HomeMy WebLinkAboutA003 - Proceedings from D&W for September 9, 2025, for General Obligation Corp Purpose Bonds Series 2025A
September 4, 2025
Via Email
Renee Hall
City Clerk/City Hall
Ames, IowaRe:General Obligation Corporate Purpose Bonds, Series 2025AOur File No. 419370-78
Dear Renee:
We have prepared and attach the necessary proceedings reflecting action to be taken at the September 9, 2025, meeting to set September 23, 2025, as the date for the sale of General Obligation
Corporate Purpose Bonds, Series 2025A (the “Bonds”) and to authorize the use of a preliminary official statement (the “P.O.S.”) in connection therewith.
The proceedings attached include the following items:
Minutes of the meeting, followed by the resolution authorizing the P.O.S., approving its use by PFM Financial Advisors, LLC and setting the date for the sale of the Bonds. Attestation
Certificate with respect to the validity of the transcript.
Prior to the adoption of the resolution, you and the City Council should review the proposed P.O.S., which PFM Financial Advisors, LLC is preparing, carefully for accuracy and to ensure
that there are no important facts being left out of the document that might bear on potential risks to bond holders. It should be noted that, while we will review and comment on the
portions of the document that are pertinent to our role as bond counsel, we have not been engaged as disclosure counsel, and we will not engage in a full due diligence process to investigate
the accuracy of financial data or any bond holder risks that are unknown to us, nor will we be providing any legal opinions with respect to the documents offering the Bonds for sale.
We are available to do this additional work as the City’s disclosure counsel if requested.
As soon as possible after the City Council meeting, please return one fully executed copy of all of the completed pages in these proceedings. If you have any questions, please contact
Erin Regan or me.
Best regards,
John P. Danos
Attachments
cc:Corey Goodenow
Roger Wisecup
Steven Schainker
PFM Financial Advisors LLC
MINUTES TO SET DATE FOR SALE OF BONDS AND AUTHORIZE OFFICIAL STATEMENT FOR BONDS
419370-78
Ames, Iowa
September 9, 2025
The City Council of the City of Ames, Iowa, met on September 9, 2025, at ____ o’clock ___.m. at the _______________________________________________________, Ames, Iowa.
The meeting was called to order by the Mayor, and the roll being called, the following named Council Members were present and absent:
Present:
Absent: .
After due consideration and discussion, Council Member _________________ introduced the following resolution and moved its adoption, seconded by Council Member ___________________.
The Mayor put the question upon the adoption of said resolution, and the roll being called, the following Council Members voted:
Ayes:
Nays: .
Whereupon, the Mayor declared the resolution duly adopted, as hereinafter set out.
• • • •
At the conclusion of the meeting and, upon motion and vote, the City Council adjourned.
__________________________________
Mayor
Attest:
__________________________________
City Clerk
RESOLUTION NO. _____
Resolution setting the date for the sale of General Obligation Corporate Purpose Bonds, Series 2025Aand authorizing the use of a preliminary official statement in connection therewith
WHEREAS, the City of Ames (the “City”), in Story County, State of Iowa, pursuant to the provisions of Section 384.24A of the Code of Iowa, heretofore proposed to enter into a loan agreement
(the “Essential Purpose Loan Agreement”) and to borrow money thereunder in a principal amount not to exceed $13,500,000 for the purpose of paying the costs, to that extent, of (a) constructing
street and incidental public infrastructure improvements; (b) acquiring and installing street lighting, signage and signalization improvements; (c) undertaking trail and related improvements
to Ada Hayden Heritage Park; and (d) undertaking improvements to the municipal airport, and has published notice of the proposed action and has held a hearing thereon on March 25, 2025;
and
WHEREAS, the City also proposed to enter into a loan agreement (the “General Purpose Loan Agreement”and together with the Essential Purpose Loan Agreement, the “Loan Agreements”) and
to borrow money thereunder in a principal amount not to exceed $235,000, pursuant to the provisions of Section 384.24A of the Code of Iowa, for the purpose of paying the costs, to that
extent, of undertaking alerting system improvements at municipal fire station facilities, and in lieu of calling an election upon such proposal, has published notice of the proposed
