HomeMy WebLinkAbout23. 22-242
EXCEED $21,625,000 AGGREGATE PRINCIPAL AMOUNT OF
GENERAL OBLIGATION CORPORATE PURPOSE BONDS,
SERIES 2022A, OF THE CITY OF OSHKOSH, WINNEBAGO
COUNTY, WISCONSIN, IN SUCH AMOUNT, PROVIDING
DETAILS, PRESCRIBING THE FORM OF BOND, AWARDING
THE BONDS TO THE BEST BIDDER, LEVYING TAXES, AND
RELATED MATTERS
INITIATED BY: FINANCE DEPARTMENT
WHEREAS, the City of Oshkosh, Winnebago County, Wisconsin (the “City”), has by initial
and sale advertisement resolutions duly adopted by the Common Council of the City (the
“Common Council”) on May 10, 2022 (the “Initial Resolutions”), authorized to be issued not to
exceed $21,625,000 general obligation bonds of the City of Oshkosh, Winnebago County,
Wisconsin (the “City”) for the public purposes as follows:
$13,805,000 for street improvements (“Street Projects”);
$7,355,000 for buildings for the housing of machinery and
equipment (“Building Projects”);
$465,000 for parks and public grounds (“Park Projects”); and
WHEREAS, cities are authorized by the provisions of Chapter 67, Wisconsin Statutes, as
supplemented and amended (the “Statute”), to issue bonds for any public purpose; and
WHEREAS, the term “public purpose” is defined in the Statute as “the performance of any
power or duty of the issuing municipality;” and
WHEREAS, cities are empowered by the Wisconsin Statutes, as supplemented and amended,
to finance street improvements, and parks and public grounds; and
REVISED
JUNE 14, 2022 22-242 RESOLUTION
(CARRIED___7-0_____LOST________LAID OVER________WITHDRAWN________)
PURPOSE: RESOLUTION AUTHORIZING THE ISSUANCE OF NOT TO
WHEREAS, the City of Oshkosh, Winnebago County, Wisconsin (the “City”), now wishes
to finance the Street Projects, the Building Projects and the Park Projects (collectively, the
“Projects”); and
WHEREAS, official notice of the adoption of the Initial Resolution was published on
May 15, 2022, in the Oshkosh Northwestern, and,
WHEREAS, no petition was filed with the City Clerk of the City requesting that the Initial
Resolutions be submitted to the electors of the City within a period of 30 days following the
adoption of the Initial Resolutions and, as such, the City is therefore authorized to issue its general
obligation bonds for the purposes set forth in the Initial Resolutions; and
WHEREAS, it is now necessary and desirable by the Common Council that the City borrow
$21,360,000 (consisting of $13,635,000 for Street Projects, $7,265,000 for Building Projects and
$460,000 for Park Projects) for the purposes aforesaid and issue its General Obligation Corporate
Purpose Bonds, Series 2022A (the “Bonds”) to evidence the indebtedness thereby incurred; and
WHEREAS, it is now necessary that the Bonds be sold and issued for the purposes aforesaid
in the aggregate principal amount of $21,360,000; and
WHEREAS, notice of the sale of bonds for such purpose was previously duly published in
The Bond Buyer; and
WHEREAS, pursuant to the advertisement aforesaid, sealed bids were received for the
purchase of said bonds in the aggregate principal amount of $21,360,000 until 10:30 A.M., Central
Time, on June 14, 2022, and are as follows:
NAME OF BIDDER TRUE INTEREST RATE
Robert W. Baird, Incorporated 4.0471%*
Morgan Stanley & Co., LLC 4.1002%
Hilltop Securities 4.1427%
; and
WHEREAS, the bid of Robert W. Baird & Co. Incorporated, Milwaukee, Wisconsin (the
“Purchaser”) at a price of $22,016,592.82 (the “Purchase Price”) was the best bid submitted,
which bid is attached hereto as Exhibit A:
NOW, THEREFORE, Be It Resolved by the Common Council of the City of Oshkosh,
Winnebago County, Wisconsin, as follows:
* True interest cost of 4.0678% after resizing.
Section 1. Incorporation of Preambles. The Common Council hereby find that all of
the recitals contained in the preambles to this Resolution are full, true and correct and do
incorporate them into this Resolution by this reference.
Section 2. Authorization. The issuance of $21,360,000 aggregate principal amount of
the Bonds is hereby authorized for the purpose of providing funds in an amount sufficient to
finance the public purpose projects, as set out in the preambles to this Resolution.
The Bonds shall be designated “General Obligation Corporate Purpose Bonds, Series
2022A,” shall be dated the date of issuance, as originally issued, and shall also bear the date of
their authentication by U.S. Bank, National Association, as bond registrar and paying agent, or a
successor designated as such pursuant to this Resolution (the “Registrar”). The Bonds shall be in
fully registered form, shall be in denominations of $5,000 each and integral multiples thereof (but
no single Bond shall represent installments of principal maturing on more than one date), shall be
lettered “R” and numbered consecutively starting with the number one, shall mature as to principal
on June 1 of the years, and in the principal amounts, and shall bear interest at the rates per annum,
as follows:
YEAR PRINCIPAL AMOUNT INTEREST RATE YEAR PRINCIPAL AMOUNT INTEREST RATE
2023 $ 905,000 5.000% 2033 $1,060,000 4.000%
2024 675,000 5.000% 2034 1,115,000 4.000%
2025 710,000 5.000% 2036 2,380,000 4.000%
2026 745,000 5.000% 2037 1,260,000 4.000%
2027 780,000 5.000% 2038 1,315,000 4.125%
2028 825,000 5.000% 2039 1,370,000 4.125%
2029 870,000 5.000% 2040 1,425,000 4.250%
2030 915,000 5.000% 2041 1,485,000 4.250%
2031 955,000 5.000% 2042 1,560,000 4.250%
2032 1,010,000 5.000%
Section 3. Interest; Payment Provisions. The Bonds shall bear interest from their date
or from the most recent interest payment date to which interest has been paid or duly provided for,
at the interest rates set out above, such interest (computed upon the basis of a 360-day year
consisting of twelve 30-day months) being payable on June 1 and December 1 of each year,
commencing on June 1, 2023. Interest on each Bond shall be paid by check or draft of the Registrar
to the person or entity in whose name such Bond is registered at the close of business on the
fifteenth day of the calendar month immediately preceding the applicable interest payment date.
