HomeMy WebLinkAbout6.g. 2012A G.O. Improvement Bonds – Authorizing Issuance and Setting Bond Sale 4 ROSEMOUNT EXECUTIVE SUMMARY
CITY COUNCIL
City Council Meeting Date: July 17, 2012
AGENDA ITEM: 2012A G.O. Improvement Bonds - AGENDA SECTION:
Authorizing Issuance and Setting Bond Consent
Sale
PREPARED BY: Jeff May, Finance Director AGENDA NO. (
ATTACHMENTS: Resolution and Recommendations APPROVED BY:
D al
RECOMMENDED ACTION: Motion to adopt a Resolution Providing for the Competitive
Negotiated Sale of $810,000 General Obligation Improvement Bonds, Series 2012A.
ISSUE
The authorization to issue bonds for the construction of street and utility improvements for the Greystone
1s` Addition.
BACKGROUND
This item is on the agenda for your consideration in authorizing the issuance and setting the sale of
General Obligation Improvement bonds for the Greystone 1 s` Addition. The repayment of these bonds
will be collected through special assessments levied for this project.
Bids will be open until Tuesday, August 21, 2012, at 11:30 A.M. at the offices of Springsted Incorporated.
The bids will be tabulated there and then consideration for award of the Bonds will be by the City Council
at 7:30 P.M., Central Time, of the same day.
SUMMARY
Recommend the above motion.
CITY OF ROSEMOUNT
DAKOTA COUNTY, MINNESOTA
RESOLUTION 2012 -
RESOLUTION PROVIDING FOR THE COMPETITIVE NEGOTIATED
SALE OF $810,000 GENERAL OBLIGATION IMPROVEMENT
BONDS, SERIES 2012A
WHEREAS, the City Council of the City of Rosemount, Minnesota (the "City"), has heretofore
determined that it is necessary and expedient to issue its $810,000 General Obligation Improvement
Bonds, Series 2012A (the "Bonds ") to finance various public improvements in the City;
WHEREAS, the City has retained Springsted Incorporated, in Saint Paul, Minnesota ( "Springsted "),
as its independent financial advisor and is therefore authorized to sell these obligations by a
competitive negotiated sale in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9);
and
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Rosemount,
Minnesota, as follows:
1. Authorization; Findings. The City Council hereby authorizes Springsted to solicit bids for
the competitive negotiated sale of the Bonds.
2. Meeting; Bid Opening. This City Council shall meet at the time and place specified in the
Terms of Proposal attached hereto as Exhibit A for the purpose of considering sealed bids for, and
awarding the sale of, the Bonds. The Administrator, or designee, shall open bids at the time and
place specified in such Terms of Proposal.
3. Terms of Proposal. The terms and conditions of the Bonds and the negotiation thereof are
fully set forth in the "Terms of Proposal" attached hereto as Exhibit A and hereby approved and
made a part hereof.
4. Official Statement. In connection with said competitive negotiated sale, the Administrator,
Finance Director and other officers or employees of the City are hereby authorized to cooperate
with Springsted and participate in the preparation of an official statement for the Bonds, and to
execute and deliver it on behalf of the City upon its completion.
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406164v1 JSB RS125 -12
RESOLUTION 2012 -
ADOPTED this 17th day of July, 2012.
William H. Droste, Mayor
ATTEST:
Amy Domeier, City Clerk
CERTIFICATION
I hereby certify that the foregoing is a true and correct copy of a resolution presented to and
adopted by the City Council of Rosemount at a duly authorized meeting thereof, held on the 17th
day of July, 2012, as disclosed by the records of said City in my possession.
(SEAL)
Rosemount City Clerk
406164v1 JSB RS125 -12
RESOLUTION 2012 -
EXHIBIT A
THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE
THIS ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE
FOLLOWING BASIS:
TERMS OF PROPOSAL
$810,000
CITY OF ROSEMOUNT, MINNESOTA
GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2012A
(BOOK ENTRY ONLY)
Proposals for the Bonds and the Good Faith Deposit ( "Deposit ") will be received on Tuesday,
August 21, 2012, until 11:30 A.M., Central Time, at the offices of Springsted Incorporated,
380 Jackson Street, Suite 300, Saint Paul, Minnesota, after which time proposals will be opened and
tabulated. Consideration for award of the Bonds will be by the City Council at 7:30 P.M., Central
Time, of the same day.
