CCR2001230Salentine and seconded by Alderperson Petfalski , and upon
roll call vote, duly adopted by a vote of 7 to 0 : 0
The following resolution was moved by Alderperson
Resolution No. 230-2001
RESOLUTION AUTHORIZING THE SALE OF $3,150,000
GENERAL OBLIGATION STREET IMPROVEMENT BONDS, SERIES 2001C
"City") has duly received bids for its proposed issue of
$3,150,000 General Obligation Street Improvement Bonds, Series
2001C (the "Bonds"); and
WHEREAS the City of Muskego, Waukesha County, Wisconsin (the
WHEREAS it has been determined that the best bid received
was that submitted by U.S. Bancorp Piper Jaffray Inc.;
NOW, THEREFORE, BE IT RESOLVED that:
Section 1. Award. The bid of U.S. Bancorp Piper Jaffray
accepted and the Mayor and City Clerk are authorized and directed
Inc., for the purchase price of $3,109,050, be and it hereby is
to execute an acceptance of the offer of said successful bidder
on behalf of the City. The good faith deposit of the successful
bidder shall be retained by the City Treasurer until the closing
of the bond issue, and any good faith deposits submitted by
unsuccessful bidders shall be promptly returned.
execute and deliver the Bonds to said purchaser, for and on
behalf of the City. The Bonds shall be negotiable, general
obligation bonds of the City, registered as to both principal and
each or whole multiples thereof, numbered from R-1 upward and
interest, in the denomination of Five Thousand Dollars ($5,000)
dated December 1, 2001. The Bonds shall mature on December 1 of
each of the years and shall bear interest at the rates per annum
as follows:
Section 2. The Bonds. The Mayor and City Clerk shall make,
Year Principal
Amount Interest Rate
2005
2006
2007
2009
2008
2011
2010
2012
2013
2014
$100,000
100,000
100.000
100,000
100,000
200,000
250,000
250,000
250,000
250,000
-2-
3.15%
3.60
3.80
4.05
4.15
4.20
4.30
4.50
4.45
4.50
Year Principal
Amount
2015
2016
$250,000
250,000
2017 250,000
2018
2019
250,000
2020
250,000
200,000
Interest Rate
4 60%
4.65
4.70
4.75
4.80
4.85
Interest shall be payable on June 1 and December 1 of each year,
commencing June 1, 2002. Interest shall be computed upon the
basis of a 360-day year of twelve 30-day months and will be
rounded pursuant to the rules of the Municipal Securities
Rulemaking Board.
subject to call and prior payment at the option of the City in
whole or from time to time in part on December 1, 2010 or any
date of redemption. The amounts and maturities of the Bonds to
date thereafter at the price of par plus accrued interest to the
be redeemed shall be selected by the City. If less than the
entire principal amount of any maturity is to be redeemed, the
Bonds of that maturity which are to be redeemed shall be selected
by lot.
Bonds maturing in the years 2011 through 2020 shall be
Section 3. Form of Bonds. The Bonds shall be in e substantially the form attached hereto as Exhibit A.
Section 4. Tax Provisions.
paying the principal of and interest on the Bonds as the same
become due, the full faith, credit and resources of the City are
hereby irrevocably pledged and there be and there hereby is
levied on all the taxable property in the City a direct, annual,
sufficient to meet such principal and interest payments when due;
irrepealable tax in such years and in such amounts as are
said tax is hereby levied in the following years and in the
following minimum amounts:
(A) Direct Annual Irreuealable Tax. For the purpose of
-3- QBMKE\5154205.1
Year of Levy Amount Year of Levy Amount
I
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
$139,975.00
139,975.00
139,975.00
239,975.00
236,825.00
233,225.00
229,425.00
225,375.00
321,225.00
362,825.00
2011
2012
2013
2014
2015
2016
2017
2018
2019
$352,075.00
340,950.00
329,700.00
306,950.00
318,450.00
295,325.00
283,515.00
271,700.00
209,700.00
(B) Tax Collection. The City shall be and continue
without power to repeal such levy or obstruct the collection of
said tax until all such payments have been made or provided for.