The principal of each Bond shall be payable in lawful money of the United States of America only
upon presentation and surrender of such Bond at the designated office of the Registrar.
Section 4. Execution; Authentication. The Bonds shall be executed on behalf of the City
with the manual or facsimile signature of the City Manager of the City and with the manual or
facsimile signature of the City Clerk of the City, and sealed with the official seal of the City or a
printed facsimile of said seal. In case any officer whose signature shall appear on any Bond shall
cease to be such officer before the delivery of such Bond, such signature shall nevertheless be
valid and sufficient for all purposes, the same as if such officer had remained in office until
delivery. The Bonds may be prepared in printed or typewritten form.
All Bonds shall have thereon a certificate of authentication substantially in the form
hereinafter set forth duly executed by the Registrar as authenticating agent of the City and showing
the date of authentication of the Bonds. No Bond shall be valid or obligatory for any purpose or
be entitled to any security or benefit under this Resolution unless and until such certificate of
authentication shall have been duly executed by the Registrar by manual signature, and such
certificate of authentication upon any such Bond shall be conclusive evidence that such Bond has
been authenticated and delivered under this Resolution. The certificate of authentication on any
Bond shall be deemed to have been executed by the Registrar if signed by an authorized officer of
the Registrar, but it shall not be necessary that the same officer sign the certificate of authentication
on all of the Bonds issued under this Resolution.
Section 5. Registration of Bonds; Persons Treated as Owners. (a) The City shall cause
books (the “Bond Register”) for the registration and for the transfer of the Bonds as provided in
this Resolution to be kept at the designated office of the Registrar, which is hereby constituted and
appointed the registrar of the City with respect to the Bonds herein authorized. The City is
authorized to prepare, and the Registrar shall keep custody of, multiple Bond blanks executed by
the City for use in the transfer and exchange of Bonds.
Upon surrender for transfer of any Bond at the principal corporate trust office of the
Registrar, duly endorsed by, or accompanied by a written instrument or instruments of transfer in
form satisfactory to the Registrar and duly executed by, the registered owner or his or her attorney
duly authorized in writing, the City shall execute and the Registrar shall authenticate, date and
deliver in the name of the transferee or transferees a new fully registered Bond or Bonds of the
same maturity of authorized denominations, for a like aggregate principal amount. Any fully
registered Bond or Bonds may be exchanged at said office of the Registrar for a like aggregate
principal amount of Bond or Bonds of the same maturity of other authorized denominations. The
execution by the City of any fully registered Bond shall constitute full and due authorization of
such Bond and the Registrar shall thereby be authorized to authenticate, date and deliver such
Bond, provided, however, the principal amount of outstanding Bonds of each maturity
authenticated by the Registrar shall not exceed the authorized principal amount of Bonds for such
maturity less previous retirements.
The Registrar shall not be required to transfer or exchange any Bond during the period
beginning at the close of business on the 15th day of the month next preceding any interest
payment date on such Bond and ending at the opening of business on such interest payment date,
nor to transfer or exchange any Bond after notice calling such Bond for redemption has been
mailed, nor during a period of fifteen (15) days next preceding mailing of a notice of redemption
of any Bonds.
The person in whose name any Bond shall be registered shall be deemed and regarded as
the absolute owner thereof for all purposes, and payment of the principal of or interest on any Bond
shall be made only to or upon the order of the registered owner thereof or his or her legal
representative. All such payments shall be valid and effectual to satisfy and discharge the liability
upon such Bond to the extent of the sum or sums so paid.
No service charge shall be made for any transfer or exchange of Bonds, but the City or the
Registrar may require payment of a sum sufficient to cover any tax or other governmental charge
that may be imposed in connection with any transfer or exchange of Bonds except in the case of
the issuance of a Bond or Bonds for the unredeemed portion of a Bond surrendered for redemption.
(b) Global Book-Entry System. The Bonds shall be initially issued in the form of a
separate single fully registered Bond for each of the maturities of the Bonds determined as
described in Section 2 hereof. Unless otherwise requested by any Purchaser, upon initial issuance,
the ownership of each such Bond shall be registered in the Bond Register in the name of Cede &
Co., or any successor thereto (“Cede”), as nominee of The Depository Trust Company, New York,
New York, and its successors and assigns (“DTC”). All of the outstanding Bonds shall be
registered in the Bond Register in the name of Cede, as nominee of DTC, except as hereinafter
provided. The Mayor, the City Manager, the Treasurer, the Director of Finance and any other
business official of the City and the Registrar are each authorized to execute and deliver, on behalf
of the City, such letters to or agreements with DTC as shall be necessary to effectuate such book-
entry system (any such letter or agreement being referred to herein as the “Representation Letter”),
which Representation Letter may provide for the payment of principal of or interest on the Bonds
by wire transfer.
