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HomeMy WebLinkAbout7.a. Accept Bids and Award Sale - General Obligation Improvement Bonds, Series 1997B , ' � CITY OF ROSEMOUNT � EXECUTIVE SUMMARYfOR ACTION � CITY COUNCIL MEETING DATE: November 18, 1997 AGENDA ITEM. Accept Bids and Award Sale - G.O. AGENDA SECTION: Improvement Bonds, Series 1997B Old Business PREPARED BY: Jeff May, Finance Director AGENDA ��,�A � � � � Id/1 ATTACHMENTS: Resolution and Official Statement �' APPROVED BY: � At 11:30 A.M. Tuesday, November 18, 1997, sealed bids for G.O. Improvement Bonds, Series 1997B, will be opened and the results tabulated at the offices of Springsted Inc. A representative from Springsted Inc. will be at the Council meeting that evening to give their recommendation for the issuance of these bonds and to answer any questions that you may have. Because the bid opening is not until Tuesday morning, you will receive information regarding the bids at the meeting that evening. RECOMMENDED ACTION: Motion to adopt a RESOLUTION ACCEPTING OFFER ON THE SALE OF $1,595,000 GENERAL OBLfGAT10N IMPROVEMENT BONDS, SERIES 1997B AND PROVIDING FOR THEIR ISSUANCE. COUNCIL ACTION: , � � � ; - , __ _ I,, , CITY OF ROSEMOUNT DAKOTA COUNTY, MINNESOTA RESOLUTION 1997 - RESOLUTION ACCEPTING OFFER ON THE SALE OF $1,595,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 19978 AND PROVIDING FOR THEIR ISSUANCE WHEREAS, the City Council of the City of Rosemount, Minnesota (the "City") , has heretofore determined and declared that it is necessary and expedient to issue $1, 595, 000 General Obligation Improvement Bonds, Series 1997B (the "Bonds") of the City, , pursuant to Minnesota Statutes, Chapters 429 and 475, to finance ' the construction of various improvement projects in the City (the "Improvements" ) ; and , WHEREAS, the construction of the Improvements to be financed by the Bonds has heretofore been ordered; and Wf3EREAS, offers to purchase the Bonds were solicited on behalf of the City by Springsted Incorporated; and WHEREAS, it is in the best interests of the City that the Bonds ' be issued in book-entry form as hereinafter provided; and WHEREAS, the following offers were received, opened and recorded at the offices of Springsted Incorporated at 11:30 A.M. , this same day: Bidder Interest Rate Net Interest Cost NOW, THEREFORE, BE IT RESOLVED by the Cauncil of the City of Rosemount, Minnesota, as follows : 1 . Acceptance of Offer. The offer of (the "Purchaser") , to purchase $1, 595, 000 General Obligation Improvement Bonds, Series 1997B of the City (the "Bonds" , or individually a "Bond") , in accordance with the terms of proposal, at the rates of interest hereinafter set forth, and to pay therefor the sum of $ , plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable offer received and is hereby accepted, and the Bonds are hereby awarded 367267.7 _ , RESOLUTION 97 - to said Purchaser. The Finance Director is directed to retain the deposit of said Purchaser and to forthwith return to the others making offers their good faith checks or drafts. 2 . Terms of Bonds (a) Title • Original Issue Date• Denominationss Maturities. The Bonds shall be titled "General Obligation Improvement Bonds, Series 1997B" , shall be dated December 1, 1997, as the date of with on or a fter such ori inal issue and shall be issued forth g date as fully registered bonds. The Bonds shall be numbered from inte ra 1 R-1 upward in the denomination of $5, 000 each or in any g multiple thereof of a single maturity (the "Authorized Denomination") . The Bonds shall mature on February 1 in the years and amounts as follows : Year Amount Year Amount 2000 $190, 000 2005 $155, 000 2001 170, 000 2006 155, 000 2002 165, 000 2007 150, 000 2003 160, 000 2008 145, 000 2004 160, 000 2009 145, 000 {b) Book Entrv Only System. The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York or any of its successors or its successors to its functions hereunder (the "Depository") will act as securities depository for the Bonds, and to this 'end: (i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the "Baok Entry Only Period") , shall at all times be in the form of a separate single fully registered Bond for each maturity of the Bonds; and for purposes of complying with this requirement under paragraphs 5 and 10 Authorized Denominations for any Bond shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that Bond. (ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by (the "Bond Registrar") in the name of CEDE & CO. , as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee" ) . 3b7267.1 2 RESOLUTION 97 - (iii} With respect to the Bonds neither the City nor the Bond Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the "Participant" ) or the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the "Beneficial Owner") . Without limiting the immediately preceding sentence, neither the City, nor the Bond Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the ', Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner or any other person, other than the Depository, of any notice with respect to the Bonds, including any notice of redemption, or , (C) the payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on , the Bonds, or (D) the consent given or other action taken by the �, Depository as the Registered Holder of any Bonds (the "Holder") . I For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are ' credited on the record date identified in a listing attached to the omnibus proxy. , (iv) The City and the Bond Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redemption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Bands, and for all purpose whatsoever. The Bond Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Bonds only to or upon the Holder of the Holders of the Bonds as shown on the bond register, and all such payments shall be valid and effective to fully satisfy and discharge the City' s obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. (v) Upon delivery by the Depository to the Bond Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 1Q hereof, 367267.1 3 RE50LUTION 97 - references to the Nominee hereunder shall refer to such new Nominee. (vi) So long as any Bond is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Bond Registrar or City, as the case may be, to the Depository as provided in the Letter of Representations to the Depository required by the Depository as a condition to its acting as book- entry Depository for the Bonds (said Letter of Representations, together with any replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository' s role as book-entry Depository for the Bonds, collectively hereinafter referred to as the "Letter of Representations" ) . (vii) All transfers of beneficial ownership interests in each Bond issued in book-entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for recording and transferring the ownership of beneficial interests in such Bonds . (viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the I City or Bond Registrar with respect to any consent or other action to be taken by Holders, the Depository shall consider the I date of receipt of notice requesting such consent or other action ��i as the record date for such consent or other action; provided, � that the City or the Bond Registrar may establish a special , record date for such consent or other action. The City or the Bond Registrar shall, to the extent possible, give the Depository notice of such special record date not less than 15 calendar days in advance of such special record date to the extent possible. (ix) Any successor Bond Registrar in its written acceptance of its duties under this Resolution and any paying agency/bond registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Representations . (x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of surrendering the Bonds for a Bond of a lesser denomination as provided in paragraph 5 hereof, make a notation 367267.1 4 RESOLUTION 97 - of the reduction in principal amount on the panel provided on the Bond stating the amount so redeemed. (c) Termination of Book-Entry On1v Svstem. Discontinuance of a particular Depository' s services and termination of the book- entry only system may be effected as follows: (i) The Depository may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Bond if it determines that the Depository is no longer able to carry out its functions as securities depository or the continuation of the systern of book-entry transfers through the Depository is not in the best interests of the City or the Beneficial Owners . (ii) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository is willing to undertake the functions of the Depository hereunder can be found which, in the opinion of the City, is willing and able to assume such functions upon reasonable or customary terms, or if the City determines that it is in the best interests of the City or the Beneficial Owners of the Bond that the Beneficial Owners be able to obtain certificates for the Bonds, the Bonds shall no longer be registered as being registered in the bond register in the name of the Nominee, but may be registered in whatever name or names the Holder of the Bonds shall designate at that time, in accordance with paragraph l0 hereof . To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10 hereof, the Bonds will be delivered to the Beneficial Owners . (iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 10 hereof . 3 . Purpose . The Bonds shall provide funds to finance the costs of various improvement projects within the City (the "Improvements"} . The total cost of the Improvements, which shall include all costs enumerated in Minnesota Statutes, Section 475 . 65, is estimated to be at least equal to the amount of the Bonds . Work on the Improvements shall proceed with due diligence to com letion. The Cit covenants that it shall do all things P Y and perform all acts required of it to assure that work on the Improvements proceed with due diligence to completion and that 367267.1 5 RESOLUTION 97 - any and all permits and studies required under law for the Improvements are obtained. 4 . Interest . The Bonds shall bear interest payable semiannually on February l and August 1 of each year (each, an "Interest Payment Date") , commencing August l, 1998, calculated on the basis of a 360-day year of twelve 30-day months, at the respective rates per annum set forth opposite the maturity years as follows: Maturity Interest Maturity Interest Year Rate Year Rate 2000 % 2005 % 2001 2006 I� 2002 2007 I 2003 2008 � 2004 2009 I 5 . Redemption. All Bonds maturing in the years 2006 through I'i 2009, both inclusive, shall be subject to redemption and i prepayment at the option of the City on February 1, 2005, and on ', any date thereafter at a price of par plus accrued interest . I Redemption may be in whole or in part of the Bonds subject to '�, prepayment . If redemption is in part, the City shall determine ', the maturities and principal amounts within each maturity to be ', prepaid; and if only part of the Bonds having a common maturity ', date are called for prepayment, the specific Bonds to be prepaid , shall be chosen by lot by the Bond Registrar. Bonds or portions ', thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from I and after the redemption date. Mailed notice of redemption shall � be given to the paying agent and to each affected registered j holder of the Bonds. � To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemgtion shall assign to each Bond having a common maturity date a distinctive number for each $5, 000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers so assigned to such Bonds, as many numbers as, at $5, 000 for each number, shall equal the principal amount of such Bonds to be' redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers sa selected; provided, however, that only so much of the principal amount of 367267.1 6 RESOLUTION 97 - each such Bond of a denomination of more than $S, OOO sha11 be II redeemed as shall equal $5, 000 for each number assigned to it and ' , so selected. ' The Bond Registrar shall call Bonds for optional redemption and payment as herein provided upon receipt by the - a s rior to the Bond Registrar at least forty five (45) d y p redemption date of a request of the City, in written form if the Bond Re istrar is other than a Cit officer. Such request shall g Y 'nci al amount of Bonds to be called for re dem tion s ecif the ri P P Y P P and the redemption date. Mailed notice of redemption shall be given to the paying agent (if other than a City officer) and to each affected Holder. If and when the City sha11 call any of the Bonds for redemption and payment prior to the stated maturity thereof, the Bond Registrar shall give written notice in the name of the City of its intention to redeem and pay such Bonds at the office of the Bond Registrar. Notice of redemption shall. be given by first class mail, postage prepaid, mailed not more than sixty t607 and not less than thirty (30) days prior to the redemption date, to each Holder of Bonds to be redeemed, at the address appearing in the Bond Register. All notices of redemption shall state : (a) The redemption date; (b) The redemption price; (c) If less than all outstanding Bonds are to be redeemed, the identification (and, in the case of partial redemption, the respective principal amounts) of the Bonds to be redeemed; (d) That on the redemption date, the redemption price will become due and payable upon each such Bond, and that interest thereon shall cease to accrue from and after said date; and (e) The place where such Bonds are to be surrendered for payment of the redemption price (which shall be the office of the Bond Registrar) . Notices to the Depository Trust Company in New York, New York, or its nominee shall contain the CUSIP numbers of the Bonds and shall conform to any additional requirements set forth in the Letter of Representations. If there are any Holders of 367267.1 7 RESOLUTION 97 - I' the Bonds other than the Depository or its nominee, the Bond Registrar shall use its best efforts to deliver any such notice to the Depository on the business day next preceding the date of mailing of such notice to all other Holders. 6 . Bond Reqistrar. , in , Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar") , and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in the manner set forth in the form of Bond and paragraph 12 of this resolution. 7 . Form of Bond. The Bonds, together with the Bond Registrar' s Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: 367267.7 $ RE80LUTION 97 - UNITED STATES OF AMERICA STATE OF MINNESOTA DAKOTA COUNTY CITY OF ROSEMOUNT R- $ GENERAL OBLIGATION IMPROVEMENT BOND, SERIES 1997B INTEREST MATURITY DATE OF RATE DATE ORIGSNAL ISSUE CUSIP December. l, 1997 REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: DOLLARS KNOW ALL PERSONS BY THESE PRESENTS that the City of Rosemount, Dakota County, Minnesota (the "Issuer" ) , certifies that it is indebted and far value received promises to pay to the registered , owner specified above, or registered assigns, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, unless called for earliex redemption, and to pay interest thereon semiannually on February 1 and August l of each year (each, an "Interest Payment Date") , commencing August l, 1998, at the rate per annum specified above (calculated on the basis of a 360-day year of twelve 30-day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of original issue hereof . The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of , in . Minnesota (the "Bond Registrar") , acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on each Interest Payment Date by check or , draft mailed to the person in whose name this Bond is registered (the °Holder" or "Bondholder" ) on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Tnterest Payment Date 367267.1 9 RESOLUTION 97 - (the "Regular Record Date") . Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest . Notice of the Special Record Date sha11 be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Bond are payable in lawful money of the United States of America. So long as this Bond is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are defined therein, payment of principal of, premium, if any, and interest on this Bond and notice with respect thereto shall be made as provided in the Letter of Representations, as' defined in the Resolution, and surrender of this Bond shall not be xequired for payment of the redemption price upon a partial redemption of this Bond. Until termination of the book-entry only system pursuant to the Resolution, Bonds may only be registered in the name of the Depository or its Nominee. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done; to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and that this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof and the date of its issuance and delivery to the original purchaser, does not exceed any constitutional, or statutory limitation of indebtedness .' IN WITNESS WHEREOF, the City of Rosemount, Dakota County, Minnesota, by its City Council has caused this Bond to be executed on its behalf by the facsimile signatures of its Mayor and its Clerk, the corporate seal of the Issuer having been intentionally omitted as permitted by law. 367267.1 1� _ � -- -. ._ RESOLUTION 97 - Date of Registration: Registrable by: Payable ats BOND REGISTRAR'S CITY OF ROSEMOUNT, CERTIFICATE OF DAKOTA COUNTY, MINNESOTA AUTHENTICATION This Bond is one of the Bonds described in the /s/ Facsimile Resolution mentioned Mayor within. /s/ Facsimile Clerk Bond Registrar By : Authorized Signature 3b7267.1 1 1 RESOLUTION 9 � - II ON REVERSE OF BOND ��, Redemption. Al1 Bonds of this issue (the "Bonds") maturing in the years 2006 through 2009, both inclusive, are subject to redemption and prepayment at the option of the Issuer on February 1, 2005, and on any date thereafter at a price of par plus accrued interest . Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the City shall determine the maturities and principal amount within each maturity to be prepaid; and if only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds . Notice of Redemption. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds . In the event any of the Bonds are called for redemption, written notice thereof will be given by first class mail mailed not more than sixty (60) and not less than thirty (30) days prior to the redemption date to each Holder of Bonds to be redeemed. Notation of Bonds after Partial Redemption. Upon a partial redemption of this Bond which results in the stated amount hereof being reduced, the Holder may in its discretion make a notation on the panel provided herein of such redemption, stating the amount so redeemed. Such notation, if made by the Holder, shall be for reference only, and may not be relied upon by any other person as being in any way determinative of the principal amount of the Bond outstanding, unless the Bond Registrar has signed the appropriate column of the panel. Otherwise, the Holder may surrender this Bond to the Bond Registrar (with, if the Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attorney duly authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond of the same series having the same stated maturity and interest rate and of the authorized denomination in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. 