After the issuance of the Bonds, said tax shall be, from year to
year, carried into the tax rolls of the City and collected as
other taxes are collected, provided that the amount of tax
carried into said tax rolls may be reduced in any year by the
amount of any surplus money in the Debt Service Account created
in Section 5(A) hereof.
(C) Additional Funds. If in any year there shall be
insufficient funds from the tax levy to pay the principal of or
interest on the Bonds when due, the said principal or interest
shall be paid from other funds of the City on hand, said amounts
to be returned when said taxes have been collected.
Section 5. Debt Service Fund and Account.
is established in the treasury of the City, if one has not
1A) Creation and Deposits. There be and there hereby
already been created, a debt service fund separate and distinct
from every other fund, which shall be maintained in accordance
with generally accepted accounting principles. Sinking funds
established for obligations previously issued by the City may be
considered as separate and distinct accounts within the debt
service fund.
established a separate and distinct account designated as the
Within the debt service fund, there be and there hereby is
"Debt Service Account for $3,150,000 'General Obligation Street
Improvement Bonds, Series 2001C' dated December 1, 2001" (the
until the indebtedness evidenced by the Bonds is fully paid or
"Debt Service Account") and said Account shall be maintained
otherwise extinguished. The City Treasurer shall deposit in such
Debt Service Account (i) all accrued interest received by the
City at the time of delivery of and payment for the Bonds; (ii)
principal of and interest on the Bonds when due; (iii) such other
the taxes herein levied for the specific purpose of meeting
sums as may be necessary at any time to pay principal of and
-4-
received by the City over and above the par value of the Bonds interest on the Bonds when due; (iv) any premium which may be
and accrued interest thereon; (v) surplus monies in the Borrowed
Money Fund as specified in Section 6 hereof; and (vi) such
further deposits as may be required by Sec. 67.11, Wis. Stats
JB) Use and Investment. No money shall be withdrawn
from the Debt Service Account and appropriated for any purpose
other than the payment of principal of and interest on the Bonds
until all such principal and interest has been paid in full and
principal of and interest on the Bonds prior to the scheduled canceled; provided (i) the funds to provide for each payment of
receipt of taxes from the next succeeding tax collection may be
invested in direct obligations of the United States of America
maturing in time to make such payments when they are due or in
other investments permitted by law; and (ii) any funds over and
above the amount of such principal and interest payments on the
Bonds may be used to reduce the next succeeding tax levy, or may,
permitted by and subject to Section 67.11(2) (a), Wis. Stats., in
at the option of the City, be invested by purchasing the Bonds as
other obligations of the City or in other investments permitted
interest-bearing obligations of the United States of America, in
by law, which investments shall continue to be a part of the Debt
Service Account.
(C) Remaininq Moriies. When all of the Bonds have been
paid in full and canceled, and all permitted investments disposed
of, any money remaining in the Debt Service Account shall be
deposited in the general fund of the City, unless the Common
Council directs otherwise.
City upon the delivery of the Bonds to the purchaser thereof
except for accrued interest and premium, if any, shall be
deposited by the City Treasurer into a Borrowed Money Fund and
such fund shall be maintained separate and distinct from all
other funds of the City and shall be used for no purpose other
than the purpose for which the Bonds are issued. Monies in the
Borrowed Money Fund may be temporarily invested as provided in
Section 66.0603(1m), Wis. Stats. Any monies, including any
income from permitted investments, remaining in the Borrowed
Money Fund after the purpose for which the Bonds have been issued
needed and which obviously thereafter cannot be needed for such
has been accomplished, and, at any time, any monies as are not
purpose shall be deposited in the Debt Service Account.
