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HomeMy WebLinkAboutA019 - Letter to Dorsey & Whiteny dated November 6, 2007 - Final Delivery Certificate and IRS 8038Caring People Iq Quality Programs Exceptional Servire November 6, 2007 Dorsey & Whitney LLP 801 Grand, Suite 3900 Des Moines, Iowa 50309 Attention Robert E. Josten ity Clerk's Office 515 Clark Avenue, 11. 0. Box 811 Ames, ]A 50010 Phone: 515-239-5105 Fax: 5 15-239-5 142 RE: Ames, Iowa $9,630,000 General Obligation Corporate Purpose Bonds, Series 2007A Your File No. 419370-35 Dear Bob: f?riclosed please find two fully executed originals of'the Final Delivery Certificate covering the above-narned Bonds scheduled for closing on October 9. Also enclosed is an executed IRS 8038 form for Your filing with the Internal Revenue Service. Thank you for your assistance. Sincerely, DianeR. Voss City Clerk /dry Enclosures 419370-35Bonds Form 38 G Information Return for Tax -Exempt Governmental Obligations (Rev. November 2000) ON- Under Internal Revenue Code section 149(c) OMB No. 1545-0720 111� See separate Instructions. Department of theTreasury Internal Revenue Service Caution: If the issue price is under $ 100,000, use Form 8038-GC, 11110TRI ReDouinm Autborbv If Amended Return, oh"rx here m' | | 1 Issuer's name 2 Issuer's employer identification number City of Ames, Iowa 42: 6004218 3 Number and street (or P.O. box if mail is not delivered to street address) Room/suite 4 Report number City Hall, PO Box 811 - 515 Clark Avenue 2007-1 5 City, town, or post office, sta te, and ZIP oodT 6 Date of issue 7 Name of issue 8 CUSIP number General Obligation Corporate Purpose Bonds 030807 CD5 9 Narne and title of officer or legal representative whorn the IRS may call for more infoirriadw 10 Telephone number of officer or legal representative Dorsey & Whitney ILLP, Des Moines, Iowa Bond Counsel T ( 515 ) 283-1000 11em iype ot issue (check applicable box(es) and enter the issue rice) See instructions and attach schedule 18 Other. Describe Or- constructing bridge, street, water and equipping an aquatic center 18 $9,703,394 19 If obligations are JANIS or RANs, check box 0,, 0 If obligations are BANs, check box 00, 1:1 20 If obligations are in the form of a lease or installment sale, check box oiiEl Descri tion f Obliciations. Corn ete for the entire issue for which this form is bei filed. (a) Final maturity date (c) Stated redempoon (d) Weighted (b) Issue price price at maturity average matU r ity (e) Yield Now Uses of Proceeds of Bond Issue (inclu in d g underwriters' discount) 22 Proceeds used for accrued interest . . . .. . . . . . . . . . . . 23 Issue price of entire issue (enter amount from line 21. column (b)) . . . . . . . . 24 Proceeds used for bond issuance costs (including underwriters' discount) 24 25 Proceeds used for credit enhancement 26 Proceeds allocated mreasonably required reserve mreplacement fund 26 27 Proceeds used »ocurrently refund prior issues . . . . . . . 27 28 Proceeds used toadvance refund prior issues . . . . . . 2L-L____ 29 Total (add lines 24through 2O). . . . . . . . 30 Nonrefunding proceedsof the issue (subtract line 29 from line 23 and enter amount her Description of Refunded Bonds (Complete this part onIv for refundir 31 Enter the remaining weighted average maturity of the bonds tobecurrently refunded . . . 110� 32 Enter the remaining weighted average maturity ofthe bonds mb*advance refunded . . .0* 33 Enter the last date onwhich the refunded bonds will becalled . . . . . . . . . . w~ 34 Enter the dare(s)the refunded bonds were issued N- Miscellaneous 35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5 * * �35 36a [nmrUeumoum�gmsopmo�ds�,��dwmhn�v�md�aguumn�vdimmmmemconuaohe �suu�nn� b Enter the final maturity donu of the guaranteed investment contract 110- 37 Pooled financings: a Proceeds of this issue that are to be Used to make loans to other governmental units 307 a' b If this issue is a loan made from the proceeds of another tax-exempt issue, check box m~ [] and enter the name of the issuer m- and the date of the issue m~ 38 If the issuer has designated the issue under section 266¢4(3)(B)W(111) (smu|| issuer excephon), check box 39 If the issuer has elected to pay a penalty in lieu o/arbitrage rebate, chock box [] Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge and belief, they are true, correct, and complete. Sign Here November 9, 2007 Di-ane R. Voss, City Clerk -- Sign Date Type or print name and title For Paperwork Reduction Act Notice, see page 2ofthe |nstrundons cot. No. onos mnn DO3D-G mv^ n'mon �1 v� F� rnes/41 9370-35/1.'DC & Lty 419370-35 FDC - G.O. We, the undersigned Mayor and City Clerk, of the City of Ames (the "City"), in Story County, Iowa, do hereby certify that we are now and were at the time of the execution of the City's $9,630,000 General Obligation Corporate Purpose Bonds, dated November 1, 2007 (the "Bonds"), the officers respectively above indicated; and that in pursuance of Chapter 384 of the Code of Iowa and a resolution adopted by the City Council on October 23, 2007 (the "Resolution"), the Bonds have been heretofore lawfully authorized and this day by its lawfully sold, issued and delivered to the original purchaser thereof (the "Purchaser"), and the Purchaser has paid the City $9,674,242.90, receipt of which is hereby acknowledged, which amount represents the principal amount of the Bonds ($9,630,000), plus net original issue premium of $73,393.55, minus underwriter's discount ($29,150.65), Plus accrued interest ($8,025). The Bonds mature on June I in each of the years, in the respective principal amounts and bear interest payable semiannually, commencing June 1, 2008, at the respective rates, as follows: Principal Interest Rate Principal Interest Rate Year Amount Per Annurn Year Amount Per Annum 2008 $245,000 3.75% 2014 $ 840,000 3.75% 2009 $685,000 3.75% 2015 $ 880,()00 3.75% 2010 $715,000 3.75% 2016 $ 920,000 3.75% 2011 $745,000 175% 2017 $ 960,000 3.75% 2012 $775,000 3.75% 2018 $1,005,000 3.75% 2013 $805,000 3.75% 2019 $1,055,000 3.75% Each of the Bonds has been executed with the facsimile signatures of the aforesaid officers, with a facsimile of the official sea] of the City imprinted thereon; and the Bonds have been fully registered as to principal and interest in the names of' the owners on the registration books of the City maintained by the City Treasurer as Bond Registrar and Paying Agent. We further certify that the Bonds are being issued I -or the purpose of defraying the cost of constructing various street, water and bridge improvements and acquiring, designing, constructing, and equipping an outdoor aquatic center (the "Project"). We further certify that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City, or the titles of the aforesaid officers to their respective positions, or the validity of the Bonds, or the power and duty of the City to provide and apply adequate taxes for the full and prompt payment of the principal of and interest on the Bonds, and that none of the proceedings incident to the authorization and issuance of the Bonds has been repealed or rescinded. We further certify that no appeal of the decision of the City Council to issue the Bonds has been taken to the district court. We further certify that all meetings held in connection with the Bonds were open to the public at a place reasonably accessible to the public and that notice was given at least 24 hours prior to the commencement of all meetings by advising the news media who requested notice of -I- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA A,,es/419370-35/FDC & Ltr the time, date, place and the tentative agenda and by posting such notice and agenda at the City Hall or principal office of the City on a bulletin board or other prominent place which is easily accessible to the public and is the place designated for the purpose of posting notices of meetings. We further certify as follows: The Total Project Costs are estimated to be at least $9,630,000. 2. The net sales proceeds of the Bonds arc $9,703,393.55 (the "Net Sales Proceeds"), the same being the Issue Price thereof. 3. The Net Sales Proceeds, including investment earnings thereon, will be invested by the City without restriction as to yield for a period not to exceed three years from the date hereof (the "Three Year Temporary Period"), the following three tests being reasonably expected to be satisfied by the City: a. Time Test: The City has entered or, within six months of the date hereof, will enter into binding contracts for or the Project with third parties (e.g. engineers or contractors); i. which are not subject to contingencies directly or indirectly within the City's control; 11 which provide for the payment by the City to such third parties of an amount equal to at ]cast 51vo of the Nc( Sales Proceeds; 1). Expenditure Test: At least 85% of Net Sales Proceeds will be applied to the payment of Total Project Costs within the Three Year Temporary Period; and C. Due Diligence Test: Acquisition and construction of the Project to completion and application of the Net Sales Proceeds to the payment of Total Project Costs will proceed with due diligence. 4. The Bonds are payable from ad valorem taxes levied against all taxable property within the City which will be collected in a Debt Service Fund and applied to the payment of interest on the Bonds on each June I and December I and principal of the Bonds on each June I (the 12-month period ending on each June I being herein referred to as a "Bond Year"); the Debt Service Fund is used primarily to achieve a proper matching of taxes with principal and interest payments within each Bond Year•, the Debt Service Fund will be depleted at least once each Bond Year except for a reasonable carryover amount not to exceed the greater of (i) the earnings on the fund for the immediately preceding Bond Year; or (ii) 1/12 of the principal and interest payments on the Bonds for the immediately preceding Bond Year•, amounts on deposit in