With respect to Bonds registered in the Bond Register in the name of Cede, as nominee of
DTC, the City and the Registrar shall have no responsibility or obligation to any broker-dealer,
bank or other financial institution for which DTC holds Bonds from time to time as securities
depository (each such broker-dealer, bank or other financial institution being referred to herein as
a “DTC Participant”) or to any person on behalf of whom such a DTC Participant holds an interest
in the Bonds. Without limiting the immediately preceding sentence, the City and the Registrar
shall have no responsibility or obligation with respect to (i) the accuracy of the records of DTC,
Cede or any DTC Participant with respect to any ownership interest in the Bonds, (ii) the delivery
to any DTC Participant or any other person, other than a registered owner of a Bond as shown in
the Bond Register, of any notice with respect to the Bonds, including any notice of redemption, or
(iii) the payment to any DTC Participant or any other person, other than a registered owner of a
Bond as shown in the Bond Register, of any amount with respect to the principal of or interest on
the Bonds. The City and the Registrar may treat and consider the person in whose name each
Bond is registered in the Bond Register as the holder and absolute owner of such Bond for the
purpose of payment of principal and interest with respect to such Bond, for the purpose of giving
notices of redemption and other matters with respect to such Bond, for the purpose of registering
transfers with respect to such Bond, and for all other purposes whatsoever. The Registrar shall
pay all principal of and interest on the Bonds only to or upon the order of the respective registered
owners of the Bonds, as shown in the Bond Register, or their respective attorneys duly authorized
in writing, and all such payments shall be valid and effective to fully satisfy and discharge the
City’s obligations with respect to payment of the principal of and interest on the Bonds to the
extent of the sum or sums so paid. No person other than a registered owner of a Bond as shown
in the Bond Register, shall receive a Bond evidencing the obligation of the City to make payments
of principal and interest with respect to any Bond. Upon delivery by DTC to the Registrar of
written notice to the effect that DTC has determined to substitute a new nominee in place of Cede,
and subject to the provisions in Section 3 hereof with respect to the payment of interest to the
registered owners of Bonds at the close of business on the 15th day of the month next preceding
the applicable interest payment date, the name “Cede” in this resolution shall refer to such new
nominee of DTC.
In the event that (i) the City determines that DTC is incapable of discharging its
responsibilities described herein and in the Representation Letter, (ii) the agreement among the
City, the Registrar and DTC evidenced by the Representation Letter shall be terminated for any
reason or (iii) the City determines that it is in the best interests of the beneficial owners of the
Bonds that they be able to obtain certificated Bonds, the City shall notify DTC and DTC
Participants of the availability through DTC of certificated Bonds and the Bonds shall no longer
be restricted to being registered in the Bond Register in the name of Cede, as nominee of DTC. At
that time, the City may determine that the Bonds shall be registered in the name of and deposited
with such other depository operating a universal book-entry system, as may be acceptable to the
City, or such depository’s agent or designee, and if the City does not select such alternate universal
book-entry system, then the Bonds may be registered in whatever name or names registered owners
of Bonds transferring or exchanging Bonds shall designate, in accordance with the provisions of
Section 5(a) hereof.
Notwithstanding any other provisions of this resolution to the contrary, so long as any Bond
is registered in the name of Cede, as nominee of DTC, all payments with respect to principal of
and interest on such Bond and all notices with respect to such Bond shall be made and given,
respectively, in the name provided in the Representation Letter.
Section 6. Prior Redemption. The Bonds maturing on and after June 1, 2033, shall be
subject to redemption prior to maturity at the option of the City, as a whole or in part in such order
as the City may determine (less than all of the Bonds of a single maturity to be selected by the
Registrar as hereinafter provided), on June 1, 2032, and on any date thereafter, at a redemption
price of 100% of the principal amount thereof being redeemed plus accrued interest to the date
fixed for redemption.
The Bonds maturing on June 1, 2036 shall be subject to mandatory sinking fund
redemption, in integral multiples of $5,000 selected by the Registrar, at a redemption price of
100% of the principal amount thereof being redeemed plus accrued interest to the date fixed for
redemption, on June 1 of the following years and in the following amounts:
REDEMPTION DATE
JUNE 1
PRINCIPAL AMOUNT
OF REDEMPTION
2035 $1,165,000
2036* 1,215,000
______________________________
* Maturity
The principal amounts of Bonds to be mandatorily redeemed in each year may be reduced
through the earlier optional redemption thereof, with any partial optional redemptions of such
Bonds credited against future mandatory redemption requirements in such order of the mandatory
redemption dates as the City may determine. In addition, on or prior to the 60th day preceding
any mandatory redemption date, the Registrar may, and if directed by the Common Council shall,
purchase Bonds required to be retired on such mandatory redemption date. Any such Bonds so
purchased shall be cancelled and the principal amount thereof shall be credited against the
mandatory redemption required on such next mandatory redemption date.
The Bonds shall be redeemed only in the principal amount of $5,000 and integral multiples
thereof. The City shall, at least forty-five (45) days prior to any optional redemption date (unless
a shorter time period shall be satisfactory to the Registrar) notify the Registrar of such redemption
date and of the principal amount and maturity or maturities of Bonds to be redeemed. For purposes
of any redemption of less than all of the outstanding Bonds of a single series and maturity, the
particular Bonds or portions of Bonds to be redeemed shall be selected by lot by the Registrar from
the Bonds of such series and maturity by such method of lottery as the Registrar shall deem fair
and appropriate; provided that such lottery shall provide for the selection for redemption of Bonds
or portions thereof so that any $5,000 Bond or $5,000 portion of a Bond shall be as likely to be
called for redemption as any other such $5,000 Bond or $5,000 portion. The Registrar shall make
such selection upon the earlier of the irrevocable deposit of funds with an escrow agent sufficient
to pay the redemption price of the Bonds to be redeemed or the time of the giving of official notice
of redemption.
The Registrar shall promptly notify the City in writing of the Bonds or portions of Bonds
selected for redemption and, in the case of any Bond selected for partial redemption, the principal
amount thereof to be redeemed.