Section 6. Borrowed Money Fund. All monies received by the
resolution shall be legal investments, but no such investment
shall be made in such a manner as would cause the Bonds to be
"arbitrage bonds" within the meaning of Section 148 of the
Internal Revenue Code of 1986, as amended (the "Code") or the
Regulations of the Commissioner of Internal Revenue thereunder
Section 7. No Arbitraqe. All investments permitted by this
-5- QBMKE\5154205.1
responsibility for issuing the Bonds, shall certify as to facts,
(the "Regulations"); and an officer of the City, charged with the
estimates, circumstances and reasonable expectations in existence
on the date of closing which will permit the conclusion that the
Bonds are not "arbitrage bonds," within the meaning of said Code
or Regulations.
The City Clerk shall keep books for the registration and for the
transfer of the 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 either principal or
interest on any Bond shall be made only to the registered owner
thereof. 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.
Section 8. Persons Treated as Owners; Transfer of Bonds.
Any Bond may be transferred by the registered owner thereof
by surrender of the Bond at the office of the City Clerk, duly
endorsed for the transfer or accompanied by an assignment duly
executed by the registered owner or his attorney duly authorized
execute and deliver in the name of the transferee or transferees
in writing. Upon such transfer, the Mayor and City Clerk shall
a new Bond or Bonds of a like aggregate principal amount, series
and maturity, and the City Clerk shall record the name of each
made to bearer. The Citv Clerk shall cancel anv Bond surrendered
transferee in the registration book No registration shall be - 0 for transfer -
and City Clerk are authorized to execute any new Bond or Bonds
necessary to effect any such transfer
The City shall cooperate in any such transfer, and the Mayor
interest payment date shall be the record dates for the Bonds.
Payment of interest on the Bonds on any interest payment date
shall be made to the registered owners of the Bonds as they
business on the corresponding record date.
appear on the registration book of the City at the close of
The fifteenth day of each calendar month next preceding each
represents and covenants that the projects financed by the Bonds
and their ownership, management and use will not cause the Bonds
to be "private activity bonds" within the meaning of Section 141
with the provisions of the Code to the extent necessary to
of the Code The City further covenants that it shall comply
maintain the tax-exempt status of the interest on the Bonds
including, if applicable, the rebate requirements of Section
148(f) of the Code. The City further covenants that it will not
omission of any action within its control (including, without
take any action, omit to take any action or permit the taking or
limitation, making or permitting any use of the proceeds of the
Section 9. Compliance with Federal Tax Laws. (a) The City
-6- QBMKE! 1114205.1
Bonds) if taking, permitting or omitting to take such action
would cause any of the Bonds to be an arbitrage bond or a private
cause interest on the Bonds to be included in the gross income of
the recipients thereof for federal income tax purposes. The City
Clerk or other officer of the City charged with the
responsibility of issuing the Bonds shall provide an appropriate
certificate of the City certifying that the City can and
covenanting that it will comply with the provisions of the Code
and Regulations.
@ activity bond within the meaning of the Code or would otherwise
the requirements and restrictions of any different or additional
provided that in meeting such requirements the City will do so
federal legislation which may be made applicable to the Bonds
only to the extent consistent with the proceedings authorizing
the Bonds and the laws of Wisconsin, and to the extent that there
is a reasonable period of time in which to comply.
(b) The City also covenants to use its best efforts to meet
Section 10. Desiqnation as Qualified Tax-Exemut
Obliqations. The Bonds are hereby designated as "qualified
tax-exempt obligations" for purposes of Section 265 of the Code
relating to the ability of financial institutions to deduct from
allocable to carrying and acquiring tax-exempt obligations.
income for federal income tax purposes, interest expense that is
Book-Entry-Only System In order to make the Bonds eligible for 0 the services Drovided bv The DeDOSitOrV Trust Comuanv. New York.
Section 11. Utilization of The Deuositorv Trust Company
- - New York, the City agrees to the applicable provisions set forth
executed on behalf of the City and on file in the City Clerk's
in the Blanket Issuer Letter of Representations previously
office.
. ..
1 authorizes the purchaser to forward the amount of Bond proceeds
Section 12. Payment of Issuance Expenses. The City
allocable to the payment of issuance expenses to U.S. Trust
Company, Minneapolis, Minnesota on the closing date for further
distribution as directed by the City's financial advisor,
Ehlers & Associates, Inc.
I
approves the Official Statement with respect to the Bonds
Official Statement and addenda as "final" for purposes of SEC
including addenda submitted at this meeting and deems the
Rule 15~2-12. All actions taken by officers of the City in
connection with the preparation of such Official Statement and
addenda are hereby ratified and approved. In connection with the
closing for the Bonds, the appropriate City official shall
certify the Official Statement and addenda. The City Clerk shall
distributed to the purchaser of the Bonds.
cause copies of the Official Statement and addenda to be
Section 13. Official Statement. The Common Council hereby
-7-
Section 14. Undertakinq to Provide Continuinq Disclosure.
the Bonds, to enter into a written undertaking (the "Under-
The City covenants and agrees, for the benefit of the holders of
taking") required by SEC Rule 15~2-12 promulgated by the
Securities and Exchange Commission pursuant to the Securities and
Exchange Act of 1934 (the "Rule") to provide continuing
disclosure of certain financial information and operating data
and timely notices of the occurrence of certain events in
by the holders of the Bonds or by the original purchaser(s) of
accordance with the Rule. The Undertaking shall be enforceable
the Bonds on behalf of such holders (provided that the rights of
the holders and the purchaser(s) to enforce the Undertaklng shall
be limited to a right to obtain specific performance of the
obligations thereunder and any failure by the City to comply winh
the provisions of the Undertaking shall not be an event of
default with respect to the Bonds).
The City Clerk, or other officer of the City charged with
Continuing Disclosure Certificate for inclusion in the transcript
the responsibility for issuing the Bonds, shall provide a
of proceedings, setting forth the details and terms of the City's
Undertaking.
a separate record book and shall record a full and correct
of authorizing and issuing these Bonds.
statement of every step or proceeding had or taken in the course
Section 15. Records. The City Clerk shall provide and keep
0
determines to obtain municipal bond insurance with respect to the
Bonds, the officers of the City are authorized to take all
Mayor and City Clerk are authorized to agree to such additional
actions necessary to obtain such municipal bond insurance The
provisions as the bond insurer may reasonably request and which
are acceptable to the Mayor and City Clerk including provisions
payment procedure under the municipal bond insurance policy, the
regarding restrictions on investment of Bond proceeds, the
rights of the bond insurer in the event of default and payment of
the Bonds by the bond insurer and notices to be given to the bond
bond insurance policy shall be made in the form of Bond provided
insurer. In addition, appropriate reference to the municipal
herein.
Section 16. Bond Insurance. If the purchaser of the Bonds
authorized and directed to execute and deliver the Bonds to the
Section 17. Closinq. The Mayor and City Clerk are hereby
purchaser thereof upon receipt of the purchase price. The Mayor
and City Clerk may execute the Bonds by manual or facsimile
signature, but at least one of said officers shall sign the Bonds
manually
-8-
The officers of the City hereby are directed and authorized
to take all necessary steps to close the bond issue as soon as
practicable hereafter, in accordance with the terms of sale
execute and deliver such documents, certificates and
thereof, and said officers are hereby authorized and directed to
acknowledgments as may be necessary or convenient in accordance
therewith. I Adopted and approved November 27 2001.
&r David L. De Angelis 1
LK. md
lerk Jean K. Marenda
The Mayor thereupon declared the Resolution adopted and
approved.
(Here occurred business not pertinent to the bond issue.)
Upon motion made and seconded, the meeting was adjourned.
0 Dated November 27, 2001
- 9-
/<. YYlA
City Clerk
OBMKE~5IJ42OJ I
EXHIBIT A
(Form of Bond)
UNITED STATES OF AMERICA
COUNTY OF WAUKESHA
STATE OF WISCONSIN
CITY OF MUSKEGO
GENERAL OBLIGATION STREET IMPROVEMENT BOND, SERIES 2001C
Date of
Number Rate Maturity Date Orisinal Issue Amount CUsIp
R- December 1, 2001 $
KNOW ALL MEN BY THESE PRESENTS: That the City of Muskego,
Waukesha County, Wisconsin (the "City"), hereby acknowledges
itself to owe and for value received promises to pay to
principal amount of
specified above, together with interest thereon from December 1,
paid, unless the date of registration of this Bond is after the
2001 or the most recent payment date to which interest has been
15th day of the calendar month immediately preceding an interest
payment date, in which case interest will be paid from such
interest payment date, at the rate per annum specified above,
year, with the first interest on this issue being payable on June
1, 2002. For the prompt payment of this Bond with interest
hereon as aforesaid, the full faith, credit and resources of the
City have been and are hereby irrevocably pledged
, or registered assigns, the
DH ) on the maturity date
0 such interest being payable on June 1 and December 1 of each
Bonds of this issue maturing in the years 2011 through 2020
City in whole or from time to time in part on December 1, 2010,
shall be subject to call and prior payment at the option of the
or on any date thereafter, at the price of par plus accrued
of the Bonds to be redeemed shall be selected by the City If
interest to the date of redemption The amounts and maturities
redeemed, the Bonds of that maturity which are to be redeemed
less than the entire principal amount of any maturity is to be
shall be selected by lot. Notice of such call shall be given by
the mailing of a notice thereof by registered or certified mail
at least thirty (30) days prior to the date fixed for redemption
to the registered owner of each Bond to be redeemed at the
address shown on the registration books.
QBMKE\SIS4205 I
Both principal hereof and interest hereon are hereby made
States of America. The principal of this Bond shall be payable
payable to the registered owner in lawful money of the United
only upon presentation and surrender of this Bond at the office
of the City Treasurer. Interest hereon shall be payable by check
or draft dated as of the applicable interest payment date and
mailed from the office of the City Treasurer to the person in
whose name this Bond is registered at the close of business on
the fifteenth day of the calendar month next preceding each
interest payment date.
This Bond is transferable only upon the books of the City
kept for that purpose at the office of the City Clerk, by the
registered owner in person or his duly authorized attorney, upon
surrender of this Bond together with a written instrument of
transfer (which may be endorsed hereon) satisfactory to the City
Clerk duly executed by the registered owner or his duly
authorized attorney. Thereupon a new Bond or Bonds of the same
aggregate principal amount, series and maturity shall be issued
to the transferee in exchange therefor. The City may deem and
treat the person in whose name this Bond is registered as the
absolute owner hereof for the purpose of receiving payment of or
on account of the principal or interest hereof and for all other
purposes. The Bonds are issuable solely as negotiable,
fully-registered Bonds without coupons in authorized
denominations of $5,000 or any whole multiple thereof.
This Bond is one of an issue aggregating $3,150,000, each of
which is of like original issue date and tenor except as to
numbers, interest rates, redemption privilege and maturities,
issued for the public purpose of financing street improvement
projects, pursuant to an initial resolution duly adopted by the
Common Council and in full conformity with the Constitution and
laws of the State of Wisconsin thereunto enabling
tax-exempt obligation" for purposes of Section 265 of the
Internal Revenue Code of 1986, as amended
This Bond has been designated by the City as a "qualified
It is hereby recited and certified that all acts, conditions
and things required by law to be done precedent to and in the
performed in regular and due form, time and manner; that a
issuance of this Bond have been done, have happened and have been
direct, annual irrepealable tax has been levied by the City
sufficient in times and amounts to pay the interest on this Bond
when it falls due and also to pay and discharge the principal
hereof at maturity; and that this Bond, together with all other
existing indebtedness of the City, does not exceed any
constitutional or statutory limitation of indebtedness
-2
Wisconsin has caused this Bond to be executed in its behalf by
IN WITNESS WHEREOF, the City of Muskego, Waukesha County,
corporate seal to be impressed hereon, all as of the date of
original issue specified above.