367267.1 1 2 __ RESOLUTION 97 - Issuance • Purpose; General Oblictation. This Bond is one of an issue in the total principal amount of $1, 595, 000, all of like date of original issue and tenor, except as to number, maturity, interest rate and denomination, which Bond has been issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by the City Council of the Issuer on November 18, 1997 (the "Resolution" ) , for the purpose of providing funds to finance the costs of various improvement projects within the jurisdiction of the Issuer. This Bond is payable out of the General Obligation Improvement Bonds, Series 1997B Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. I Denominations; Exchanqe; Resolution. The Bonds are issuable �I solely as fully registered bonds in the Authorized Denominations (as defined in the Resolution) and are exchangeable for fully ', registered Bonds of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar. Transfer. This Bond is transferable by the Holder in person or by his, her or its attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation) , of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal_ amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or 367267.1 1 3 _ . . _.... . _._ RESOLUTION 97 - exchange of this Bond and any legal or unusual costs regarding I transfers and lost Bonds . Treatment of Registered Owners. The Issuer and Bond Registrar li may treat the person in whose name this Bond is registered as the � owner hereof far the purpose of receiving payment as herein ��' provided (except as otherwise provided on the reverse side hereof i with respect to the Record Date) and for all other purposes, ', whether or not this Bond shall be overdue, and neither the Issuer ' nor the Bond Registrar shall be affected by notice to the � contrary. ' Authentication. This Bond shall not be valid or become ' obligatory for any purpose or be entitled �o any security unless ', the Certificate of Authentication hereon shall have been executed by the Bond Registrar. 4ualified Tax-Exempt Obligation. This Bond has been designated by the Issuer as a "qualified tax-exempt obligation" for purposes of Section 265 (b) (3) of the Internal Revenue Code of 1986, as amended. ABBREVIATIONS The following abbreviations, when used in the inscription on the face af 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 TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Cust) (Minor) under the Uniform (State) Transfers to Minors Act Additional abbreviations may also be used though not in the above list . 367267.1 1 4 � RESOLUTION 97 - ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Notice: The assignor' s signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature Guaranteed: Signature (s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other "Eligible Guarantor Institution" as defined in 17 CFR 240 . 17 Ad-15 (a) (2) . The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. , Name and Address : ' (Include information for a11 joint owners ' if the Bond is held by joint account . ) '' 367267.7 1 5 RESOLUTION 97 - , [Use only for Bonds when they are Registered in Book Entry On1y System] PREPAYMENT SCHEDULE This Bond has been prepaid in part on the date (s? and in the amount (s? as follows : Authorized Signature Date Amount of Holder 367267.1 1 6 RESOLUTION 97 - 8 . Execution• Temporary Bonds . The Bonds shall be printed (or, at the request of the Purchaser, typewritten) executed on behalf of the City by the signatures of its Mayor and Clerk and be sealed with the seal of the City; provided, however, that the seal of the City may be a printed (or, at the request of the Purchaser, photocopied) facsimile; and provided further that both of such signatures may be printed (or, at the request of the Purchaser, photocopied} facsimiles and the corporate seal may be omitted on the Bonds as permitted by law. In the event of disability or resignation or other absence of either such officer, the Bonds may be signed by the manual or facsimile signature of that officer who may act on behalf of such absent or disabled officer. In case either such officer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bands, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery. The City may elect to deliver, in lieu of printed definitive bonds, one or more typewritten temporary bonds in substantially the form set forth above, with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Such temporary bonds may be executed with photocopied facsimile signatures of the Mayor and Clerk. Such temporary bonds shail, upon the printing of the definitive bonds and the execution thereof, be exchanged therefor and cancelled. 9 . Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on such Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the date of registration in the spacs provided the date on which the Bond is authenticated, except that for ' purposes of delivering the original Bonds to the Purchaser, the ', Bond Registrar shall insert as a date of registration the date af , original issue, which date is December 1, 1997 . The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10 . Registration• Transfer; Exchanae. The City will cause to be kept at the principal office of the Bond Registrar a bond 367267.1 1� RESOLUTION 97 - register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. . Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the City shall execute (if necessary) , and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no Bond may be registered in blank or in the name of "bearer" or similar designation. At the option of the Holder, Bonds may be exchanged for Bonds of` any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute (if necessary) , and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the Holder making the exchange is entitled to receive. Al1 Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly cancelled by the Bond Registrar and thereafter disposed of as directed by the City. All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the Holder thereof or his, her or its attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection 367267.1 1 8 RESOLUTION 97 - with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates . The Administrator is hereby authorized to negotiate and execute the terms of said agreement . 11 . Rights Upon Transfer or Exchancre. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. 12 . Interest Pavment ; Record Date. Interest on any Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered (the "Holder" ) on the registration books of the City maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth (15th) day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date") . Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record �, Date, and shall be payable to the person who is the Holder , thereof at the close of business on a date tthe "Special Record I� Date") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest . Notice of the � Special Record Date shall be given by the Bond Registrar to the Holders not less than ten (10) days prior to the Special Record Date . 13 . Treatment of Registered Owner. The City and Bond Registrar n in whose name an Bo nd is re iste red as the may treat the perso y g h Bond for the ur ose of receiving payment of owner of suc p p rinci al of and remium if an , and interest (subject to the P P P � Y ' ns in ara ra h 12 above) on, such Bond and for a ent rovisio g p P Ym P P all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 14 . Deliver�r• A�plication of Proceeds. The Bonds when so prepared and executed shall be delivered by the Finance Director to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof . 367267.1 1 9 RESOLUTION 97 - 15 . Fund and Accounts. There is hereby created a special fund to be designated the "General Obligation Improvement Bonds, Series 1997B Fund° ithe "Fund") to be administered and maintained by the Finance Director as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the City. The Fund shall be maintained in the manner herein specified until all of the Bonds and the interest thereon have been fully paid. There shall be maintained in the Fund two (2) separate accounts, to be designated the "Construction Account" and "Debt Service Account'' , respectively. (i) Construction Account . To the Construction Account there � shall be credited the proceeds of the sale of the Bonds, less �, accrued interest received thereon, less any amount paid for the , Bonds in excess of $1, 579, 050, and less capitalized interest in ' the amount of $82, 742 {together with interest earnings thereon , and subject to such other adjustments as are appropriate to provide sufficient funds to pay interest due on the Bonds on or before August 1, 1998) , plus any special assessments levied with respect to the Improvements and collected prior to completion of the Improvements and payment of the costs thereof . From the Construction Account there shall be paid all costs and expenses of making the Improvements listed in paragraph 16, including the cost of any construction contracts heretofore let and all other costs incurred and to be incurred of the kind authorized in Minnesota Statutes, Section 475 . 65; and the moneys in said account shall be used for no other purpose except as otherwise provided by law; provided that the proceeds of the Bonds may also be used to the extent necessary to pay interest on the Bonds due prior to the anticipated date of commencement of the collection of taxes or special assessments herein or hereafter levied or covenanted to be levied; and provided further that if upon completion of the Improvements there shall remain any unexpended balance in the Construction Account, the balance (other than any special assessments) may be transferred by the Council to the fund of any other improvement instituted pursuant to Minnesota Statutes, Chapter 429, and provided further that any special assessments credited to the Construction Account shall only be applied towards payment of the costs of the Improvements upon adoption of a resolution by the City Council determining that the application of the special assessments for such purpose will not cause the City to no longer be in compliance with Minnesota Statutes, Section 475 . 61, Subdivision 1 . (ii) Debt Service Account . There are hereby irrevocably appropriated and pledged to, and there shall be credited to, the 367267.1 2 0 RESOLUTION 97 = Debt Service Account : (a) all collections of special assessments herein covenanted to be levied with respeet to the Improvements and either initially credited to the Construction Account and not already spent as permitted above and required to pay any principal and interest due on the Bonds or collected subsequent to the completion of the Improvements and payment of the costs thereof; (b) all accrued interest received upon delivery of the Bonds; (c? all funds paid for the Bonds in excess of $1, 579, 050; (d) capitalized interest in the amount of $82, 742 (together with interest earnings thereon and subject to such other adjustments as are appropriate ta provide sufficient funds to pay interest due on the Bonds on or before August 1, 1998? ; (e) any collecti.ons of taxes hereafter levied for the payment of the Bonds and interest thereon; (f} all funds remaining in the Construction Account after eompletion of the Improvements and payment of the costs thereof, not so transferred to the account of another improvement; (g) all investment earnings on funds held in the Debt Service Account; and (h} any and all other moneys, which are properly available and are appropriated by the governing body of the City to the Debt Service Account . The Debt Service Account shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation bonds of the City hereafter issued by the City and made payable from said account as provided by law. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (1) for a reasonable temporary period until such proceeds are needed for the purpose for which the Bonds were issued and (2) in addition to the above in an i amount not greater than the lesser of five percent (5%) of the I proceeds of the Bonds or $100, 000 . To this effect, any proceeds ' of the Bonds and any sums from time to time held in the ', Construction Account or the Debt Service Aecount (or any other , City account which will be used to pay principal or interest to ' become due on the Bonds payable therefrom} , in excess of amounts , which under then-applicable federal arbitrage regulations may be ' invested without regard to yield shall not be invested at a yield in excess of the applicable yield restrictions irnposed by said arbitrage regulations on such investments after taking into account any applicable "temporary periods" or "minor portion" made available under the federal arbitrage regulations. Money in the Fund shall not be invested in obligatians or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such 367267.1 2 1 RESOLUTION 97 - investment would cause the Bonds to be °federally guaranteed° within the meaning of Section 149 {b) of the Internal Revenue Code of 1986, as amended (the "Code") . 16 . Assessments. It is hereby determined that no less than one hundred percent (100%) of the cost to the City of each Improvement financed hereunder within the meaning of Minnesota Statutes, Section 475 . 58, Subdivision l (3) , shall be paid by special assessments to be levied against every assessable lot, piece and parcel of land benefitted by any of the Improvements. The City hereby covenants and agrees that it will let all construction contracts not heretofore let within one (1) year after ordering each Improvement financed hereunder unless the resolution ordering the Improvement specifies a different time limit for the letting of construction contracts. The City hereby further covenants and agrees that it will do and perform as soon as they may be done all acts and things necessary for the final and valid levy of such special assessments, and in the event that any such assessment be at any time held invalid with respect to any lot, piece or parcel of land due to any error, defect, or irregularity in any action or proceedings taken or to be taken by the City or the City Council or any of the City officers or employees, either in the making af the assessments or in the performance of any condition precedent thereto, the City and the City Council will forthwith do all further acts ar�d take all further proceedings as may be required by law to make the assessments a valid and binding lien upon such property. The special assessments have heretofore been authorized. Subject to such adjustments as are required by conditions in existence at the time the assessments are levied, it is hereby determined that the assessments shal7. be payable with general taxes for the years shown below in equal, consecutive, annual installments of principal, and with interest on the declining balance of all such assessments at a rate per annum not greater than the maximum permitted by law and not less than % per annum: Improvement Collection Desianation Amount Levy Years Years Biscayne Point #285 $ 761,451 1998-2007 1999-2008 Brockway Draw Trunk 483, 738 1998-2007 1999-2008 Sanitary Sewer #286 ' Phase I Shannon Pond East 2nd 349, 812 1998-2007 1999-2008 Addition #283 367267.1 2 2 . _ ._ _ _ . RESOLUTION 97 - I At the time the assessments are in fact levied the City Council I'i shall, based on the then-eurrent estimated collections of the �� assessments, make any adjustments in any ad valorem taxes ' required to be levied in order to assure that the City continues ', to be in compliance with Minnesota Statutes, Section 475 . 61, ' Subdivision 1. ' 17 . Coverac�e Test . Collections of special assessments and other revenues herein pledged for the payment of the Bonds, will produce at least five percent (5%) in excess of the amount needed to meet when due the principal and interest payments on the Bonds . 18 . General Oblictation Pledqe. For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds and any other bonds payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are available for such purpose, and such other funds may be reimbursed with or without interest from the Debt Service Account when a sufficient balance is available therein. 19 . Certificate of Rectistration. The Clerk is hereby directed to file a certified copy of this resolution with the County �uditor/Treasurer of Dakota County, Minnesota, together with such other information as he or she shall require, and to obtain the County Auditor' s certificate that the Bonds have been entered in the County Auditor/Treasurer' s Bond Register. 20 . Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 367267.1 2 3 RESOLUTION 97 - 21. Neaative Covenant as to Use of Proceeds and Improvements. The City hereby covenants not to use the proceeds of the Bonds or to use the Improvements, or to cause or permit them to be used, or to enter into any deferred payment arrangements for the cost of the Improvements, in such a manner as to cause the Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. 22 . Tax-Exempt Status of the Bonds; Rebate. The City sha11 comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation (1) requirements relating to temporary periods for investments, (2) limitations on amounts invested at a yield greater than the yield on the Bonds, and (3) the rebate of excess investment earnings to the United States if the Bonds (together with other obligations reasonably expected to be issued and outstanding at one time in this calendar year) exceed the small-issuer exception amount of $5, 000, 000 . For purposes of qualifying for the exception to the federal arbitrage rebate requirements for governmental units issuing $5, 000, 000 or less of bonds, the City hereby finds, determines and declares that (1) the Bonds are issued by a governmental unit with general taxing powers, (2) no Bond is a private activity bond, (3) ninety-five percent (95%) or more of the net proceeds of the Bonds are to be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City) , and (4) the aggregate face amount of all tax-exempt bonds (other than private activity bonds) issued by the City (and all subordinate entities thereof, and all entities treated as one issuer with the City) during the calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected to exceed $5, 000, 000, all within the meaning of Section 148 (f) (4) (D) of the Code . 23 . Desiqnation of Qualified Tax-Exempt ObliQations. In order to qualify the Bonds as "qualified tax-exempt obligations° within the meaning of Section 265 (b) (3) of the Code, the City hereby makes the following factual statements and representations : (a) the Bonds are issued after August 7, 1986; (b) the Bonds are not "private activity bonds" as defined in Section 141 of the Code; 367267.1 2 4 RESOLUTION 97 - (c? the City hereby designates the Bonds as "qualified tax-exempt obligations" for purposes of Sectian 265 (b) (3) of the Code; (d) the reasonably anticipated amount of tax-exempt obligations (other than private activity bonds, treating qualified 501 (c) (3) bonds as not being private activity bonds) which will be issued by the City (and all entities treated as one issuer with the City, and all subordinate entities whose obligations are treated as issued by the City) during this calendar year 1997 will not exceed $10, 000, 000; and (e) not more than $10,000, 000 of obligations issued by the City during this calendar year 1997 have been designated for purposes of Section 265 (b) (3) of the Code. The City shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph. 24 . Defeasance . When all Bonds have been discharged as provided in this paragraph, all pledges, cavenants and other rights granted by this resolution to the registered holders of the Bonds shall, to the extent permitted by law, cease. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the pa�rment thereof in full with interest accrued to the date of such deposit. The City may also discharge its obligations with respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full, provided that notice of redemption thereof has been duly given. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agen� for this purpose, cash or securities described in Minnesota Statutes, Section 475 .67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, subject to sale and/or reinvestment, to pay all amounts to become due thereon to maturity or, if notice of redernption as herein 367267.1 2 5 RESOLUTION 97 - required has been duly provided for, to such earlier redemption date. 25 . Compliance with Reimbursement Bond Recrulations. The provisions of this paragraph are intended to establish and provide for the City' s compliance with United States Treasury Regulations Section 1 . 150-2 (the "Reimbursement Regulations") applicable to the "reimbursement proceeds" of the Bonds, being those portions thereof which will be used by the City to reimburse itself for any expenditure which the City paid or will have paid prior to the Closing Date (a "Reimbursement Expenditure") . The City hereby certifies and/or covenants as follows : (a) Not later than 60 days after the date of payment of a Reimbursement Expenditure, the City (or person designated to do so on behalf of the City) has made or will have made a written declaration of the City' s official intent (a I, "Declaration") which effectively (i) states the City' s j reasonable expectation to reimburse itself for the payment I, of the Reimbursement Expenditure out of the proceeds of a I subsequent borrowing; (ii) gives a general and functional ', description of the property, project or program to which the ' Declaration relates and for which the Reimbursement ' Expenditure is paid, or identifies a specific fund or account of the City and the general functional purpose thereof from which the Reimbursement Expenditure was to be paid (collectively the "Project") ; and (iii) states the maximum principal amount of debt expected to be issued by the City for the purpose of financing the Project; provided, however, that no such Declaration shall necessarily have been made with respect to: (i) "preliminary expenditures" for the Project, defined in the Reimbursement Regulations to include engineering or architectural, surveying and soil testing expenses and similar prefatory costs, which in the aggregate do not exceed 200 of the "issue price° of the Bonds, and (ii) a de minimis amount of Reimbursement Expenditures not in excess of the lesser of $100, 000 or 5a of the proceeds of the Bonds . Notwithstanding the foregoing, with respect to any Declaration made by the City between January 27, 1992 and June 30, 1993, with respect to a Reimbursement Expenditure made prior to March 2, 1992, the City hereby represents that there exists objective evidence, that at the time the Expenditure was paid the City expected to reimburse the cost thereof with the proceeds of a 367267.1 2 6 . RESOLUTION 97 - borrowing (taxable or tax-exempt) and that expectation was reasonable. (b) Each Reimbursement Expenditure is a capital expenditure or a cost of issuance of the Bonds or any of the other types of expenditures described in Section 1.150-2 (d) (3) of the Reimbursement Regulations. (c) The "reimbursement allocation" described in the Reimbursement Regulations for each Reimbursement Expenditure shall and will be made forthwith following (but not prior to) the issuance of the Bonds and in all events within the period ending on the date which is the later of 18 months after payment of the Reimbursement Expenditure or three years after the date on which the Project to which the Reimbursement Expenditure relates is first placed in service. (d) Each such reimbursement allocation will be made in a writing that evidences the City' s use of Bond proceeds to reimburse the Reimbursement Expenditure and, if made within 30 days after the Bonds are issued, shall be treated as made on the day the Bonds are issued. Provided, however, that the City may take action contrary to any of the foregoing covenants in this paragraph 25 upon receipt of an opinion of its Bond Counsel for the Bonds stating in effect that such action will not impair the tax-exempt status of the Bonds . 26 . Continuing Disclosure. (a) The City is the sole obligated person with respect to the Bonds . The City hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule" ) , promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the Securities Exchange Act of 1934, as amended, and a Continuing' Disclosure Undertaking (the "Undertaking" 1 hereinafter described to: (1) provide or cause to be provided to each nationally recognized municipal securities information repository ( "NRMSIR" ) and to the appropriate state information depository ("SID") , if any, for the State of Minnesota, in each case as designated by the Commission in accordance with the Rule, certain annual financial information and operating data in accordance with the 367267.1 2 7 � _ ; RESOLUTION 97 - Undertaking. The City reserves the right to modify from time to time the terms of the Undertaking as provided therein. (2) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the Municipal Securities Rulemaking Board ( "MSRB") and (ii) the SID, notice of the occurrence of certain material events with respect to the Bonds in accordance with the Undertaking. (3} Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the MSRB and (ii) the SID, notice of a failure by the Issuer to provide the annual financial information with respect to the Issuer described in the Undertaking. (4) The City agrees that its covenants pursuant to the Rule set forth in this paragraph and in the Undertaking is intended to be for the benefit of the holders of the Bonds and shall be enforceable on behalf of such holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific enforcement of the City' s obligations under the covenants . (b) The Mayor and Clerk of the City, or any other officer of the City authorized to act in their place, (the "Officers" ) are hereby authorized and directed to execute on behalf of the City the Undertaking in substantially the form presented to the City Council, subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the purchaser of the Bonds and (iii) acceptable to the Officers. 27 . Severabilitv. If any section, paragraph or provision of this resolution shall be held to be invalid ar unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 28 . Headinas . Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof . 367267.7 2 8 RESOLUTION 97 - ADOPTED this 18th day of November, 1997. Cathy Busho, Mayor ATTEST: Susan M. Walsh, City Clerk Motion by: Seconded by: Voted in favor: Voted Against : �'� � 367267.1 2 9 RESOLUTION 97 - STATE OF MINNESOTA COUNTY OF DAKOTA CITY OF ROSEMOUNT I, the undersigned, being the duly qualified and acting Clerk of the City of Rosemount, Minnesota, DO HEREBF CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council of said City, duly called and held on the date therein indicated, insofar as such minutes relate to considering offers for, and awarding the sale of, $1, 595, 000 General Obligation Improvement Bonds, Series 1997B of said City. WITNESS my hand this day of , 1997 . Clerk 367267.1 3� ' 1 � OFFICIAL STATEMfNTbATED NOVEMBER 4, 1997 Rating: Requested from Moody's NEVII ISSUE Investors Service ln the opinion of Briggs and Morgan, Professiona! Association, Bond Counsel, based on present federal and Minnesofa laws, r�gulations, rulings and decisions, at the time of their issuance and delivery to the original purchaser, interest on the Bonds is excluded from gross income for purposes of United States income tax and is excluded, to the same extent, in computing both gross income and taxable net income for purposes of State of Minnesofa income tax (other than Minnesota franchise taxes measured by income and imposed on corporations and financial institutions), and is not an ►tem of tax preference for purposes of fhe federal altemative minimum tax imposed on individuals and corporations or the Minnesota altemative minimum tax applicable to individuals, estates or trusts provided, however, that for the purpose of computing the federa!aitemative minimum tax imposed on corAorations, interest on the Bonds is taken into account in determining adjusted current eamings. No opinion will be expressed by Bond Counse/ regarding other federal or state tax consequences caused by the receipt or accrual of interest on the Bonds or arising with respect to ownership of the Bonds. See "Tax Exempt►on"herein. • $1,595,000 City of Rosemount, Minnesota General Obligation Improvement Bonds, Series 19976 (Book Entry Only) Dated Date: December 1, 1997 Interest Due: Each February 1 and August 1, commencing August 1, 1998 The Bonds will mature February 1 as follows: 2000 $190,000 2003 $160,000 2006 $155,000 2008 $145,000 2001 $170,000 2004 $160,000 2007 $150,000 2009 $145,000 2002 $165,000 2005 $155,000 The City may elect on February 1, 2005, and on any day thereafter, to prepay the Bonds due on or after February 1, 2006 at a price of par plus accrued interest. The Bonds will be general obligations of the City for which the City pledges its full faith and credit and power to levy direct general ad valorem taxes. In addition, the City will pledge special assessrnents against benefited property. Proposals shall be for not less than $4,579,050 and accrued interest on the total principal amount of the Bonds. Proposals shall be accompanied by a good faith deposit in the form of a certified or cashier's check or Financial Surety Bond, payable to the order af the City, in the amount of $15,950. Proposals shall specify rates in integral multiples of 5/100 or 1/8 of 1%. Rates must be in ascending order. The Bonds will be awarded on the basis of True Interest Cosf(TIC). The Bonds will be bank-qualified tax-exemp# obligations pursuant to Section 265(b)(3) of the Internal Revenue Code of 1986, as amended, and will not be subject to the altemative minimurn tax for individuals. The Bonds will be issued as fully registered Bonds without coupons and, when issued, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company ("DTC"). DTC wilt act as securities depository of the Bonds. Individual purchases may be made in book-entry form only, in the principaf amount of$5,000 and integeal multiples thereof. Purchasers will not receive certificates representing their interest in the Bonds purchased. (See "Book Entry System" herein.) The Gity will name the Registrar and pay for registration services. Certificates will be available for delivery at QTC within 40 days after award. PROPOSALS RECEIVED: November 18, 1997 (Tuesday) until 11:30 A.M., Central Time AWARD: November 18, 1997 (Tuesday}at 7:30 P.M., CentraF Time � Further information may be obtained from SPRINCSTED S PR I N G S T E D ���o�Po�ated, Financial Advisor to the lssuer, 85 East Seventh Place, Suite i00, Saint Paul, Minnesota 55101 Public Finance Advisors (612)223-3000 For purposes of compliance with Rule 15c2-12 of the Securities and Exchange Commission, this document, as the same may be supplemented or corrected by the Issuer from time to time (collectively, the "Official Statement"), may be treated as an Official Statement with respect to the Obligations described herein that is deemed final as of the date hereof (or of any such supplement or correction) by the Issuer, except for the omission of certain information referred to in the succeeding paragraph. The Official Statement, when further supplemented by an addendum or addenda specifjring the maturity dates, principal amounts and interest rates of the Obligations, together with any other information required by law, shall constitute a "Final Official Statement" of the lssuer with respect to the Obligations, as that term is defined in Rule 15c2-12. Any such addendum shall, r on and after the date thereof, be fully incorporated herein and made a part hereof by reference. By awarding the Obligations to any underwriter or underwriting syndicate submitting a Proposal therefor, the Issuer 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 Obligations are awarded copies of the Official Statement and the addendum or addenda described in the preceding paragraph in the amount specified in the Terms of ProposaL The Issuer designates the senior managing underwriter of the syndicate to which the Obligations 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 Obligations agrees thereby that if its bid is accepted by the Issuer (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all � Participating Underwriters of the Obligations for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. No dealer, broker, salesman or other person has been authorized by the Issuer to give any information or to make any representations with respect to the Obligations other than as contained in the Official Statement or the Final Official Statement, and, if, given or made, such other information or representations must not be relied upon as having been authorized by the Issuer. Certain information contained in the Official Statement and the Final Official Statement may have been obtained from sources other than records of the Issuer and, while believed to be reliable, is not guaranteed as to completeness or accuracy. THE INFORMATION AND EXPRESSIONS OF OPINION IN THE OFFICIAL STATEMENT AND THE FINAL OFFICIAL STATEMENT ARE SUBJECT TO CHANGE, AND NEITHER THE DELIVERY OF THE OFFICIAL STATEMENT OR THE FINAL OFFICIAL STATEMENT NOR ANY SALE MADE UNDER EITHER SUCH DOCUMENT SHALL CREATE ANY IMPUCATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE ISSUER SINCE THE DATE THEREOF. x References herein to laws, rules, regulations, resolutions, agreements, reports and other documents do not purport to be comprehensive or definitive. All references to such documents are qualified in their entirety by reference to the particular document, the full text of which may contain qualifications of and exceptions to statements made herein. Where full texts have not been included as appendices to the Official Statement or the Final Official Statement, they will be fumished on request. TABLE OF CONTENTS Pa e s Termsof Proposal .......-.•................................................................................................. i-iv , Schedule of Bond Years .................................................................................................. v Introductory Statement......_.................................•---..............................................--•....._., 1 Continuing Disclosure....................................................................................................... 1 TheBonds..............................................................................................................•--•...... 2-3 Authority and Purpose................................. ...................................... ...............•--........... 4 Securityand Financing..................................................................................................... 4 FutureFinancing...................---..----.... ................................................ ..............._-•-•-........ 4 Litigation..............................e................----.........-•----.....................................----................ 4 Legality....................................................................................'............_........._.................. 4-5 TaxExemption............................................................................_............._........,........._.... 5 Other Federal Tax Considerations.................................................................................... 5-6 Bank-Qualified Tax-Exempt Obligations............................................,......._.. ............_....:. 6 Rating.................. .............................................................................. ............................. 6 FinancialAdvisor.................................................. ................... ....................................... 7 Certification................................•----.............................................................._.............---... 7 City Property Values............................................................,............................----............ 8-9 CityIndebtedness............................................................................................................. 9-14 CityTax Rates, Levies and Collections.......................................a..........._._.........._............ 14 Fundson Hand................................................................................................................. 15 CityFnvestments............................................................................................................... 15-16 General Information Concerning the City.................................. ....................................... '16-20 Governmental Organization and Services.............................................••-..._..................... 20 21 Proposed Form of Legal Opinion .........................,......... ....._....................__............ Appendix I Continuing Disclosure Undertaking ................................ ............................ ........... Appendix II Summary of Tax Levies, Payment Prowsions, and Minnesota Real Property Valuation .......,........... ............. .............................. ..... Appendix I11 Annual Financial Statements ......................._...................._.........._.......---................ ApPendix N ProposalForms ...........................................................__.............. .............. ........... Inserted ; , THE CITY HAS AUTHORIZED SPRlNGSTED INCORPORATED TO NEGOTIATE THIS ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THf FOLLOWING BASIS: TERMS OF PROPOSAL $9,595,000 CITY OF ROSEMOUNT, MINNESOTA . GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1997B (BOOK ENTRY ONLY) Proposals for the Bonds will be received on Tuesday , November 18, 1997, until 11`30 A.M., Central Time, at the offices of Springsted incorporated, 85 East Seventh Piace, Suite 100, Saint Paul, Minnesota, after which time they will be opened and tabulated. Consideration for award of the Bonds wiUbe by the City Council at 7:30 P.M., Central Time, of the same day. SUBMISSION OF PROPOSALS Proposals may be submitted in a sealed envelope or by fax (612) 223-3002 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 (612) 223-3000 or fax (612) 223-3002 for inclusion in the submitted Proposal. Springsted will assume no liability for the inability of#he bidder to reach Springsted prior to the time of sale specified above. Proposais may also be filed electronically via PARITY, in accordance with PARITY Rules of Participation and the Terms of Proposal, � within a one-hour period prior to the time of sale established above, but no Proposals will be received after that time. If provisions in the Terms of Proposal conflict with the PARITY Rules of Participation, the Terms of Proposal shall controL The normal fee for use of PARITY may be obtained from PARITY and such fee shall be the responsibility of the bidder. For further' information about PARITY, potential bidders may contact PARITY at 500 Main Street, Suite 1010, Fort Worth, TX 76102, telephone (817) 885-8900. Neither the City nor Springsted Incorporated assumes any liability if there is a malfunction of PARITY. 