HomeMy WebLinkAbout~Master - Combining Refunding Bonds and Fire Station Bonds • [3 Alt)C0/-7 --'
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City Clerk's Office
515 Clark Avenue,P.0.Box 811
Ames,IA 50010
Caring People Phone: 515-239-5105
Qvalily Programs
FueplionaI Service Fax: 515-239-5142
November 14, 2001
Dorsey& Whitney LLP
801 Grand, Suite 3900
Des Moines, Iowa 50309
Attentiorr4;�obert H. Helmick
W
RE: Ames, Iowa
General Obligation Refunding Bonds
General Obligation Fire Station and Refunding Bonds, Series 2001B
Your File No. 419370-23
Dear Bob:
Enclosed please find the following fully executed proceedings pertaining to the above-referenced
sale of bonds:
1. Minutes of the meeting covering the hearing on the Refunding Bonds.
2. Resolution combining the bond issues and providing for the sale and issuance of the Bonds.
4
3. Certificate attesting the transcript, with attached copy of successful bid.
5. Certificate of the County Auditor relating to the filing of a certified copy of the Bond
Issuance Resolution in that office.
If you have any questions,please call. Thank you for your assistance.
Sincerely,
Diane R. Voss
City Clerk
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Enclosures
Ames/419370-23/2"''/2 GBS GBI
419370-23
MINUTES FOR HEARING, SALE AND
ISSUANCE OF BONDS
Ames, Iowa
November 13, 2001
The City Council met on November 13, 2001, at 7:00 o'clock p.m. at the Council
Chambers, City Hall, in the City, 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 General Obligation Fire
Station and Refunding Bonds, Series 2001B, 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:
a
Present: Campbell , Cross, Goodhue Hoffman, Ouirmbach Wirth
Absent: None
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.
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)
(ATTACH BID TABULATION)
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Council Member coodh„P introduced the resolution hereinafter next set
out and moved that the resolution be adopted, seconded by Council Member
Campbell . After due consideration, the Mayor put the question on the motion and
the roll being called, the following named Council Members voted:
Ayes: Camphell GoMhue, Hoffman QIIi�_rmhach, Wirth
Nays: None Abstaining: Cross
Whereupon, the Mayor declared the resolution duly adopted, as follows:
e
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
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RESOLUTION NO. 01-506
Combining Refunding Bonds and Fire Station Bonds and providing for the sale and
issuance of General Obligation Fire Station and Refunding Bonds, Series 2001B, and for
the levy of taxes to pay the same
WHEREAS, pursuant to Chapter 384 of the Code of Iowa, the City Council of Ames,
Iowa (the "City"), has heretofore proposed the issuance of not to exceed $4,000,000 General
Obligation Refunding Bonds (the "Refunding Bonds") for the purpose of paying costs of
refunding $3,770,000 of the City's General Obligation Refunding Bonds, Series 1993, dated
February 15, 1993 (the "Series 1993 Bonds"), has published notice of such proposal and has held
a hearing thereon; and
WHEREAS, the City Council previously called a special City election to vote on the
question of issuing $1,310,000 General Obligation Fire Station Bonds (the "Fire Station Bonds")
to provide funds to pay the cost, to that extent, of constructing and equipping a fire station in and
for the City, 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 the City may now proceed with
the issuance of the Fire Station Bonds; 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; and
WHEREAS, the City has heretofore determined to combine and sell the Refunding
Bonds and the Fire Station Bonds as a single issue of General Obligation Corporate Purpose
Bonds, Series 2001B (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 1. The Refunding Bonds and the Fire Station Bonds referred to in the
preamble hereof are hereby combined into a single issue of$5,155,000 General Obligation Fire
Station and Refunding Bonds (herein referred to as the "Bonds"), 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:
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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
2002 $920,000 2.50% 2008 $445,000 3.60%
2003 $895,000 3% % 2009 $110,000 3.70%
2004 $895,000 3%% 2010 $115,000 3.75%
2005 $485,000 3% % 2011 $120,000 3.85%
2006 $465,000 3.10% 2012 $120,000 4 %
2007 $460,000 3.40% 2013 $125,000 4.10%
are hereby awarded and authorized to be issued to the said bidder at the price specified in such
bid, together with accrued interest.
Section 4. 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 5. The Bonds shall be in the denomination of $5,000 each, or any integral
multiple thereof, shall be dated December 1, 2001, and shall become due and payable and bear
interest as set forth in Section 1 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"Paying Agent".