Section 7. Redemption Procedure. Unless waived by any holder of Bonds to be
redeemed, notice of the call for any such redemption shall be given by the Registrar on behalf of
the City by mailing the redemption notice by first class mail at least thirty (30) days and not more
than sixty (60) days prior to the date fixed for redemption to the registered owner of the Bond or
Bonds to be redeemed at the address shown on the Bond Register or at such other address as is
furnished in writing by such registered owner to the Registrar.
All notices of redemption shall state:
(1) the date fixed for redemption,
(2) the redemption price,
(3) if less than all outstanding Bonds are to be redeemed, the identification,
including CUSIP numbers (and, in the case of any partial redemption, the respective
principal amounts) of the Bonds to be redeemed,
(4) that on the date fixed for redemption the redemption price will become due
and payable upon each such Bond or portion thereof called for redemption, and that interest
thereon shall cease to accrue from and after said date, and
(5) the place where such Bonds are to be surrendered for payment of the
redemption price, which place of payment shall be the designated office of the Registrar.
Unless moneys sufficient to pay the redemption price of the Bonds to be redeemed at the
option of the City shall have been received by the Registrar prior to the giving of such notice of
redemption, such notice may, at the option of the City, state that said redemption shall be
conditional upon the receipt of such moneys by the Registrar on or prior to the date fixed for
redemption. If such moneys are not received, such notice shall be of no force and effect, the City
shall not redeem such Bonds, and the Registrar shall give notice, in the same manner in which the
notice of redemption shall have been given, that such moneys were not so received and that such
Bonds will not be redeemed. Otherwise, prior to any redemption date, the City shall deposit with
the Registrar an amount of money sufficient to pay the redemption price of all the Bonds or
portions of Bonds which are to be redeemed on that date.
Subject to the provisions for a conditional redemption described above, notice of
redemption having been given as aforesaid, the Bonds or portions of Bonds so to be redeemed
shall, on the redemption date, become due and payable at the redemption price therein specified,
and from and after such date (unless the City shall default in the payment of the redemption price)
such Bonds or portions of Bonds shall cease to bear interest. Upon surrender of such Bonds for
redemption in accordance with said notice, such Bonds shall be paid by the Registrar at the
redemption price. Installments of interest due on or prior to the redemption date shall be payable
as herein provided for payment of interest. Upon surrender for any partial redemption of any
Bond, there shall be prepared for the registered holder a new Bond or Bonds of the same maturity
in the amount of the unpaid principal.
If any Bond or portion of Bond called for redemption shall not be so paid upon surrender
thereof for redemption, the principal shall, until paid, bear interest from the redemption date at the
rate borne by the Bond or portion of Bond so called for redemption. All Bonds which have been
redeemed shall be cancelled and destroyed by the Registrar and shall not be reissued.
Section 8. Form of Bonds. The Bonds, the certificate of authentication to be endorsed
thereon and the form of assignment to be endorsed thereon are all to be in substantially the
following forms with necessary and appropriate variations, omissions and insertions as permitted
or required by this Resolution, including any reordering or other modifications required if the
Bonds are printed on a single side:
No. R-__________ $__________
(FORM OF BOND)
UNITED STATES OF AMERICA
STATE OF WISCONSIN
COUNTY OF WINNEBAGO
CITY OF OSHKOSH
GENERAL OBLIGATION CORPORATE PURPOSE BOND
SERIES 2022A
RATE OF
INTEREST MATURITY DATE DATED DATE CUSIP NUMBER
_____% June 1, ____ July 7, 2022 __________
Registered Owner: CEDE & CO.
Principal Amount:
KNOW ALL MEN BY THESE PRESENTS: That the City of Oshkosh in the County of
Winnebago and the State of Wisconsin (the “City”), hereby acknowledges itself to owe and for
value received promises to pay to the Registered Owner hereinabove identified, or registered
assigns as hereinafter provided, on the Maturity Date hereinabove identified, the Principal Amount
hereinabove identified and to pay interest (computed on the basis of a 360-day year consisting of
twelve 30-day months) on such Principal Amount from the Dated Date hereinabove identified or
from the most recent interest payment date to which interest has been paid at the Rate of Interest
per annum hereinabove identified on June 1 and December 1 of each year, commencing on June 1,
2023, until said Principal Amount is paid, except as the provisions hereinafter set forth with respect
to redemption prior to maturity may be and become applicable to this Bond.
The principal of this Bond is payable in lawful money of the United States of America only
upon presentation and surrender of this Bond at the designated office of U.S. Bank, National
Association, as registrar and paying agent, or any successor thereto (the “Registrar”). Payment
of each installment of interest hereon shall be made to the Registered Owner hereof who shall
appear on the registration books of the City maintained by the Registrar at the close of business on
the fifteenth day of the calendar month immediately preceding the applicable interest payment
date, and shall be paid by check or draft of the Registrar mailed to such Registered Owner at his
address as it appears on such registration books or at such other address as may be furnished in
writing by such Registered Owner to the Registrar.
Reference is hereby made to the further provisions of this Bond set forth on the reverse
side hereof, and such further provisions shall for all purposes have the same effect as if set forth
on the front side of this Bond.
It is hereby certified, recited and declared that all acts, conditions and things required to be
done, exist, happen and be performed precedent to and in the issuance of this Bond have been
done, have existed, have happened and have been performed in due time, form and manner as
required by the Constitution and the laws of the State of Wisconsin; that this Bond, together with
all other indebtedness of the City, does not exceed any limitation prescribed by law; and that the
City has levied a direct annual irrepealable tax sufficient to pay the interest hereon when it falls
due and also to pay and discharge the principal hereof at maturity.
The full faith, credit and resources of the City are hereby pledged for the payment of the
principal of and interest on this Bond and the issue of which it is a part as the same respectively
become due and for the levy and collection of sufficient taxes for that purpose.
