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HomeMy WebLinkAboutA014 - Proceedings from August 23, 2005Caring People 14 Quality Program Exceptional Service August 24, 2005 Dorsey & Whitney LLP 801 Grand, Suite 3900 Des Moines, Iowa 50309 Attention Robert E. Josten Clerk's Office 515 Clark Avenue, P. 0. Box 811 Arnes, IA 50010 Phone: 515-239-5105 Fax: 515-239-5142 RE: Ames, Iowa $5,495,000 General Obligation Corporate Purpose and Refunding Bonds, Series 2005A Your File No. 419370-33 Dear Bob: Enclosed please find the proceedings from our August 23, 2005, meeting wherein the Council adopted Resolution No. 05-355 providing for the sale and issuance of the above -referenced Bonds. I have certified the Resolution to the County Auditor and will forward the Certificate verifying the filing of same as soon as possible. Thank you for your assistance. Sincerely, (�6� Diane R. Voss City Clerk /dry Enclosure Ames/419370-33/2nd Y, GBS/GBI/Prepay Please Return To: DORSEY & WHITNEY ATTORNEYS AT UJV 801 Grand, Su!'-., Des Moines, MINUTES PROVIDING FOR SALE A ISSUANCE OF SERIES 2005A BO AND FOR REDEMPTION OF SERI 1997A BONDS Ames, Iowa August 23, 2005 The City Council of the City of Ames Iowa, met on August 23, 2005, at 7:00 o'clock p.m. at the Council Chambers, City Hall, Ames, Iowa, pursuant to prior action of the City Council and to law, for the purpose of taking action in connection with the sale and issuance of $5,495,000 General Obligation Corporate Purpose and Refunding Bonds, Series 2005A, and for the transaction of such other business as may come before the meeting. The meeting was called to order by the Mayor, and the roll being called, the following named Council Members were present and absent: Present: (;Oodmqn gge-, Wirth—, Absent: Cross, Goodhue This being the time and place fixed in the published Notice of Sale for the consideration of proposals for the purchase of the Series 2005A 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) (ATTACH BID TABULATION) -I- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA TO: City of Ames City Council FROM: David Dirks, Senior Managing Consultant Tionna Pooler, Senior Managing Consultant PUBLIC FINANCIAL MANAGEMENT SUBJECT: $5,49.5,000 General Obligation Corporate Purpose and Refunding Bonds, Series 2005A Today, August 23, 2005, 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 $ NIC M TIC Harris N.A. Chicago, 11, $1,007,936.31 3.4820% Piper Jaffray & Co. Kansas City, MO $1,015,662.42 3.5072% Cronin & Co. Minneapolis, MN $1,017,475.46 3.5124% Legg Mason Wood Walker, Inc. Minneapolis, MN $1,034,468.28 3.5197% First Trust Portfolios Lisle, 11, $1,025,802.18 3.5433% Robert W. Baird & Co. Milwaukee, WI $1,040,808.52 3.5516% Griffin, Kubik, Stephens & Thompson, Inc. Chicago, IL $1,043,429-45 3.5642% Wachovia Bank Charlotte, NC $1,033,083.73 3.5739% UMB Bank, n.a. Kansas City, MO $1,033,305.90 3.5796% Sterne, Agee & Leach Nashville, TN $1,038,215-56 3.5898% Morgan Keegan & Company, Inc. Memphis, TN $1,055,330-45 :3.6137% Ames/419370-33/20"/� GBS/GBMepay ✓ Council Member Mahayni introduced the resolution hereinafter next set out and moved that the resolution be adopted, seconded by Council Member Se3zge . After due consideration, the Mayor put the question on the motion and the roll being called, the following named Council Members voted: Ayes: -__ Goodman, Mahayj2i0 Vegge,-Rirth Nays: . . ..... Cross,- Goodhue Whereupon, the Mayor declared the resolution duly adopted, as hereinafter set out. At the conclusion of the meeting and, upon motion and vote, the Council adjourned. ..... Mayor Attest: City Clerk -2- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Anies/419370-33/2 ud '/2 GBS/GBI/Prepay RESOLUTION NO. 05-355 Resolution providing for the sale and issuance of $5,495,000 General Obligation Corporate Purpose and Refunding Bonds, Series 2005A, providing for the levy of taxes to pay the same and providing for the redemption of the City's outstanding General Obligation Corporate Purpose Bonds, Series 1997A, dated June 1, 1997 WHEREAS, pursuant to a resolution adopted by the City Council of the City of Ames, Iowa (the "City"), on June 10, 1997 (the "Series 1997A Bond Resolution"), the City issued its General Obligation Corporate Purpose Bonds, Series 1997A, dated June 1, 1997 (the "Series 1997A Bonds"), which are currently outstanding and scheduled to mature on and after June 1, 2006, in the aggregate principal amount of $1,800,000, and which are optional for prior redemption upon terms of par and accrued interest on any date; and WHEREAS, pursuant to Chapter 384 of the Code of Iowa, notice duly published and hearing held thereon, the City has heretofore determined to issue General Obligation Corporate Purpose and Refunding Bonds, Series 2005A (the "Series 2005A Bonds"), in the principal amount of $5,495,000 for the purpose of paying costs of the construction of street improvernents; the acquisition of fire equipment; and the refunding of the Series 1997A Bonds; and WHEREAS, pursuant to Notice of Sale of the Series 2005A Bonds heretofore given in strict compliance with the provisions of Chapter 75 of the Code of Iowa, bids for the purchase of the