whitney dated June 29, 2000 - executed proceeding from hearing, sale and issuanceGa'ingl'eoplt 'I
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June 29, 2000
Dorsey & Whitney LLP
801 Grand, Suite 3900
Des Moines, Iowa 50309
Attention Jeane Harrison
RE: Ames, Iowa
$5,870,000 General Obligation Corporate Purpose Bonds
Your File No.: 419370-22
Dear Jeane:
515 Clark Avenue, P. 0. Box 811
Ames, IA 50010
Phone: 515-239-5105
Fax: 515-239-5142
Enclosed please find one fully executed copy of the proceedings pertaining to the hearing and the
sale and issuance of the captioned bonds.
If you have any questions, please call. Thank you for your assistance.
Sincerely,
Diane R. Voss
City Clerk
/dry
Enclosure
Ames/419370-22/2nd 1/2 GBI/GBI
DORSEY& WH17 '17Y
ATTORNEYS
E01 Grnr-','
Ames, Iowa
June 27, 2000
The City Council met on June 27, 2000, at 7:00 o'clock p.m. at the Council Chambers, in the
City, pursuant to prior action of the City Council and to law.
The meeting was called to order by the Mayor, and the roll being called, the following named
Council M-mbers were present and absent:
Present: Cross, Goodhue, Hoffman, Quirmbach, Wirth
Absent: Camphel I
The Council investigated and found that a notice of intention to institute proceedings for the
issuance of the aforementioned bonds had been duly published as provided by law and that this is
the time and place at which the Council shall receive oral or written objections from any resident or
property owner of the City. The City Clerk announced that no written objections had been
previously filed; the Mayor called for any oral or written objections from any resident or property
owner of the City and were none.
Whereupon, Council Member Wirth introduced the resolution hereinafter
next set out and moved that the resolution be adopted, seconded by Council Member
Quirmbach . After due consideration, the Mayor put the question on the motion and
the roll being called, the following named Council Members voted:
Ayes: Goodhue, Hoffman, Quirmbach, Wirth
Nays: None
Abstaining: Cross
Whereupon, the Mayor declared the resolution duly adopted, as follows:
-I- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Ames/419370-22/2nd 1/2 GBI/GBI
RESOLUTION NO. 00-315
Approving the issuance of a single issue of $5,870,000 General Obligation Corporate
Purpose Bonds, Series 2000
WHEREAS, pursuant to Chapter 384 of the Code of Iowa, the City Council of Ames, Iowa
(the "City"), has heretofore proposed the issuance of General Obligation Corporate Purpose Bonds
(the "Essential Corporate Purpose Bonds") in the principal amount of $4,170,000 for the purpose
of paying the cost, to that extent, of the construction, reconstruction and repair of street
improvements, and constructing works and facilities useful for the collection and disposal of surface
waters and streams, has published notice of such proposal and has held a hearing thereon; and
WHEREAS, the City Council has also called a special City election to vote on the question
of issuing General Oblig ..!on Bonds (the "Ice Facility Bonds") to provide funds to pay the cost, to
that extent, of constructing a single surface ice facility to be co -owned by the City and Iowa state
University, at which election the proposition was adopted by a vote in favor equal to at least 60%
of the total votes cast for and against the proposition; and
WHEREAS, pursuant to Section 384.28 of the Code of Iowa, the Council may include in a
single resolution any number or combination of essential corporate purposes and general corporate
purposes and sell a single issue of bonds;
NOW, THEREFORE, Be It Resolved by the City Council of the City of Ames, as follows:
Section 1. The Essential Corporate Purpose Bonds and the Ice Facility Bonds referred
to in the preamble hereof are hereby combined, and the City may issue a single issue of $5,870,000
General Obligation Corporate Purpose Bonds (herein referred to as the "Bonds").
Section 3. All resolutions or parts of resolutions in conflict herewith be and the same are
hereby repealed to the amount of such conflict.
Passed and approved this June 27, 2000.
Mayor
Attest:
City Clerk
-2- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Ames/419370-22/2nd 1/2 GBI/GBI
This being the time and place fixed in the published Notice of Sale for the consideration of
proposals for the purchase of the aforementioned bonds, the Mayor announced that sealed bids had
been received and canvassed on behalf of the City at the time and place fixed therefor in the
published Notice of Sale.
Whereupon, the results of the bids were then read and the substance of such bids was noted
in the minutes, as follows:
Name and Address of Bidder Final Bid
(interest cost)
(ATT,� CH BID TABULATION)
-3- (Rev.)
DORSEY & WHFrNEY LLP, ATTORNEYS, DES MOINES, IOWA
TO: Ames City Council Members and Administration
FROM: David Dirks
EvENsEN DODGE, INC.
SUBJECT: $5,870,000 GO Corporate Purpose Bonds, Series 2000
Today, June 27, 2000, the sealed bids tabulated below were received, opened
and reviewed. The bids reflect and are indicative of the current conditions in
the tax-exempt market.
BIDDER ADDRESS
Harris Trust & Savings Bank Chicago, IL
Griffin, Kubik, Stephens Chicago, IL
& Thompson, Inc.