action and has held a hearing thereon, and as of March 25, 2025, no petition had been filed with the City asking that the question of entering into the General Purpose Loan Agreement
be submitted to the registered voters of the City; and
WHEREAS, pursuant to Section 384.28 of the Code of Iowa, the City combined the Loan Agreements into a single loan agreement (the “Loan Agreement”); and
WHEREAS, a Preliminary Official Statement (the “P.O.S.”) has been prepared to facilitate the sale of General Obligation Corporate Purpose Bonds, Series 2025A (the “Bonds”) to be issued
in evidence of the obligation of the City under the Loan Agreement, and it is now necessary to make provision for the approval of the P.O.S. and to authorize its use by PFM Financial
Advisors LLC, as municipal advisor (the “Municipal Advisor”) to the City; and
WHEREAS, it is now necessary to set the date for the sale of the Bonds and to make provision for the advertisement thereof;
NOW, THEREFORE, Be It Resolved by the City Council of the City of Ames, Iowa, as follows:
Section 1.The City staffare hereby authorized to take such action as shall be deemed necessary and appropriate, with the assistance of the Municipal Advisor, to prepare theP.O.S. describing
the Bonds and providing for the terms and conditions of their sale, and all action heretofore taken in this regard is hereby ratified and approved.
Section 2.The use by the Municipal Advisor of the P.O.S. relating to the Bonds in substantially the form as has been presented to and considered by the City Council is hereby approved,
and the Municipal Advisor is hereby authorized to prepare and use a final Official Statement for the Bonds substantially in the form of the P.O.S. but with such changes therein as are
required to conform the same to the terms of the Bonds and the resolution, when adopted, providing for the sale and issuance of the Bonds, and the City Treasurer, or designee, is hereby
authorized and directed to execute a final Official Statement for the Bonds, if requested. The P.O.S. as of its date is deemed final by the City within the meaning of Rule 15(c)(2)-12
of the Securities and Exchange Commission.
Section 3.Sealed bids for the purchase of the Bonds shall be submitted, as set forth in the P.O.S., received and canvassed on behalf of the City until 10:00 a.m. on September 23, 2025,
at the office of the City Treasurer, at the City Hall, in the City, and the City Council shall meet on the same date at 6:00 p.m., at the City Hall Chambers, Ames Iowa, for the purpose
of considering such bids received and considering and passing a resolution providing for the award of the Bonds, and the Municipal Advisor is hereby authorized and directed to disseminate
the notice of said sale, in compliance with the Internal Revenue Service regulations governing “Issue Price” determinations, such notice to minimally contain information regarding Establishment
of Issue Price set forth in the “Terms of Offering” attached to the P.O.S. and to be in such form as the Municipal Advisor may deem to be appropriate.
Section 4.Pursuant to Section 75.14 of the Code of Iowa, the City Council hereby authorizes the use of electronic bidding procedures for the sale of the Bonds through PARITY®, and hereby
finds and determines that the PARITY® competitive bidding system will provide reasonable security and maintain the integrity of the competitive bidding process and will facilitate the
delivery of bids by interested parties under the circumstances of this bond sale.
Section 5.Further action with respect to the sale and issuance of the bonds is hereby adjourned to the City Council meeting scheduled for September 23, 2025.
Section 6.All resolutions or parts thereof in conflict herewith are hereby repealed to the extent of such conflict.
Section 7.This resolution shall be in full force and effect immediately upon its adoption and approval, as provided by law.
Passed and approved September 9, 2025.
Mayor
Attest:
City Clerk
ATTESTATION CERTIFICATESTATE OF IOWA
STORYCOUNTYSS:
CITY OF Ames
I, the undersigned, City Clerk of the City of Ames, do hereby certify that attached hereto is a true and correct copy of all of the proceedings of the City Council relating to the fixing
of a date for the sale of General Obligation Corporate Purpose Bonds, Series 2025Aand approving a preliminary official statement for the sale of the Bonds, as referred to herein.
WITNESS MY HAND this ________ day of __________________, 2025.
City Clerk