Series 2005A 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 received for the purchase of the Series 2005A Bonds, the bid of Harris N.A., 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 1. The bid referred to in the preamble hereof is hereby accepted, and the Series 2005A Bonds, maturing on June I 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 Annuin Year Amount Per Annum 2006 $645,000 3.50% 2012 $315,000 3.50% 2007 $725,000 3.50% 2013 $325,000 3.50% 2008 $730,000 3.50% 2014 $340,000 3.50% 2009 $725,000 3.50% 2015 $355,000 3.50% 2010 $290,000 3.50% 2016 $365,000 3.55% 2011 $300,000 3.50% 2017 $380,000 3.65% -3- (Rev.) DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/2'd V2 GBS/GBI/Prepay are hereby awarded and authorized to be issued to the said bidder at the price specified in such bid, together with accrued interest. Section 2. The form of agreement of sale of the Series 2005A 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 3. The Series 2005A Bonds shall be in the denomination of $5,000 each, or any integral multiple thereof, shall be dated September 13, 2005, 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 Series 2005A Bonds and may be hereinafter referred to as the "Bond Registrar" or the "Paying Agent". The City reserves the right to call and redeem part or all of the Series 2005A Bonds maturing in each of the years 2014 to 2017, inclusive, prior to and in any order of maturity on June 1, 2013, or on any date thereafter upon terms of par and accrued interest. If less than all of the Series 2005A Bonds of any like maturity are to be redeemed, the particular part of those Bonds to be redeemed shall be selected by lot. The Series 2005A 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 Series 2005A 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 Series 2005A 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 the Series 2005A 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 Series 2005A Bonds shall be payable semiannually on the first day of June and December in each year, commencing June 1, 2006. Interest shall be calculated on the basis of a 360-day year comprised of twelve 30-day months. Payment of interest on the Series 2005A 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 Series 2005A 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 Series 2005A Bond or Bonds at the office of the Paying Agent. 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 Series 2005A Bonds. -4- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/28d V2, GBS/GBI/Prepay The Series 2005A 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 Series 2005A Bonds shall cease to be such officer before the delivery of the Series 2005A 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 Series 2005A Bonds shall be fully registered as to principal and interest in the names of the owners 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 Series 2005A Bonds shall be kept confidential as provided by Section 22.7 of the Code of Iowa. The Series 2005A 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. Section 4. Notwithstanding anything above to the contrary, the Series 2005A 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 Series 2005A 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 Series 2005A Bonds or the City determines not to continue the book -entry system for recording ownership interests in the Series 2005A 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 nominee, in the denominations as set forth above, as reduced from 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 Series 2005A Bonds. Ownership interest in the Series 2005A Bonds may be purchased by or through Participants. Such Participants and the persons for whom they acquire interests in the Series -5- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/2"' �/2 GBS/GBI/Prepay 2005A 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 Series 2005A Bonds, which will be confirmed in accordance with DTC's standard procedures. Each such person for which a Participant has an interest in the Series 2005A 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 Series 2005A 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 Series 2005A 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 Series 2005A Bonds acquired. Transfers of ownership interests in the Series 2005A 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 Series 2005A 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 5. The form of Bonds shall be substantially as follows: -6- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/2rd V, GBS/GBL/prepay No. (Form of Bond) UNITED STATES OF AMERICA STATE OF IOWA COUNTY OF STORY CITY OF AMES GENERAL OBLIGATION CORPORATE PURPOSE AND REFUNDING BOND, SERIES 2005A RATE MATURITY DATE BOND DATE CUSIP September 13, 2005 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 June 1, 2006, 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. -7- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/20' V2 GBS/GB1/Prepay This Bond is one of a duly authorized series of General Obligation Corporate Purpose and Refunding Bonds, Series 2005A (the "Series 2005A Bonds"), issued by the City pursuant to and in strict compliance with the provisions of Division III of Chapter 384 and Chapter 76 of the Code of Iowa, 2005, and all laws amendatory thereof and supplementary thereto, and in conformity with a resolution of the City Council duly passed, approved and recorded for the purpose of paying costs of the construction of street improvements; the acquisition of fire equipment; and the refunding of the City's General Obligation Corporate Purpose Bonds, Series 1997A, dated June 1, 1997. The City reserves the right to call and redeem part or all of the Series 2005A Bonds maturing in each of the years 2014 to 2017, inclusive, prior to and in any order of maturity on June 1, 2013, or on any date thereafter upon terms of par and accrued interest. If less than all of the Series 2005A Bonds of any like maturity are to be redeemed, the particular part of those Bonds to be redeemed shall be selected by lot. The Series 2005A 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 Series 2005A 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 the Series 2005A 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 prompt payment hereof, both principal and interest; and that the total -8- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/2'4 1/2 GBS/GBI/Prepay 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 September 13, 2005. CITY OF AMES, IOWA By Mayor Attest: _(DO NOT Sj�aD 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 This Bond is one of the Series 2005A Bonds described in the within -mentioned resolution. (DO NOT SM City Treasurer, Ames, Iowa 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 (Cust) As Custodian for (Minor) under Uniform Transfers to Minors Act -9- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/2" 1/2 GBS/GBI/Prepay tenants in common (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. -to- DORSEY & WHITNEY LLP, ATTORNEYS, DES MONES, IOWA Ames/419370-33/21' 1/2 GBS/GBI/Prepay Section 6. The Series 2005A Bonds shall be executed as herein provided as soon after the adoption of this resolution as maybe 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 Series 2005A Bonds is hereby ratified and confirmed in all respects. Section 7. The Series 1997A Bonds are hereby called for prior redemption on September 30, 2005 (the "Redemption Date") upon terms of par and accrued interest, and the City Treasurer is hereby instructed to take all actions necessary to redeem the Series 1997A Bonds on the Redemption Date, including mailing notice of such redemption to all registered owners of the Series 1997A Bonds as shown by the City's registration records, at least 30 but not more than 60 days prior to the Redemption Date, by certified mail, return receipt requested, in substantially the following form: -11- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/2"' V, GBS/GBI/Prepay NOTICE OF REDEMPTION CITY OF AMES, IOWA Notice is hereby given that the City Council of the City of Ames, Iowa (the "City"), has called for redemption as of September 30, 2005 (the "Redemption Date"), the following described bonds (the "Series 1997A Bonds") scheduled to mature on June I in each of the years, in the principal amounts, bearing interest at the rates, identified CUSIP numbers and being payable at the redemption prices, as follows: Dated June 1, 1997 Redemption Year Amount Interest Rate CUSIP No. Price 2006 $450,000* 4.60% 030807 TV 3 100% 2007 $450,000* 4.60% 030807 TW 1 100% 2008 $450,000* 4.60% 030807 TX 9 100% 2009 $450,000* 4.60% 030807 TY 7 100% The Series 1997A Bonds identified above should be presented to the City Treasurer, City Hall, Post Office Box 811, 515 Clark Avenue, Ames, Iowa 50010-0811, for retirement as of the Redemption Date at the redemption prices specified above, together with accrued interest, and all further interest will cease on the Redemption Date. In compliance with Federal law, federal backup withholding tax will be withheld at the applicable backup withholding rate in effect at the time of the payment if the City is not provided with a social security number or federal employer identification number, properly certified. This requirement is fulfilled by submitting a W-9 form, which may be obtained at a bank or other financial institution. Additional information may be obtained from the City of Ames, Iowa. CITY OF AMES, IOWA By: Roger Wisecup 11 City Treasurer *Indicates full call of maturity -12- DORSEY & W14ITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/2"' '/� G13SX3131/1'repay Section 8. 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 Series 2005A 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 Series 2005A 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 following direct annual tax for collection in each of the following fiscal years, to -wit: For collection in the fiscal year beginning July 1, 2006, sufficient to produce the net annual sum of $895,503; For collection in the fiscal year beginning July 1, 2007, sufficient to produce the net annual sum of $875,128; For collection in the fiscal year beginning July 1, 2008, sufficient to produce the net antlual sum of $844,578; For collection in the fiscal year beginning July 1, 2009, sufficient to produce the net annual sum of $384,203; For collection in the fiscal year beginning July 1, 2010, sufficient to produce the net annual sum of $384,053; For collection in the fiscal year beginning July 1, 2011, sufficient to produce the net annual sum of $388,553; For collection in the fiscal year beginning July 1, 2012, sufficient to produce the net annual sum. of $387,528; For collection in. the fiscal year beginning July 1, 2013, sufficient to produce the net annual sum, of $391,153; For collection in the fiscal year beginning July 1, 2014, sufficient to produce the net annual sum of $394,253; For collection in the fiscal year beginning July 1, 201.5, sufficient to produce the net annual sum of $391,828; For collection in the fiscal year beginning July 1, 2016, sufficient to produce the net annual sum of $393,870. The amount necessary to pay the principal of and interest on that portion of the Series 2005A Bonds attributable to the refunding of the Series 1997A Bonds, to and including June 1, 2006, in the amount of $505,652, shall be paid from the taxes previously levied pursuant to Section 7 of the Series 1997A Bond Resolution for collection in the fiscal year which began July 1, 2005. That portion of Section 7 of the Series 1997A Bond Resolution which provides for - 13 - (Rev.) DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/2'0 V, GBS/GBI/Prepay the levy of taxes for collection in fiscal years beginning on and after July 1, 2006, is hereby repealed. Section 9. 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 annually 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 Series 2005A Bonds hereby authorized and for no other purpose whatsoever. Any amount received by the City as accrued interest on the Series 2005A Bonds shall be deposited into such special account and used to pay interest due on the Series 2005A Bonds on the first interest payment date. Section 10. 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 11. It is the intention of the City that interest on the Series 2005A 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 Series 2005A 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. The City hereby designates the Series 2005A Bonds as "Qualified Tax Exempt Obligations" as that term is used in Section 265(b)(3)(B) of the Internal Revenue Code. Section 12. Continuing Disclosure. The Securities and Exchange Commission (the "SEC") has promulgated certain amendments to Rule 15c2-12 under the Securities Exchange Act of 1934 (17 C.F.R. § 240.15c2-12) (the "Rule") that make it unlawful for an underwriter to participate in the primary offering of municipal securities in a principal amount of $ 1,000,000 or more unless, before submitting a bid or entering into a purchase contract for such securities, it has reasonably determined that the issuer or an obligated person has undertaken in writing for the benefit of the holders of such securities to provide certain disclosure information to prescribed information repositories on a continuing basis so long as such securities are outstanding. On the date of issuance and delivery of the Series 2005A Bonds, the City will execute and deliver a Continuing Disclosure Certificate pursuant to which the City will undertake to comply with the Rule. The City covenants and agrees that it will comply with and carry out the provisions of the Continuing Disclosure Certificate. Any and all of the officers of the City are -14- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/2n' V2 GBS/GBWrepay hereby authorized and directed to take any and all actions as may be necessary to comply with the Rule and the Continuing Disclosure Agreement. Section 13. All resolutions or parts thereof in conflict herewith are hereby repealed to the extent of such conflict. Passed and approved August 23, 2005. Attest: City Clerk Mayor -15- DORSEY & WIIITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-33/21 V2 GBS/GBI/Prepay 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 sale and issuance of $5,495,000 General Obligation Corporate Purpose and Refunding Bonds, Series 2005A, 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 sale, issuance and disposition of the Series 2005A Bonds. I further certify that no appeal has been taken to the District Court from the decision of the City Council to issue the Series 2005A 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 day of August, 2005. City Clerk (Seal) (Please attach a copy of the bid of the successful bidder.) -16- DORSEY & WHITNEY LU, ATTORNEYS, DES MOINES, IOWA Harris N.A. FOR THE PURCHASE PRICE OF $5,5o6,o80.90 The winning TIC Of 3.4820% is lower than the estimated 3.9%, resulting in final debt service that is $100,000 less than projection. In addition to funding capital projects, the Series 2005A Bonds were issue to carry out the current refunding of Series 1997A Bonds outstanding in the amount of $1.8 million. Based on the winning bid received from Harris N.A., the City will realize net present value refunding savings of $42,093.91, or nearly 3 times the marginal cost of the refunding. 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 fiiture.