Salomon Smith Barney Chicago, IL
U.S. Bancorp -Piper Jaffray Minneapolis, MN
SunTrust Equitable Securities Atlanta, GA
UMB Bank, N.A. Kansas City, MO
$ NI M TIR
2,095,223.21 5.1236%
2,096,299.02 5.1269%
$ 2,108,318.02
5.1591%
$ 2,1o8,686.72
5.1603%
2,113,716-17
5.1771%
2,147,908-33
5.2583%
Thank you far the opportunity to be of service to the City of Ames, Iowa. We
are available to answer any questions you may have on this or any other
issue in the future.
100 Court Avenue, Suite 215
Des Moines, 1A 50309
515/282-0138
FAX 515/282-0252
W: TormVesul ts\di rks
Ames/419370-22/2nd 1/2 GBL/GBI
Council Member Wirth introduced the resolution hereinafter next set out
and moved that the resolution be adopted, seconded by Council Member - Quirmbach
After due consideration, the Mayor put the question on the motion and the roll being called, the
following named Council Members voted:
Ayes: Goodhue, Hoffman, Quirmbach, Wirth
Nays: None
Abstaining: Cross
Whereupon, the Mayor declared the resolution duly adopted, as follows:
-4- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Ames/419370-22/2nd V2 GBI/GBI
Providing for the sale and issuance of $5,870,000 General Obligation Corporate
Purpose Bonds, Series 2000, and for the levy of taxes to pay the same
WHERE -AS, pursuant to Chapter 384 of the Code of Iowa, the City Council of Ames, Iowa
(the "City"), has heretofore proposed the issuance of General Obligation Corporate Purpose Bonds
(the "Essential Corporate Purpose Bonds") in the principal amount of $4,170,000 for the purpose
of paying the cost, to that extent, of the construction, reconstruction and repair of street
improvements, and constructing works and facilities useful for the collection and disposal of surface
waters and streams, has published notice of such proposal and has held a hearing thereon; and
WHEREAS, the City Council has also called a special City election to vote on the question
of issuing General Obligation Bonds (the "Ice Facility Bonds") to provide funds to pay the cost, to
that extent, of constructing a single surface ice facility to be co--wned by the City and Iowa state
University, at which election the proposition was adopted by a vote in favor equal to at least 60%
of the total votes cast for and against the proposition; and
WHEREAS, pursuant to Section 384.28 of the Code of Iowa, the Council has heretofore
combined the Essential Corporate Purpose Bonds and the Ice Facility Bonds and authorized a single
issue of $5,870,000 General Obligation Corporate Purpose Bonds (the "Bonds"); and
WHEREAS, pursuant to Notice of Sale of the Bonds heretofore given in strict compliance
with the provisions of Chapter 75 of the Code of Iowa, sealed bids for the purchase of the Bonds
were received and canvassed on behalf of the City at the time and place fixed therefor and the
substance of such sealed bids noted in the minutes; and
WHEREAS, upon final consideration of all bids, the bid of Harris Trust & Savings Bank,
Chicago, Illinois, is the best, such bid proposing the lowest interest cost to the City;
NOW, THEREFORE, Be It Resolved by the City Council of the City of Ames, as follows:
Section 2. The bid referred to in the preamble hereof is hereby accepted, and the Bonds,
maturing on June 1 in each of the years, in the respective principal amounts and bearing interest at
the respective rates, as follows:
Principal
Interest Rate
Principal
Interest Rate
Year
Amount
Per Annum
Year
Amount
Per Annum
2001
$390,000
4.75%
2007
$490,000
4.95%
2002
$385,000
4.75%
2008
$515,000
5 %
2003
$400,000
4.75%
2009
$545,000
5.05%
2004
$425,000
4.75%
2010
$570,000
5.10%
2005
$445,000
4.80%
2011
$605,000
5.10%
2006
$465,000
4.85%
2012
$635,000
5.15%
-5- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Ames/419370-22/2nd 'h GBI/GB I
are hereby awarded and authorized to be issued to the said bidder at the price specified in such bid,
together with accrued interest. I
Section 3. The form of agreement of sale of the Bonds is hereby approved, and the Mayor
and City Clerk are hereby authorized to accept and execute the same for and on behalf of the City
and to affix the City seal thereto.
Section 4. The Bonds shall be in the denomination of $5,000 each, or any integral
multiple thereof, shall be dated July 1, 2000, and shall become due and payable and bear interest as
set forth in Section I hereof.
The City Treasurer is hereby designated as the Bond Registrar and Paying Agent for the
Bonds and may be hereinafter referred to as the "Bond Registrar" or the "Pad ng Agent".
The City reserves the right to call and redeem part or all of the Bonds maturing in each of the
years 2009 to 2012, inclusive, prior to and in any order of maturity on June 1, 2008, or on any date
thereafter upon terms of par and accrued interest. If less than all of the Bonds of any like maturity
are to be redeemed, the particular part of those Bonds to be redeemed shall be selected by lot. The
Bonds may be called in part in one or more units of $5,000. If less than the entire principal amount
of any Bond in a denomination of more than $5,000 is to be redeemed, the Bond Registrar will issue
and deliver to the registered owner thereof, upon surrender of such original Bond, a new Bond or
Bonds, in any authorized denomination, in a total aggregate principal amount equal to the
unredeemed balance of the original Bond. Notice of such redemption as aforesaid identifying the
Bond or Bonds (or portion thereof) to be redeemed shall be mailed by certified mail to the registered
owners thereof at the addresses shown on the City's registration books not less than 30 nor more than
60 days prior to such redemption date. All of such Bonds as to which the City reserves and exercises
the right of redemption and as to which notice as aforesaid shall have been given and for the
redemption of which funds are duly provided, shall cease to bear interest on the redemption date.