SUBMISSION OF PROPOSALS
Springsted will assume no liability for the inability of the bidder to reach Springsted prior to the time
of sale specified above. All bidders are advised that each Proposal shall be deemed to constitute a
contract between the bidder and the City to purchase the Bonds regardless of the manner in which
the Proposal is submitted.
(a) Sealed Bidding. Proposals may be submitted in a sealed envelope or by fax (651) 223 -3046 to
Springsted. Signed Proposals, without final price or coupons, may be submitted to Springsted prior
to the time of sale. The bidder shall be responsible for submitting to Springsted the final Proposal
price and coupons, by telephone (651) 223 -3000 or fax (651) 223 -3046 for inclusion in the
submitted Proposal.
OR
(b) Electronic Bidding. Notice is hereby given that electronic proposals will be received via
PARITY For purposes of the electronic bidding process, the time as maintained by PARITY
shall constitute the official time with respect to all Bids submitted to PARITY Each bidder shall be
solely responsible for making necessary arrangements to access PARITY for puiposes of submitting its electronic Bid
in a timely manner and in compliance with the requirements of the Terms of Proposal. Neither the City, its
agents nor PARITY shall have any duty or obligation to undertake registration to bid for any
prospective bidder or to provide or ensure electronic access to any qualified prospective bidder, and
neither the City, its agents nor PARITY shall be responsible for a bidder's failure to register to bid
or for any failure in the proper operation of, or have any liability for any delays or interruptions of or
any damages caused by the services of PARITY The City is using the services of PARITY solely
* Preliminary; subject to change.
406164v1 JSB RS125 -12
A -1
RESOLUTION 2012 -
as a communication mechanism to conduct the electronic bidding for the Bonds, and PARITY' is
not an agent of the City.
If any provisions of this Terms of Proposal conflict with information provided by PARITY', this
Terms of Proposal shall control. Further information about PARITY including any fee charged,
may be obtained from:
PARITY', 1359 Broadway, 2n Floor, New York, New York 10018
Customer Support: (212) 849 -5000
DETAILS OF THE BONDS
The Bonds will be dated September 1, 2012, as the date of original issue, and will bear interest
payable on February 1 and August 1 of each year, commencing August 1, 2013. Interest will be
computed on the basis of a 360 -day year of twelve 30 -day months.
The Bonds will mature February 1 in the years and amounts* as follows:
2014 $155,000 2017 $165,000
2015 160,000 2018 165,000
2016 165,000
* The City reserves the right, Or proposals are opened and prior to award, to increase or reduce the principal amount of the Bonds or the
maturity amounts offered for sale. Any such increase or reduction will be made in multiples of $5,000 in any of the maturities. In the event
the principal amount of the Bonds is increased or reduced, any premium offered or any discount taken by the successful bidder will be increased
or reduced by a percentage equal to the percentage by which the principal amount of the Bonds is increased or reduced.
Proposals for the Bonds may contain a maturity schedule providing for a combination of serial
bonds and term bonds. All term bonds shall be subject to mandatory sinking fund redemption at a
price of par plus accrued interest to the date of redemption and must conform to the maturity
schedule set forth above. In order to designate term bonds, the proposal must specify "Years of
Term Maturities" in the spaces provided on the Proposal Form.
BOOK ENTRY SYSTEM
The Bonds will be issued by means of a book entry system with no physical distribution of Bonds
made to the public. The Bonds will be issued in fully registered form and one Bond, representing
the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of
Cede & Co. as nominee of The Depository Trust Company ( "DTC "), New York, New York, which
will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in the
principal amount of $5,000 or any multiple thereof of a single maturity through book entries made
on the books and records of DTC and its participants. Principal and interest are payable by the
registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest
payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest
payments to beneficial owners by participants will be the responsibility of such participants and
other nominees of beneficial owners. The purchaser, as a condition of delivery of the Bonds, will be
required to deposit the Bonds with DTC.
406164v1 JSB RS125 -12
A -2
RESOLUTION 2012 -
REGISTRAR
The City will name the registrar which shall be subject to applicable SEC regulations. The City will
pay for the services of the registrar.
OPTIONAL REDEMPTION
The Bonds will not be subject to payment in advance of their respective stated maturity dates.
SECURITY AND PURPOSE
The Bonds will be general obligations of the City for which the City will pledge its full faith and
credit and power to levy direct general ad valorem taxes. In addition, the City will pledge special
assessments against benefited properties. The proceeds will be used to finance various improvement
projects within the City.
BIDDING PARAMETERS
Proposals shall be for not less than $803,520 and accrued interest on the total principal amount of
the Bonds.
No proposal can be withdrawn or amended after the time set for receiving proposals unless the
meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to
another date without award of the Bonds having been made. Rates shall be in integral multiples of
5/100 or 1/8 of 1 %. Rates are not required to be in level or ascending order; however, the rate for
any maturity cannot be more than 1% lower than the highest rate of any of the preceding maturities.
Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of
maturity. No conditional proposals will be accepted.
GOOD FAITH DEPOSIT
Proposals, regardless of method of submission, shall be accompanied by a Deposit in the amount of
$8,100, in the form of a certified or cashier's check, a wire transfer, or Financial Surety Bond and
delivered to Springsted Incorporated prior to the time proposals will be opened. Each bidder shall
be solely responsible for the timely delivery of their Deposit whether by check, wire transfer or
Financial Surety Bond. Neither the City nor Springsted Incorporated have any liability for delays in
the transmission of the Deposit.
Any Deposit made by certified or cashier's check should be made payable to the City and
delivered to Springsted Incorporated, 380 Jackson Street, Suite 300, St. Paul, Minnesota 55101.
Any Deposit sent via wire transfer should be sent to Springsted Incorporated as the City's agent
according to the following instructions:
Wells Fargo Bank, N.A., San Francisco, CA 94104
ABA #121000248
for credit to Springsted Incorporated, Account #635 - 5007954
Ref: Rosemount, MN Series 2012A Good Faith Deposit
406164v1 JSB RS125 -12
A -3
RESOLUTION 2012-
Contemporaneously with such wire transfer, the bidder shall send an e-mail to
bond servicesespringsted.com, including the following information; (i) indication that a wire
transfer has been made, (ii) the amount of the wire transfer, (iii) the issue to which it applies, and (iv)
the return wire instructions if such bidder is not awarded the Bonds.
Any Deposit made by the successful bidder by check or wire transfer will be delivered to the City
following the award of the Bonds. Any Deposit made by check or wire transfer by an unsuccessful
bidder will be returned to such bidder following City action relative to an award of the Bonds.
If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a
bond in the State of Minnesota and pre- approved by the City. Such bond must be submitted to
Springsted Incorporated prior to the opening of the proposals. The Financial Surety Bond must
identify each underwriter whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds
are awarded to an underwriter using a Financial Surety Bond, then that underwriter is required to
submit its Deposit to the City in the form of a certified or cashier's check or wire transfer as
instructed by Springsted Incorporated not later than 3:30 P.M., Central Time on the next business
day following the award. If such Deposit is not received by that time, the Financial Surety Bond
may be drawn by the City to satisfy the Deposit requirement.
The Deposit received from the purchaser, the amount of which will be deducted at settlement, will
be deposited by the City and no interest will accrue to the purchaser. In the event the purchaser
fails to comply with the accepted proposal, said amount will be retained by the City.
AWARD
The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true
interest cost (TIC) basis. The City's computation of the interest rate of each proposal, in accordance
with customary practice, will be controlling.
The City will reserve the right to: (i) waive non - substantive informalities of any proposal or of
matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals without
cause, and (iii) reject any proposal that the City determines to have failed to comply with the terms
herein.
CUSIP NUMBERS
If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds,
but neither the failure to print such numbers on any Bond nor any error with respect thereto will
constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP
Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the
purchaser.
SEl"1LEMENT
Within 40 days following the date of their award, the Bonds will be delivered without cost to the
purchaser through DTC in New York, New York. Delivery will be subject to receipt by the
purchaser of an approving legal opinion of Kennedy & Graven, Chartered of Minneapolis,
406164v1 JSB RS125 -12
A -4
RESOLUTION 2012 -
Minnesota, and of customary closing papers, including a no- litigation certificate. On the date of
settlement, payment for the Bonds shall be made in federal, or equivalent, funds that shall be
received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Unless
compliance with the terms of payment for the Bonds has been made impossible by action of the
City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason
of the purchaser's non - compliance with said terms for payment.
CONTINUING DISCLOSURE
On the date of actual issuance and delivery of the Bonds, the City will execute and deliver a
Continuing Disclosure Undertaking (the "Undertaking ") whereunder the City will covenant for the
benefit of the owners of the Bonds to provide certain financial and other information about the City
and notices of certain occurrences to information repositories as specified in and required by SEC
Rule 15c2- 12(b)(5).
OFFICIAL STATEMENT
The City has authorized the preparation of an Official Statement containing pertinent information
relative to the Bonds, and said Official Statement will serve as a nearly final Official Statement
within the meaning of Rule 15c2 -12 of the Securities and Exchange Commission. For copies of the
Official Statement or for any additional information prior to sale, any prospective purchaser is
referred to the Financial Advisor to the City, Springsted Incorporated, 380 Jackson Street, Suite 300,
Saint Paul, Minnesota 55101, telephone (651) 223 -3000.
The Official Statement, when further supplemented by an addendum or addenda specifying the
maturity dates, principal amounts and interest rates of the Bonds, together with any other
information required by law, shall constitute a "Final Official Statement" of the City with respect to
the Bonds, as that term is defined in Rule 15c2 -12. By awarding the Bonds to any underwriter or
underwriting syndicate submitting a proposal therefor, the City agrees that, no more than seven
business days after the date of such award, it shall provide without cost to the senior managing
underwriter of the syndicate to which the Bonds are awarded 30 copies of the Official Statement
and the addendum or addenda described above. The City designates the senior managing
underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of
distributing copies of the Final Official Statement to each Participating Underwriter. Any
underwriter delivering a proposal with respect to the Bonds agrees thereby that if its proposal is
accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual
relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by
each such Participating Underwriter of the Final Official Statement.
Dated July 11, 2012 BY ORDER OF THE CITY COUNCIL
/s/ Amy Domeier
City Clerk
406164v1 JSB RS125 -12
A -5
City of Rosemount, Minnesota
Recommendations for Issuance of Bonds
$870,000 General Obligation Improvement Bonds, Series 2012A
The Council has under consideration the issuance of Bonds to fund a street and utility improvement project within the
City. This document provides information relative to the proposed issuance. Complete bidder information will be
provided in a separate document.
KEY EVENTS: The following summary schedule includes the timing of some of the key events that will
occur relative to the bond issuance.
July 17, 2012 Council set sale date and terms
Week of August 13, 2012 Rating conference conducted
August 21, 2012, 11:30 a.m. Competitive proposals are received
August 21, 2012, 7:30 p.m. Council considers award of Bonds
September 20, 2012 Proceeds are received
RATING: An application will be made to Moody's Investors Service for a rating on the Bonds. The
City's general obligation debt is currently rated "Aa2" by Moody's.
THE MARKET: Performance of the tax - exempt market is often measured by the Bond Buyer's Index ( "BBI ")
which measures the yield of high grade municipal bonds in the 20th maturity year for general
obligation bonds and the 25th maturity year for revenue bonds. The following chart
illustrates these two indices over the past five years.
BBI 25 -bond (Revenue) and 20 -bond (G.O.) Rates for 5 Years
Ending 7/5/2012
6.5% BBI 25 Bond
} — BBI 20 Bond
,� i 7/5/2012
6.0% 25 bond: 4.65%
' 20 bond: 3.94%
.
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, • ■ ..
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5.5% "/
a 0N-
4.5%
4.0%
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3.5%
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N Dates Prepared by Springsted Incorporated
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Springsted
POST ISSUANCE The issuance of the Bonds will result in post- issuance compliance responsibilities. The
COMPLIANCE: responsibilities lie in two primary areas: i) compliance with federal arbitrage requirements
and ii) compliance with secondary disclosure requirements.
Federal arbitrage requirements include a wide range of implications that have been taken
into account as your issue has been structured. Post - issuance compliance responsibilities
for your tax - exempt issue include both rebate and yield restriction provisions of the IRS
Code. In very general terms the arbitrage requirements control the earnings on
unexpended bond proceeds, including investment earnings, moneys held for debt service
payments (which are considered to be proceeds under the IRS regulations), and /or
reserves. An issue qualifies for a small issuer exception from rebate if it is sold by a
municipality with general taxing powers that issues $5 million or less of certain tax - exempt
obligations in a calendar year. The City expects to qualify as a small issuer for the year.
The issue may qualify for a rebate exception, however, yield restriction provisions will still
apply to the debt service fund and any proceeds that remain unspent after three years and
these funds should be monitored throughout the life of the issue.
Secondary disclosure requirements result from an SEC requirement that underwriters
provide ongoing disclosure information to investors. To meet this requirement, any
prospective underwriter will require the City to commit to providing the information needed
to comply under a continuing disclosure agreement.
Springsted currently provides arbitrage and continuing disclosure compliance services to
the City under separate contracts. Contract amendments adding this issue will be provided
to City staff and assist in meeting the City's post- issuance compliance policy provisions.
SCHEDULES Schedules attached include the sources and uses of funds, estimated debt service
ATTACHED: requirements, given the current interest rate environment, and the calculation of projected
assessment income.
SUPPLEMENTAL Supplementary information will be available to staff including detailed terms and conditions
INFORMATION AND of sale, comprehensive structuring schedules and information to assist in meeting post -
BOND RECORD: issuance compliance responsibilities.
Upon completion of the financing, a bond record will be provided that contains pertinent
documents and final debt service calculations for the transaction.
PURPOSE: The proceeds of the Bonds will be used to finance street and utility improvements to
Greystone First Addition, a new housing subdivision.
AUTHORITY: The Bonds are being issued pursuant to Minnesota Statutes, Chapters 429 and 475.
SECURITY AND The Bonds will be general obligations of the City, secured by its full faith and credit and
SOURCE OF taxing power. In addition the City will pledge special assessments filed against benefited
PAYMENT: properties. The project is 100% assessed. The assessment income is projected to be
sufficient to pay the debt service on the Bonds and a tax levy is not anticipated.
The first receipt of special assessment collections will be in 2013. Each year's first -half
collection of assessments, and taxes if necessary, will be used to pay the August 1 interest
payment in the year of collection. Second -half collections and any funds collected but not
applied on August 1 will be used to pay the February 1 principal and interest payment in
the following year.
Springsted Page2
STRUCTURING The Bonds are structured around the projected future income stream from special
SUMMARY: assessments to result in relatively even annual debt service payments.
Special assessments totaling $810,000 of principal are expected to be filed on or about
November 30, 2012 for first collection in 2013. Assessments will be spread over a term of
five years, with equal annual payments. Interest on the unpaid balance of special
assessments will be charged at an interest rate of 2.00% over the interest rate on the
Bonds. We have estimated a rate of 3.30% in the attached schedules.
RISKS /SPECIAL Market Conditions: The outcome of this financing will rely on the market conditions at the
CONSIDERATIONS: time of the sale. Any projections included herein are estimates based on current market
conditions.
Use of Premium (if any): Any excess reoffering premium received on the day of sale will be
deposited into the construction account for the project.
SALE TERMS AND Variability of Issue Size: A specific provision in the sale terms permits modifications to the
MARKETING: issue size and /or maturity structure to customize the issue once the price and interest rates
are set on the day of sale.
Prepayment Provisions: Based on the short duration of the Bonds, and to avoid possible
negative pricing impacts, the Bonds will not be subject to redemption prior to their stated
maturities.
Bank Qualification: The City does not expect to issue more than $10 million in tax - exempt
obligations that count against its $10 million limit for this calendar year; therefore, the
Bonds will be designated as bank qualified.
Springsted Page3
$810,000
City of Rosemount, Minnesota
General Obligation Improvement Bonds, Series 2012A
Sources & Uses
Dated 09/01/2012 I Delivered 09/01/2012
Sources Of Funds
Par Amount of Bonds $810,000.00
Developer Payment 207,142.00
Storm Sewer Core Funds 36,990.00
Sanitary Sewer Core Funds 14,877.00
Total Sources $1,069,009.00
Uses Of Funds
Deposit to Project Construction Fund 1,035,711.00
Costs of Issuance 24,400.00
Total Underwriter's Discount (0.800 %) 6,480.00
Rounding Amount 2,418.00
Total Uses $1,069,009.00
Series 2012A GO 1mproveme SINGLE PURPOSE 1 7/6/2012 2:57 PM
Springsted Page4
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$810,000
City of Rosemount, Minnesota
General Obligation Improvement Bonds, Series 2012A
Assessments
ASSESSMENT INCOME
Date Principal Coupon Interest Total P +I
12/31/2012
12/31/2013 149,902.37 3.300% 28,957.50 178,859.87
12/31/2014 157,076.65 3.300% 21,783.22 178,859.87
12/31/2015 162,260.17 3.300% 16,599.70 178,859.87
12/31/2016 167,614.76 3.300% 11,245.10 178,859.86
12/31/2017 173,146.05 3.300% 5,713.82 178,859.87
Total $810,000.00 - $84,299.34 $894,299.34
SIGMF1CANT DATES
Filing Date 11/30/2012
First Payment Date 12/31/2013
•
Series 2012A Assessments 1 SINGLE PURPOSE 1 7/6/2012 1 1:27PM
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