the Debt Service Fund will be invested by the City without restriction as to yield for a period of 13 months after their date of deposit. -2- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Ames/419370-35/FDC& Ltr 5. The City Council adopted a resolution declaring its official intent to acquire and construct the Project and finance the same with Bonds or other obligations (the "Intent Resolution"); none of the Total Project Costs to be paid for from the Net Sales Proceeds are for expenditures made more than 60 days prior to the date of the adoption of the Intent Resolution, except for (i) costs of issuance of the Bonds; (1i) costs aggregating all amount not in excess of the lesser of $100,000 or 5% of the Net Sales Proceeds; (iii) costs for preliminary expenditures (including architectural, engineering, Surveying, soil testing, and similar costs incurred prior to coin in encerrient of acquisition or construction of the Project, other than land acquisition, site preparation and similar costs) not in excess of 20% of the Issue Price of the Bonds; the City will allocate Net Sales Proceeds to reimbursement of" such expenditures no later than 18 months after the later of (i) the date any such expenditure was originally paid or (ii) the date the Project is placed in service, but in no event more than 3 years after such expenditure was originally paid; and such allocations will be made by the City in writing. 6. Not more than 50% of the Net Sales Proceeds will be invested in nonpurpose investments (as defined in Section 148(f)(6)(A) of the Internal Revenue Code of 1986, as amended (the "Code")) having a substantially guaranteed yield for four years or more (e.g., a four-year guaranteed investment contract or a Treasury Obligation that does not mature for four years). 7. The weighted average maturity of the Bonds does not exceed the reasonably expected economic life of the Project. 8. The anlOLH-lt of$8,025 received as accrued interest and the alnOffllt of'$70,21 8.75 received front Bond proceeds as capitalized interest will be set aside and deposited into the City's Debt Service Fund as provided in the Resolution and used to pay interest oil the Bonds due on the first payment date. 9. We further certify that the City expects to spend the gross proceeds, as defined in Section 1.48 of the Code, of the Bonds (along with any investment earnings oil such proceeds) in accordance with the following schedule: at least 15% within 6 months; at least 60% within 12 months; and 100% within eighteen months. The City acknowledges that if it falls to spend the proceeds of the Bonds (along with the investment earnings thereon) in accordance with the foregoing schedule, the City may have a rebate liability to the United States pursuant to Section 148 of the Code. We further certify that the City will comply with the investment requirements of Section 148 of the Code and the United States Treasury Regulations relating thereto with respect to the proceeds of the Bonds, including the requirement to invest the proceeds of the Bonds (and the investment earnings thereon) at fair market value, and to comply with the bidding requirements for investment contracts, 10. To our best knowledge and belief, there are no facts, estimates or circumstances which would materially change the foregoing conclusions. On the basis of the foregoing, it is not expected that the Net Sales Proceeds will be used in a manner that would cause the Bonds to be "arbitrage bonds" under Section 148 of the Code -3- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Arnes/419370-35/Fl)(' & lAr and the regulations prescribed under that section. The City has not been notified of any listing or proposed listing of it by the Internal Revenue Service as a bond issuer whose arbitrage certifications may not be relied upon. We further certify that the Purchaser has advised the City that the reasonably expected reoffering price of the Bonds to the public is $9,703,393.55, that the net original issue premium is $73,393.55 and the underwriters discount is $29,150.65. We further certify that the City does not currently have Outstanding tax exempt obligations issued during the current calendar year, including the Bonds, equal to or in excess of $ 10,000,000, nor will the City issue additional tax exempt obligations during the current calendar year which, when added to the City's current tax exempt obligations issued during the Current calendar year, including the Bonds, would be equal to or in excess of $1 0,000,000. We further certify that due provision has been made for the collection of taxes sufficient to pay the principal of and interest on the Bonds when due. All payments coining due before the collection of any such taxes will be paid promptly when due from legally available funds. IN WITNESS WHEREOF, we have hereunto affixed our hands and the seal ofthe City, as of November 9, 2007. Attest: City Clerk (Seal) CITY OF AMES, IOWA Mayor -4- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA