HomeMy WebLinkAboutA020 - Letter from Dorsey & Whitney dated September 9, 20052
EDORSEY
D 10 1 Z W 1.4 1 f NEV
September 9, 2005
Carrie Moreland
Harris N.A.
I I I West Monroe Street
22 d Floor West
Chicago, Illinois 60603
Re: Ames, Iowa
$5,495,000 General Obligation Corporate Purpose and Refunding Bonds, Series 2005A
Our File No. 419370-33
Dear Ms. Moreland:
We have prepared and enclose our final approving opinion related to the September 13 closing of
the City of Ames, Iowa, General Obligation Corporate Purpose and Refunding Bonds.
Also enclosed is a copy of the bond transcript.
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 September 13, please notify our office as soon
as possible. When you telephone, you may speak to Jeane Harrison or me.
REJ:cf
Ames/419370-33/Closing Ltr
Enclosures
cc: Diane Voss
Christine Smith
Duane Pitcher
Tionna Pooler
DORSEY & WHITNEY LLP - ATTORNEYS AT LAW - WWW,DORSEY,COM - T 515,283.1000
F 515.283.1060 - 801 GRAND * SUITE 3900 - DES MOINES, IOWA 50309-2790
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DORSEY & WHITNEY LLP
September 13, 2005
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 and Refunding
Bonds, Series 2005A (the "Bonds"), in the amount of $5,495,000, dated September 13, 2005, 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 June 1, 2006, at the respective rates, as follows:
Principal
Interest Rate
Principal
Interest Rate
Year
Amount
Per Annum
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%
but the Bonds maturing in each of the years 2014 to 2017, 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:
I. 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.
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
DORSEY & WHITNEY LLP - ATTORNEYS AT LAW • WWW.DORSEY.COM • T 515.283.1000
IF 515.283,1060 • 801 GRAND - SUIT[-- 3900 • DES MOINES, IOWA 50309-2790
U S ^ C ^ rJ.A CD ^ EUROF-E ASIA,
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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
DORSEY & WHITNEY LLY