e its duly qualified and acting Mayor and City Clerk, and its
( SEAL )
CITY OF MUSKEGO,
WAUKESHA COUNTY, WISCONSIN
BY City Clerk Mayor
-3-
(Form of Assignment) 0 FOR VALUE RECEIVED the undersigned hereby sells, assigns and
transfers unto
(Please print or typewrite name and address, including zip code,
of Assignee)
please insert Social Security or other
identifying number of Assignee
the within Bond, and all rights thereund
constituting and appointing
.er, hereby irrevocabl:
Attorney to transfer said Bond on the books kept for the
registration thereof with full power of substitution in the
premises.
Dated 0
NOTICE The signature to this
assignment must correspond with
the name as it appears upon the
face of the within Bond in every
particular, without alteration or
enlargement or any change what-
ever.
Signature (s) guaranteed by:
-4 -
(General Obligation
Promissory Notes,
Series 2001B)
of Common Council Held November 27, 2001
Excerpts of Micutes of Meeting
Muskego, Waukesha County, Wisconsin, was held in open session on
November 21, 2001 and called to order by the Mayor at x3 P.M.
The following Alderpersons were present:
A duly-convened meeting of the Common Council of the City Of
Sanders, Petfalski, Salentine, Slocomb, Wichgers, LeDoux, and Patterson
The following Alderpersons were absent:
None
open meeting of the Common Council Notice of this meeting was
given to the public at least 24 hours in advance of the meeting
by forwarding the complete agenda to the official City newspaper,
the Muskeso Sun, and to all news media who have requested the
same as well as posting. Copies of the complete agenda were
available for insDection at the City Clerk's office. Anyone
The Mayor opened the meeting by announcing that this was an
desiring information as to forthcoming meetings should contact 0 the City Clerk's office.
(Here occurred matters not pertinent to the note issue.)
The City Clerk announced that two bids had been received for
the note issue, which had been advertised for bids pursuant to
the action of the Common Ccuncil. The City Clerk indicated that
a $38,000 good faith deposit was provided with respect to each
such bid and read the following details as to each bid submitted:
SEE ATTACHED
QBMK€\5154166 I
BID TABULATION
$1,900,000 General Obligation Promissory Notes, Series 2001 B
City of Muskego, Wisconsin
SALE November 27.2001
AWARD: SUNTRUST EQUITABLE SECURITIES
RATING: MBlA Insured (Moody's Investors Service 'Aaa')' BBI: 5.14%
NAME OF BIDDER MATURllY R4TE REOFFERING PRICE
NET TRUE
INTEREST INTEREST
(June 1) YIELD COST RATE
SUNTRUST EQUITABLE SECURITIES 2004
Atlanta, Georgia
4.000% 3.100% $1,886,130.00 $571,313.75 4.2862%
STEPHENS, INC.
2005 4.000% 3.300%
2006 4.000% 3.550%
Nashville, Tennessee
WILLIAM R. HOUGH 8 CO.
2007 4.000% 3.850%
SI. Petersburg, Florida
2008 4.000% 4.000%
2009
NlKE SECURITIES L.P. 2010
4.150% 4.150%
Lisle, Illinois 2011
4.200% 4.200%
4.300% 4.300%
GRIFFIN, KUBIK. STEPHENS 8 2004 5.000% $1,954,742.25 $614.007.75 4.5111%
OMPSON, INC. 2005 5.000%
hicago. Illinois
2007
2006 5.000%
5.000%
2008 5.000%
2009
2010 5.000%
5.000%
201 1 5.000%
* MBlA Insurance purchased by Suntrdst Equitable Securilies.
e! EHLERS
b ASSOCIATIS INC
LEIDEUS IN PUBLIC FINPRCL
3060 Centre Pointe DWE, Rnseuill8. MN 55113.1105
651.697.8500 tar 651.697.8555 www.ehlerr~inr.com
Oftcer m Rorrville. MN. Br~~klield, WI md NIDC~YIIIL. It