This Bond shall not be valid or become obligatory for any purpose until the certificate of
authentication hereon shall have been signed by the Registrar.
IN WITNESS WHEREOF the City of Oshkosh, Winnebago County, Wisconsin, by its
Common Council, has caused this Bond to be executed with the duly authorized manual or
facsimile signature of its City Manager and with the duly authorized manual or facsimile signature
of its City Clerk, and its official seal or a facsimile thereof to be impressed or reproduced hereon,
as of the Dated Date hereinabove identified.
________________________________ ____________________________________
City Clerk City Manager
[SEAL]
CERTIFICATE OF AUTHENTICATION
This Bond is one of the Bonds described in the within mentioned Resolution, and is one of
the General Obligation Corporate Purpose Bonds, Series 2022A, of the City of Oshkosh,
Winnebago County, Wisconsin.
Date of Authentication: _____________________
By ____________________________________
[City Treasurer]
[Form of Bond - Reverse Side]
This Bond is one of an authorized issue of General Obligation Corporate Purpose Bonds,
Series 2022A, aggregating the principal amount of $21,360,000 (the “Bonds”) issued for the
following public purposes:
$13,635,000 for street improvements;
$7,265,000 for buildings for the housing of machinery and
equipment;
$460,000 for parks and public grounds; and
pursuant to and in all respects in compliance with Chapter 67, Wisconsin Statutes, as supplemented
and amended and a resolution adopted by the Common Council of the City on June 14, 2022 (the
“Resolution”).
Bonds of the issue of which this Bond is one maturing on and after June 1, 2033, are subject
to redemption prior to maturity at the option of the City, as a whole or in part in such order as the
City may determine in integral multiples of $5,000, less than all the Bonds of a single maturity to
be selected by the Registrar, as provided in the Resolution, in such manner as it shall deem fair
and appropriate, on June 1, 2032, and on any date thereafter, at a redemption price of 100% of the
principal amount thereof being redeemed plus accrued interest to the date fixed for redemption.
The Bonds maturing on June 1, 2036 shall be subject to mandatory sinking fund
redemption, in integral multiples of $5,000 selected by the Registrar, at a redemption price of
100% of the principal amount thereof being redeemed plus accrued interest to the date fixed for
redemption, on June1 of the following years and in the following amounts:
REDEMPTION DATE
JUNE 1
PRINCIPAL AMOUNT
OF REDEMPTION
2035 $1,165,000
2036* 1,215,000
______________________________
* Maturity
Notice of any intended redemption shall be sent by first class mail, postage prepaid, not
less than thirty (30) days and not more than sixty (60) days prior to the date fixed for redemption
to the registered owner of each Bond to be redeemed (in whole or in part) at the address shown on
the registration books of the City maintained by the Registrar or at such other address as is
furnished in writing by such registered owner to the Registrar. Such notice of optional redemption
may be conditional as provided in the Resolution. When so called for redemption, this Bond, or
the portion hereof being so called for redemption, will cease to bear interest on the specified
redemption date, provided funds for redemption are on deposit at the place of payment on that
date, and shall not be deemed to be outstanding.
This Bond is transferable by the Registered Owner hereof in person or by his attorney duly
authorized in writing at the designated office of the Registrar, but only in the manner, subject to
the limitations and upon payment of the charges provided in the Resolution, and upon surrender
and cancellation of this Bond. Upon such transfer a new Bond or Bonds of the same maturity and
interest rate of authorized denomination or denominations and for a like aggregate principal
amount will be issued to the transferee in exchange for this Bond.
The Bonds are issuable in fully registered form in denominations of $5,000 each and
integral multiples thereof. This Bond may be exchanged at the designated office of the Registrar
for a like aggregate principal amount of Bonds of the same maturity and interest rate of other
authorized denominations, upon the terms set forth in the Resolution.
The City and the Registrar may deem and treat the registered owner hereof as the absolute
owner hereof for the purpose of receiving payment of or on account of principal hereof and interest
due hereon and for all other purposes, and neither the City nor the Registrar shall be affected by
any notice to the contrary.
The following abbreviations, when used in the inscription on the face of the within Bond, shall
be construed as though they were written out in full according to applicable laws or regulations:
TEN COM- as tenants in common UNIF GIFT/TRANS MIN ACT-
_________Custodian _________
(Cust) (Minor)
TEN ENT- as tenants by the entirety under Uniform Gifts/Transfers to Minors
JT TEN- as joint tenants with right of
survivorship and not as
tenants in common
Act___________________________
(State)
Additional abbreviations may also be used though not listed above.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto
_________________________________________________________________
_________________________________________________________________
(Name and Address of Assignee)
the within Bond, and does hereby irrevocably constitute and appoint _______________________
_____________________________________________________, or its successor as Registrar, to transfer the said
Bond on the books kept for registration thereof with full power of substitution in the premises.
Dated: _________________________
________________________________________________
NOTICE: The signature to this Assignment must correspond with the name of the registered
owner as it appears upon the face of the within Bond in every particular, without
alteration or enlargement or any change whatever.
Signature guaranteed: ____________________________
NOTICE: Signature(s) must be guaranteed by an “eligible guarantor institution” meeting the
requirements of the Registrar, which requirements include membership or
participation in STAMP or such other “signature guaranty program” as may be
determined by the Registrar in addition to or in substitution for STAMP, all in
accordance with the Securities Exchange Act of 1934, as amended.
Section 9. Sale of Bonds. The sale of the Bonds to the Purchaser for the Purchase Price
is hereby confirmed. The City Treasurer of the City is hereby authorized to deliver the Bonds to
said purchasers upon payment of the purchase price. Upon the sale of the Bonds, the Mayor, City
Clerk, City Manager, City Treasurer and any other officer of the City, as shall be appropriate, shall
be and are hereby authorized and directed to approve or execute, or both, such documents of sale
of the Bonds as may be necessary, including, without limitation, the contract for the sale of the
Bonds between the City and the Purchaser (the “Purchase Contract”), which may be evidenced
by an executed bid form, term sheet or other document requested by a Purchaser.