All of the interest on the Bonds shall be payable semiannually on the first day of June and
December in each year, commencing December 1, 2000. Interest shall be calculated on the basis of
a 360-day year comprised of twelve 30-day months. Payment of interest on the Bonds shall be made
to the registered owners appearing on the bond registration books of the City at the close of business
on the fifteenth day of the month next preceding the interest payment date and shall be paid by check
or draft mailed to the registered owners at the addresses shown on such registration books. Principal
of the Bonds shall be payable in lawful money of the United States of America to the registered
owners or their legal representatives upon presentation and surrender of the Bond or Bonds at the
office of the Paying Agent.
-6- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Aines/419370-22/2nd V2 GBI/GBI
The City hereby pledges the faith, credit, revenues and resources and all of the real and
personal property of the City for the full and prompt payment of the principal of and interest on the
Bonds.
The Bonds shall be executed on behalf of the City with the official manual or facsimile
signature of the Mayor and attested with the official manual or facsimile signature of the City Clerk
and shall have the City's seal impressed or printed thereon, and shall be fully registered Bonds
without interest coupons. In case any officer whose signature or the facsimile of whose signature
appears on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature
or such facsimile signature shall nevertheless be valid and sufficient for all purposes, the same as if
such officer had remained in office until delivery.
The Bonds shall be fully registered as to principal and interest in the names of the mx.lers on
the registration books of the City kept by the Bond Registrar, and after such registration payment of
the principal thereof and interest thereon shall be made to the registered owners, their legal
representatives or assigns. Each Bond shall be transferable only upon the registration books of the
City upon presentation to the Bond Registrar, together with either a written instrument of transfer
satisfactory to the Bond Registrar or the assignment form thereon completed and duly executed by
the registered owner or the duly authorized attorney for such registered owner.
The record and identity of the owners of the Bonds shall be kept confidential as provided by
Section 22.7 of the Code of Iowa.
The Bonds shall not be valid or become obligatory for any purpose until the Certificate of
Authentication thereon shall have been signed by the Bond Registrar.
Notwithstanding anything above to the contrary, the Bonds shall be issued initially as
Depository Bonds, with one fully registered Bond for each maturity date, in principal amounts equal
to the amount of principal maturing on each such date, and registered in the name of Cede & Co.,
as nominee for The Depository Trust Company, New York, New York ("DTC"). On original issue,
the Bonds shall be deposited with DTC for the purpose of maintaining a book -entry system for
recording the ownership interests of its participants and the transfer of those interests among its
participants (the "Participants"). In the event that DTC determines not to continue to act as securities
depository for the Bonds or the City determines not to continue the book -entry system for recording
ownership interests in the Bonds with DTC, the City will discontinue the book -entry system with
DTC. If the City does not select another qualified securities depository to replace DTC (or a
successor depository) in order to continue a book -entry system, the City will register and deliver
replacement bonds in the form of fully registered certificates, in authorized denominations of $5,000
or integral multiples of $5,000, in accordance with instructions from Cede & Co., as nominee for
DTC. In the event that the City identifies a qualified securities depository to replace DTC, the City
will register and deliver replacement bonds, fully registered in the name of such depository, or its
-7- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Aiiies/419370-22/2nd 1/2 GBI/GBI
nominee, in the denominations as set forth above, as reduced frorn time to time prior to maturity in
connection with redemptions or retirements by call or payment, and in such event, such depository
will then maintain the book -entry system for recording ownership interests in the Bonds.
Ownership interest in the Bonds may be purchased by or through Participants. Such
Participants and the persons for whom they acquire interests in the Bonds as nominees will not
receive certificated Bonds, but each such Participant will receive a credit balance in the records of
DTC in the amount of such Participant's interest in the Bonds, which will be confirmed in
accordance with DTC's standard procedures. Each such person for which a Participant has an
interest in the Bonds, as nominee, may desire to make arrangements with such Participant to have
all notices of redemption or other communications of the City to DTC, which may affect such
person, forwarded in writing by such Participant and to have notification made of all interest
payments.
The City will have no responsibility or obligation to such Participants or the persons for
whom they act as nominees with respect to payment to or providing of notice for such Participants
or the persons for whom they act as nominees.
As used herein, the term "Beneficial Owner" shall hereinafter be deemed to include the
person for whom the Participant acquires an interest in the Bonds.
DTC will receive payments from the City, to be remitted by DTC to the Participants for
subsequent disbursement to the Beneficial Owners. The ownership interest of each Beneficial
Owner in the Bonds will be recorded on the records of the Participants whose ownership interest will
be recorded on a computerized book -entry system kept by DTC.