The City reserves the right to call and redeem part or all of the Bonds maturing in each of
the years 2010 to 2013, inclusive, prior to and in any order of maturity on June 1, 2009, 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 June 1, 2002. 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
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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.
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 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 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.
Section 6. 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
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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 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 7. The form of Bonds shall be substantially as follows:
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
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(Form of Bond)
UNITED STATES OF AMERICA
STATE OF IOWA COUNTY OF STORY
CITY OF AMES
GENERAL OBLIGATION FIRE STATION AND REFUNDING BOND,
SERIES 2001B
No.
RATE MATURITY DATE BOND DATE CUSIP
December 1, 2001
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
DOLLARS
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 1 and December 1 of each year, commencing June 1, 2002, 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.
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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 III of Chapter 384 and
Chapter 76 of the Code of Iowa, 2001, 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 defraying the cost of refunding $3,770,000 of the City's General
Obligation Refunding Bonds, Series 1993, dated February 15, 1993; and constructing and
equipping a fire station in and for the City.
The City reserves the right to call and redeem part or all of the Bonds maturing in each of
the years 2010 to 2013, inclusive, prior to and in any order of maturity on June 1, 2009, 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 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.
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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 December 1, 2001.
CITY OF AMES, IOWA
By (Facsimile Signature)
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.
ng afore)
City Clerk, Ames, Iowa
ABBREVIATIONS
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 UTMA
TEN ENT - as tenants by the (Cust)
entireties As Custodian for
JT TEN - as joint tenants with (Minor)
right of survivorship and under Uniform Transfers to Minors Act
not as tenants in common
(State)
Additional abbreviations may also be used though not in the list above.
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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:
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.
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Section 8. 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 9. 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 following direct annual tax for collection in each of the following fiscal
years, to-wit:
For collection in the fiscal year beginning July 1, 2002,
sufficient to produce the net annual sum of$1,174,792;
For collection in the fiscal year beginning July 1,2003,
sufficient to produce the net annual sum of$1,005,403;
For collection in the fiscal year beginning July 1, 2004,
sufficient to produce the net annual sum of$568,553;
For collection in the fiscal year beginning July 1, 2005,
sufficient to produce the net annual sum of$534,003;
For collection in the fiscal year beginning July 1, 2006,
sufficient to produce the net annual sum of$514,588;
For collection in the fiscal year beginning July 1, 2007,
sufficient to produce the net annual sum of$483,948;
For collection in the fiscal year beginning July 1,2008,
sufficient to produce the net annual sum of$132,928;
For collection in the fiscal year beginning July 1, 2009,
sufficient to produce the net annual sum of$133,858.;
For collection in the fiscal year beginning July 1, 2010,
sufficient to produce the net annual sum of$134,545;
For collection in the fiscal year beginning July 1, 2011,
sufficient to produce the net annual sum of$129,925;
For collection in the fiscal year beginning July 1, 2012,
sufficient to produce the net annual sum of$130,125.
A portion of the taxes levied pursuant to Section 6 of the resolution authorizing the issuance of
the Series 1993 Bonds (the "Series 1993 Bond Resolution") for collection in the fiscal year which begins
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July 1, 2002, in the amount of$849,417, together with other legally available funds of the City, will be
applied toward the payment of the principal of and interest on the Bonds to and including June 1, 2002, in
the amount of$1,000,127. That portion of Section 6 of the Series 1993 Bond Resolution which provides
for the levy of taxes for collection in each of the fiscal years beginning July 1, 2003, to and including July
1, 2007,is hereby repealed.
The Series 1993 Bonds scheduled to mature on and after June 1, 2002, are hereby called for
redemption as of January 1, 2002, and the City Treasurer is hereby directed to mail notice of redemption
to the owners of the Series 1993 Bonds to be prepaid, as shown on the registration records of the City
maintained by the City Treasurer as the Bond Registrar for the Series 1993 Bonds, in the form to be
placed on file with the City and in the manner prescribed by the Series 1993 Bond Resolution.
Section 10. 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 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 11. 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 12. 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.
Section 13. 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 14. 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 to
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
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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:
(1) on or within 210 days after the end of each fiscal year of the City,
commencing with the fiscal year ending June 30, 2002, 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:
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
Ames/419370-23/2"4'/a GBS GB[
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 part of the Disclosure Information and, within 10
days after the receipt thereof, the City shall provide the audited financial statements.