The use by the Purchaser of any Preliminary Official Statement and any final Official
Statement relating to the Bonds (the “Official Statement”) is hereby ratified, approved and
authorized; the execution and delivery of the Official Statement is hereby authorized; and the
officers of the Board are hereby authorized to take any action as may be required on the part of the
City to consummate the transactions contemplated by the Purchase Contract, this Resolution, said
Preliminary Official Statement, the Official Statement and the Bonds.
Section 10. Tax Levy. In order to provide for the collection of a direct annual tax
sufficient to pay the interest on the Bonds and to pay and discharge the principal thereof at
maturity, there is hereby levied upon all the taxable property in the City of Oshkosh, Winnebago
County, Wisconsin, a direct annual tax in amounts sufficient for that purpose, and there is hereby
levied upon all taxable property in the City the following direct annual tax in each of the years and
amounts, to-wit:
YEAR AMOUNT
2022 $2,246,788.76
2023 1,587,456.26
2024 1,587,831.26
2025 1,586,456.26
2026 1,583,331.26
2027 1,588,206.26
2028 1,590,831.26
2029 1,591,206.26
2030 1,584,456.26
2031 1,590,331.26
2032 1,588,581.26
2033 1,589,206.26
2034 1,588,031.26
2035 1,590,431.26
2036 1,585,931.26
2037 1,588,609.38
2038 1,588,231.25
2039 1,584,693.75
2040 1,582,856.25
2041 1,593,150.00
In each of said years from 2022 to 2041, inclusive, the direct annual tax above levied shall
be extended upon the tax rolls of the City in the same manner and time as taxes for general City
purposes, and when collected the proceeds of said taxes shall be deposited into the account of the
debt service fund established in favor of the Bonds, to be used solely for paying the principal of
and interest on the Bonds as long as any of the Bonds remain outstanding.
Section 11. Sufficiency. Interest or principal maturing at any time during the life of the
Bonds when there shall be insufficient funds on hand from the above tax levy to pay the same shall
be paid promptly when due from the general fund of the City, and said fund shall be reimbursed
in a like amount out of the proceeds of taxes hereby levied when the same shall have been collected.
Section 12. Debt Service Fund. There has been ordered to be established in the City
Treasury a fund separate and distinct from all other funds of the City to be designated the “Debt
Service Fund,” which fund shall be used solely for the purpose of paying the principal of, premium,
if any, and interest on municipal obligations issued pursuant to Chapter 67, Wisconsin Statutes, as
supplemented and amended. There is hereby created, and there shall be deposited in, an account
known as the “Series 2022A Corporate Purpose Bond Account” to be held as a part of the Debt
Service Fund, all premium on the Bonds (net of underwriter’s discount), if any, and accrued
interest, if any, paid on the Bonds at the time the Bonds are delivered to the purchasers thereof; all
money raised by taxation pursuant to Section 10 hereof; and such other sums as may be necessary
to pay the interest on the Bonds when the same shall become due and to retire the Bonds at their
respective maturity dates.
Section 13. Use of Proceeds; No Arbitrage; Bonds to Remain in Registered Form;
Reimbursement. The principal proceeds of the Bonds shall be deposited in a special fund, and used
solely for the purpose of financing the public purpose projects for which the Bonds are hereby
authorized. Such proceeds deposited into the Construction Fund from the sale of the Bonds shall
be used only to pay the costs of the public projects aforesaid and the Common Council hereby
covenants and agrees that said principal proceeds shall be devoted to and used with due diligence
for such purposes.
The City recognizes that the purchasers and owners of the Bonds will have accepted them
on, and paid therefor a price which reflects, the understanding that the interest thereon is excludible
from gross income of the owners thereof for Federal income tax purposes under laws in force at
the time the Bonds shall have been delivered. In this connection, the City agrees that it shall take
no action which may render the interest on any of the Bonds includible in gross income of the
owners thereof for Federal income tax purposes and that the principal proceeds of the sale of the
Bonds shall be devoted to and used with due diligence for the purposes for which the Bonds are
hereby authorized to be issued. The City agrees that, to the extent possible under state law, it will
comply with whatever Federal law is adopted in the future, which applies to the Bonds and affects
the tax-exempt status of the interest on the Bonds.
The City Manager, the City Clerk, the City Treasurer/Finance Director or any of them, are
hereby authorized to execute on behalf of the City a Tax Exemption Certificate and Agreement to
assure the purchasers and owners of the Bonds that the proceeds of the Bonds are not expected to
be used in a manner which would or might result in the Bonds being “reimbursement bonds” issued
in contravention of Section 1.103-18 of the United States Treasury Department Regulations (the
“Regulations”) or “arbitrage bonds” under Section 148 of the Internal Revenue Code of 1986, as
amended (the “Code”) or the Regulations currently in effect or proposed. Such Tax Exemption
Certificate and Agreement shall constitute a representation, certification and covenant of the City,
and shall be incorporated herein by reference, and no use or investment of Bond proceeds or of
moneys accumulated to pay the Bonds herein authorized shall be made in violation of the
expectations prescribed by said Tax Exemption Certificate and Agreement. Such Tax Exemption
Certificate and Agreement shall constitute an agreement of the City to follow certain covenants
which may require the City to take certain actions (including the payment of certain amounts to
the United States of America) or which may prohibit certain actions (including the establishment
of certain funds and account) under certain conditions as specified in such Tax Exemption
Certificate and Agreement.
The City further recognizes that Section 149(a) of the Code requires the Bonds to be issued
and to remain in fully registered form in order that the interest thereon is excludible from gross
income of the owners thereof for Federal income tax purposes under laws in force at the time the
Bonds are delivered. In this connection, the City agrees that it will not take any action to permit
the Bonds to be issued in, or converted into, bearer or coupon form.
Section 14. Duties of Registrar. If requested by the Registrar, the City Manager of the
City is hereby authorized to execute, and the City Clerk of the City is hereby authorized to attest
and to affix the official seal of the City, and said City Manager and said City Clerk are hereby
authorized to deliver, the Registrar’s standard form of agreement between the City and the
Registrar with respect to the obligations and duties of the Registrar hereunder, which shall include
the following:
(a) to act as Registrar, authenticating agent, paying agent and transfer agent as
provided herein;
(b) to give notice of redemption of Bonds as provided herein;
(c) to cancel and destroy Bonds which have been paid at maturity or upon
earlier redemption or submitted for exchange or transfer;
(d) to furnish the City at least annually a certificate of destruction with respect
to Bonds cancelled and destroyed; and
(e) to furnish the City at least annually an audit confirmation of Bonds paid,
Bonds outstanding and payments made with respect to the interest on the Bonds.
The City Clerk of the City is hereby directed to file a certified copy of this Resolution with
the Registrar.
The City covenants that it shall at all times retain a Registrar with respect to the Bonds,
that it will maintain at the designated office of such Registrar a place or places where Bonds may
be presented for payment or for registration of transfer or exchange, and that it shall require that
the Registrar properly maintain the Bond Register and perform the other duties and obligations
imposed upon it by this Resolution in a manner consistent with the standards, customs and
practices of the municipal securities industry.
The Registrar shall signify its acceptance of the duties and obligations imposed upon it by
this Resolution by executing the certificate of authentication on any Bond, and by such execution
the Registrar, shall be deemed to have certified to the City that it has all requisite power to accept
and has accepted such duties and obligations. The Registrar is the agent of the City, and shall not
be liable in connection with the performance of its duties, except for its own negligence or willful
wrongdoing. The Registrar shall, however, be responsible for any representation in its certificate
of authentication on the Bonds.
The Registrar may be removed at any time by the City by an instrument in writing delivered
to the Registrar.
In case the Registrar shall be removed, or shall be dissolved, or shall be in the course of
dissolution or liquidation, or otherwise become incapable of acting hereunder, or in case it shall
be taken under the control of any public officer or officers, or of a receiver appointed by a court, a
successor may be appointed by the City by an instrument in writing, a copy of which shall be
delivered to the retiring Registrar, the successor Registrar and the registered owners of the Bonds.
The City shall mail notice of any such appointment made by it to each registered owner of any
Bond within twenty (20) days after such appointment. Any Registrar appointed under the
provisions of this Section 14 shall be an officer of the City or a bank, trust company or national
banking association.
Any corporation or association into which the Registrar may be converted or merged, or
with which it may be consolidated, or to which it may sell or transfer its corporate trust business
as a whole or substantially as a whole, or any corporation or association resulting from any such
conversion, merger or consolidation to which it is a party, shall be and become successor Registrar
hereunder, and vested with all the duties, powers, discretions, immunities, privileges and all other
matters as was its predecessor, without the execution or filing of any instrument or any further act,
deed or conveyance on the part of any of the parties hereto, anything herein to the contrary
notwithstanding. Any such successor Registrar shall give notice thereof to the City and the
registered owners of the Bonds.
Section 15. Continuing Disclosure Undertaking. The City Manager or the City
Treasurer/Finance Director of the City is hereby authorized, empowered and directed to execute
and deliver a Continuing Disclosure Undertaking with respect to the Bonds (the “Continuing
Disclosure Undertaking”) in substantially the form as the individual executing the Continuing
Disclosure Undertaking on behalf of the City shall approve, his or her execution thereof to
constitute conclusive evidence of his or her approval of the form of such Continuing Disclosure
Undertaking. When the Continuing Disclosure Undertaking is executed and delivered on behalf
of the City as herein provided, the Continuing Disclosure Undertaking will be binding on the City
and the officers, employees and agents of the City, and the officers, employees and agents of the
City are hereby authorized, empowered and directed to do all such acts and things and to execute
all such documents as may be necessary to carry out and comply with the provisions of the
Continuing Disclosure Undertaking, as executed. Copies of the Continuing Disclosure
Undertaking shall be placed in the official records of the City, and shall be available for public
inspection at the offices of the City. Notwithstanding any other provision of this Resolution to the
contrary, the sole remedy for failure to comply with the Continuing Disclosure Undertaking shall
be the ability of any beneficial owner of any Bond to seek mandamus or specific performance by
court order to cause the City to comply with its obligations under the Continuing Disclosure
Undertaking.
Section 16. Municipal Bond Insurance. In the event the payment of principal and interest
on the Bonds is insured pursuant to a municipal bond insurance policy (the “Municipal Bond
Insurance Policy”) issued by a bond insurer (the “Bond Insurer”), and as long as such Municipal
Bond Insurance Policy shall be in full force and effect, the City and the Registrar agree to comply
with such usual and reasonable provisions regarding presentment and payment of the Bonds,
subrogation of the rights of the Bondholders to the Bond Insurer upon payment of the Bonds by
the Bond Insurer, amendment hereof, or other terms, as approved by the City Manager and the
Director of Finance or the Mayor on advice of counsel, his or her approval to constitute full and
complete acceptance by the City of such terms and provisions under authority of this Section.