When reference is made to any action which is required or permitted to be taken by the
Beneficial Owners, such reference shall only relate to those permitted to act (by statute, regulation
or otherwise) on behalf of such Beneficial Owners for such purposes. When notices are given, they
shall be sent by the City to DTC, and DTC shall forward (or cause to be forwarded) the notices to
the Participants so that the Participants can forward the same to the Beneficial Owners.
Beneficial Owners will receive written confirmations of their purchases from the Participants
acting on behalf of the Beneficial Owners detailing the terms of the Bonds acquired. Transfers of
ownership interests in the Bonds will be accomplished by book entries made by DTC and the
Participants who act on behalf of the Beneficial Owners. Beneficial Owners will not receive
certificates representing their ownership interest in the Bonds, except as specifically provided herein.
Interest and principal will be paid when due by the City to DTC, then paid by DTC to the
Participants and thereafter paid by the Participants to the Beneficial Owners.
Section S. The form of Bonds shall be substantially as follows:
-8- (Rev.)
DORSEY & W1IFrNEY LLP, ATTORNEYS, DES MOINES, IOWA
Aines/419370-22/2nd 1/2 GBI/GBI
(Form of Bond)
IIINITED STATES OF AMERICA
STATE OF IOWA COUNTY OF STORY
CITY OF AMES
GENERAL OBLIGATION CORPORATE PURPOSE BOND
No. $—
RATE MATURITY DATE BOND DATE CUSIP
July 1, 2000
The City of Ames (the "City"), in the County of Story, State of Iowa, for value received,
promises to pay on the maturity date of this Bond to
or registered assigns, the principal sum of
in lawful money of the United States of America upon presentation and surrender of this Bond at the
office of the City Treasurer, Ames, Iowa (hereinafter referred to as the "Bond Registrar" or the
"Paying Agent"), with interest on said sum, until paid, at the rate per annum specified above from
the date of this Bond, or from the most recent interest payment date on which interest has been paid,
on June I and December I of each year, commencing December 1, 2000, except as the provisions
hereinafter set forth with respect to redemption prior to maturity may be or become applicable hereto.
Interest on this Bond is payable to the registered owner appearing on the registration books of the
City at the close of business on the fifteenth day of the month next preceding the interest payment
date and shall be paid by check or draft mailed to the registered owner at the address shown on such
registration books. Interest shall be calculated on the basis of a 360-day year comprised of twelve
30-day months.
This Bond shall not be valid or become obligatory for any purpose until the Certificate of
Authentication hereon shall have been signed by the Bond Registrar.
This Bond is one of a duly authorized series of bonds (the "Bonds") issued by the City
pursuant to and in strict compliance with the provisions of Division 11.1 of Chapter 384 and Chapter
76 of the Code of Iowa, 1999, and all laws amendatory thereof and supplementary thereto, and in
-9- (Rev.)
DORSEY & WHrrNEY LLP, ATTORNEYS, DES MOINES, IOWA
Ames/419370-22/2nd 1/2 GBLIGBI
conformity with a resolution of the City Council duly passed, approved and recorded for the purpose
of defraying the cost of the construction, reconstruction and repair of street improvements; the
construction of works and facilities useful for the collection and disposal of surface waters and
streams; and the construction of a single surface ice facility to be co -owned by the City and Iowa
state University.
The City reserves the right to call and redeem part or all of the Bonds maturing in each of the
years 2009 to 2012, inclusive, prior to and in any order of maturity on June 1, 2008, or on any date
thereafter upon terms of par and accrued interest. If less than all of the Bonds of any like maturity
are to be redeemed, the particular part of those Bonds to be redeemed shall be selected by lot. The
Bonds may be called in part in one or more units of $5,000. If less than the entire principal amount
of any Bond in a denomination of more than $5,000 is to be redeemed, the Bond Registrar will issue
and deliver to the registered owner thereof, upon surrender of such original Bond, a new Bond or
Bonds, in any authorized denomination, in a total aggregate principal amount equal to the
unredeemed balance of the original Bond. Notice of such redemption as aforesaid identifying the
Bond or Bonds (or portion thereof) to be redeemed shall be mailed by certified mail to the registered
owners thereof at the addresses shown on the City's registration books not less than 30 nor more than
60 days prior to such redemption date. All of such Bonds as to which the City reserves and exercises
the right of redemption and as to which notice as aforesaid shall have been given and for the
redemption of which funds are duly provided, shall cease to bear interest on the redemption date.
This Bond is fully negotiable but shall be fully registered as to both principal and interest in
the name of the owner on the books of the City in the office of the Bond Registrar, after which no
transfer shall be valid unless made on said books and then only upon presentation of this Bond to
the Bond Registrar, together with either a written instrument of transfer satisfactory to the Bond
Registrar or the assignment form hereon completed and duly executed by the registered owner or the
duly authorized attorney for such registered owner.
The City, the Bond Registrar and the Paying Agent may deem and treat the registered owner
hereof as the absolute owner for the purpose of receiving payment of or on account of principal
hereof, premium, if any, and interest due hereon and for all other purposes, and the City, the Bond
Registrar and the Paying Agent shall not be affected by any notice to the contrary.
And It Is Hereby Certified and Recited that all acts, conditions and things required by the
laws and Constitution of the State of Iowa, to exist, to be had, to be done or to be performed
precedent to and in the issue of this Bond were and have been properly existent, had, done and
performed in regular and due form and time; that provision has been made for the levy of a sufficient
continuing annual tax on all the taxable property within the City for the payment of the principal of
and interest on this Bond as the same will respectively become due; that the faith, credit, revenues
and resources and all the real and personal property of the City are irrevocably pledged for the
-10- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Ames/419370-22/2nd 1/2 GBI/GBI
prompt payment hereof, both principal and interest; and that the total indebtedness of the City,
including this Bond, does not exceed any constitutional or statutory limitations.
IN TESTIMONY WHEREOF, the City of Ames, Iowa, by its City Council, has caused this
Bond to be sealed with the facsimile of its official seal, to be executed with the duly authorized
facsimile signature of its Mayor and attested with the duly authorized facsimile signature of its City
Clerk, all as of July 1, 2000.
By (Facsimile Sinature...
Mayor
Attest:
.. ........ .. (Facsimile Signature)
City Clerk
(Facsimile Seal)
(On each Bond there shall be a registration dateline and a Certificate of Authentication
of the Bond Registrar in the following form:)
Registration Date: (Registration Date)
BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION
This Bond is one of the Bonds described in the within -mentioned resolution.
CITY OF AMES, IOWA
By
City Treasurer, Ames, Iowa
-I I - (Rev.)
DORSEY & WHFFNEY LLP, ATTORNEYS, DES MOINES, IOWA
Arnes/419370-22/2nd V2 GBI/GBI
The following abbreviations, when used in this Bond, shall be construed as though they were
written out in full according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the
entireties
JT TEN - as joint tenants with
right of survivorship and
not as tenants in common
UTMA
(Cult)
As Custodian for
(Minor)
under Uniform Transfers to Minors Act
(State)
Additional abbreviations may also be used though not in the list above.
ASSIGNMENT
For valuable consideration, receipt of which is hereby acknowledged, the undersigned
assigns this Bond to
(Please print or type name and address of Assignee)
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
and does hereby irrevocably appoint Attorney, to transfer
this Bond on the books kept for registration thereof with full power of substitution.
Dated:
Signature guaranteed:
(Signature guarantee must be provided in accordance with the
prevailing standards and procedures of the Registrar and
Transfer Agent. Such standards and procedures may require
signatures to be guaranteed by certain eligible guarantor
institutions that participate in a recognized signature guarantee
program.)
NOTICE: The signature to this Assignment must correspond
with the name of the registered owner as it appears on this
Bond in every particular, without alteration or enlargement or
any change whatever,
- 12- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Ames/419370-22/2nd 1/2 GBI/GBI
Section 6. The Bonds shall be executed as herein provided as soon after the adoption of
this resolution as may be possible and thereupon they shall be delivered to the Bond Registrar for
registration, authentication and delivery to the purchaser, as determined by the City Council, upon
receipt of the purchase price thereof, with accrued interest thereon, and all action heretofore taken
in connection with the sale and award of the Bonds is hereby ratified and confirmed in all respects.
Section 7. As required by Chapter 76 of the Code of Iowa, and for the purpose of
providing for the levy and collection of a direct annual tax sufficient to pay the interest on the Bonds
as it falls due, and also to pay and discharge the principal thereof at maturity, there is hereby ordered
levied on all the taxable property in the City in each of the years while the Bonds or any of them are
outstanding, a tax sufficient for that purpose, and in furtherance of this provision, but not in
limitation thereof, there be and there is hereby levied on all the taxable property in the City the
followir.g direct annual tax for collection in each of the following fiscal years (provisions having
been previously made, and funds being on hand, to pay the interest and principal coming due in the
fiscal year beginning July 1, 2000), to -wit:
For collection in the fiscal year beginning July 1, 2001,
sufficient to produce the net annual sum of $656,543;
For collection in the fiscal year beginning July 1, 2002,
sufficient to produce the net annual sum of $653,255;
For collection in the fiscal year beginning July 1, 2003,
sufficient to produce the net annual sum of $659,255;
For collection in the fiscal year beginning July 1, 2004,
sufficient to produce the net annual sum of $659,068;
For collection in the fiscal year beginning July 1, 2005,
sufficient to produce the net annual sum of $657,708;
For collection in the fiscal year beginning July 1, 2006,
sufficient to produce the net annual sum of $660,155;
For collection in the fiscal year beginning July 1, 2007,
sufficient to produce the net annual sum of $660,900;
For collection in the fiscal year beginning July 1, 2008,
sufficient to produce the net annual sum of $665,150;
- 13 - (Rev.)
DORSEY & WHITNEY U-P, ATTORNEYS, DES MOINES, IOWA
Anies/419370-22/2nd V2 GBI/G13I
For collection in the fiscal year beginning July 1, 2009,
sufficient to produce the net annual sum of $662,628;
For collection in the fiscal year beginning July 1, 2010,
sufficient to produce the net annual sum of $668,558;
For collection in the fiscal year beginning July 1, 2011,
sufficient to produce the net annual sum of $667,703.
Section 8. A certified copy of this resolution shall be filed with the County Auditor of
Story County, and said Auditor is hereby instructed to enter for collection and assess the tax hereby
authorized. When anr,,,ally entering such taxes for collection, the County Auditor shall include the
same as a part of the tax levy for Debt Service Fund purposes of the City and when collected, the
proceeds of the taxes shall be converted into the Debt Service Fund of the City and set aside therein
as a special account to be used solely and only for the payment of the principal of and interest on the
Bonds hereby authorized and for no other purpose whatsoever. Any amount received by the City as
accrued interest on the Bonds shall be deposited into such special account and used to pay interest
due on the Bonds on the first interest payment date.
Section 9. The interest or principal and both of them falling due in any year or years
shall, if necessary, be paid promptly from current funds on hand in advance of taxes levied and when
the taxes shall have been collected, reimbursement shall be made to such current funds in the sum
thus advanced.
Section 10. It is the intention of the City that interest on the Bonds be and remain excluded
from gross income for federal income tax purposes pursuant to the appropriate provisions of the
Internal Revenue Code of 1986, as amended, and the Treasury Regulations in effect with respect
thereto (all of the foregoing herein referred to as the "Internal Revenue Code"). In furtherance
thereof, the City covenants to comply with the provisions of the Internal Revenue Code as they may
from time to time be in effect or amended and further covenants to comply with the applicable future
laws, regulations, published rulings and court decisions as may be necessary to insure that the
interest on the Bonds will remain excluded from gross income for federal income tax purposes. Any
and all of the officers of the City are hereby authorized and directed to take any and all actions as
may be necessary to comply with the covenants herein contained.
- 14- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Aines/419370-22/2nd 1h GBI/GBI
The City hereby designates the Bonds as "Qualified Tax Exempt Obligations" as that term
is used in Section 265(b)(3)(B) of the Internal Revenue Code.
Section 11. Continuing Disclosure.
(a) Purpose and Beneficiaries. To provide for the public availability of certain
information relating to the Bonds and the security therefor and to permit the original purchaser and
other participating underwriters in the primary offering of the Bonds to comply with amendments
to Rule 15c2-12 promulgated by the Securities and Exchange Commission (the "SEC") under the
Securities Exchange Act of 1934 (17 C.F.R. § 240.15c2-12), relating to continuing disclosure (as
in effect and interpreted from time to time, the "Rule"), which will enhance the marketability of the
Bonds, the City hereby makes the following covenants and agreements for the benefit of the Owners
(as hereinafter defined) from time tc time of the outstanding Bonds. The City is the only "obligated
person" with respect to the Bonds within the meaning of the Rule for purposes of identifying the
entities with respect to which continuing disclosure must be made. The City has complied in all
material respects with any undertaking previously entered into by it under the Rule.
If the City fails to comply with any provisions of this section, any person aggrieved thereby,
including the Owners of any outstanding Bonds, may take whatever action at law or in equity may
appear necessary or appropriate to enforce performance and observance of any agreement or
covenant contained in this section, including an action for a writ of mandamus or specific
performance. Notwithstanding anything to the contrary contained herein, in no event shall a default
under this section constitute a default under the Bonds or under any other provision of this
resolution.
As used in this section, "Owner" or "Bondowner" means, with respect to a Bond, the
registered owner or owners thereof appearing in the registration records maintained by the Registrar
or any "Beneficial Owner" (as hereinafter defined) thereof, if such Beneficial Owner provides to the
Registrar evidence of such beneficial ownership in form and substance reasonably satisfactory to the
Registrar. As used herein, "Beneficial Owner" means, with respect to a Bond, any person or entity
which (i) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of
ownership of, such Bond (including persons or entities holding Bonds through nominees,
depositories or other intermediaries), or (b) is treated as the owner of the Bond for federal income
tax purposes.
(b) Information To Be Disclosed. The City will provide, in the manner set forth in
subsection (c) hereof, either directly or indirectly through an agent designated by the City, the
following information at the following times:
- 15 - (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Ames/419370-22/2nd 1/2 GBI/GBI
(1) on or within 210 days after the end of each fiscal year of the City, commencing with
the fiscal year ending June 30, 2000, the following financial information and operating, data with
respect to the City (the "Disclosure Information"):
(A) the audited financial statements of the City for such fiscal year,
accompanied by the audit report and opinion of the accountant or government auditor
relating thereto, as permitted or required by the laws of the State of Iowa, containing
balance sheets as of the end of such fiscal year and a statement of operations, changes
in fund balances and cash flows for the fiscal year then ended, showing in
comparative form such figures for the preceding fiscal year of the City, prepared in
accordance with generally accepted accounting principles promulgated by the
Financial Accounting Standards Board as modified in accordance with the
governmental accounting standards promulgated by the Governmental Accounting
Standards Board or as otherwise provided under Iowa law, as in effect from time to
time, or, if and to the extent such financial statements have not been prepared in
accordance with such generally accepted accounting principles for reasons beyond the
reasonable control of the City, noting the discrepancies therefrom and the effect
thereof, and certified as to accuracy and completeness in all material respects by the
fiscal officer of the City; and
(B) to the extent not included in the financial statements referred to in
paragraph (A) hereof, the information for such fiscal year or for the period most
recently available of the type contained in the following tables of the Official
Statement, which information may be unaudited:
General Obligation Debt by Issue
Overlapping Debt
Debt Limit Computation
Combining Statement of Revenues, Expenditures of the General Fund
General Fund Budgets
Taxable Property Valuations
Actual Value by Category
Tax Collections
Principal Taxpayers
Appendix A (Excerpts from the City's Audited Financial Statements)
Notwithstanding the foregoing paragraph, if the audited financial statements are not available
by the date specified, the City shall provide on or before such date unaudited financial statements
in the format required for the audited financial statements as pan of the Disclosure Information and,
within 10 days after the receipt thereof, the City shall provide the audited financial statements.
- 16- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Aines/419370-22/2nd 1/2 GBI/GBI
Any or all of the Disclosure Information may be incorporated by reference, if it is updated
as required hereby, from other documents, including official statements, which have been submitted
to each of the repositories hereinafter referred to under subsection (b) or the SEC. If the document
incorporated by reference is a final official statement, it must be available from the Municipal
Securities Rulemaking Board. The City shall clearly identify in the Disclosure Information each
document so incorporated by reference.
If any part of the Disclosure Information can no longer be generated because the operations
of the City have materially changed or been discontinued, such Disclosure Information need no
longer be provided if the City includes in the Disclosure Information a statement to such effect;
provided, however, if such operations have been replaced by other City operations with respect to
which data is not included in the Disclosure Information and the City determines that certain
specified data regarding such replacement operations woul(' be a Material Fact (as defined in
paragraph (3) hereof), then, from and after such determination, the Disclosure Information shall
include such additional specified data regarding the replacement operations.
If the Disclosure Information is changed or this section is amended as permitted by this
paragraph (b)(1) or subsection (d), then the City shall include in the next Disclosure Information to
be delivered hereunder, to the extent necessary, an explanation of the reasons for the amendment and
the effect of any change in the type of financial information or operating data provided.
(2) In a timely manner, notice of the occurrence of any of the following events which is
a Material Fact (as hereinafter defined):
(A) Principal and interest payment delinquencies;
(B) Non-payment related defaults;
(C) Unscheduled draws on debt service reserves reflecting financial
difficulties;
(D) Unscheduled draws on credit enhancements reflecting financial
difficulties;
(E)
Substitution of credit or liquidity providers, or their failure to perform;
(F)
Adverse tax opinions or events affecting the tax-exempt status of the
security;
(G)
Modifications to rights of security holders;
(H)
Bond calls;
(1)
Defeasances;
(j)
Release, substitution, or sale of property securing repayment of the
securities; and
(K) Rating changes.
- 17- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
At-nes/419370-22/2nd 1/2 GBI/GBI
As used herein, a "Material Fact" is a fact as to which a substantial likelihood exists that a
reasonably prudent investor would attach importance thereto in deciding to buy, hold or sell a Bond
or, if not disclosed, would significantly alter the total information otherwise available to an investor
from the Official Statement, information disclosed hereunder or information generally available to
the public. Notwithstanding the foregoing sentence, a "Material Fact" is also an event that would
be deemed "material" for purposes of the purchase, holding or sale of a Bond within the meaning
of applicable federal securities laws, as interpreted at the time of discovery of the occurrence of the
event.
(3) In a timely manner, notice of the occurrence of any of the following events or
conditions:
(A) the failure of the City to provide the Disclosure Inforiiation required
under paragraph (b)(1) at the time specified thereunder;
(B) the amendment or supplementing of this section pursuant to
subsection (d), together with a copy of such amendment or supplement and any
explanation provided by the City under subsection (d)(2);
(C) the termination of the obligations of the City under this section
pursuant to subsection (d);
(D) any change in the accounting principles pursuant to which the financial
statements constituting a portion of the Disclosure Information are prepared; and
(E) any change in the fiscal year of the City.
(c) Manner of Disclosure. The City agrees to make available the information described
in subsection (b) to the following entities by telecopy, overnight delivery, mail or other means, as
appropriate:
(1) the information described in paragraph (1) of subsection (b), to each then nationally
recognized municipal securities information repository under the Rule and to any state information
depository then designated or operated by the State of Iowa as contemplated by the Rule (the "State
Depository"), if any;
(2) the information described in paragraphs (2) and (3) of subsection (b), to the Municipal
Securities Rulemaking Board and to the State Depository, if any; and
(3) the information described in subsection (b), to any rating agency then maintaining a
rating of the Bonds and, at the expense of such Bondowner, to any Bondowner who requests in
- 18 - (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Anies/419370-22/2nd 1/2 GBI/GBI
writing such information, at the time of transmission under paragraphs (1) or (2) of this subsection
(c), as the case may be, or, if such information is transmitted with a subsequent time of release, at
the time such information is to be released.
(d) Term; Amendments• Interpretation.
(1) The covenants of the City in this section shall remain in effect until all of the Bonds
have been paid or legally defeased. Notwithstanding the preceding sentence, however, the
obligations of the City under this section shall terminate and be without further effect as of any date
on which the City delivers to the Registrar an opinion of Bond Counsel to the effect that, because
of legislative action or final judicial or administrative actions or proceedings, the failure of the City
to comply with the requirements of this section will not cause participating underwriters in the
primary offering of the Bonds or securities firms recommending the Bonds to prospective F --chasers
while the Bonds are outstanding to be in violation of the Rule or other applicable requirements of
the Securities Exchange Act of 1934, as amended, or any statutes or laws successory thereto or
amendatory thereof.
(2) This section (and the form and requirements of the Disclosure Information) may be
amended or supplemented by the City from time to time, without notice to (except as provided in
paragraph (c)(3) hereof) or the consent of the Owners of any Bonds, by a resolution of this Council
filed in the office of the recording officer of the City accompanied by an opinion of Bond Counsel,
who may rely on certificates of the City and others and the opinion may be subject to customary
qualifications, to the effect that: (i) such amendment or supplement (a) is made in connection with
a change in circumstances that arises from a change in law or regulation or a change in the identity,
nature or status of the City or the type of operations conducted by the City, or (b) is required by, or
better complies with, the provisions of paragraph (b)(5) of the Rule; (ii) this section as so amended
or supplemented would have complied with the requirements of paragraph (b)(5) of the Rule at the
time of the primary offering of the Bonds, giving effect to any change in circumstances applicable
under clause (i)(a) and assuming that the Rule as in effect and interpreted at the time of the
amendment or supplement was in effect at the time of the primary offering; and (iii) such amendment
or supplement does not materially impair the interests of the Bondowners under the Rule.
If the Disclosure Information is so amended, the City agrees to provide, contemporaneously
with the effectiveness of such amendment, an explanation of the reasons for the amendment and the
effect, if any, of the change in the type of financial information or operating data being provided
hereunder.
(3) This section is entered into to comply with the continuing disclosure provisions of
the Rule and should be construed so as to satisfy the requirements of paragraph (b)(5) of the Rule.
-19- (Rev.)
DORSEY & WI-4FrNEY LLP, ATTORNEYS, DES MOINES, IOWA
Ames/419370-22/2nd 1/2 GBUGBI
Section 12. All resolutions or parts thereof in conflict herewith are hereby repealed to the
extent of such conflict.
Passed and approved June 27, 2000.
Mayor
Attest:
City Clerk
-20- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Anies/419370-22/2nd V2 GBI/GBI
On motion and vote, the meeting adjourned.
Attest:
City Clerk
Mayor
-21 - (Rev.)
DORSEY & WJUTNEY LLP, ATTORNEYS, DES MOINES, IOWA
Ames/419370-22/2nd 1/2 GBI/GBI
STATE OF IOWA
COUNTY OF STORY SS:
CITY OF AMES
1, the undersigned, City Clerk of the aforementioned City, do hereby certify that attached
hereto is a true and correct copy of the proceedings of the Council of the City relating to the
authorization, sale and issuance of $5,870,000 General Obligation Corporate Purpose Bonds and
relating to the award of such bonds and the approval of the formal contract of sale, and that the
transcript hereto attached contains a true, correct and complete statement of all the measures adopted
and proceedings, acts and things had, done and performed up to the present time in relation to the
authorization, sale, issuance and disposition of such bonds.
I further certify that no appeal has been taken to the District Court from the decision of the
City Council to issue such bonds or to levy taxes to pay the principal thereof and interest thereon.
WITNESS MY HAND and the seal of the City hereto affixed this 27th . day of July,
NM
City Clerk
(Seal)
(Please attach a copy of the bid of the successful bidder.)
-22- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Arnes/419370-22/2nd V2 GBI/GBI
STATE OF IOWA
SS:
COUNTY OF STORY
1, the undersigned,
County Auditor of the � LDrementioned County, in the State of Iowa, do
hereby certify that on the,22!�— day of 2000, the City Clerk of the City of Ames, Iowa,
filed in my office a certified copy of a resolutiomof such City shown to have been adopted by the
Council and approved by the Mayor thereof on June 27, 2000, entitled: "Resolution providing for
the sale and issuance of $5,870,000 General Obligation Corporate Purpose Bonds and providing for
the levy of taxes to pay the same," and that I have duly placed the copy of the resolutior6on file in
my records.
I further certify that the taxes provided for in that resolution will in due time, manner and
season be entered on the State and County tax lists, of this County for collection in the fiscal year
beginning July 1, 2001, and subsequent years as provided in the resolution.
2000. WITNESS MY HAND and the seal of the County hereto affixed this -;gL61,day of4u4y,
(Seal)
-23- (Rev.)
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Date
Rincipal
Coupon
Interest
Told P4-1 R SCAL TOTAL
/�xrumj|nterestfrom U7/CM/2DOOhoO7/1O/2OOO........ ............................... 13,697.63
ElondYear Dol|mrs..................... ....................................................... ....... ............. $41I16.83
AverageUhs......... ......... —...... ...................... ....................... ................. ........ 6.987Years
Net Interest Cost 5108327896
True \nterestCust ------------------------ 5.1243983%
EbndYield for....................... ......................... ........... —..... 5D15841096
|RSFORM8O38
Net Interest Cost ..................... ----............................. ...................................... 6.028316596
Weighted Average Maturity .... ................................................................. ............. 6.934Yemrs