HomeMy WebLinkAbout11-456REVISED
OCTOBER 11, 2011 11 -456 RESOLUTION
(CARRIED 7 -0 LOST LAID OVER WITHDRAWN )
PURPOSE: RESOLUTION DETERMINING TO ISSUE $9,965,000
AGGREGATE PRINCIPAL AMOUNT OF GENERAL OBLIGATION
CORPORATE PURPOSE BONDS, SERIES 2011 C, 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
LEVYING TAXES
INITIATED BY: FINANCE DEPARTMENT
WHEREAS, by initial resolutions duly adopted on February 8, 2011, there have
been authorized to be issued not to exceed $14,500,000 general obligation bonds of the
City of Oshkosh, Winnebago County, Wisconsin (the "City') for the public purposes as
follows:
$4,460,000 for laying out, opening and widening streets and
providing street improvements; and
$10,040,000 for projects within tax increment financing
district;
WHEREAS, notice of the sale of bonds for such purposes was published on
October 4, 2011, in The Bond Buyer, and
WHEREAS, it is now necessary and desirable that said bonds be sold and issued
for the purposes aforesaid in the aggregate principal amount of $9,965,000; and
WHEREAS, pursuant to the advertisement aforesaid, sealed bids were received for
the purchase of said bonds in the aggregate principal amount of $9,965,000 until 11:00
A.M., C.S.T., on October 11, 2011, and are as follows:
11 -456 Revised
2186757 • CLJ • 10/12/11
NAME OF BIDDER
U.S. Bancorp Investments, Inc.
Robert W. Baird & Co., Incorporated
UBS Financial Services, Inc.
Hutchinson, Shockey, Erley & Co.
and
TRUE INTEREST RATE
3.4879
3.6320
3.6880
3.7591
WHEREAS, the bid of U.S. Bancorp of New York, New York, and associates at a
price of $9,965,000, plus accrued interest to the date of delivery, was the best bid
submitted, which bid is as follows:
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BID FORM
The Common Council October 11, 2011
City of Oshkosh, Wisconsin
RE: $9,965,000* General Obligation Corporate Purpose Bonds, Series 2011C DATED: November 1, 2011
For all or none of the above Bonds, in accordance with the Notice of Sale and terms of the Global Book -Entry System as stated
in this Preliminary Official Statement, we will pay you $9,965,000.00 (not less nor more than $9,965,000) plus accrued interest
to date of delivery for fully registered Bonds bearing interest rates and maturing in the stated dates as follows:
2.00 % due 12/1/2012 3.00 % due 12/1/2019
2.00 % due 12/1/2013
3.00 % due 12/l/2014
3.00 % due 12/1/2020
3.00 % due 12/1/2021
3.00 % due 12/1/2015 3.125 % due 12/1/2022
3.00 % due 12/1/2016 3.25 % due 12/1/2023
3.00 % due 12/1/2017 3.375 % due 12/1/2024
3.00 %due 12/1/2018 3.50 %due 12/1/2025
4.00
%due
12/1/2026
4.00
% due
12/1/2027
4.00
% due
12/1/2028 TERM 1
4.00
% due
12/1/2029 TERM 1
4.00
% due
12/1/2030 TERM 1
4.00 % due 06/1/2031 TERM 1
* The City reserves the right to increase or decrease the amount of any individual maturity of the Bonds in increments of $5,000 on the day
of sale. If individual maturities are increased or decreased, the purchase price proposed will be adjusted to maintain the same gross spread
per $1,000.
We enclose our good faith deposit in the amount of $199,300, to be held by you pending delivery and payment. Alternatively, we have
provided a financial surety bond or have wired our good faith deposit to the KleinBank,1550 Audubon Road, Chaska, Minnesota, ABA
No. 091915654 for credit: Ehlers & Associates Good Faith Account No. 3208138. If our bid is not accepted, said deposit shall be
promptly returned to us. If the good faith deposit is wired to such escrow account, we agree to the conditions and duties of Ehlers &
Associates, Inc., as escrow holder of the good faith deposit, pursuant to the Preliminary Official Statement dated October 3, 2011. This bid
is for prompt acceptance and is conditional upon deposit of said Bonds to The Depository Trust Company, New York, New York, in
accordance with the Notice of Sale. Delivery is anticipated to be on or about November 1, 2011.
This bid is subject to the City's agreement to enter into a written undertaking to provide continuing disclosure under Rule 15c2 -12
promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934 as described in the Preliminary Official
Statement for this Issue.
We have received and reviewed the Preliminary Official Statement and have submitted our requests for additional information or corrections
to the Final Official Statement. As Syndicate Manager, we agree to provide the City with the reoffering price of the Bonds within 24 hours
of the bid acceptance.
Account Manager: U.S. BANCORP INVESTMENTS INC. BY /�
Account Members: RAYMOND JAMES & ASSOCIATES, INC. or C
Award will be on a true interest cost basis. According to our computations (the correct computation being controlling in the award), the
total dollar interest cost (including any discount or less any premium) computed from November 1, 2011 of the above bid is $3,678,313.02
and the true interest cost (TIC) is 3.4879 % .
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The foregoing offer is hereby accepted by and on behalf of the Common Council of the City of Oshkosh, Wisconsin, on October 11, 2011.
By: By:
Title:
Title:
Now, THEREFORE, Be It Resolved by the City Council of the City of Oshkosh,
Winnebago County, Wisconsin, as follows:
Section 1. Definitions. For all purposes of this Resolution, except as otherwise
expressly provided herein or unless the context otherwise requires, the terms defined in
this Section 1 shall have the meanings set forth below, and shall include the plural as
well as the singular:
"Bond" or "Bonds" shall mean one or more of the General Obligation Corporate
Purpose Bonds, Series 2011 C, authorized to be issued by the terms of this Resolution.
"Bond Register" shall mean the books of the City kept by the Registrar to
evidence the registration and transfer of the Bonds.
"City" shall mean the City of Oshkosh, Winnebago County, Wisconsin, and any
successor to the duties or functions of the City.
"Code" shall mean the Internal Revenue Code of 1986, as amended.
"Governing Body" shall mean the City Council of the City, or such other council,
board, commission or body, by whatever name known, which shall succeed to its
powers.
"Registrar" shall mean U.S. Bank, National Association in Milwaukee, Wisconsin,
or a successor designated as Registrar under this Resolution.
City.
"Resolution" shall mean this resolution as adopted by the Governing Body of the
Section 2. Authorization. The issuance of $9,965,000 aggregate principal
amount of 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 preamble to this
Resolution.
The Bonds shall be designated "General Obligation Corporate Purpose Bonds,
Series 2011 C," shall be dated November 1, 2011, as originally issued, and shall also
bear the date of their authentication by 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 serially on the dates and in the principal amounts and shall
bear interest at the rates per annum, as follows:
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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, 2012. 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 corporate trust
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 thereof. 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 thereof. No Bond shall be valid or
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PRINCIPAL
INTEREST
PRINCIPAL
INTEREST
DATE
AMOUNT
RATE
DATE
AMOUNT
RATE
December 1,
$430,000
2.00%
December 1,
545,000
3.00
2012
2021
December 1,
465,000
2.00
December 1,
$565,000
3.125%
2013
2022
December 1,
470,000
3.00
December 1,
580,000
3.25
2014
2023
December 1,
485,000
3.00
December 1,
600,000
3.375
2015
2024
December 1,
490,000
3.00
December 1,
615,000
3.50
2016
2025
December 1,
505,000
3.00
December 1,
460,000
4.00
2017
2026
December 1,
515,000
3.00
December 1,
475,000
4.00
2018
2027
December 1,
520,000
3.00
June 1, 2031
1,710,000
4.00
2019
December 1,
535,000
3.00
2020
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, 2012. 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 corporate trust
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 thereof. 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 thereof. No Bond shall be valid or
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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. 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 corporate trust office of the
Registrar, which is hereby constituted and appointed the registrar of the City with
respect to the Bonds herein authorized.
Upon surrender for transfer of any Bond at the designated 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 duly executed by, the
registered owner thereof or his 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 and interest rate
of authorized denomination or 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 and interest
rate of other authorized denomination or 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, that the principal amount of the outstanding Bonds authenticated by
the Registrar shall never exceed the authorized principal amount of the Bonds, less
previous retirements.
The Registrar may, but shall not be required to, transfer or exchange any Bond
during the period of fifteen (15) days next preceding any interest payment date on such
Bond, nor to transfer or exchange any Bond after notice calling such Bond for
redemption prior to maturity has been mailed nor during the 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, premium (if any) or interest on any Bond shall be made only to or upon the order of
the registered owner thereof or his 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.
The Registrar shall never register any Bond to bearer.
M
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.
The City and /or the Registrar may enter into an agreement with a securities
depository registered under Section 17A of the Securities Exchange Act of 1934, as
amended (the "Securities Depository'), including without limitation The Depository Trust
Company, which is the record owner of the Bonds, to establish procedures with respect
to Bonds owned by such Securities Depository. Such agreement may impose
additional requirements on the Registrar with respect to the Bonds.
Section 6. Prior Redemption. The Bonds maturing on and after December 1,
2020, 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 December 1,
2019, 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, 2031, shall be subject to mandatory sinking fund
redemption in part by lot in such manner as shall be designated by the Bond Registrar,
on December 1 of the years and in the principal amounts as set forth below, at a
redemption price of 100% of the principal amount thereof being redeemed (unless any
such principal amount shall have been reduced as provided below by reason of the
earlier redemption of such Bonds):
Principal
Year Amount
2028
$490,000
2029
390,000
2030
405,000
If the Bonds maturing on such date shall have been called for redemption in part from a
source other than from a mandatory sinking fund installment, then the amount of the
remaining annual sinking fund installments (including the final maturity amount) shall be
reduced in such order as shall be specified by the Issuer.
The Bonds shall be redeemed only in the principal amount of $5,000 each and
integral multiples thereof. At least forty -five (45) days prior to the date fixed for an
optional redemption (unless a shorter notice shall be satisfactory to the Registrar), the
City shall notify the Registrar of such date fixed for redemption and of the order and the
principal amount of the Bonds to be redeemed. For purposes of any redemption of less
than all of the outstanding Bonds of a single maturity, the particular Bonds or portions of
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Bonds to be redeemed shall be selected by the Registrar from the outstanding Bonds of
such maturity then outstanding by such method as the Registrar shall deem fair and
appropriate, and which may provide for the selection for redemption of Bonds or
portions of Bonds in principal amounts of $5,000 and integral multiples thereof.
The Registrar shall promptly notify the City in writing of the Bonds or portions of
Bonds selected for redemption prior to maturity 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 registered owner of
Bonds (or portions thereof) to be redeemed, notice of the call for any such redemption
prior to maturity shall be given by the Registrar on behalf of the City by mailing the
redemption notice by registered or certified 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 the Bond or Bonds to be so 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. Failure to give such notice by mailing to any owner of any Bond,
or any defect therein, shall not affect the validity of any proceedings for the redemption
of any other Bonds.
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 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 corporate
trust office of the Registrar.
Prior to any date fixed for redemption, 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. With respect to an optional redemption
of any Bonds, unless moneys sufficient to pay the principal of and interest on the Bonds
to be redeemed 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
In
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 was given, that
such moneys were not so received and that such Bonds will not be redeemed.
Notice of redemption having been given as aforesaid, the Bonds or portions of
Bonds so to be redeemed shall, on the date fixed for redemption, 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 date fixed for
redemption shall be payable as herein provided for the payment of interest. Upon
surrender for any partial redemption of any Bond, there shall be prepared for the
registered owner a new Bond or Bonds of the same maturity and interest rate in the
amount of the unpaid principal. All Bonds which have been redeemed shall be
cancelled and destroyed by the Registrar, and shall not be reissued.
In addition to the redemption notice required above, further notice of redemption
(the "Additional Redemption Notice') shall be given by the Registrar as set forth below,
but no defect in the Additional Redemption Notice nor any failure to give all or any
portion of the Additional Redemption Notice shall in any manner affect the effectiveness
of a call for redemption if notice thereof is given as prescribed above.
Each Additional Redemption Notice given hereunder shall contain the information
required above, plus (i) the date such notice required above has been or will be mailed;
(ii) the date of issuance of the Bonds being redeemed, as originally issued; (iii) the
maturity date of each Bond (or portion thereof) to be redeemed; and (iv) any other
descriptive information needed to identify accurately the Bonds being redeemed prior to
maturity.
Each Additional Redemption Notice shall be sent at least thirty (30) days before
the date fixed for redemption by legible facsimile transmission, registered or certified
mail (postage prepaid) or overnight delivery service to The Depository Trust Company
of New York, New York, and to at least two (2) national information services that
disseminate notices of redemption of obligations such as the Bonds.
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:
0 rem V!
(Form of Bond —Front Side)
M
UNITED STATES OF AMERICA
STATE OF WISCONSIN
COUNTY OF WINNEBAGO
CITY OF OSHKOSH
GENERAL OBLIGATION
CORPORATE PURPOSE BOND, SERIES 2011 C
RATE OF
INTEREST MATURITY DATE DATED DATE CUSIP NUMBER
% 1, November 1, 2011
Registered Owner:
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, 2011, 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 corporate
trust office of U.S. Bank, National Association, as registrar and paying agent (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
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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.
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IN WITNESS WHEREOF the City of Oshkosh, Winnebago County, Wisconsin, by Its
City 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]
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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 2011 C, of the City of
Oshkosh, Winnebago County, Wisconsin.
Date of Authentication:
U.S. BANK, NATIONAL ASSOCIATION, as
Registrar
Authorized Signatory
[Form of Bond - Reverse Side]
This Bond is one of an authorized issue of General Obligation Corporate Purpose
Bonds, Series 2011C, aggregating the principal amount of $9,965,000 (the "Bonds')
issued for the following purposes:
$4,325,000 for laying out, opening and widening streets and
providing street improvements; and
$5,640,000 for projects within tax increment financing
districts;
pursuant to and in all respects in compliance with Chapter 67, Wisconsin Statutes, as
supplemented and amended and a resolution adopted by the City Council of the City on
October 11, 2011 (the "Resolution').
This Bond is transferable by the Registered Owner hereof in person or by his
attorney duly authorized in writing at the designated corporate trust 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
corporate trust 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.
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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.
Bonds of the issue of which this Bond is one maturing on and after December 1,
2020, 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 December 1, 2019,
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, 2031, are subject to mandatory sinking fund
redemption in part by lot in such manner as shall be designated by the Bond Registrar,
on December 1 of the years and in the aggregate principal amounts, as set forth below
at a redemption price of 100% of the principal amount thereof being redeemed (unless
any such principal amount shall have been reduced as provided below and in the
Resolution by reason of the earlier redemption of such Bonds):
Principal
Year Amount
2028
$490,000
2029
390,000
2030
405,000
If the Bonds maturing on such date shall have been called for redemption in part from a
source other than from a mandatory sinking fund installment, then the amount of the
remaining annual sinking fund installments (including the final maturity amount) shall be
reduced in the manner provided in the Resolution.
Notice of any intended redemption shall be sent by registered or certified 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 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.
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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
TEN ENT- as tenants by the entirety
JT TEN- as joint tenants with right
of survivorship and not
as tenants in common
UNIF GIFT /TRANS MIN ACT -
Custodian
(Gust)
(Minor)
under Uniform Gifts /Transfers to Minors
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.
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Section 9. Sale of Bonds. The sale of the Bonds to U.S. Bancorp Investments,
Inc. of New York, New York, and associates, at the price of $9,965,000 plus accrued
interest to the date of delivery, 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.
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
2011
$780,925.53
2012
780, 331.26
2013
776, 031.26
2014
776, 931.26
2015
767, 381.26
2016
767,681.26
2017
762, 531.26
2018
752, 081.26
2019
751,481.26
2020
745,431.26
2021
749, 081.26
2022
746,425.00
2023
747, 575.00
2024
742, 325.00
2025
565, 800.00
2026
562,400.00
2027
558,400.00
2028
438, 800.00
2029
438,200.00
2030
433, 500.00
In each of said years from 2011 to 2030, 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
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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 2011 C Corporate Purpose Bond Account," to be held as a part of the Debt
Service Fund, all premium, if any, and accrued interest 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 purposes for which the Bonds are hereby
authorized.
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 Federal gross income of the owners thereof 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 Federal gross income of the owners thereof 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 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
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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 Federal gross income of the owners thereof 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
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 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,
INN
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.
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.
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 a City officer or a bank, trust company or national banking
association.
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 the 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 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
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public inspection at the offices of the City. Notwithstanding any other provision of this
Resolution to the contrary, the sole remedies 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. 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 and to take all actions as may be necessary in
connection with the authorization 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 an official statement describing the Bonds and
the City.
Section 17. 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 18. 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 or such section, paragraph or provision shall not affect any of the
remaining sections, paragraphs and provisions of this Resolution.
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Section 19. 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 October 11, 2011.
Approved October 11, 2011.
Recorded October 11, 2011.
/s/ Burk Tower
Mayor
ATTEST:
/s/ Pamela R. Ubrig
City Clerk
(Other Business)
There being no further business to come before the City Council it was moved,
seconded and unanimously carried that the City Council adjourn.
/s/ Burk Tower
Mayor
Attest:
/s/ Pamela R. Ubrig
City Clerk
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STATE OF WISCONSIN )
) SS.
COUNTY OF WINNEBAGO )
I, Pamela R. Ubrig, hereby certify that I am the duly qualified and acting City
Clerk of the City of Oshkosh, Winnebago County, Wisconsin, and as such official
further certify that attached hereto is a copy of excerpts from the minutes of the meeting
of the City Council of said City held on October 11, 2011; that I have compared said
copy with the original minute record of said meeting in my official custody; and that said
copy is a true, correct and complete transcript from said original minute record insofar
as said original record relates to the $9,965,000 aggregate principal amount of General
Obligation Corporate Purpose Bonds, Series 2011 C, of said City, dated November 1,
2011.
I further certify that a true and correct statement of every step or proceeding had
or taken to date in connection with the authorization of said Bonds has been recorded
by me in a separate record book pursuant to the provisions of Section 67.05(12),
Wisconsin Statutes, as supplemented and amended.
WITNESS my official signature and the official seal of said City this 1st day of
November, 2011.
City Clerk
(SEAL)
City of Oshkosh
Finance Department
215 Church Ave., PO Box 1130
Oshkosh, WI 54903 -1130
OlHKOIH (920) 236 -5006 (920) 236 -5039 FAX
ON THE WATER
MEMORANDUM
TO: Honorable Mayor and Members of the Common Council
FROM: Peggy Steeno, Finance Director
DATE: October 11, 2011
RE: Authorize $9,965,000 General Obligation Corporate Purpose Bonds, Series 2011 C
Authorize $2,925,000 General Obligation Promissory Notes, Series 2011 D
BACKGROUND
Following the approval of. the 2011 Capital Improvement Program (CIP) in November of 2010; the
reimbursement declaration, in November of 2010, allowing projects to get underway; and the initial
borrowing resolutions, that were approved in February of 2011, stating the intent to borrow as well as
authorizing staff to proceed with the preparation and documentation needed to sell the bonds and receive
the proceeds, this is the final step in the 2011 borrowing process for our general obligation needs. As
noted in the February 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 a
competitive sale at 11 AM on Tuesday, October 11 th. Following the sale, and tentative agreement, the
sale and its terms will be presented for approval to the Council at Tuesday's meeting.
In addition to this sale, the revenue bonds for the Water and Sewer Utility will be sold in the same
manner on October 25 As outlined in the initial resolution, we are, again, separating the Utility
borrowings from the general obligation borrowing to match the obligations with the funds that benefit
from the borrowing, and to manage the City's debt burden in recognition of the regulatory limit of 5% of
Equalized Value for General Obligation Debt. This allows the City to maintain a prudent level of our
General Obligation borrowing capacity for future needs.
ANALVgl.
While we will not be able to do an exact dollar analysis of the bids until they are received on Tuesday,
October 11 th , the information below will provide details of a typical tax- exempt borrowing.
Tax- Exempt Borrowing Option — This is the traditionally lowest cost option to obtain funds for public
use. There are certain requirements that the City must follow in executing the bonds which include the
proper use, recordkeeping, and accountability of the funds.
While market conditions and specific bidders dictate what the interest rates are, and we will not have the
exact numbers until next week, we do know that the current interest rate for this type of offering is in the
range of 2.75% - 3.25% for twenty year bonds and 1.75% - 2.25% for ten year notes. This range is based
on recent public borrowings that have taken place. This is a very acceptable range in light of current
economic conditions. Both are well below average when compared to the ten year history of interest
rates for these purposes.
FISCAL IMPACT
The above amounts will be added to the City's outstanding debt obligations, with the Notes, $2,925,000,
being paid off over ten years, and the Bonds, $9,965, 000, being paid off over twenty years. The interest
expense (cost of borrowing the funds) that will be incurred over these periods of time will be determined
next Tuesday, and presented to the Council at the meeting that evening.
RECOMMENDATION
Staff recommends adoption of both of the above noted resolutions.
Res ectfully Submitted, Approved:
Peggy Steeno Mark Rohloff
Finance Director City Manager