Section 17. Other Documents. The City Manager, the City Clerk, the City
Treasurer/Finance Director and all other officers of the City are hereby authorized to execute all
documents and certificates (including without limitation any certificate or agreement executed to
comply with Rule 15c2-12 of the Securities and Exchange Commission) and to take all actions as
may be necessary in connection with the authorization, issuance, sale and delivery of the Bonds
and the performance of the obligations of the City hereunder and to carry out and comply with the
terms of this Resolution, including without limitation the Official Statement. This Resolution and
all such documents shall be in substantially the same form contemplated by this Resolution, with
such changes as shall be approved by the officers executing this Resolution and said documents,
the execution thereof to constitute conclusive proof of such approval.
Section 18. Record-Keeping Policy and Post-Issuance Compliance Matters. On June 8,
2021, the Board adopted a record-keeping policy (the “Policy”) in order to maintain sufficient
records to demonstrate compliance with its covenants and expectations to ensure the appropriate
federal tax status for the debt obligations of the City, the interest on which is excludable from
“gross income” for federal income tax purposes or which enable the City or the holder to receive
federal tax benefits, including, but not limited to, qualified tax credit bonds and other specified tax
credit bonds. The Common Council and the City hereby reaffirm the Policy:
Section 19. Prior Action. The action of the City Treasurer/Finance Director of the City
in causing the notice of the sale of the Bonds to be published is hereby in all respects ratified and
confirmed.
Section 20. Severability. If any section, paragraph or provision of this Resolution shall
be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such
section, paragraph or provision shall not affect any of the remaining sections, paragraphs and
provisions of this Resolution.
Section 21. Conflicting Proceedings Superseded. All ordinances, resolutions or orders,
or parts thereof, heretofore enacted, adopted or entered, in conflict with the provisions of this
Resolution, shall be, and the same are hereby, superseded to the extent of such conflict, and this
Resolution shall be in effect from and after its passage.
Adopted June 14, 2022.
Approved June 14, 2022.
Recorded June 14, 2022.
Mayor
ATTEST:
City Clerk
EXHIBIT A
WINNING BID
Finance Department
City Hall, 215 Church Avenue P.O. Box 1130 Oshkosh, WI 54903-1130 920.236.5005 http://www.ci.oshkosh.wi.us
TO: Honorable Mayor and Members of the Common Council
FROM: Russ Van Gompel, Director of Finance
DATE: June 3, 2022
RE: Approve Resolution authorizing the issuance of approximately $21,625,000
aggregate principal amount of General Obligation Corporate Purpose Bonds,
Series 2022A, of the City of Oshkosh, Winnebago County, Wisconsin, in such
amount, providing details, prescribing the form of bond, awarding the bonds to
the best bidder, levying taxes, and related matters.
Approve Resolution authorizing the issuance of approximately $9,140,000
aggregate principal amount of General Obligation Promissory Notes, Series
2022B, of the City of Oshkosh, Winnebago County, Wisconsin, in such amount,
providing details, prescribing the form of note, awarding the notes to the best
bidder, levying taxes, and related matters.
Approve Resolution determining to issue approximately $8,780,000 aggregate
principal amount of Storm Water Utility Revenue Bonds, Series 2022C, of the
City of Oshkosh, Winnebago County, Wisconsin, in such amount providing
details, prescribing the form of bond, awarding the bonds to the best bidder, and
providing for the payment of said bonds and covenants with respect thereto.
BACKGROUND
On April 26, 2022 the Common Council approved the initial borrowing resolutions which
stated the intent to borrow and authorized staff to proceed with the preparation and
documentation needed to sell the bonds. The sale of the bonds will be completed and the final
approval is needed to authorize that sale of the General Obligation Bonds and Notes as well as
the Storm Water Utility Revenue Bonds. As noted in the April Council communication, the
sale of the bonds needed to occur at least 30 days after the initial resolution was authorized,
and this requirement has been satisfied.
As is normal practice, the bonds and notes as outlined above will be offered to the public
through competitive sales at 11AM on Tuesday, June 14, 2022. Following the sales and
tentative agreements the terms will be presented for approval to the Council at Tuesday’s
meeting.
Finance Department
City Hall, 215 Church Avenue P.O. Box 1130 Oshkosh, WI 54903-1130 920.236.5005 http://www.ci.oshkosh.wi.us
As outlined in the initial resolutions, we are separating the Utility borrowing from the general
obligation borrowing to match the obligations with the funds that benefit from the borrowing.
This also helps manage the City’s debt burden in recognition of the regulatory limit of 5% of
Equalized Value for General Obligation Debt, and to reserve general obligation borrowing
capacity for future needs.
ANALYSIS
While we will not be able to do an exact dollar analysis of the bids until they are received on
Tuesday, June 8, the information below provides details of a typical tax-exempt borrowing.
Tax-Exempt Borrowing Option is traditionally the lowest cost option to obtain funds for public
use. There are certain requirements that the City must follow in executing the bonds that
include the proper use, recordkeeping, and accountability of the funds.
While market conditions and specific bidders dictate what the interest rates are, the City will
not have the exact numbers until next week. The interest rate assumptions used for planning
were a True Interest Cost (TIC) of 3.68% for the General Obligation Bonds, 3.68% for the
General Obligation Notes, and 2.99% for the Storm Water Revenue Bonds. Since the time the
planning runs were prepared, market conditions have been volatile, so it’s difficult to assume
where the final rates will be bid on June 8th. However, I have been told that market conditions
look good headed into next week and the City may receive bids lower than the projections
made during our planning process.
FISCAL IMPACT
The $21,625,000 of General Obligation Corporate Purpose Bonds will be paid off over twenty
years. The $9,140,000 of General Obligation Promissory Notes will be paid off over ten years.
The Storm Water System Revenue Bonds of $8,780,000 will be paid off over twenty years. All
issues will be added to the City’s outstanding debt obligations.
RECOMMENDATION
Staff recommends adoption of the resolutions noted above.
Respectfully Submitted, Approved:
Russ Van Gompel John Fitzpatrick
Director of Finance Assistant City Manager