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 of the Proposal submitted. DETAILS OF THE BONDS The Bonds will be dated December 1, 1997, as the date of original issue, and will bear interest payable on February 1 and August 1 of each year, commencing Augus# 1, 1998. Interest will be computed on the basis of a 360-day year of finrelve 30-day months. The Bonds will mature February 1 in the years and amounts as follows: 2000 $190,000 2004 $160,000 2008 $145,000 2001 $170,000 2005 $155,000 2009 $145,000 2002 $165,000 2006 $155,000 2003 $160,000 2007 $150,000 .. � .. 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 Bonds, 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. 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 City may elect on February 1, 2005, and on any day thereafter, to prepay Bonds due on or after February 1, 2006. Redemption may be in whole or in part and if in part at the option of the City and in such manner as the City shall determine. If less than all Bonds of a maturity are called for redemption, the City wil( notify DTC ofi the particular amount of such maturity to be prepaid. DTC will determine by lot the arnount of each participant's interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interests in such maturity to be redeemed. All prepayments shall be at a price of par plus accrued interest. 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 property. The proceeds will be used to finance various improvement projects within the City. TYPE OF PROPOSALS Proposals shall be for not less than $1,579,050 and accrued interest on the total principal amount of the Bonds. Proposals shall be accompanied by a Good Faith Deposit ("Deposit") in the form of a certified or cashier's check or a Financial Surety Bond in the arnount of $15,950, payable to the order of the City. If a check is used, it must accompany each proposal. 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 preapproved 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 Financiat Surety Bond. If the Bonds are awarded to an underwriter using a Financial Surety Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated 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 City will deposit the check of the purchaser, the amount of which will be deducted at settiement 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. No proposal can be withdrawn or amended after the time set for receiving proposals unless the meefiing of the " �e — 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 must be in ascending order. Bonds of the same maturity shall bear a single rate from the date of the Bonds to #he date of maturity. No conditional proposals will be accepted. 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 which the City determines to have failed to comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor at the option of the underwriter, the purchase of any such insurance policy or the issuance af any such commitment shafl be at the sole option and expense of the purchaser of the Bonds. Any increased costs of issuance of the Bonds resulting from such purchase of insurance shail be paid by the purchaser, except that, if the City has requested and received a rating on the Bonds from a rating agency, the City will pay that rating fee. Any other rating agency fees shaU be the responsibility of the purchaser. Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on the Bonds. 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 Bonds nor any error with respect thereto will constitute cause for failure or r.efusal 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. SETTLEMENT Within 40 days following the date of their awartl, the Bonds will be delivered without cost to the purchaser at a place mutually satisfactory to the City and the purchaser. Delivery wi11 be subject to receipt by the purchaser of an approving legal opinion of Briggs and Morgan, Professional Association, of Saint Paul and Minneapolis, 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 which shall be received at the offices of the City or its designee not later than a2:00 Noon, Central Time. Except as compliance with the terms of payment for the Bonds shall have 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. - ii� - � CONTINUING DISCLOSURE _ On the date of the actual issuance and delivery of the Bonds, the City wiil execute and deliver a Continuing Disclosure Undertaking whereunder the City will covenant to provide, or cause to be provided, annual financial information, including audited financial statements of the City, and notices of certain material events, 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 R 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, � 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 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 shalJ provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded 65 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 October 21, 1997 BY ORDER OF THE CITY COUNGIL /s/Susan Walsh City Clerk -� sd- f SCHEDULE OF BOND YEARS $1,595,000 CITY OF ROSEMOUNT, MINNESOTA GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1997B Cumulative • Year Principal Bond Years Bond Years 2000 $190,000 411.6667 411 .6667 ' 2001 $170,000 538.3333 950.0000 2002 $165,000 687.5000 1 ,637.5000 2003 $160,000 826.6667 2,464.t667 2004 $160,000 986.6667 3,450.8334 2005 $155,000 1 ,110.8333 4,561 .6667 2006 $155,000 c 1 ,265.8333 5,827.50U0 2007 $150,000 c 1 ,375.Od00 7,202.5000 2008 $145,000 c 1 ,474.1667 8,676.6667 2009 $145,000 c 1 ,619.1667 10,295.8334 Average Maturity: 6.46 Years Bonds Dated: December 1 , 1997 Interest Due: August 1 , 1998 and each February 1 and August 1 to maturity. Principal Due: February 1 , 2000-2009 inclusive. Optional Call: Bonds maturing on or afiter February 1 , 2006 are callable commencing February 1 , 2005 and any date thereafiter at par. (See Terms of Proposal.) c: subject to optional call - v- OFFICIAL STATEMENT $1,595,000 CITY OF ROSEMOUNT, MINNESOTA GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1997B (BOOK ENTRY ONLY) INTRODUCTORY STATEMENT This Official Statement contains certain information relating to the Gity of Rosemount, Minnesota (the "City") and its issuance of$1,595,000 General Obligation Improvement Bonds, Series 1997B (the "Bonds" or the "Issue"). The Bonds are being issued pursuant to Minnesota Statutes, Chapters 429 and 475 and are general obligations of the City for which the City pledges its full faith and credit and power to levy direct general ad valorem taxes without limit as to rate or amount. Inquiries may be directed to Mr. Thomas Burt, City Administrator, City of Rosemount, 2875- 145th Street West, Rosemount, Minnesota 55068-0510, or by te{ephoning (612) 423-4411. Inquiries may also be made to Springsted Incorporated, 85 East Seventh Place, Suite 100, St. Paul, Minnesota 55101-2143, or by telephoning (612) 223-3000. If information of a specific legal nature is desired, requests may be directed to Ms. Mary Dyrseth, Briggs and Morgan of St. Paul, Minnesota, Bond Counsel, 2200 First National Bank Building, St. Paul, Minnesota 55101, or by telephoning (612) 223-6625. CONTINUING DISCLOSURE In order to assist the Underwriters in complying with SEC Rule 15c2-12 (the "Rule"), pursuant to the Award Resolution and Continuing Disclosure Undertaking to be executed on behalf of the City on or before Bond closing, the City has and will covenant (the "Undertaking") for the benefit of holders or beneficial owners of the Bonds to provide certain financial inforrnation and operating data relating to the City to certain information repositories annually, and to provide notices of the occurrence of certain events enumerated in the Rule to certain information repositories or the Municipal Securities Rulemaking Board and to any state information depository. The specific nature of the Undertaking, as well as the information to be contained in the annual report or the notices of material events is set forth in the Continuing Disclosure Undertaking in substantially the form attached hereto as Appendix II, subject to such modifications thereof or additions thereto as: (i) consistent with requirements under the Rule, (ii) required by the purchaser of the Bonds from the City and (iii) acceptable to the Mayor and Clerk of the City. The City has never failed to comply in all material respects with any previous undertakings under the Rule to provide annual reports or notices of material events. A failure by the City to comply with the Undertaking will not constitute an event of default on the Bonds (although holders or other beneficial owners of the Bonds will have the sole remedy of bringing an action for specific performance). Nevertheless, such a failure must be reported in accordance with the Rule and must be considered by any broker, dealer or municipal securities dealer before recommending the purchase or sale of the Bonds in the secondary market Consequently, such a failure may adversely affect the transferability and liquidity of the Bonds and their market price. - 1 - THE BONDS General Description The Bonds are dated as of December 1, 1997 and issued in book entry form. Interest on the Bonds is payable August 1, 1998 and semiannualiy thereafter on February 1 and August 1. Interest will be payable to the holder (initially Cede & Co.) registered on the books of the Registrar as of the fifteenth day of the calendar month next preceding such interest payment date. Principal of and interest on the Bonds will be paid as described in the seetion herein entitled "Book Entry System." Bonds will mature in the amounts and on the dates shown on the � cover of this Official Statement. The City will name the bond registrar for the Bonds (the "Registrar"). Optional Redemption The City may elect on February 1, 2005, and on any day thereafter, to prepay the Bonds due on or after February 1, 2006. Redemption may be in whole or in part, and if in part, at the option of the City and in such order as the City shall determine. If a maturity is prepaid only in part, prepayments will be in increments of $5,000 of principal. All optional prepayments shall be at a price of par plus accrued interest. Book-Entry System The Depository Trust Company ("DTC"), New York, New York, will act as securities depository for the Bonds. The Bonds will be issued as fully-registered securities registered in the name of Cede & Co. (DTC's partnership nominee). Qne fully-registered certificate per maturity will be issued in the principal amount of the Bonds maturing in such year, and will be deposited with DTC. DTC is a limited-purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds securities that its participants ("Participants") deposit with DTC. DTC also facilitates the settlement among Participants of securities transactions, such as transfers and pledges in deposited securities through electronic computerized book entry changes in Participants' accounts, thereby eliminating the need for physical movement of securities certificates. Direct Participants ("Direct Participants") include securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations. DTC is owned by a number of its Direet Participants and by the New York Stock Exchange, Inc., the American Stock Exchange, Inc., and the National Association of Securities Dealers, Inc. Access to the DTC system is also avaiiable to others such as securities brokers and dealers, banks and trust companies that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). The Rules applicable to DTC and its Participants are on file with the Securities and Exchange Commission. Purchases of Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on DTC's records. The ownership interest of each actual purchaser of each Certificate ("Beneficial Owner") is in tum to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase, but Beneficial Owners are expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the - 2 - Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interest in the Bonds are to be accomplished by entries made on the books of Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interest in securities, except in the event that use of the book entry system for the Bonds is discontinued. To facilitate subsequent transfers, all Bonds deposited by Participants with DTC are registered in the name of DTCs partnership nominee, Cede & Ca The deposit of Bonds with DTC and their registration in the name of Cede & Ca effect no change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds. DTC's records reflect only the � identity of the Direct Participants to whose accounts such Bonds are credited, which may or may not be the Beneficial Owners. The Participants will remain responsible for keeping , account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Redemption notices for the Bonds shall be sent to Cede & Ca. If less than all of the Bonds within an issue are being redeemed, DTCs practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither DTC nor Cede & Co. will consent or vote with respect to Bonds_ Under its usual procedures, DTC mails an Omnibus Proxy to the Registrar as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Bonds are credited on the record date (identified in a listing , attached to the Omnibus Proxy). Principal and interest payments on the Bonds will be made to DTC, DTC's practice is to credit Direct Participants' accounts on the payable date in accordance with their respective holdings shown on DTCs records unless DTC has reason to believe that it will not receive payment on payable date. Payments by Participants to Beneficial Owners will be govemed by standing instructions and customary practices, as is the case with securities held for the accounts, of customers in bearer forrn or registered in "street name," and will be the responsibility of such Participant and not of DTC, the Registrar,`or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest to DTC is the responsibility of the Registrar, disbursement of such payments to Direct Pa�ticipants shall be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners shall be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as securities depository with respect to the Bonds at any time by giving reasonable notice to the Registrar. Under such circumstances, in the event that a successor securities depository is not obtained, certificates are required to be printed and delivered. The City may decide to discontinue use of the system of book entry transfers through DTC (or a successor securities depository). ln that event, certificates will be printed and delivered. The information in this section concerning DTC and DTCs book entry system has been obtained from sources that the City believes to be reliable, but the City takes no responsibility for the accuracy thereof. - 3 - AUTHORITY AND PURPOSE The Bonds are being issued to finance three improvement projects within the City that will be under construction beginning in 1997. The composition of the Issue is as follows: Project Costs $1,470,470 Capitalized Interest 82,742 Cost of Issuance 25,838 Underwriter's Discount 15,950 Total Bond Issue $1,595,000 . SECURITY AND FINANCING In addition to its general obligation pledge, the City pledges the receipt of special assessments against benefited property for repayment of the Bonds. Special assessments in the principal amount of $1,595,000 are expected to be filed on or before October 15, 1998 over a term of ten years with even annual installments of principal and interest charged on the unpaid balance at a rate of 2% over the net interest rate on the Bonds. Special assessments will not be filed until the fall of 1998 for first collection in 1999. Therefore, capitalized interest has been included in the principal amount of the Issue in an amount sufficient to make interest payments due through February 1, 1999. Thereafter, each August 1 interest payment will be made from first-half collections of special assessments, and each subsequent February 1 principal and interest payment will be made from second-half collections, plus surplus first-half collections. The City does not expect to make an ad valorem tax levy for repayment of the Bonds. FUTURE FINANCING The City does not expect any additional borrowing for at least the next 90 days. LITIGATION The City is not aware of any threatened or pending litigation affecting the validity of the Bonds or the City's ability to meet its financial obligations. LEGALITY The Bonds are subject to approval as to certain matters by Briggs and Morgan, Professional Association, of Saint Paul and Minneapolis, Minnesota, as Bond Counsel. Bond Counsel has not participated in the preparation of this Official Statement and will not pass upon its accuracy, completeness, or sufficiency. Bond Counsel has not examined, nor attempted to examine or -4 - verify, any of the financial or statistical statements or data contained in this Official Statement and will express no opinion with respect thereto. A legal opinion in substantially the form set out in Appendix I herein will be delivered at closing. TAX EXEMPTION , At closing Briggs and Morgan, Professional Association, Bond Counsel, will render an opinion that, at the time of their issuance and delivery to the original purchaser, under present federal and State of Minnesota 1aws, regulations, rulings and decisions (which excludes any pending � legislation which may have a retroactive effect), the interest on each Bond is excluded from gross income for purposes of United States income tax and is excluded, to the same extent, in computing both gross ineome and taxable net income for purposes of State of Minnesota income tax (other than Minnesota franchise taxes measured by income and imposed on corporations and financial institutions), and that interest on the Bonds is not an item of tax preference for purposes of computing the federal alternative minimum tax imposed on individuals and corporations or the Minnesota altemative minimum tax applicable to individuals, estates or trusts; provided that interest on the Bonds is subject to federal income taxation to the extent it is included as part of adjusted current earnings for purposes of computing the altemative minimum tax imposed on certain corporations. No opinion will be expressed by Bond Counsel regarding other federal or state tax consequences caused by the receipt or accrual of interest on the Bonds or arising with respect to ownership of the Bonds. Preservation of the exclusion of interest on the Sonds from federal gross income and state gross and taxable net income, however, depends upon compliance by the City with all requirements of the lnternal Revenue Code of 1986, as amended, (the "Code") that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be (or continue to be) excluded from federal gross income and state gross and taxable net income. The City will covenant to comply with requirements necessary under the Code to establish and maintain the Bonds as tax-exempt under Section 103 thereof, including without limitation, requirements relating to temporary periods for investments and limitations on amounts invested at a yield greater than the yield on the Bonds. OTHER FEDERAL TAX CONSIDERATIONS Property and Casualty Insurance Companies Property and casualty insurance companies are required to reduce the amount of tax-exempt interest received or accrued during the taxable year on certain obligations acquired after August 7, 1986, including interest on the Bonds. foreign Insurance Companies Foreign companies carrying on an insurance business in the United States are subject to a tax on income which is effectively connected with their conduct of any trade or business in the United States, including "net investment income." Net investment income includes tax-exempt interest such as interest on the Bonds. - 5- Branch Profits Tax A foreign corporation is subject to a branch profits tax equal to 30% of the "dividend equivalent amount" for the taxable year. The "dividend equivalent amount" is the foreign corporation's "effectively connected earnings and profits" adjusted for increase or decrease in "U.S. net equity." A branch's earnings and profits may include tax-exempt municipal bond interest, such as interest on the Bonds. Passive Investment Income of S Corporations Passive investment income, including interest on the Bonds, may be subject to federal income taxation under Section 1375 of the Code for an S corporation that has Subchapter C earnings and profits at the close of the taxable year if more than 25% of the gross receipts of such S " corporation is passive investment income. General The preceding is not a comprehensive list of all federal tax consequences which may arise from the receipt or accrual of interest on the Bonds. The receipt or accrual of interest on the Bonds may otherwise affect the federal income tax (or Minnesota income tax or franchise tax) liability of the recipient based on the particular taxes to which the recipient is subject and the particular tax status of other items of income or deductions. All prospective purchasers of the Bonds are advised to consult their own tax advisors as to the tax consequences of, or tax considerations for, purchasing or holding the Bonds. BANK-QUALIFIED TAX-EXEMPT OBLIGATIONS The City will designate the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended, relating to the ability of financial institutions to deduct from income for federal income tax purposes, interest expense that is allocable to carrying and acquiring tax-exempt obligations. "Qualified tax-exempt obligations" are treated as acquired by a financial institution before August 8, 1986. Interest allocable to such obligations remains subject to the 20% disallowance under prior law. RATING An application for a rating of the Bonds has been made to Moody's Investors Service ("Moody's"), 99 Church Street, New York, New York. If a rating is assigned, it will reflect only the opinion of Moody's. Any explanation of the significance of the rating may be obtained only from Moody's. There is no assurance that a rating, if assigned, will continue for any given period of time, or that such rating will not be revised or withdrawn if, in the judgment of Moody's, circumstances so warrant. A revision or withdrawal of the rating may have an adverse effect on the market price of the Bonds. -6 - FINANCIAL ADVISOR The City has retained Springsted Incorporated, PublicFinance Advisors, of St. Paul, Minnesota, as financial advisor (the "Financial Advisor") in connection with the issuance of the Bonds. In preparing the Official Statement, the Financial Advisor has relied upon governmental officials, and other sources, who have access to relevant data to provide accurate information for the Official Statement, and the Financial Advisor has not been engaged, nor has it undertaken, to independently verify the accuracy of such information_ The Financial Advisor is not a pub{ic , accounting firm and has not been engaged by the City to compile, review, examine or audit any information in the Official Statement in accordance with accounting standards. The Financial Advisor is an independent advisory firm and is not engaged in the business of underwriting, , trading or distributing municipal securities or other public securities and therefore will not participate in the underwriting of the Bonds. CERTIFICATION The City has authorized the distribution of this Official Statement for use in connection with the initial sale of the Bonds. As of the date of the settlement of the Bonds, the Purchaser will be furnished with a certificate signed by the appropriate officers of the City. The certificate will state that as of the date of the Official Statement, the Officiat Statement did not and does nat as of the date of the certificate contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. (The remainder of this page has been intentionaily left blank) - 7 - CITY PROPERTY VALUES 1996 Indicated Market Value of Taxable Property: $616,711,605* ' Calculated by dividing the county assessor's estimated market value of$568,608,900 by the 1996 sa/es ratio of 92.2%for the City as determined by the State Department of Revenue. 1996 Taxable Net Tax Capacity: $11,022,093 . 1996 Net Tax Capacity $12,113,851 Less: Captured Tax Increment Tax Capacity (466,021) Contribution to Fiscal Disparities (1,792,852) Plus: Distribution from Fiscal Disparities 1,167.115 1996 Taxable Net Tax Capacity $11,022,093 1996 Taxable Net Tax Capacity by Class of Property CommerciaUlndustrial, Public Utility and Personal Property� $ 4,471,098 40.6% Residential Homestead 5,957,065 54A Apartments 346,757 3.2 Agricultural 220,727 2A Railroad 26,446 0.2 Total $11,022,093 100.0% ` Reflects adjustments for fiscal disparities and captured tax increment tax capacity. Trend of Values Indicated Estimated Taxable Tax Market Value�a� Market Value Capacitv�bl 1996 $616,711,605 $568,608,100 $11,022,093 1995 575,875,083 522,318,700 10,252,645 1994 507,929,496 463,231,700 9,103,581 1993 446,589,563 419,347,600 8,313,353 1992 418,654,706 378,045,200 7,753,399 �a� Calculated by dividing the county assessor's estimated market value by the sa/es ratio determined for the City each year by the State Department of Revenue. �b� See Appendix Ill for an explanation of tax capacity and other Minnesota property tax law. 8 - Ten of the Largest Taxpayers in the City 1996 Net Taxpaver Tvpe of Business Tax Capacitv Great Northern Oil Co./Koch Refining Oil Refinery $2,861,091 Northern States Power Utility 418,706 CF Industries, Inc. (Cenex) Fertilizer 154,201 USPCI Inc. Non-hazardous Waste Containment 136,466 , Continental Nitrogen & Resources Corp. Fertilizer Blending & Plant Food 119,504 Wintz Companies Trucking/Warehouse 114,876 � Rosemount Properties LLC Retail Shopping Center 108,832 Utilicorp United Inc. (People's Natural Gas) Utility 100,458 Limerick Way LLC Townhouses 98,594 Dakota Electric Association Utility 86,406 Total $4,199,134� ' Represents 38%of the City's 1996 taxable nef tax capacity. CITY INDEBTEDNESS Legal Debt Limit Debt Limit (2% of Estimated Market Value) $11,372,162 Less: Outstanding Debt Subject to Limit l3,265,000) Legal Debt Margin at October 2, 1997 $ 8,107,162 General Obligation Debt Supported by Taxes and Tax Increment PrincipaC Date Original Final Outstanding of Issue Amount Purpose Maturitv As of 10-2-97 6-1-88 $1,100,000 Tax Increment 2-1-1999 $ 305,000 11-1-92 1,080,000 Community Center 2-1-2013 950,000* 8-1-93 845,000 Municipat Building Refunding 2-1-2002 625,000* 7-1-96 1,780,000 Fire Station 2-1-2016 1,690,000* Total $3,570,000 * These/ssues are subject to the statutory debt limit. - 9- I General Obligation Debt Supported Primarily by Special Assessments Principal Date Original Final Outstanding of Issue Amount Purqose Maturity As of 10-2-97 6-1-91 $1,180,000 Locallmprovements 2-1-2002 $ 580,000 12-1-91 265,000 Locallmprovements 2-1-2003 150,000 9-1-92 895,000 Locallmprovements 2-1-2004 455,000 11-1-92 1,470,000 Locallmprovements 2-1-2004 1,015,000 8-1-93 555,000 Locallmprovements 2-1-2005 405,000 ` 8-1-93 1,415,000 Improvement Refunding 2-1-2001 925,000 8-1-94 1,605,000 Locallmprovements 2-1-2006 1,475,000 8-1-95 1,900,000 Locallmprovements 2-1-2007 1,735,000 ` 7-1-97 2,800,000 Locallmprovements 2-1-2009 2,800,000 12-1-97 1,595,000 Local Improvements (this Issue) 2-1-2009 1,595,000 Total $11,135,000 � General Obligation Port Authority Debt Principal Date Original Final Outstanding of Issue Amount Pur ose Maturity As of 10-2-97 11-1-92 $3,425,000 Municipal Building 2-1-2018 $2,995,OOO�a1 11-1-93 580,000 Land Purchase for Business Park (Taxable) 2-1-2009 520,OOO�b� 8-1-94 1,630,000 Business Park Street and Utility Improvements 2-1-2011 1,555.000�61 Total $5,070,000 �a� Debt service payments on fhis issue are made from a combination of user fees from the municipal multi-purpose arena, tax increment revenues and certain special tax and general fund levies. �b� These issues are being repaid from a combination of tax increment revenues and ad valorem tax levies. General Obligation Debt Supported by Revenues Principal Date Original Final Outstanding of Issue Amount Purpose Maturity As of 10-2-97 9-1-92 $1,525,000 Storm WaterRevenue 2-1-2008 $1,275,000 8-1-93 945,000 Water Revenue Refunding 2-1-2005 945,000 8-1-94 335,000 Storm Water Revenue 2-1-2005 250,000 8-1-94 700,000 State Aid Street Bonds 2-1-2004 515,000 7-1-96 1,035,000 Storm Water Revenue 2-1-2012 1,035,000 7-1-96 500,000 Water Revenue 2-1-2005 500,000 Total $4,520,000 - 10 - Annuai Calendar Year Debt Service inciuding This Issue G.O. Debt Supported G.O. Debt Supported Primarily by bv Taxes and Tax Increment Specia)Assessments Principal Principal Year Principal & Interest Princi al & Interest�a� 1997 (at 10 2) (Paid) (Paid) (Paid) (Paid) 1998 $ 355,000 $ 548,153.50 $ 1,245,000 $ 1,740,759.59 1999 380,000 549,541.00 1,000,000 1,459,917.50 2000 230,000 381,988.50 1,390,000 1,794,068.75 , 2001 240,000 381,276.00 1,310,000 1,649,650.00 2002 245,000 374,824.75 1,170,000 1,448,48125 2003 120,000 240,718.50 1,055,000 , 1,277,678.75 2004 125,000 239,091.00 1,025,000 1,195,292.50 2005 130,000 237,047.25 820,000 944,091.25 2006 140,000 239,446.00 775,000 859,571.25 2007 145,000 236,318.5fl 550,000 601,882.50 2008 155,000 237,651.00 400,000 428,951.25 2009 165,000 238,271.00 395,000 404,693.75 2010 175,000 238,163.50 2011 185,000 237,313.50 2012 190,000 231,050.50 2013 205,OOQ 234,095.00 2014 120,000 139,280.00 2015 130,000 141,935.00 2016 135,Q00 139.050.00 Total $3,570,OOO�b� $5,265,214.50 $11,135,000��� $13,805,038.34 �a� lncludes the 8onds at an assumed average annual interest rate of 4.75%. �b� 59%of this debt will be retired within ten years. ��1 93%of fhis debt will be retired within ten years. - 11 - Annual Calendar Year Debt Service Including This Issue (Continued) G.O. Debt Supported G.O. Port Authoritv Debt bv Revenues Principal Principal Year Principal & Interest Principal & Interest 1997 (at 10-2) (Paid) (Paid) (Paid) (Paid) 1998 $ 280,000 $ 575,318.78 $ 385,000 $ 603,418.75 1999 295,000 575,961.28 395,000 596,302.50 2000 180,000 448,756.28 420,000 602,672.50 2001 200,000 458,653.78 440,000 602,382.50 2002 220,000 467,187.53 460,000 600,587.50 2003 235,000 469,483.78 475,000 592,256.25 ` 2004 255,000 475,546.28 505,000 597,052.50 2005 270,000 475,348.78 440,000 507,372.50 2006 285,000 473,996.28 205,000 255,252.50 2007 305,000 476,335.65 215,000 253,675.00 2008 325,000 477,192.52 230,000 256,225.00 2009 345,000 476,533.77 80,000 97,552.50 2010 295,000 406,690.64 85,000 97,972.50 2011 320,000 412,640.63 90,000 98,027.50 2012 180,000 256,875.00 95,000 97,731.25 2013 190,000 254,802.50 2014 155,000 208,503.75 2015 165,000 208,023.75 2016 180,000 211,680.00 2017 190,000 209,470.00 2018 200,000 206.600.00 Total $5,070,OOO�a1 $8,225,600.98 $4,520,OOO�b� $5,858,481.25 �a1 50%of this debt wil!be retired within 90 years. �b1 87%of this debt will be retired within 10 years. Lease-Purchase Agreements The City has entered into several lease-purchase agreements for the acquisition of various equipment and vehicles. Date of Original Semiannual Final Lease Principal Amount Lease Pavment Pavment Date 4-26-94 $100,995 $11,121 2-1-1999 3-28-95 140,000 26,363 8-1-1998 3-28-95 124,000 14,928 8-1-2000 3-28-95 362,000 25,359 8-1-2005 Total $726,995 $77,771 The City entered into a lease purchase agreement dated May 15, 1996 for a fire truck. The principal amount of the lease is $476,445 with annual payments of$64,896. Final payment will be due June 1, 2006. - 12 - In February 1997 the City entered into a lease purchase agreement for the purchase of a street sweeper. The principal amount of the lease is $85,731 and is payable in a single payment due on March 27, 1998. Summary of Direct Debt1ncluding This Issue Gross Less: Debt Net Debt Service Funds* Direct Debt G.O. Debt Supported by Taxes and Tax Increment $3,570,000 $ (195,716) $3,374,284 G.O. Debt Supported by Special Assessments 11,135,000 (4,115,693) 7,019,307 G.O. Port Authority Debt 5,070,000 (204,892) 4,865,108 G.O. Debt Supported by Revenues 4,520,000 (592,840) 3,927,160 '` Debf service funds are as of September 30, 1997 and include money #o pay both principal and interest. Indirect General Obligation Debt DebtApplicable to 1996 Taxable G.O. Debt Tax Capacity in Citv Taxing Unit�al Net Tax Capacitv As of 10-2-97�b� Pereent Amount Dakota County $ 280,683,823 $ 63,215,000��� 3.93% $ 2,484,350 ISD 196 (Rosemount- Apple Valley-Eagan) 101,531,886 182,607,776��� 8.94 16,325,135 ISD 199 (Inver Grove-Pine Bend) 18,523,634 16,460,242 9.67 1,591,7Q5 ISD 200 (Hastings) 16,546,543 4,410,000 0.39 17,199 Metropolitan Council 2,161,233,611 33,990,OOO�e� 0.51 173,349 Metropolitan Transit Dist. 1,942,024,$26 84,545,000 0.57 481,907 Total $21,Q73,645 �a� Only fhose units with debt outstanding are shown here. �b1 Excludes debt supported by revenues and tax and aid anticipation debt. ��1 Includes jail facility revenue bonds issued by the Dakota County HRA and payable so%ty from /ease payments made by the County to the HRA pursuant to a Lease Agreement. The lease payments are absolute and unconditiona!and are unlimifed tax obligations of the County. (d� Mcludes $15,980,000 of outstanding cerfificates of participation which are subject to annual appropriation. �e1 Metropolitan Council also has outstanding $427,035,000 of general obligatiorr sanitary sewer bonds and loans which are supported by system revenues. - 13 - Debt Ratios including This issue* G.O. Net G.O. Indirect & Direct Debt' Net Direct Debt To 1996 Indicated Market Value 2.47% 5.89% Per Capita (13,150 - 1997 City Estimate) $1,160 $2,763 � Excludes general obligafion debt supported by revenues, state-aid street bonds and lease-purchase agreements. CITY TAX RATES, LEVIES AND COLLECTIONS Tax Capacity Rates � i 1996/97 � For 1992/93 1993/94 1994/95 1995/96 Total Debt Onlv � Dakota County 26.558% 27.474% 27.994% 26.626% 25.721% N/A City of Rosemount 29.810 32.297 35.778 36.055 35.627�b1 5.704% ISD 196 (Rosemount) 58.486 59.657 62.136 60.830 58.189��� 12.349 Special Districts�al 5.405 6.240 4.914 5.108 4.995 0.158 Total 120.259% 125.668% 130.822% 128.619% 124.532% 18.211% �a1 Includes Mefropolitan Council, Regional Transit District, Metropolitan Mosquito Control, Dakota County Technical College, the Housing and Redevelopment Authority, and the Dakota County Light Rail Transit. �b� The City also has a 9996/97 tax rate of 0.02706%spread on the market value of property in support of debt service on general obligation fire station bonds. (c) Independent Schoo/ District 196 (Rosemount-Apple Valley-Eagan) also has a 9996/97 tax rate of 0.10868%spread on the market value of property in support of an excess operafing levy. NOTE: Taxes are determined by multiplying the net tax capacity by the tax capacity rafe, expressed as a percentage (see Appendix !ll). Tax Collections for the City Gross Net Collected During Collected Amount Amount Collection Year As of 4-30-97 Levy/Collect of Levv of Levy* Amount Percent Amount Percent 1996/97 $4,635,928 $3,664,352 (In Process of Collection) 1995/96 4,382,673 3,465,166 $3,430,125 99.0% $3,441,147 99.3% 1994/95 4,17Q781 2,911,242 2,888,955 99.2 2,896,956 99.5 1993/94 3,602,545 2,351,589 2,307,118 98.1 2,339,141 99.5 1992/93 2,913,401 2,002,363 1,925,266 96.1 1,999,093 99.8 * The net levy excludes Homestead and Agricultural Credit Aid("HACA'). Beginning in 1993/94, the net levy is the basis for computing tax capacity rates. The gross levy was the basis for computing tax capacity rates in prior years. - 14- FUNDS ON HAND As of September 30, 1997 , Fund Cash and Investments General $ 1,090,900.95 Special Revenue 1,702,043_00 Port Authority 241,907.56 Debt Service: Tax and Tax Increment Supported 195,716.37 Assessment Supported 4,115,692.94 Port Authority Supported 204,892.31 General Obligation Revenue Supported 592,839.56 Construction 3,076,718.99 Water, Sewer and Storm Water 4,441,624.44 Arena 27,982.74 Trust and Agency 1,360.220 Total $15,691,679.08 CITY INVESTMENTS City funds are invested in accordance with Minnesota Statutes, Section 118.005 and the Gity's investment policy which is more restrictive than State statutes. The City investmenf portfolio is managed in a manner to attain a rnarket rate of return while preserving and protecting the capital of the overall portfolio. The Finance Director or the City Administrator is responsible for investing all funds, including making investment decisions on a daily basis and monitoring#he portfolio. Pursuant to the City's investment policy the City is authorized to invest in the following: 1. Governmental Securities: Instruments such as bonds, notes, bills, mortgages and other securities which are direct obligations of the federal government or its agencies, with the principal fully guaranteed by the U.S. govemment or its agencies. The City will not invest in any mortgage or mortgage-related security , unless a return of principal is completely guaranteed by a federal entity. !,, 2. Certificate of Deposit. 3. Repurchase Agreement. 4. Reverse Repurchase Agreement. 5. Prime Commercial Paper. 6. Any security which is a general obfigation of the State of Minnesota or any of its municipalities. 7. Bankers acceptances of United States banks eligible for purchase by the Federal Reserve System. - 15 - Collateralization is required on two types of investments, certificates of deposit and repurchase agreements. In order to anticipate market changes and provide a level of security for all funds, the collateralization level is 110 percent of the market value of principal and accrued interest. The City attempts to diversify its investments according to type and maturity. The portfolio, as much as possible, contains both short-term and long-term investments. The long-term portion of the portfolio, meaning longer than five years, may not exceed 35% of the total funds in the portfolio. This is done to reduce overall market risk of rates changing. As of September 30, 1997 the City had a total of$15,076,765 invested funds as follows Amount Invested Tvpe of Security Lenqth of Investment as of 9-30-97 Certificates of Deposit Less than 12 months $ 9,324,899 Certificates of Deposit One to Ten years 1,436,827 U.S. Treasury Notes 12 months or less 760,800 Mortgage Backed Securities Ten years or less 3,093,851 � Mortgage Backed Securities Over Ten years 460,388 � Total $15,076,765 � GENERAL INFORMATION CONCERNING THE CITY The City of Rosemount, located in northern Dakota County, is a southern suburb of the Minneapolis/Saint Paul metropolitan area. The City encompasses an area of 22,000 acres (35.25 square miles) and has a 1990 U.S. Census count of 8,622, a 69.6% increase from the City's 1980 Census count of 5,083. As of January 1997, the City estimates the population to be 13,150; a 52.5% increase over the 1990 Census. A major contributor to the City's tax base and economy is a petrochemical'industrial complex sited on 6,200 acres in the northeastern portion of the City near the Mississippi River. Firms located there include Great Northem Oil Company ("Koch Refining"), North Star Chemical and Spectro Alloys. Mid-American Pipeline Company transports gas from southern states and operates a bottling station at Pine Bend. Minnesota Pipeline Company transports Canadian and North Dakota crude oil to the Koch refinery. Koch is a leading producer of petroleum products in Minnesota and Wisconsin converting 21�,000 barrels of crude oil into gasoline each day. This Rosemount company employs 800 full-time workers, and it has invested nearly $600 million recently in new equipment, processes, training and operations. The University of Minnesota's Rosemount Research Center is located on an 8,000 acre tract of land situated partially in the City. This facility is utilized by the University, other research agencies, and private firms for agricultural and other research projects. - 16 - Major Employers Approximate Number Emplover Product/Service of Empiovees Independent School District 196 Education 3,119�a1 Koch Refining Company Crude Oil 800 Dakota County Technical College Education 275 Intermediate School District 917 Education 275 Cannon Equipment Company Manufacturing of Metal Parts 250 Greif Brothers Corporation Multiwall Bags 160 Genz & Ryan Plumbing & Heating Plumbing and Heating 110 Spectro Alloys Corp. Aluminum Alloys 100' Reese Enterprises Weatherstripping 90 Dakota County HRA �overnment 75 City of Rosemount Government 57(b) CF Industries Warehousing/Freight Terminal 49 Utilicorp United Inc. (People's Natural Gas) Natural Gas' 47 Knutson Services, Inc. Trash Disposal/Recycling 36 Continental Nitrogen & Resources Corp. Chemicals 35 Carlson Tractor& Equipment Company Jndustrial/Farm Equipment 30 �a� Represents total employment, not just within the City of Rosemounf. �b1 Excludes over 100 part-time and seasonal employees. Source: Survey of individual employers, May 1997. Labor Force Dafia August 1997 August 1996 Civilian Unemployment Civilian Unemployment Labor Force Rate Labor Force Rate Dakota County 201,319 1.9%0 196,198 2.5% Minneapolis/St. Paul MSA 1,677,673 2.4 1,637,386 3.0 Minnesota 2,696,290 2.9 2,635,247 3.7 Source: Minnesota Department of Economic Security. 9997 data is preliminary. � - 17 - Buiiding Permits Issued by the City Total Permits New Single Familv Homes Number Value Number Value 1997 (to 9-30) 467 $19,584,157 70 $7,679,651 1996 655 28,440,950 130 13,941,688 1995 641 30,376,849 190 20,529,873 1994 662 32,969,672 223 23,329,937 1993 592 39,154,474 196 20,716,580 1992 633 43,352,223' 234 23,046,277 1991 512 19,939,006 200 18,087,341 1990 491 21,921,872 184 16,682,775 1989 480 28,037,283 194 17,320,711 1988 506 30,974,532 267 22,232,787 1987 316 21,636,314 160 14,460,303 " Includes$97,000,000 forKoch Refining. � Recent and Proposed Development j The Port Authority of the City of Rosemount, Minnesota was established on September 3, 1991 � by resolution of the Rosemount City Council to provide a conscientious and coordinated effort to encourage and precipitate future development within various development districts established by the City. The Port Authority is charged with the role and responsibility of carrying out economic and industrial development and redevelopment within the City in accordance with policies established by the City Council. As administrator of the City's development districts, the Authority may exercise development and redevelopment powers pursuant to those authorized by the State of Minnesota Development Act, the Industrial Bond Act, the Housing Finance Act and the Tax Increment Act, except that the Authority may not issue obligations without prior approval of the City CounciL In 1993, the Rosemount Port Authority purchased 80 acres of vacant land for a future-business park near the historic center of Rosemount. In 1995, after a total investment of nearly $2.2 million, the first phase of road and utility improvements to the business park were completed. Two companies purchased a combined 16 acres in the business park and completed construction of new facilities in early 1997. Cannon Equipment Company constructed a 110,000 square foot office/manufacturing facility and Geometrix Company constructed a 10,000 square foot sheet metal manufacturing facility. The City also established this business park within a tax increment financing (TIF) district as a tool to assist new businesses locating at this site. The Port Authority is now marketing the remaining acreage in the business park through a cooperative agreement with Hoyt Properties of Minneapolis. During the period from 1992 through 1996, an average of $34.858,834 in new construction value has been added per year. During this same period the City added 973 single-family homes to its housing stock (or an average of 200 homes per year). Additional recent and proposed commercial and industrial development occurring in the City includes the following: • The City approved a new 25 acre commercial plat in 1997 that will allow for 220,000 square feet of development. Currently under construction is a new 15,000 square foot Walgreen Drug Store and a 10,000 square foot Kindercare daycare center. - 18 - i . The Dakota County Housing and Redevelopment Authority is completing construction of a 44-unit senior housing rentaf project valued at approximately $2,500,000. • Endres Processing, a food waste recycling company, is constructing a new 55,000 square foot facility in 1997. • AAA Auto Salvage is constructing a new 35,000 square foot faciGty in 1997 on a 30 acre site. . Greif Brothers, a multi-wall bag manufacturing company, completed a 30,000 square foot expansion of its existing facility in 1996. Some of the larger housing projects currently being developed or recently compieted are as. follows: . Units Units Built Development/Developer Housin A�proved as of 9-30-97 Country Hills/U.S. Home Corporation Single Family 541 541 O'Leary's Hills/Parkview, Inc. Single Family 213 201 West Ridge/Rosemount Dev. Co.. Single Family 228 228 Shannon Hills/Ground Development Co. Single Family 197 197 Shannon Pond Hampton Development Corp. Single Family 89 89 Wensmann 6th Addition Single Family/Townhome 106 106 Wensmann 7th and 8th Additions Single Family/Twin Home 81 81 Wensmann 9th and 10th Additions Townhomes/Condominiums 104 104 Shannon Meadows Addition Single Family 28 6 Shannon Pond East/Hampton Development Corp. Single Family 73 20 Geromine Pond/Heritage Development Co.Single Family/Twin Home 45 0 Hawkins Pond/Basic Builders Single Family 69 2 Financial Institutions The First State Bank of Rosemount and Rosemount National Bank are located in the City. As of December 31, 1996, the two banks reported combined deposits of $92,030,000. A branch facility of the Vermillion State Bank is also located in the City. Source: Upper Midwest Financial Directory, Spring 1997 edition. Education � The major portion of the City is part of Independent School District 196, headquartered in Rosemount. The District's enrollment for the 1997/98 school year was approximately 26,485 �� students in grades kindergarten through twelve. The District is one of the fastest growing school districts in the State, and one of the largest employers in the City with approximately 3,119 full-time and part-time employees. The physical plant of the District consists of 18 elementary schools, six middle schools, and four senior high schools. Of these schools, two elementary schools, one junior high, and one senior high are located in the City of Rosemount. On March 8, 1994 voters in the Distnct authorized the issuance of $78,810,000 for the acquisition and betterment of school facilities, including the construction of a new elementary school, a new middle school and a new high school and additions and improvements to other schools in the District, including the Rosemount High SchooL The new elementary school - 19- � i ,I opened in the fail of 1995. The new middle school opened in the fall of 1996 and the new high school opened in the fall of 1997. In addition, the District has entered into a lease agreement with the Apple Valley Economic Development Authority to lease a 68,000 square foot facility to house the District's School of Environmental Studies for grades 11 and 12 which opened in the fall of 1995. The facility is located on the grounds of the Minnesota Zoo. Small portions of the City are located in Independent School District 199 (Inver Grove-Pine Bend) and Independent School District 200 (Hastings). The Dakota County Technical College is also located in the City. The Technical College, located on a 96-acre site, opened in 1973. The Technical College has an enrollment of approximately 2,000 post-secondary students. In addition, the Technical College offers an extensive adult education program. GOVERNMENTAL ORGANIZATION AND SERVICES Organization Rosemount was established as a municipal corporation in 1858, and became a statutory City in 1974. The City has a Mayor-Council form of govemment, with the four Council members being elected to overlapping four-year terms of office. The present City Council is listed below. Expiration of Term Cathy E. Busho Mayor December 31, 1998 Joan M. Anderson Council Member December 31, 1998 John Edwards Council Member December 31, 1998 Kevin L. Carroll Council Member December 31, 2000 Dennis Wippermann Council Member December 31, 2000 The City's chief administrative officer is the City Administrator, who is appointed by and serves at the discretion of the City Council. Mr. Thomas D. Burt was appointed to the position of City Administrator in March of 1994. Mr. Jeffrey A. May, who has served in the City's Finance Department since 1985, was appointed as the City's Finance Director in March of 1991. Growth and development of the City is guided by a Comprehensive Land Use Plan which was commissioned soon after the consolidation in 1971 of the former Village and Town of Rosemount. The Plan outlines long-range zoning and development policy of the City, and is designed to encourage and promote orderly development and growth which will perpetuate a sound tax base. This Plan was last updated in 1993. Services .; Police protection for the City is provided by 15 full-time officers, six police reserves and two part-time community service officers. Fire protection is provided by 33 trained volunteers. The City has a class 5 insurance ratinge Municipal water, sanitary sewer and storm water services are provided to virtually all of the developed areas of the City. The municipal water service is provided by four wells with finro water towers having a total storage capacity of 1,500,000 gallons. The maximum pumping capacity is 6,264,000 gailons per day with an average demand of 1,200,000 gallons pumped daily. -20 - ----- _ __-� It is the City's poficy to finance all of its lateral sanitary sewer and water improvements by special assessments filed againsf benefited property; however, #here is a provision for deferred assessments, in which case it may be necessary to provide some tax support. Core facilities are intended to be financed from water and sewer connection charges, but these too may require some tax support in the event sufficient connections do not occur in a timely manner_ To date, tax support has not been necessary. The City finances the construction and long-term maintenance of its stormwater core facilities through the operation of a Stormwater Utility. Each property in the City pays a monthly "stormwater user fee" and an initial connection charge to support the program. Interceptor sewer lines and wastewater treatment plants in the seven-county metropolitan area, of which the City is a part, are under the jurisdiction of the Metropolitan Council Environmental Services ("MCES"). MCES finances its operations through user charges based on usage. The City is responsible for the construction and maintenance of sewer laterals. Employee Pensions All full-time and certain part-time employees of the City of Rosemount are covered by defined benefit pension plans administered by the Public Employees Retirement Association of Minnesota (PERA)_ PERA administers the Public Employees Retirement Fund (PERF) and the Public Employees Police and Fire Fund (PEPFF) which are cost-sharing multiple-employer public employees retirement plans. PERF members belong to either the Coordinated Plan or the Basic Plan. Coordinated members are covered by Social Security and Basic members are not. All employees of the City covered by PERA belong to the Coordinated Plan. All police officers, fire fighters and peace officers who qualify for membership by statute are covered by the PEPFF. For the year ended Decernber 31, 1996, the City's contribution to PERA was $172,689. Current General Fund Budget 1996 1996 1997 Adopted Budqet Actuaf Adopted Budget General Fund Revenues: General Property Taxes $2,362,042 $2,327,061 $2,401,575 Licenses and Permits 267,900 239,129 226,900 Intergovernmental 1,261,583 1,283,220 1,320,700 ' Charges for Services 329,400 314,049 302,725 Fines and Forfeits 100,000 111,929 100,000 Recreation Fees 169,510 173,794 174,100 Miscellaneous Revenues 38,000 137,110 48,800 + Transfers In - 0 - 3.500 105,400 Total General Fund Revenues $4,531,935 $4,589,798 $4,578,300 � General Fund Expenditures: General Government $1,103,000 $ 941,113 $1,027,100 Police 1,119,000 1,112,767 1,186,300 Fire 179,672 179,672 169,200 Public Works 1,506,779 1,506,779 1,504,400 Parks and Recreation 638,372 638,372 585,900 , Transfer Out - 0 - 117,95D 105,400 Total General Fund Expenditures $4,531,435 $4,496,653 $4,578,300 - 21 - APPENDIX I PROPOSED FORM OF LEGAL OPINION ' 2200 FIRS? NATIONAL BANK BUILDING 332 MINNESOTA STREET SAINT PAUG. MINNESOTA 55I01 TELEPHONE (6l2) 223-6600 B R I G G S A�'D �0 R GA� FACSIMILE f612) 223-6450 PROFESSIONAL ASSOCI.ATION WRITER'S DIRECT DIAL , W�ZITER'S E-MAIL $1, 595, 000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1997B CITY OF ROSEMOUNT DAKOTA COUNTY MINNESOTA We have acted as bond counsel in connection with the issuance by the City of Rosemount, Dakota County, Minnesota (the "Issuer") , of its $1, 595, 000 General Obligation Improvement Bonds, Series 1997B, bearing a date of original issue of December 1, 1997 (the "Bonds") . We have examined the law and such certified proceedings and other documents as we deem necessary to render this opinion. We have not been engaged or undertaken to review the accuracy, completeness or sufficiency of the Official Statement or other offering material relating to the Bonds (except to the extent, if any, stated in the Official Statement) , and we express no opinion relating thereto (excepting only the matters set forth as our opinion in the Official Statement) . As to questions of fact material to our opinion, we have relied upon the certified proceedings and other certifications of public officials furnished to us without undertaking to verify the same by independent investigation. ' Based upon such examinations, and assuming the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us ` as certified or photostatic copies and the authenticity of the originals of such documents, and the accuracy of the statements of fact contained in such documents, and based upon present Minnesota and federal laws (which excludes any pending legislation which may have a retroactive effect on or before the MINNEAPOLIS OFFICE ■IDS GENTER •WWW.BRIGGS.COM MEMBER-LEX MUNDI,A GLOBAL ASSOCiATION OF INDEPENDENT LAW FIRMS I-1 BRIGGS �-^�D MORGAN date hereof} , regulations, rulings and decisions, it is our opinion that : (1) The proceedings show lawful authority for the issuance of the Bonds according to their terms under the Constitution and laws of the State of Minnesota now in force. (2) The Bonds are valid and binding general obligations of the Issuer and all of the taxable property within the Issuer' s jurisdiction is subject to the levy of an ad valorem tax to pay the same without limitation as to rate or amount; provided that the enforceability (but not the validity) of the Bonds and the pledge of taxes for the payment of the principal and interest thereon is subject to the exercise of judicial discretion in accordance with general principles of equity, to the constitutional powers of the United States of America and to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors � rights heretofore or hereafter enacted. (3) At the time of the issuance and delivery of the Bonds to the original purchaser, the interest on the Bonds is excluded from gross income for United States income tax purposes and is excluded, to the same extent, from both gross income and taxable net income for State of Minnesota income tax purposes (other than Minnesota franchise taxes measured by income and imposed on corporations and financial institutions) , and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations or the Minnesota alternative minimum tax applicable to individuals, estates or trusts; it should be noted, however, that for the purpose of computing the federal alternative minimum tax imposed on corporations, such interest is taken into account in determining adjusted current earnings. The opinions set forth in the preceding sentence are subject to the condition that the Issuer comply with all reguirements of the Internal Revenue Code of 1986, as amended, that must be satisfied subsequent to the issuance of the Bonds in order that interzst thereon be, or continue to be, excluded from gross income for federal income tax purposes and from both gross income and taxable net income for State of Minnesota income tax purposes. Failure to comply with certain of such requirements may cause the inclusion of interest on the Bonds in gross �ncome and taxable net income retroactive ' to the date of issuance of the Bonds. We express no opinion regarding other state or federal tax ' consequences caused by the receipt or accrual of interest on the Bonds or arising with respect to ownership of the Bonds . Dated at Saint Paul, Minnesota, this day of December, 1997 . � � Professional Association !-2 APPENDIX i! CONTINUING DISCLOSURE UNDERTAKING This Continuing Disclosure Undertaking (the "Disclosure Undertaking" ) is executed and delivered by the City of Rosemount, Minnesota (the °Issuer" ) , in connection with the issuance of $1, 595, 000 General Obligation Improvement Bonds, Series 1997B (the "Bonds" ) . The Bonds are being issued pursuant to a Resolution adopted November 18, 1997 (the "Resolution") . Pursuant to the Resolution and this Undertaking, the Issuer covenants and agrees as follows: SECTION 1 . Purpose of the Disclosure Undertakincr. This Disclosure Undertaking is being executed and delivered by the Issuer for the benefit of the Owners and in order to assist the Participating Underwriters in complying with SEC Rule 15c2-12 (b) (5) . SECTION 2 . Definitions. In addition to the definitions set forth in the Resolution, which apply to any capitalized term used in this Disclosure Undertaking unless otherwise defined in this Section, the following capitalized terms shall have the following meanings : "Annual Report" shall mean an�r annual financial information provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Undertaking. ��Audited Financial Statements" shall mean the financial statements of the Issuer audited annually by an independent certified public accounting firm, prepared pursuant to generally accepted accounting principles promulgated by the Financial Accounting Standards Board, modified by governmental accaunting standards promulgated by the Government Accounting Standards Board. "Dissemination Agent" shall mean such party from time to time designated in writing by the Issuer to act as information dissemination agent and which has filed with the Issuer a written acceptance of such designation. r "Fiscal Year" shall be the fiscal year of the Issuer. .� °Governing Body° shall, with respect to the Bonds, have the meaning given that term in Minnesota Statutes, Section 475 .51, Subdivision 9 . "MSRB" sha11 mean the Municipal Securities Rulemaking Board. "Nationai Repository" shall mean any Nationally Recognized Municipal Securities Information Repository for purposes of the Rule . Current3y, the following are National Repositories : ' II-1 Bloomberg Municipal Repository P.O. Box 840 Princeton, NJ 08542-0840 Phone: (609) 279-3200 Fax: (609) 279-5962 Thomson Municipal Services 395 Hudson Street - Third Floor New York, NY 10014 Attn: Municipal Disclosu�e Phone : (800) 689-8466 Fax: (212) 989-2078 Kenny Information Systems Inc . 65 Broadway - 16th Floor New York, NY 10006-2511 Attn: Repository Services Phone: (212) 770-4595 Fax: (212) 797-7994 R.R. Donnelly Financial Municipal Securities Disclosure Archive 559 Main Street Hudson, MA 01749 Phone: (800) 580-3670 Fax: (508) 562-1969 DPC Data Inc. One Executive Drive Fort Lee, NJ 07024 Phone: (201) 346-0791; Fax: (201) 947-0107 E-Mail: Nrmsir@dpcdata.com "Occurrence (s) " shall mean any of the events listed in Section 5 .A. of this Disclosure Undertaking. "Official Statement" shall be the Official Statement dated , 1997, prepared in connection with the Bonds . "Owners" shall mean the registered holders and, if not the same, the beneficial owners of any Bonds . "Participating Underwriter" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds . ,. ��Repository" shall mean each National Repository and each State Depository. "Resolution" shall mean the resolution or resolutions adopted by the Governing Body of the Issuer providing for, and authorizing the issuance of, the Bonds . � i f-L "Rule" shall mean Rule 15c2-12 (b) (5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time or interpreted by the Securities and Exchange Commission. "State" shall mean the State of Minnesota. "State Depository° shall mean any public or private repository or entity designated by the State as a state depository for the purpose of the Rule. _As of the date of this Disclosure Undertaking, there is no State Depository in Minnesota. SECTION 3 . Provision of Annual Reports . A. Beginning in connection with the Fiscal Year ending on December 31, 1997, the Issuer shall, or shall cause the Dissemination Agent to, as soon as available, but in any event not later than December 31, 1998, and by December 31 of each year thereafter, provide to each Repository an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Undertaking. B. If the Issuer is unable to provide to the Repositories an Annual Report by the date required in subsection A, the Issuer shall send a notice of such delay and estimated date of delivery to each Repository or to the MSRB and to the State Depository, if any. SECTION 4 . Content and Format of Annual Reports . The Issuer' s Annual Report shall contain or incorporate by reference the financial information and operating data pertaining to the Issuer listed below as of the end of the preceding Fiscal Year. The Annual Report may be submitted to each Repository as a single document or as separate documents comprising a package, and may cross-reference other information as provided in this Disclosure Undertaking. The following financial information and operating data shall be supplied: A. an update of the type of information contained in the Official Statement under the caption CITY PROPERTY VALUES ; CITY INDEBTEDNESS; and CITY TAX RATES, LEVIES AND COLLECTIONS; B. Audited Financial Statements of the Sssuer. The Audited Financial Statements of the Issuer may be submitted to each Repository separately from the balance of the Annual Report . In the event Audited Financial Statements of the Issuer are not available on or before the date for filing the Annual Report with the appropriate Repositories as set forth in Section 3 .A. above, unaudited financial statements <i-3 shall be provided as part of the Annual Report . The accounting principles pursuant to which the financial statements will be prepared will be pursuant to generally accepted aCcounting principles promulgated by the Financial Accounting Standards Board, as such principles are modified by the governmental accounting standard� promulgated by the Government Accounting Standards Board, as in effect from time to time. If Audited Financial Statements are not provided because they are not available on or before the date for filing the Annual Report, the Issuer shall promptl� provide them to the Repositories when available. SECTION 5 . Reportinq of Sianificant Events . A. This Section 5 shall govern the giving of notices of the occurrence of any of the following events with respect to the Bonds, if material: (1) principal and interest payment delinquency; (2) non-payment related defaults; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers, or their failure to perform; (6) adverse tax opinions or events affecting the tax- exempt status of the security; � (7) modifications to rights of security holders; (8) optional or unscheduled redemption of any Bonds; (9? defeasances; (10) release, substitution or sale of property securing repayment of the Bonds; and (11) rating changes . ,. B. Whenever an event listed in Section 5 .A. above has occurred, the Issuer sha11 as soon as possible determine if such event would constitute material information for Owners of Bonds . If knowledge of the Occurrence would be material, the Issuer shall promptly file a notice of such Occurrence with each National Repository or the MSRB and with the State Depository, if anye ::� C. The Issuer agrees to provide or cause to be provided, in a timely manner, to each National Repository or the MSRB and to the State Depository, if any, notice of a failure by the Issuer to provide the Annual Reports described in Section 4 . SECTION 6 . Termination of Reporting Obligation. The Issuer� s obligations under this Disclosure Undertaking shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds . SECTION 7 . Dissemination Agent . The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Undertaking, and may discharge any sueh Agent, with or without appointing a successor Dissemination Agent . SECTION 8 . Amendment; Waiver. Notwithstanding any other provision of this Disclosure Undertaking, the Issuer may amend this Disclosure Undertaking, and any provision af this Disclosure Undertaking may be waived, if (a) a change in law or change in the ordinary business or operation of the Issuer has occurred, (b) such amendment or waiver would not, in and of itself, cause the undertakings herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official interpretation of the Rule, and (c) such amendment or waiver is supported by an opinion of counsel expert in federal securities laws �o the effect that such amendment or waiver would not materially impair the interests of Owners . SECTION 9 . Additional Information. Nothing in this Disclosure Undertaking shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Undertaking or any other means of communication, or including any other information in any Annual Report or notice of an Occurrence, in addition to that which is required by this Disclosure Undertaking. If the Issuer chooses to include any information in any Annual Report or notice of an Occurrence in addition to that which is specificall� required by this Disclosure Undertaking, the Issuer shall have no obligation under this Disclosure Undertaking to update such information or include it in any future Annual Report or notice of an Occurrence. � SECTION 10 . Default . In the event of a failure of the Issuer to provide information required by this Disclosure Undertaking, any Owner may take such actions as may be necessary and appropriate, including seeking mandamus or specific performance by court order, to cause the Issuer to comply with its obligations to provide information under this Disclosure Undertaking. A default under this Disclosure Undertaking shall � not be deemed an Event of Default under the Resolution, and the sole remedy under this Disclosure Undertaking in the event of any �i-5 failure of the Issuer to comply with this Disclosure Undertaking shall be an action to compel performance. SECTION 11. Beneficiaries. This Disclosure Undertaking shall inure solely to the benefit of the Issuer, the Participa- ting Underwriters and Owners from time to time of the Bonds, and shall create no rights in any other person or entity. SECTION 12 . Reserved Rights . The Issuer reserves the right to discontinue providing any information required under the Rule if a final determination should be made by a court of competent jurisdiction that the Rule is invalid or otherwise unlawful or, subject to the provisions of Section 8 hereof, to modify the undertaking under this Disclosure Undertaking if the Issuer determines that such modification is required by the Rule or by a court of competent jurisdiction. Date: , 1997 CITY OF ROSEMOUNT By Its By Its , . � APPENDIX ill SUMMARY OF TAX LEVIES, PAYMENT PROVISiONS, AND MINNESOTA REAL PROPERTY VALUATION Following is a summary of certain statutory provisions effective through 1996 relative to tax levy procedures, tax payment and credit procedures, and the mechanics of real property valuation. The summary does not purport to be inclusive of all such provisions or of the specific provisions discussed, and is qualified by reference to the complete #ext of applicable statutes, rules and regulations of the State of Minnesota in reference thereto. This summary reflects changes to Minnesota property tax laws enacted by the State Legisiature during the 1996 Regular Session. Property Vatuations (Chapter 273, Minnesota Statutes) Assessor's Estimated Market Value Each parcel of real property subject to taxation must, by statute, be appraised at least once every four years as of January 2 of the year of appraisal. With certain exceptions, all property is valued at its market value which is the value the assessor determines to be the price the property to be fairly worth, and which is referred to as the "Estimated Market Value." Limitation of Market Value Increases Effective for assessment years 1993 through 1997, the amount of increase in market value for all property classified as agricultural homestead and non-homestead, residential homestead and non-homestead, or non-commercial seasonable recreational residential, which is entered by the assessor in the current assessment year, may not exceed the greater of (i) 10% of the preceding year's market value or (ii) 1/3 of the difference between the current assessment and the preceding assessment. Indicated Market Value Because the Estimated Market Value as determined by an assessor may not represent the price of real property in the marketptace, the "Indicated Market Value" is generally regarded as more rep�esentative of full value. The Indicated Market Value is determined by dividing the Estimated Market Value of a given year by the same year's sales ratio determined by the State Department of Revenue. The sales ratio represents the overall relationship between the Estimated Market Value of property within the taxing unit and actual selling price. Net Tax CapacitX The Net Tax Capacity is the value upon which net taxes are levied, extended and collected. The Net Tax Capacity is computed by applying the class rate percentages specific to each type of property classification against the Estimated Market Value. Class rate percentages vary depending on the type of property as shown on the last page of this Appendix. The formulas and class rates for converting Estimated Market Value to Net Tax Capacity represent a basic element of the State's property tax relief system and are subject to annual revisions by the State Legislature. Property taxes are determined by multiplying the Net Tax Capacity by the tax capacity rate, { expressed as a percentage. Property Tax Payments and Delinquencies (Chapters 276, 279-282 and 549, Minnesota Statutes) , Ad valorem property taxes levied by local govemments in Minnesota are extended and collected by the various counties within the State. Each taxing jurisdiction is required to certify the annual tax levy to the county auditor within five (5) working days after becember 20 of the year preceding the collection year. A listing of property taxes due is prepared by the county auditor and turned over to the county treasurer on or before the first business day in March. III-1 The county treasurer is responsible for collecting all property taxes within the county. Real estate and personal property tax statements are mailed out by March 31. One-half (1/2) of the taxes on real �roperty is due on or before May 15. The remainder is due on or before October 15. Real property taxes not paid by their due date are assessed a penalty which, depending on the type of property, increases from 2% to 4% on #he day after the due date. In the case of the first installment of real property taxes due May 15, the penalty increases to 4°/a or 8% on June 1. Thereafter, an additional 1% penalty shall accrue each month through October 1 of the collection year for unpaid real property taxes. In the case of the second installment of real property taxes due October 15, the penalty increases to 6% or 8% on November 1 and increases again to 8% or 12% on December 1. Personal property taxes remaining unpaid on May 16 are deemed to be delinquent and a penalty of 8% attaches to the unpaid tax. However, personal property owned by a tax-exempt entity, but which is treated as taxable by virtue of a lease agreement, is subject to the same delinquent property tax pe�alties as real property. On the first business day of January of the year following colle�tion all delinquencies are subject to an additional 2% penalty, and those delinquencies outstanding as of February 15 are filed for a tax lien judgment with the district court. By March 20 the clerk of court files a publication of legal action and a maiiing of notice of action to delinquent parties. Those property interests not responding to this notice have judgment entered for the amount of the delinquency and associated penalties. The amount of the judgment is subject to a variable interest determined annually by the Department of Revenue, and equal to the adjusted pnme rate charged by banks, but in no event is the rate less than 10% or more than 14%. Property owners subject to a tax lien judgment generally have five years (5) in the case of all property located outside of cities or in the case of residential homestead, agricultural homestead and seasonal residential recreational property located within cities or three (3) years with respect to other types of property to redeem the property. After expiration of the redemption period, unredeemed properties are declared tax forfeit with title held in trust by the State of Minnesota for the respective taxing districts. The county auditor, or equivalent thereof, then sells those properties not claimed for a public purpose at auction. The net proceeds of the sale are first dedicated to the satisfaction of outstanding special assessments on the parcel, with any remaining balance in most cases being divided on the following basis: county - 40%a town or city- 20%; and school district -40%. P�operty Tax Credits (Chapter 273, Minnesota Statutes) In addition to adjusting the taxable value for various property types, primary elements of Minnesota's property tax relief system are: property tax levy reduction aids, the circuit breaker credit, which relates property taxes to income and provides relief on a sliding income scale; and targeted tax relief, which is aimed p�imarily at easing the effect of significant tax increases. The circuit breaker credit and targeted credits are reimbursed to the taxpayer upon application by the taxpayer. Property tax Jevy reduction aid includes educational aids, local govemmental aid, equalization aid, homestead and agricultural credit aid (HACA) and disparity reduction aid. Levy Limitations Historically, the ability of local governments in Minnesota to levy property taxes was controlled , by various statutory limitations. These timitations have expired for taxes payable in 1993 and future years, but may be reinstated in the future. Under pnor law the limitations generalfy did not affect debt service levies. For county gavernments, cities of 2,500 population or more, and smaller cities and towns that receive taconite municipal aid, taxes could be levied outside the overall levy limitation for, among others, bonded indebtedness and certificates of indebtedness, unfunded accrued pension liabifity, social service programs and the residual income maintenance program for which the county share of costs has not been taken over by the State. III-2 Debt Limitations All Minnesota municipalities (counties, cities, towns and schoof districts) are subject to statutory "net debt" limitations under the provisions of Minnesota Statutes, Section 475.53. Net debt is defined as the amount remaining after deducting from gross debt the amount of current revenues which are applicable within the current fiscal year to the payment of any debt and the aggregation of the principal of the following: 1. Obligations issued for improvements which are payable wholly or partially from the proceeds of special assessments levied upon benefited property. 2. Warrants or orders having no definite or fixed maturity. 3. Obligations payable wholly from the income from revenue producing conveniences. 4. Obligations issued to create or maintain a permanent improvement revolving fund. 5. Obligations issued for the acquisition and betterment of public waterworks systems, and public lighting, heating or power systems, and any combination thereof, or for any other public convenience from which revenue is or may be derived. 6. Certain debt service loans and capital loans made to school districts. 7. Certain obligations to repay loans. 8. Obligations specifically excluded under the provisions of law authorizing their issuance. 9. Debt service funds for the payment of principal and interest on obligations other#han those descnbed above. 10. Certain obligations to pay pension fund liabilities. Levies for General Obligation Debt (Sections 475.61 and 475.74, Minnesota Statutes) Any municipality which issues general obligation debt must, at the time of issuance, certify levies to the county auditor of the county(ies) within which the municipality is situated. Such levies shall be in an amount that if collected in full will, together with estimates of other revenues pledged for payment of the obligations, produce at least five percent in excess of the amount needed to pay principal and interest when due. Notwithstanding any other limitations upon the ability of a taxing unit to ievy taxes, its ability to levy taxes for a deficiency in prior levies for payment of general obligation indebtedness is without limitation as to rate or amount Metropolitan Revenue Distribution(Chapter 473F, Minnesota Statutes) "Fiscal Disparities Law" The Charles R. Weaver Metropolitan Revenue Distribution Act, more commonly known as "Fiscal Disparities," was first implemented for taxes payable in 1975. Forty percent of the increase in commercial-industrial (including public utility and railroad) net tax capacity valuation since 1971 in each assessment district in the Minneapolis/St. Paul seven-county metropolitan area (Anoka, Carver, Dakota, excluding the City of Northfield, Hennepin, Ramsey, Scott, excluding the City of New Prague, and Washington Counties) is contnbuted to an area-wide tax base. A distribution index, based on the factors of population and real property market value per capita, is employed in determining what proportion of the net tax capacity value in the area- ' wide tax base shall be distributed back to each assessment district. I I I-3 STATUTORY FORMULAE CONVERSION OF ESTIMATED MARKET VALUE(EMV)TO NET TAX CAPACITY FOR MAJOR PROPERTY CLASSIFICATIONS Net Tax Capacity Net Tax Capacity Net Tax Capacity Net Tax Capacity Net Tax Capacity General Classifications Levy Year 1992 Lev,yL ear 1993 Levy Year 1994 Levy Year 1995 Levy year 1996 Residential Homestead First$72,000 of EMV at 1.00% First$72,000 of EMV at 1.00% First$72,000 of EMV at 1.00% First$72,000 of EMV at 1.00% First$72,000 of EMV at t.00% EMV in excess of$72,000 EMV in excess of$72,000 EMV in excess of$72,000 EMV in excess of$72,000 EVM in excess of$72,000 8t 2.00% at 2.00% at 2.00% at 2.00% at 2.00°/a Residential Non-Homestead 3.40% 3.40°Io 3.40% 3.40%;except certain cities of 3.40%;except certain cities of 4 or more units 5,000 population or less 5,000 population or less at 2.30% at 2.30% Agricuitural Homestead First$72,000 EMV of house, First$72,000 EMV of house, First$72,000 EMV of house, First$72,000 EMV of house, First$72,000 EMV of house, garage and 1 acre at 1.00% garage and 1 acre at 1.00°/a garage and 1 acre at 1.00% garage and 1 acre at 1.00% garage and 1 acre at 1.00% Excess to 320 acres at 0.45% EMV in excess of$72,000 of EMV in excess of$72,000 of EMV in excess of$72,000 of EMV in excess of$72,000 of Excess over 320 acres at 0.45% house,garage and 1 acre at house,garage and 1 acre at house,garage and 1 acre at house,garage and 1 acre at ' 2.00% 2.00% 2.00% 2.00% Next$43,000 EMV at 2.00% Excess to 320 acres at 0.45% Remaining Property: Remaining Property; Remaining Property: Remaining Property: Excess over 320 acres at 0.45% First$115,000 of EMV on First$115,000 of EMV on First$115,000 of EMV on First$115,000 of EMV on EMV in excess of$115,000 first 320 acres at 0.45% first 320 acres at 0.45% first 320 acres at 0.45% first 320 acres at 0.45% — at 2.00% EMV in excess of$115,000 on EMV in excess of$115,000 on EMV in excess of$115,000 on EMV in excess of$115,000 on � Excess to 320 acres at 1.30% first 320 acres at 1.00% first 320 acres at 1.00% first 320 acres at 1.00% first 320 acres at 1.00% Excess over 320 acres at 1.60°/a EMV in excess of$115,000 over EMV in excess of$115,000 over EMV in excess of$115,000 over EMV in excess of$115,000 over 320 acres at 1.50% 320 acres at 1.50% 320 acres at 1.50% 320 acres at 1.50% Agricultural Non-Homestead EMV of house,garage and EMV of house,garage and EMV of house,garage and EMV of house,garage and EMV of house,garage and t acre at 2.50%0 1 acre at 2.30% 1 acre at 2.30% 1 acre at 2.30°/a 1 acre at 2.30%0 EMV of land and other buiidings EMV of land and other buildings EMV of land and other buildings EMV of land and other buiidings EMV of land and other buildings at 1.60% at 1.50% at 1.50% at 1.50% at 1.50% Commercial-Industrial First$100,OOU of EMV at 3.00% First$100,000 of EMV at 3.00% First$100,000 of EMV at 3.00% First$100,000 of EMV at 3.00% First$100,000 of EMV at 3.00% EMV in excess of$100,000 EMV in excess of$100,000 EMV in excess of$100,000 EMV in excess of$100,000 EMV in excess of$100,000 at 4J0% at 4.60% et 4.60% at 4.60% at 4.60% Seasonal/Recreational Non-Commercial Non-Commercial Non-Commercial Non-Commercial Non-Commercial Residential First$72,000 of EMV at 2.00% First$72,000 of EMV at 2:00% First$72,000 of EMV at 2.00% First$72,000 of EMV at 2.00% First$72,000 of EMV at 1.75% EMV in excess of$72,000 EMV in excess of$72,000 EMV in excess of$72,000 EMV in excess of$72,000 EMV in excess of$72,000 at 2.50% at 2.50% at 2.50°/a at 2.50% at 2.50°l0 Commercia�-2.30% Commerciat-2.30% Commercial-2,30% Commercial-2.30% Commercial-2.30% VacantLand N/A N/A N/A N/A N/A (All vacant land is reclassified (All vacant land is reclassified (All vacant land is reclassified (AIF vacant land is reclassified (All vacant land is reclassified to highest and best use to highest and best use to highest and best use to highest and best use to highest and best use pursuant to local Zoning pursuant to local zoning pursuant to local zoning pursuant to local zoning pursuant ro local zoning ordinance) ordinance) ordinance) ordinance) ordinance APPENDIX IV ANNUAL FINANCIAL STATEMENTS The City is audited annually,by an independent certified public accounting firm. Data shown on the following pages has been extracted from the annual audits for fiscal years ended December 31, 1996, 1995 and 1994. The audits for all years shown were prepared on the modified accrual basis of accounting for governmental funds, and the accrual basis of accounting for proprietary funds. The reader should be aware that the complete audits may contain additional information which may interpret, explain or modify the data presented herein. IV-1 � �¢o� � Q o.. o F � � = 'o '" o � . . . . . J W � . .F IV-3 CITY OF ROSEMOUNT MINNESOTA COMBINED STATEMENT OF REVENUE,EXPENDiTURES,AND CHANGE$IN FUND BALANCES ALL GOVERNMENTAL FUND TYPES Tora� YEAR ENDED DECEMBER 31,1995 �MPONeNr REPORTIN6 GOVERNMENTAL FUND TYPES TOTALS ' uNiT enmtv ��PORT (MEMORANDUM SPECIAL DEBT CAPI7AL (Memorandum only) �moam oru�vf GENERAL REVENUE SERV�CE FROJECTS 1985 1994 REVENUE: - $ 3,159,689 $ 2,617,773 General property taxes $ 2,305,352 $ 127,000 $ �z7,337 $ 58,474 Municipal state aid(MSA) _ - 348,201 389,��4 832,859 E 1T,368,331 348,201 282,946 302.859 6,872 442,510 Tax increments 26Z,g46 - ' i,sea,e» 1,364,617 Licenses and permits 48,046 61,376 516,302 - 625,725 1,036,793 - t,oes,o2� Special assessments �,097,460 - - - 1,097,460 1,079,860 s,857 250,819 Intergovernmental _ _ 401,211 372,318 2,ose,648 401,211 139,680 10Q074 25,�z� Charges for services a 3g,680 - " s,zze 209,472 Finesandforteitures 1,459 524,485 486,907 interest eamings 48,004 158,750 3�g.2�2 g4,5g7 1,122,801 380,982 _ Misceltaneous 230,610 �74 105,$2O - 912,898 $ 4,533,310 $ 1,427,201 $ 1,665,431 $ 56,�56 $ 7,681,998 $ 6,805,614 �s,aoo sz,o�z,ese TOTAI REVENUE -----------'-- - EXPENDITURES: te,2�e s,053.400 Current _ g - S 1,260,961 $ 1,083,321 �za �o.»a,�oa General govemment $ 1,085,406 $ 175,555 $ _ �,211,348 �,�87.18� C 1,211;348 _ _ 2.495,796 3,751,652 4.361.884 Re4,m oz�s -s s�,ea�,oe2 Public safety 1,255,858 628,77g 563,157 � Pubiic works 628,779 - ' - Park and recreation _ 653,265 - - 653,265 230,545 ' Capitai o�Uay _ _ 18,883 69,713 86,595 1.661,794 . . . . . E 2,085;190 . � Other Debi service: . _ 3,900,000 2,970,000 e,aao ns,osa 3,J�D,OOO ' � 366�,640 Redemption of bonds _ g22,907 - 922,907 960,076 _ 22,Z�2 Interest on bonds _ 7,081 - 7,081 _5,727 - �os,ssa Fiscal agent fees - zaa,oas TOTAL EXPENDITURES $ 4,181,389 $ 828,820 $ 4.�0 $ 2.565,509 E 12,422.587 $12,923,685 2,50o se,�o� - � � ,677 2,888.904 EXCESS�DEFICIENCY)OF REVENUE OVER �9��� $ 351,921 $ 598,381 $ (3,181,439) $ (2,509,453) $(4.7d0,589) $ (6,118,071) IS,000 22.855.n!» EXPENDITURES - �,oea.ess . � � . . . � � .0.497 S 29.991,978 OTHER FINANCING SOURCES(USES): $ _ $ _ g 5,068 $ 1,887,137 $ 1,892,205 $ 3,979,229 Proceeds from the sale of bonds 3,500 359,196 311,100 485,164 1,158,960 2,426,195 Transfers from other funds (208,399) (517,29n ____,_____,_ 72,662) Q98,358) (1,929,458) 's,oao s �o,sa�,�o� Transfers to other funds -----"---�- �- �- 3�,m,�s� $ (204.899) S (158,101) $ 316,168 $ 2,299,639 $ 2,252,8�8 $ 4,475.966 � 5,5oe,�7s ' TOTAI OTHER SOURCES(USES) - - eeo,�sa FICIENCY dF REVENUE AND ',II�,a2s e,a7z EXCESS(DE ) OTHER FINANCING 30URCES OVER 'p,27s 8,053,400 EXPENDITURE3 AND OTHER FINANCING USE5 $ 1A7.022 $ 440,281 $ (2.865,271) $ (209,814) $ (2,487,782) $ (1,642.105) 28ze9 t,s55,ose BEGINNING FUND BALANCE 1,258,606 1,104,545 8,913,992 1,308,077 12,585,219 14,227,325 � fi83,e57) Residuai equity transfer in(out) __ �1�34�3� 4�3�52 �q3Q.33$) (32,488) �8b 27 S 81,989,102 ENDING FUND BALANCE $ 1,� $ 1,� a 6'��'774 $-----s3�92 $10;064,950 $12,_ 585`2?a �4 s s�,asi,oe� CI7Y OF ROSEMOUNT.MINNESOTA COM8INED 3TATfiMENT OF REVENUE,EXPENDITURES AND CHANGES IN FUND BAIANCE3 ALL GOVERNMENTAL FUND TYPES YEAfl ETIDED DECEMBER Si,1894 GOVERNMENTAL FUND TYPES TOTALS SPECUL DEBT CAPITAL (MEMORANDUM ONLI� GENEAAI pEYENUE 3ERVICE PROJECTS 1994 1999 REVENUE Ca�nwal p�opNty tax�s t1.87s.109 t279.717 :159.947 - i2.817.T79 :2.297,902 Munictpel afat�aid(M3A) - Sa.474 - - 58.474 1.088.955 Tex tnd�m�Me - 989.774 - - 389.774 936.451 Uc�nsa a►d p�rmfb 302.939 - - - 902.859 282.1 t8 3p�ck1 asa�sem�nta 88.790 - 948.002 - 1.098.799 t,i87.852 �ntwgowrnm�rtfnl 1.079.880 - _ _ 1,079.860 1.029.970 Charg�s fw savic�s 972.918 - - - 972.318 412.879 Flnss end faf�Ru�ss 100.074 - - - 100.074 80.960 IntM�st�ernirqs 30.118 /44.522 280.01B i12.222 466.907 580.525. Mise�i{an�ous 189.958 185.958 - 15.068 980.982 299.785 TOTAL REYENUES L4,021.915 i1,068.445 =1.687,985 i27.289 f8.805.614 t7.518.979 DCPENDffURES: Curnrtt: l3�nweFgovwnm�nt i1.089.921 - - - i1.08S.921 =1,109.057 G. _ _ _ `. Public sntety 1.08T.181 1.087.181 955,080 Publlc wwks 1.052.775 - f9.909.109 4.581.884 6.968.198 Perks and rscrsatlon 569.157 - _ 563.157 580.711 CepifalOutlay - i230.515 - - 290,545 714,755 O(her _ 180.798 5�3.764 1.417.292 1.664.794 1.079.972 Debt ae►vic�: R�demption of bonds - - 2.970.000 - ,2,970.00Q t.455.000 Intwest on bonds - - 980.078 - 960.078 972.527 Flseal egent}e�a - - 5.727 - 5.727 5,124 TOTAL D(PENDfTUfiE3 t3.786.495 f411.294 t3.999.587 t4.728.401 i12.929.685 t19.297.824 EXCE33(DEFICIENC�OF REVENUE OYER EXPENDffURES i235,480 :857,181 (=2.911.802) (¢l,889.111) (i8.1/8.072) (t5.718.851) OTHER FINANCING SOURCES(U9ES) Procs�ds hom sal�of bond• - - i207,205 �,9.T72.024 i3.979.229 i9.988�209 Trensfws hom otMr funds t287.495 t3,577 468.878 1.668.445 2.428.195 9.591.109 Tranafers to other(unds (444.668) (944.404) (95,889) (q44.5W) (1.929.458) (3,478.042) TOTAL OT1iER FINANCINO 30URCE3(USES) (t157,t79) (i9�.82� =578,001 y{.995,965 s4,475,966 f.4.489,270 D(CESS(DEFICIENCI�OF HEVENUE AND OTHER FINANCIN(3 SOURCES OVER EXPENDffURES AND O7HER FINANCING USE3 578,307 (5283.688} (t1.739,801) i298.854 (l1,642.108) (i2.233,581) BEfiINNING FUNO BALANCE3 1,180.299 1,388.211 10,847.592 t.011.229 14.227.923 18,462.907 ENDINO FUNO BALANCE3 i1.258.808 i1.104.545 t8.913.991 f1.908.077 L12.585.218 St4.227.326 CITY OF R03EMOUNT.MINNESOTA COMBINED STATEMENT OF REVENUE,EXPENDITURES AND CHANGES IN FUND BALANCES BUDGET(AS AMENDED)AND ACTUAL(BUDGETARY BASIS) GENERAL AND ANNUALLY ADOP7ED SPECIAL REVENUE FUNDS YEAR ENDED DECEMBER a1,1896 ANNUALLY ADOPTED TOTAL ' GENERAL FUND SPECIAL REVENUE FUNDS (Memorandum Onty) FAVORABLE FAVORABLE FAVORABLE �UNFAVORABLE► (UNFAVORABLE) (UNFAVORABLE) BUOGET ACTUAL VARIANCE BUDOET ACTUAL VARIANCE BUDGET ACTUAL VARIANCE REVENUE: General PropeAy Taxes a 2,505,042 3 2,476,676 S (28,388) ; 470,100 3 470,100 a - $ 2,975,142 a 2.946,776 S (28,3B8) Municipal siate aid(MSA) - - - - 309,089 309,089 Tax Increments - - - - 32,586 32,588 - 32,586 32,588 Special assessmenis - 85,236 85,236 Licenses and pertnfts 287,900 239,129 (28,771) - - - 287,900 239,129 (28,771) Intergovemmental 1,118,583 1,119,492 909 - - - 1,118,583 1,119,492 809 Ghargesforservices 329,400 314,049 (15,351) - - 329,400 314,049 (15,351) Fines and forfeitures 100,OOQ 717,929 11,929 - - - 190,000 111,929 11,929 Interest eamings 25,000 33,444 8,444 11,000 33,898 22,698 38,000 87,141 31,141 Principal on notes - - - - - - 0 0 - Oonations and other 92,498 92,498 - 58,000 383 (57,617) 150,498 92,881 (57,81� Miscellaneous 182,510 199,081 18,571 IB,000 578,325 530,325 230,510 777,406 546,896 � TOTAL REVENUES 3 4,62D,933 S 4,588,299 $ (34,834), S 587,100 E 1,509,418 S 922,318 3 5,208,033 S 5,701,391 5 493,358 i 00 EXPENDITURE3: Generalgovemment S 1,115,350 3 1,041,383 $ 73,987 s 586,700 5 813,252 S (247,752) 3 1,881,450 S 1.854,635 S (173,185) Public safety 1,310,977 1,292,439 18,538 - - - 1,310,977 7,292,439 18,538 Publicworks 1,378,300 1,408,433 (28,133) - - - 1,378,300 1,408,433 (28,733) Park and recreation 701,856 838,3T2 83,484 �01,856 838,372 63,484 TOTAL EXPENDITURE3 y 4,506,483 a 4,378,826 3 127,857 Z 566,100 3 813,252 S (247,152) S 5,072,583 $ 5,191,878 S (119,295) EXCE33�DEFICIENCY)OF REVENUE OVER , EXPENDITURES $ 114,450 S 207,673 S 93,223 a 21,000 $ 898,188 S 875,188 735,480 903,839 374,084 OTHER PINANCING SOURCES(USES): Opereting transfers in $ 3,500 3 3,500 S - a - a - E - S 3,500 E 3,500 S Operatlngtransfers out ' (117,950) (117,950L (490,108) (490,108) (117,950) (808,058) (490,108) TOTAL OTHER SOURCES(USES) 3 (114,450) 3 (114,450) a a - a (490,108) S (490,108j (114,450) (804,558) (d90,108) EXCES3(DEFICIENCY)OF REVENUE AND OTHER FINANCINO SOURCE8 OVER EXPENOITURES AND OTHER FINANCING USES S S 93,223 S 93,223 a 21,000 3 206,060 S 185,080 5 21,000 $ 299,283 S (116,042) Recoociliation to GAAP basis etimination ot eocumbrances,net (7,693) - (7,693) BEGINNING FUND BALANCE 1,497,829 726,b21 2,224,250 Non-Budgeted Special Revenue Funds 428,897 429,897 ENDINCi FUND BAU4NCE S 1,583,35� S 1.382,378 3 2,945,737 . CITY OF ROSEMOUNT.MINNESOTA COMBINED STATEMENT OF REVENUE,EXPENDITURES AND CNANGES IN FUND BALANCES BUDGET(GAAP BASIS)AND ACTUAL GENERAL AND ANNUA�LY ADOPTED SPECIAL REVENUE PUNDS YEAR ENDED DECEMBER 31,1995 ANNUALLY ADOPTED GENERAI.FUND SPECIAL REVENUE FUNDS TOTALS(Memorendum Only) fAVORABLE FAVORABLE FAVORABLE (UNFAVORABLE) (UNFAVORABLE� UNFAVORABLE) BUDGET ACTUAL VARIANCE BUDGET ACTUAL VARIANCE BUDGET ACTUAL VARIANCE REVENUE: General Property Taxes $ 2,238,062 $ 2,305,352 $ 67,290 $ 127,000 S 127.000 $ - $ 2,365,062 $ 2,432,352 S 67,290 Tax increments - - - - 348,201 348,201 0 348,201 348,201 Licenses and pertnits 268,400 262,946 (5,454) - 268,400 262,946 (5,454) Intergovernme�tal t,Q68,882 1,097,480 28,578 285,000 (285,000) 1,353,882 1,097,460 (256,422) Chargesforservices 370,275 401,211 30,936 - - - 370,275 401,211 30,936 Fines and forfeitures SD,000 139,680 59,880 - - 80,000 139,�80 59,680 Interesl eamings 24,000 48,004 24,U04 11,U00 132,835 121,835 35,000 180,839 145,839 Principal onnotes - - - 107,581 18,064 (89,51� 107,581 18,064 (89,51� Donations and other 45,529 45,529 - 18,069 602,188 584,097 63,598 647,695 584,097 Miscellaneous 241,730 233,127 {8,603) 4,057 4,057 241,730 237,184 (4,546) TOTAL REVENUES $ 4,336,878 $ 4,533,310 $ 196,432 5 548,850 $ 1,232,322 $ 683,672 S 4,885,528 $ 5,765,632 S 880,104 <� EXPENDITURES: (f? Generalgovemment $ 1,092,399 $ 1,074,859 $ 17,540 $ 134,250 � 736,334 $ (802,084) 3 1,226,649 3 1,811,194 $ (584,545) Publicsafety 7,181,017 t,211,425 (50,4U8) - - - 1,181.017 1,211,425 (50.408) Publicworks 1,327,300 1,236,215 91,085 - - - 1,327,300 1,236,215 91,085 Park and recreation 664,062 628,270 35,793 864,Q82 628,270 35,793 'fOTAL EXPENDITURES � 4,244,778 5 4,t50,769 $ 94,009 $ 134,250 3 736,334 $ (802,084) $ 4,379,028 $ 4,887,104 $ (508,076) EXCESS(DEFICIENCY)AF REVENUE OVER EXPENDITURES E 92,100 $ 382,541 $ 290,441 $ 414,400 $ 495,988 S 81,588 � 506,500 878,528 372,028 OTHER FINANCFNG SOURGES(USES): Transfers from other funds y 3,400 $ 3,500 $ 100 S - 5 - 3 - S 3,400 $ 3,500 $ 100 Transfers to other funds (95.500) (208,395) (112,899) - (517,29� (517,29� (95,500) (725,698) {630,196) TOTAL OTHER SOURCES(USE3) $ (92,100) � (204,899) $ (112,799) $ 3 (517,29� 3 (517,29� (92,100) (722,196) (630,096) EXCESS(DEFICIENC�OF REVENUE AND OTHER FINANCING SOURCES OVER EXPENDITURES AND O'fHER FINANGING USES $ a 177,6d2 5 177.642 $ 414,400 3 (21,310) $ (435,710) $ 414,400 $ 756,332 $ (258,068) Reconciliation to GAAP 6asis elimination of encumbrances,net (30,618) (11,975) (42,593) BEGINNING FUND BALANCE 1,258,606 806,301 1,884,907 Residual equity transfers in(out) 92,201 (6,703) 85,498 ENDING FUND BALANCE $ t,497,830 S 566,314 $ 2,064,14b � CtTY Of ROSEMOUNT.MINNESOTA COM8INED STATEMENT OF REVENUE,EXPENOITURES AND CHANGES IN FUND BALANCE3 BUOGET(GMP BA313)AND ACTUAL-GENER11l ANO 3PECIILL REVENUE FUNDS YEAp ENDED OECEMBER�1, tY04 ANNUALLV ADOPTED OENERAL FUND SPECUL REVENUE FUNDS FAVORABLE FAVORABIE (UNFAVOtiABLE) (UNFAVORABLE) BUDOET ACTUAL VARIANCE BUDGET ACTUAL VARUINCE REVENUE: r.x.. t�,eeo.se2 =�A�s,�oa ��»,2sa� =s�o,»� =2�0,�» - Tax Inenm�nb � - � - - 276,000 �50,774 t111,774 Llanws and p�►mMs 2e5,a50 9o2,eS0 �7,OOY - - - Int�►pov�mm�ntal 1,037,306 1,07Y,ea0 22,Oe2 2a4,20� - (2E4,2aQ) Ch�rp��tor s�rvie�• 3S7,Y00 372,�ta 14,41• - - - Fin�s and torhitur�■ AS,000 100,071 35,07� - - - Int�nrt�ami�ps - - - 123,629 130,200 4,577 Principd on notet - - - te,777 te,772 (S) Donetlons and oth�r - - - - 12.iDe 12.15E Mitc�il�n�ou• 201,191 2e8,SO4 87,703 - - - TOTAL REVENUE =3,63e,001 =4,021,9/4 =ta3,013 =9d1,9lA =82a,e1Y (=19S.7E� EXPENDITURES: �: G�n��d gov�mm�nt =1.169,022 =t,OG0,407 ses,ol5 - - - � Publlo wf�tp 1,101,Ote 1,08a,S59 15,949 - - - C' PubNc works 1,030,32a 1,W6,OY� 10,499 - - - P�rk and r�ct��tlon Q33,e61 SSO,YSI a2,907 - - - S�I�rI��and wapes - - - =7Y.722 =7a,971 f2.e31 ' � . � Enyin�eriny . - - - - 11,2/3 (11,213� . Legd fs�� - - - 22.000 �5.130 (23,430) Othet prof�ssiond servic�s - - - 23,e23 , 21,t5� 3,�ea Insuranes - - - 2,OOo 9,e27 (7.e27) on,.► - - - e.9oo o,ne {a�e� Capital outlay - - - Se3,9l6 246,059 916,927 TOTAL EXPENDITUHES 33,Q30,323 =�,773,007 i177,91e =702,293 =41Y,033 =2E2,100 EXCE33(DEFICIENC�OF REVENUE OYER EXPEHDITURES (i113,424) =2�8,907 f382,331 :252,183 =408,7aE =146.633 OTHER FINANCING 30UFiCES(USES) Transters fiom oth�r tunds =23a,e12 =25�,495 tS0,EE3 =100,000 - (=/00,000) � � TrantHrs to otber fund• . � (123,188) �. (�{4,a69) (321,Ie1) (4a7,390) (=e'72.{33) (203,03� � . � TOTAL OTHER FINANCING SOUpCE3(U3E3) Z1/3,424 (=137,17�) (=270,39a) (=3o7,39E) (�6'72,433) (t305,03'7) EXCESS(OEFiCIn OF REVENUE OYEH EXPENDITURES AND ENCUMBHANCE3 AND OTHER FINANCINO SOURCES(USES) ;0 f01,733 f91.733 (=103.243j (i263,e6� {t1S8.424) Reeonc�elNlon to GMP buis aliminetlon of�ncumb��nc��,n�t (13,42a) 21,OS3 ' BEOINNING BALANCE 1,1s0,29C a47,ae4 ENDINQ BALANCE =1.238.a06 ta0E.300