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 would 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;
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
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(F) Adverse tax opinions or events affecting the tax-exempt
status of the security;
(G) Modifications to rights of security holders;
(H) Bond calls;
(I) Defeasances;
(J) Release, substitution, or sale of property securing
repayment of the securities; and
(K) Rating changes.
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
Information 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
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MINES,IOWA
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(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 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
purchasers 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.
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
Ames/419370-23/2nd'/:GBS GB
Section 15. All resolutions or parts thereof in conflict herewith are hereby repealed to the
extent of such conflict.
Passed and approved November 13, 2001.
ayor
Attest:
oil WR
City Clerk
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
Ames/419370-23/2nd'/2 GBS GBI
On motion and vote, the meeting adjourned.
Mayor
Attest:
(::��P --0160�
City Clerk
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
TO: City of Ames Council Members and Administration
FROM: David Dirks
EVENSEN DODGE, INC.
SUBJECT: $5,150,000 General Obligation Fire Station and Refunding Bonds
Series 2001B
Today, November 13, 2001, 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 °/� o)TIR
Harris Trust & Savings Bank Chicago, IL $ 633,798.75 3.3523%
Hutchinson Shockey Chicago, IL $ 639,055.80 3.3700%
Morgan Stanley Dean Witter Chicago, IL $ 657,131.45 3.4819%
US Bancorp Piper Jaffray Minneapolis, MN $ 662,494.60 3.5209%
WE RECOMMEND AWARD TO:
Harris Trust & Savings Bank
Thank you for 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,IA 50309
515/282-6138
FAX 515/282-0252
SEMI' BY: 11-13- 1 ; 1 :08PM EVENSEN DODGE INC- 513 239 5325;# 2/ 6
EVENSEN DODGE
F INA NC IA I. ANV INVESTM FN I AUV ISn RS
RESULTS OF SALE
SALE DATE: November 13,2001 S5,150,000 General Obligation Fire Station and Refunding Bonds,Series 2001B
City of Ames,Iowa
Due: June 1,2002-2013 Dated: December 1,2001
Ratings: Moody's: Aaa BankQualifled: No BET: 4.91%
Standard&Poor's:AA+
BIDDERS Address Year Rate Yield
HARRIS TRUST& SAVINGS BANK Chicago,I 2002 2.500% 1.800%
WELLS FARGO BROKERAGE Minneapolis,NIN 2003 3.000% 2,125% Price
SERVICES LLC 2004 3.000% 2,520%
Commerce Capital Markets,Inc. Philadelphia,PA 2005 3.000% 2.820% $5,158,155.00
First Tennessee Kansas City,MO 2006 3.100% 3.070%
Northern Trust Securities Chicago,IL 2007 3,400% 3.320% NIC
The Bankers' Bank Madison,WI 2008 3.600% 3.540%
Dougherty&Co. Minneapolis, MN 2009 3.700% 3.660% $633,798.75
First St.Louis Securities St. Louis,MO 2010 3,750% 3.770%
IsaAk Bond Investments,Inc. Denvcr,CO 2011 3.850% 3.870% TIR
Kirlin Securities Syosset,NY 2012 4.000% 4.000%
Mellon Financial Markets Pittsburgh,PA 2013 4.100% 4,125% 3.3523%
Ruan Securities Des Moines, IA
"Subsequent to bid opening the par
anlount changed to$5,155,000 and the
price was changed to$5,163,162.73.
The resulting new TH2 is 3.3492.
