ITEM 3.11 Series 2020Aa tSTY
F O
MINNESOTA C-
DEPARTMENT INFORMATION
Request for
City Council Action
ORIGINATING DEPARTMENT
REQUESTOR:
MEETING DATE:
Administration
City Administrator/Finance Director Flaherty
September 14, 2020
PRESENTER(s)
REVIEWED BY:
ITEM #:
Consent
3.11
STRATEGIC VISION
MEETS:
I THE CITY OF OTSEGO:
Is a strong organization that is committed to leading the community through innovative
communication.
X
Has proactively expanded infrastructure to responsibly provide core services.
Is committed to delivery of quality emergency service responsive to community needs and
expectations in a cost-effective manner.
Is a social community with diverse housing, service options, and employment opportunities.
Is a distinctive, connected community known for its beauty and natural surroundings.
AGENDA ITEM DETAILS
RECOMMENDATION:
City staff is recommending that the City Council approve the issuance of General Obligation Improvement
Refunding Bonds, Series 2020A.
ARE YOU SEEKING APPROVAL OF A CONTRACT?
IS A PUBLIC HEARING REQUIRED?
No
No
BACKGROUND/JUSTIFICATION:
City staff has worked with Northland Securities, Inc. to evaluate the feasibility of issuing refunding bonds to
achieve interest savings. The two bond issues identified for refunding include the Series 2010D and 2011A,
which were originally issued to finance improvements to Queens Avenue and CSAH 42.
The two bond issues have $3,170,000 in principal outstanding, with amortizations extending out to
February 2028. The preliminary feasibility analysis provided an interest savings of $193,770 or a net
present value of debt service savings of 5.52%. Northland Securities, Inc. has drafted the Finance Plan,
which is included in the packet, which fully outlines the refunding feasibility analysis.
City staff is recommending to sell the 2020A bond issue in a negotiated sale with Northland Securities, Inc.
in accordance with Minnesota Statutes §475.60 subd. 2(9). The City has retained the services of AEM
Financial Solutions, LLC, an independent municipal adviser for the purpose of providing an opinion on the
fairness of the proposed pricing offered by Northland Securities. Essentially this service is providing an
opinion that the proposed sale is fair compared to what the City could have obtained in the marketplace
with a competitive bond sale.
Within the resolution in the packet, there is a "trigger", or minimum total net savings threshold of
$150,000. This is necessary, as the municipal bond market fluctuates daily, just like the stock market, so
even though preliminary analysis showed a certain amount of savings, the actual amount of savings will not
be known until the bond is priced. Should the bond pricing not provide the minimum amount of savings,
City staff will abandon the process and not issue the refunding bond.
The resolution in the packet will approve the issuance of General Obligation Improvement Refunding
Bonds, Series 2020A, which will authorize City staff to continue the process, which is outlined as:
- September 24: Credit Rating Analysis Call with S&P Global Ratings
- October 2: Bond rating expected from S&P Global Ratings
- October 7: Bond Pricing
- October 12: City Council Awards Bonds via Resolution
- November 17: Bond proceeds received and outstanding bonds refunded
Jessica Green from Northland Securities, Inc. will be at the meeting if the City Council has any questions.
SUPPORTING DOCUMENTS ATTACHED:
• Finance Plan
• Resolution 2020-58
POSSIBLE MOTION
PLEASE WORD MOTION AS YOU WOULD LIKE IT TO APPEAR IN THE MINUTES:
Motion to approve Resolution 2020-58 approving the issuance of General Obligation Improvement
Refunding Bonds, Series 2020A.
RIIDGFT INFORMATION
FUNDING: BUDGETED:
Fund 380 — 2010D & 2011A Debt Service N/A
Finance Plan
City of Otsego, Minnesota
$3,270,000
General Obligation Improvement Refunding
Bonds, Series 2020A
September 14, 2020
NORTHLAND
r
SECURITIES
150 South 5th Street, Suite 3300
Minneapolis, MN 55402
612-851-5900 800-851-2920
www.northlandsecurities.com
Member FINRA and SIPC I Registered with SEC and MSRB
Contents
ExecutiveSummary................................................................................................................................1
IssueOverview.......................................................................................................................................2
Purpose........................................................................................................................................................
2
Authority.....................................................................................................................................................
2
Structure......................................................................................................................................................
2
Security and Source of Repayment...................................................................................................
2
PlanRationale............................................................................................................................................
2
IssuingProcess..........................................................................................................................................
3
Attachment1- Preliminary Debt Service Schedule..........................................................................4
Attachment2 - Preliminary Debt Service Schedules........................................................................5
Attachment3 - Related Considerations...............................................................................................7
BankQualification............................................................................................................................
7
ArbitrageCompliance....................................................................................................................
7
ContinuingDisclosure....................................................................................................................
7
Premiums.............................................................................................................................................
7
Rating...................................................................................................................................................
8
Attachment4 - Calendar of Events......................................................................................................9
Attachment5 - Risk Factors................................................................................................................ 10
Northland Securities, Inc. Page 2
Executive Summary
The following is a summary of the recommended terms for the issuance of $3,270,000 General
Obligation Improvement Refunding Bonds, Series 2020A (the "Bonds' or "2020A Bonds').
Additional information on the proposed finance plan and issuing process can be found after the
Executive Summary, in the Issue Overview and Attachment 3- Related Considerations.
Purpose Proceeds from the Bonds will be used to current refund the
City's General Obligation Improvement Refunding Bonds,
Series 2010D, and the City's General Obligation Improvement
Crossover Refunding Bonds, Series 2011A on November 17,
2020.
Security The Bonds will be a general obligation of the City. The City will
pledge for payment of the Bonds:
• Special assessments collected from benefitted properties.
• Property tax levies.
Repayment Term The Bonds will mature annually each February 1 in the years
2021- 2028. Interest on the Bonds will be payable on February
1, 2021 and semiannually thereafter on each August 1 and
February 1.
Refunding Summary Estimated Total Savings:
Gross savings $193,770
Net Present Value $190,632
Net PV Percent 5.52%
Other Factors: No change in the debt structure is proposed.
Estimated Interest Rate Average coupon: 0.49%
True interest cost (TIC): 0.88%
Prepayment Option The Bonds will not be subject to prepayment or optional
redemption.
Rating A rating will be requested from Standard and Poor's (S&P). The
City's general obligation debt is currently rated "AA+" by S&P.
Tax Status The Bonds will be tax-exempt, non -bank qualified obligations.
Risk Factors There are certain risks associated with all debt. Risk factors
related to the Bonds are discussed in Attachment 5.
Type of Bond Sale Negotiated Sale
Pricing Date Wednesday, October 7, 2020
Council Consideration Monday, October 12, 2020 @ 7:00 PM
Northland Securities, Inc. Page 1
Issue Overview
Purpose
Proceeds from the Bonds will be used to current refund the City's General Obligation
Improvement Refunding Bonds, Series 2010D (the "2010D Bonds'), and the City's General
Obligation Improvement Crossover Refunding Bonds, Series 2011A (the "2011A Bonds") on
November 17, 2020. The table below contains the sources and uses of funds for the bond issue.
Issue
2010D 2011A Summary
Sources Of Funds
Par Amount of Bons $835,000.00 $2,435,000.00 $3,270,OTU750
Total Sources $835,000.00 $2,435,000.00 $3,270,000.00
Uses Of Funds
Total Uses $835,000.00 $2,435,000.00 $3,270,000.00
Authority
The Bonds will be issued pursuant to the authority of Minnesota Statutes, Chapters 475 and 429.
Structure
The Bonds have been structured to result in relatively level annual debt service savings over the
life of the Bonds. This maintains the original structure of the 2010D and 2011A Bonds.
The proposed structure for the bond issue and preliminary debt service projections are illustrated
in Attachment 1.
Security and Source of Repayment
The Bonds will be general obligations of the City. The finance plan relies on the following
assumptions for the revenues used to pay debt service, as provided by City staff:
• Special Assessments. The City levied special assessments against benefitted properties
when the refunded Bonds were originally issued. Those outstanding special assessment
revenues will carry over to the 2020A Bonds.
• Property Taxes. The remaining revenues needed to pay debt service on the Bonds are
expected to come from property tax levies. The levy will be adjusted annually based on
actual special assessment collections and additional monies in the debt service fund.
Plan Rationale
The Finance Plan recommended in this report is based on a variety of factors and information
provided by the City related to the financed projects and City objectives, Northland's knowledge
of the City and our experience in working with similar cities and projects. The issuance of General
Obligation Improvement Refunding Bonds provides the best means of achieving the City's
objectives and cost effective financing. The City has successfully issued and managed this type of
debt for previous projects.
Northland Securities, Inc. Page 2
Issuing Process
The City has engaged Northland to act as underwriter for the Bonds pursuant to federal securities
regulations. Northland will purchase the Bonds in an "arms length" negotiated sale. The City
has chosen this approach for a variety of reasons, including flexibility in timing, ability of the
underwriter to explain the Bonds to investors and cultivate investor interest in the issue in
advance of the sale, certainty of underwriting commitment and transparency of pricing process.
The calendar of events for the issuing process can be found in Attachment 4.
In authorizing the issuance, the City Council will adopt a trigger (parameters) resolution. The
resolution authorizes the Mayor and the City Administrator to execute a bond purchase
agreement when total savings exceeds $ . The bond purchase agreement will be ratified by
the City Council at its next meeting. This approach gives the City greater flexibility in selling the
Bonds when market conditions produce the desired results, rather than accepting the conditions
that exist on a specific Council meeting date.
Municipal Advisor: Northland Securities, Inc., Minneapolis, Minnesota
Bond Counsel: Taft Stettinius & Hollister LLP, Minneapolis, Minnesota
Paying Agent: Northland Trust Services, Inc., Minneapolis, Minnesota
Northland Securities, Inc. Page 3
Attachment 1 - Preliminary Debt Service Schedule
Date
Principal
Coupon
Interest
Total P+I
Fiscal Total
11/17/2020
-
-
-
-
-
02/01/2021
525,000.00
0.150%
2,505.72
527,505.72
527,505.72
08/01/2021
-
-
5,701.25
5,701.25
-
02/01/2022
560,000.00
0.250%
5,701.25
565,701.25
571,402.50
08/01/2022
-
-
5,001.25
5,001.25
-
02/01/2023
560,000.00
0.300%
5,001.25
565,001.25
570,002.50
08/01/2023
-
-
4,161.25
4,161.25
-
02/01/2024
315,000.00
0.350%
4,161.25
319,161.25
323,322.50
08/01/2024
-
-
3,610.00
3,610.00
-
02/01/2025
325,000.00
0.400%
3,610.00
328,610.00
332,220.00
08/01/2025
-
-
2,960.00
2,960.00
-
02/01/2026
320,000.00
0.500%
2,960.00
322,960.00
325,920.00
08/01/2026
-
-
2,160.00
2,160.00
-
02/01/2027
335,000.00
0.600%
2,160.00
337,160.00
339,320.00
08/01/2027
-
-
1,155.00
1,155.00
-
02/01/2028
330,000.00
0.700%
1,155.00
331,155.00
332,310.00
Total $3,270,000.00 - $52,003.22 $3,322,003.22 -
Date And Term Structure
Date 11/17/2020
Delivery Date 11/17/2020
First available call date
Call Price -
Yield Statistics
Bond Year Dollars $10,57.17
Average Life 3.216 Years
Average Coupon 0.4944604%
Net Interest Cost (NIC) 0.8675646%
Northland Securities, Inc. Page 4
Attachment 2 - Preliminary Debt Service Schedules
Date
Total P+I
Net New D/S
Old Net D/S
Savings
02/01 /2021
527,505.72
523,795.95
549,236.25
25,440.30
02/01/2022
571,402.50
571,402.50
596,777.50
25,375.00
02/01/2023
570,002.50
570,002.50
593,845.00
23,842.50
02/01/2024
323,322.50
323,322.50
350,025.00
26702.50
02/01/2025
332,220.00
332,220.00
351,325.00
19:105.00
02/01/2026
325,920.00
325,920.00
352,145.00
26,225.00
02/01/2027
339,320.00
339,320.00
362,230.00
22,910.00
02/01/2028
332,310.00
332,310.00
356,480.00
24,170.00
Total $3,322,003.22 $3,318,293.45 $3,512,063.75 $193,770.30
PV Analysis Summary (Net to Net)
Gross PV Debt Service Savings .....................
186,922.24
Net PV Cashflow Savings @ 0.494%(Bond Yield).....
186,922.24
Contingency or Rounding Amount ....................
3,709.77
Net Present Value Benefit
$190,632.01
Net PV Benefit /$3,456,922.24 PV Refunded Debt Service 5.515%
2010D
Net New
Date
Total P+I
D/S
Old Net D/S
Savings
02/01/2021
95,704.54
91,393.15
103,165.00
11,771.85
02/01/2022
108,285.00
108,285.00
118,765.00
10,480.00
02/01/2023
108,022.50
108,022.50
115,820.00
7,797.50
02/01/2024
107,707.50
107,707.50
117,875.00
10,167.50
02/01/2025
107,340.00
107,340.00
114,575.00
7,235.00
02/01/2026
106,920.00
106,920.00
116,275.00
9,355.00
02/01/2027
111,395.00
111,395.00
117,810.00
6415.00
02/01/2028
105,735.00
105,735.00
113,960.00
8:225.00
Total
$851,109.54
$846,798.15
$918,245.00
$71,446.85
PV Analysis Summary (Net to Net)
Gross PV Debt Service Savings .....................
66,058.79
Net PV Cashflow Savings @ 0.494%(Bond Yield).....
66,058.79
Contingency or Rounding Amount ....................
4,311.39
Net Present Value Benefit
$70,370.18
Net PV Benefit /$901,629.44 PVRefunded Debt Service
7.805%
Net PV Benefit / $805,000 RefimdedPrincipal...
8.742%
Net PVBenefit / $835,000 Refunding Principal..
8.428%
Northland Securities, Inc. Page 5
2011A
Date
Total P+I
Net NewD/S
Old Net D/S
Savings
02/01/2021
431,801.18
432,402.80
446,071.25
13,668.45
02/01 /2022
463,117.50
463,117.50
478,012.50
14, 895.00
02/01/2023
461,980.00
461,980.00
478,025.00
16,045.00
02/01 /2024
215,615.00
215,615.00
232,150.00
16,535.00
02/01/2025
224,880.00
224,880.00
236,750.00
11,870.00
02/01/2026
219,000.00
219,000.00
235,870.00
16,870.00
02/01/2027
227,925.00
227,925.00
244,420.00
16,495.00
02/01/2028
226,575.00
226,575.00
242,520.00
15,945.00
Total
$2,470,893.68
$2,471,495.30
$2,593,818.75
$122,323.45
PV Analysis Summary (Net to Net)
Gross PVDebt Service Savings ..................... 120,863.45
Net P V Cashflow Savings @ 0.494%(Bond Yield)..... 120,863.45
Contingency or Rounding Amount .................... (601.62)
Net Present Value Benefit $120,261.83
Net P V Benefit / $2,555,292.80 P V Refunded Debt Service 4.706%
TQnf P-%TP—fit / 9:9 1ic5 00n Refi-dadPrinninnl 5.085%
Northland Securities, Inc. Page 6
Attachment 3 - Related Considerations
No Bank Qualification
We understand the City (in combination with any subordinate taxing jurisdictions or debt issued
in the City's name by 501(c)3 corporations) has issued more than $10,000,000 in tax-exempt debt
during this calendar year. Therefore, the Bonds will be designated as "non -bank qualified"
obligations pursuant to Federal Tax Law.
Arbitrage Compliance
The Bonds are expected to qualify for the "6-month spending" exemption related to arbitrage
rebate.
The City should become familiar with the various Arbitrage Compliance requirements for this
bond issue. The Resolution for the Bonds prepared by Bond Counsel explains the requirements
in greater detail.
Continuing Disclosure
Type: Full
Dissemination Agent: Northland Securities
The requirements for continuing disclosure are governed by SEC Rule 15c2-12. The primary
requirements of Rule 15c2-12 actually fall on underwriters. The Rule sets forth due diligence
needed prior to the underwriter's purchase of municipal securities. Part of this requirement is
obtaining commitment from the issuer to provide continuing disclosure. The document
describing the continuing disclosure commitments (the "Undertaking") is contained in the
Official Statement that will be prepared to offer the Bonds to investors.
The City has more than $10,000,000 of outstanding debt and is required to undertake "full"
continuing disclosure. Full disclosure requires annual posting of the audit and a separate
continuing disclosure report, as well as the reporting of certain "material events." Material events
set forth in the Rule, including, but not limited to, bond rating changes, call notices, and issuance
of "financial obligations" (such as PFA loans, leases, or bank placements) must be reported within
ten business days of occurrence. The report contains annual financial information and operating
data that "mirrors" material information presented in the Official Statement. The specific contents
of the annual report will be described in the Undertaking that appears in the appendix of the
Official Statement. Northland currently serves as dissemination agent for the City, assisting with
the annual reporting. The information for the Bonds will be incorporated into our reporting.
Premiums
In the current market environment, it is likely that the proposed pricing will include premiums.
A premium price occurs when the underwriter pays the City an amount in excess of the par
amount of a maturity in exchange for a higher coupon (interest rate). The use of premiums reflects
the underwriters view on future market conditions, tax considerations for investors and other
factors. Ultimately, the true interest cost calculation ("TIC") will indicate the overall cost to the
City, regardless of premium.
A premium price produces additional funds that can be used in several ways:
• The premium means that the City needs less bond proceeds and can reduce the size of the
issue by the amount of the premium.
Northland Securities, Inc. Page 7
The premium can be deposited in the Construction Fund and used to pay additional
project costs, rather than used to reduce the size of the issue.
• The premium can be deposited in the Debt Service Fund and used to pay principal and
interest.
Northland will work with City staff on the day of pricing to determine use of premium (if any).
Rating
A rating will be requested from Standard and Poor's (S&P). The City's general obligation debt is
currently rated "AA+" by S&P. The rating process will include a conference call with the rating
analyst. Northland will assist City staff in preparing for and conducting the rating call.
Northland Securities, Inc. Page 8
Attachment 4 - Calendar of Events
Sun
Mon
August
Tue
2020
Wed
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Sun
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Sun
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November
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Action
ResponsibleDate
September 8
Finance Plan and Trigger Resolution Sent to the City
Northland
September 10
Preliminary Official Statement Sent to City for Sign Off
Northland, City
and to Rating Agency
September 14
Presentation of Finance Plan
City Council Action,
Trigger Resolution Adopted
Northland
Week of September
Rating Call
Northland, City,
21
Rating Agency
October 2
Rating Received
Northland, City,
Rating Agency
October 5
Awarding Resolution sent to City
Northland, Bond
Counsel
October 7
Pricing Date
Northland, City
October 12
Awarding Resolution adopted - 7:00 p.m.
City Council Action,
Northland
November 17
Closing on the Bonds (Proceeds Available)
Northland, City Staff,
Bond Counsel
Northland Securities, Inc. Page 9
Attachment 5 - Risk Factors
Property Taxes: Final levies will be set based on the results of sale. Levies should be reviewed
annually and adjusted as needed. The debt service levy must be included in the preliminary levy
for annual Truth in Taxation hearings. Future Legislative changes in the property tax system,
including the imposition of levy limits and changes in calculation of property values, would affect
plans for payment of debt service. Delinquent payment of property taxes would reduce revenues
available to pay debt service.
Special Assessments: Special assessments may be prepaid. It is likely that the income earned on
the investment of prepaid assessments will be less than the interest paid if the assessments
remained outstanding. Delinquencies in assessment collections would reduce revenues needed
to pay debt service. The collection of deferred assessments (if any) have not been included in the
revenue projections. Projected assessment income should be reviewed annually and adjusted as
needed.
General: In addition to the risks described above, there are certain general risks associated with
the issuance of bonds. These risks include, but are not limited to:
• Failure to comply with covenants in bond resolution.
• Failure to comply with Undertaking for continuing disclosure.
Failure to comply with IRS regulations, including regulations related to use of the proceeds
and arbitrage/rebate. The IRS regulations govern the ability of the City to issue its bonds as
tax-exempt securities and failure to comply with the IRS regulations may lead to loss of tax -
exemption.
Northland Securities, Inc. Page 10
CERTIFICATION OF MINUTES
RELATING TO GENERAL OBLIGATION IMPROVEMENT REFUNDING BONDS,
SERIES 2020A
ISSUER: City of Otsego, Minnesota
BODY: City Council
KIND, DATE, TIME AND PLACE OF MEETING:
A regular meeting held on Monday, September 14, at 7:00 p.m., in the City Offices
MEMBERS PRESENT:
MEMBERS ABSENT:
Documents Attached: Extract of Minutes of said meeting.
RESOLUTION 2020-58 APPROVING THE ISSUANCE OF
GENERAL OBLIGATION IMPROVEMENT REFUNDING BONDS, SERIES 2020A
I, the undersigned, being the duly qualified and acting recording officer of the public corporation
issuing the obligations referred to in the title of this certificate, certify that the documents attached
hereto, as described above, have been carefully compared with the original records of said
corporation in my legal custody, from which they have been transcribed; that said documents are
a correct and complete transcript of the minutes of a meeting of the governing body of said
corporation, and correct and complete copies of all resolutions and other actions taken and of all
documents approved by the governing body at said meeting, so far as they relate to said
obligations; and that said meeting was duly held by the governing body at the time and place and
was attended throughout by the members indicated above, pursuant to call and notice of such
meeting given as required by law.
WITNESS MY HAND officially as such recording officer on September 14, 2020.
Clerk
EXTRACT OF MINUTES OF A MEETING
OF THE CITY COUNCIL OF THE CITY OF OTSEGO, STATE OF MINNESOTA
HELD: Monday, September 14, 2020
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City
of Otsego, State of Minnesota, was duly held on Monday, September 14, 2020 at 7:00 p.m.
Member
adoption:
introduced the following resolution and moved its
RESOLUTION 2020-58 APPROVING THE ISSUANCE OF
GENERAL OBLIGATION IMPROVEMENT REFUNDING BONDS, SERIES 2020A
BE IT RESOLVED by the City Council of the City of Otsego, State of Minnesota (herein,
the "City"), as follows:
The City Council hereby finds and declares that it is necessary and expedient for the City
to sell and issue its fully registered general obligation improvement refunding bonds in the
total aggregate principal amount not to exceed $3,300,000 (herein, the "Bonds"). The
proceeds of the Bonds will be used, together with any additional funds of the City which
might be required for:
(i) a current refunding of all or a portion of the February 1, 2021 through 2028
maturities, aggregating up to $805,000 in principal amount, of the City's General
Obligation Improvement Refunding Bonds, Series 2010D, dated November 1,
2010 as date of original issue;
(ii) a current refunding of all or a portion of the February 1, 2021 through 2028
maturities, aggregating up to $2,365,000 in principal amount, of the City's General
Obligation Improvement Crossover Refunding Bonds, Series 2011A, dated
December 1, 2011 as date of original issue;
(iii) to pay the costs associated with issuing the Bonds.
2. The City Council desires to proceed with the sale of the Bonds by direct negotiation with
Northland Securities, Inc. ("NSI"). NSI will purchase the Bonds in an arm's-length
commercial transaction with the City.
3. The Mayor and the City Administrator are hereby authorized to approve the sale of the
Bonds in an aggregate principal amount not to exceed $3,300,000 and to execute a bond
purchase agreement for the purchase of the Bonds with NSI, provided the total net savings
is at least $150,000.00.
4. Upon approval of the sale of the Bonds by the Mayor and the City Administrator:
i. The City Council will take action at its next regularly scheduled or special
meeting thereafter to adopt the necessary approving resolutions as prepared by
the City's bond counsel (the "Ratifying Resolutions"); and
ii. The Refunded Bonds will be redeemed and prepaid in accordance with the
terms and conditions set forth in the Ratifying Resolutions and Northland Trust
Services, Inc., as registrar and paying agent on the Refunded Bonds, is hereby
authorized and directed to cause notice of such redemption to be given to each
registered holder of the Refunded Bonds not less than thirty (30) days prior to
the redemption date, and to notify DTC.
5. NSI is authorized to prepare an Official Statement related to the sale of the Bonds.
6. If the Mayor and City Administrator have not approved the sale of the bonds to NSI and
executed the related bond purchase agreement by March 31, 2021, this resolution shall
expire.
The motion for the adoption of the foregoing resolution was duly seconded by Member
, and upon vote being taken thereon, the following voted in favor thereof:
and the following voted against the same:
Whereupon said resolution was declared duly passed and adopted.