BIDDERS Address Year Rate
HUTCHINSON,SHOCKEY,ERI.EY Chicago,IL 2002 2.500%
&CO. 2003 2.500% Price
2004 3.000%
2005 3.000% S 5,166,231.70
2006 3.250%
2007 3.500% NIC
2008 3.750%
2009 4.000% S 639,055.80
2010 4,000%
2011 4.000% TM
2012 4.100%
2013 4.250% 3.3700%
Arl,mta (;n I Msl<ai,Mn 111u(i;Ilu, NY I(Ilir,I I cs M„inc,, 1A I kir;go, NO I I,crllur(l, CI
(A I Milw.urk(•c•,WI I Minn(.�gxfis,MN I N(•w York', NY I (hl,jttdo, 1-1.I !-(m I rune iu oi, CA I Washinj;ron,I W
650 Third Avenue South,Suitt,1800,Minneapolis,MN 55402 612.338.3535 FAX 612,338.7264
0371(34)_)
SENI BY: 11-13- 1 ; 1 :08PM EVENSEN DODGE INC- 515 239 5325;# 3/ 6
BIDDERS Address Year Rate
MORGAN STANLEY DEAN Chicago,IL 2002 3.000%
WITTER 2003 3.000% Price
UBS PaineWebber,Inc. Chicago,IL 2004 3.000%
Salomon Smith Barney Chicago,IL 2005 3.000% $5,149,157.30
CIBC World Markets, Inc. New York,NY 2006 3.250%
Cronin& Co.,Inc. Minneapolis,MN 2007 3.500% NIC
Citizens Bank Royal Oak,MI 2008 3.750%
2009 3.750% S 657,131.45
2010 3.750%
2011 4.000% TIR
2012 4.000%
2013 4.100% 3.4819%
BIDDERS Address Year Rafe
US]BANCORP PIPER JAFFRAY Minneapolis,MN 2002 3.000%
2003 3.000% Price
2004 3.000%
2005 3.000% S 5,132,3R1.65
2006 3.100%
2007 3,375% NIC
2008 3.600%
2009 3.750% S 662,494,60
2010 3.800%
2011 4.000% TIER
2012 4.000%
2013 4.000% 3.5209%
0771(3a) 1
Ames/4 1 9370-2 3/2"d'/z GBS G13I
STATE OF IOWA
COUNTY OF STORY SS:
CITY OF AMES
I, 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
hearing on the issuance of Refunding Bonds and the authorization, sale and issuance of General
Obligation Fire Station and Refunding Bonds, Series 2001B, 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 13th day of
November, 2001.
City Clerk
(Seal)
(Please attach a copy of the bid of the successful bidder.)
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
SENT BY: 11-13- 1 ; 1 :09PM EVENSEN DODGE INC- 315 239 5325;# 6/ 6
OFF1CfAI,BID FORM
Members of the City Council Sale Date: November 13,2001
City of Ames,Iowa
For the principal amount of$5,150,000 General Obligation Fire Station and Refunding Bonds, Series 2001B of the
City of Ames, Iowa, legally issued and as described in the Official Terms of Offering, we will pay the City
$5,158,155.00 (not less than $5,108,800, nor more than $5,253,000) plus accrued interest on the total principal of
$5,150,000 to the date of delivery,provided the Bonds bear the following interest rates:
Interest Interest
Year Anioun Rate 1"t Amount Rate
2002 $970,000 2.50% 2008 $435,000 3.60%
2003 885,000 3.00% 2009 110,000 3.70%
2004 885,000 3.00% 2010 115,000 3.75%
2005 470,000 3.00% 2011 120,000 3.85%
2006 455,000 3.10% 2012 125,000 4.00%
2007 450,000 3.40%u 2013 130,000 4.10%
The Bonds mature on June 1 in the years and amounts as listed above and interest is payable on June 1, 2002 and
thereafter on June 1 and December 1 of each year.
In making this offer,we accept the toms and conditions as defined in the Official Terms of Offering published in the
Official Statement dated November 1,2001. All blank spaces of this offer are intentional and are not to be construed
as an omission. Our good faith deposit in the amount of$51,500 has been or will be submitted in accordance with
the Official Terms of Offering.
NOT PART OF TIIIS BID:
Respectfully submitted,
Explanatory Note: According to our computation,
this bid involves the following: Harris Trust & Savings Bank
S 633,798.75 _
Net Interest Cost Account Managcr
3.3523%
True Interest Rate
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The forego g offer is •by accepted by and on behalf of the City of Ames,Iowa, this 13a day of November,2001.
J
Ted Tedesco,Mayor Duane, itcher,Director of � ce
Ames/419370-23/2m%:GBS GBI
STATE OF IOWA
SS:
COUNTY OF STORY
I, the undersigned, Coun y Auditor of the aforementioned County, in the State of Iowa, do
hereby certify that on the 6-1v day of November, 2001, the City Clerk of the City of
Ames, Iowa, filed in my office a certified copy of a resolution of such City shown to have been
adopted by the Council and approved by the Mayor thereof on November 13, 2001, entitled:
"Resolution providing for the sale and issuance of General Obligation Fire Station and
Refunding Bonds and providing for the levy of taxes to pay the same," and that I have duly
placed the copy of the resolution on 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, 2002, and subsequent years as provided in the resolution.
WITNESS MY HAND and the seal of the County hereto affixed this day of
November, 2001.
1
n�p��`I County Auditor
(Seal)
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA