The URL can be used to link to this page

CCR2001231(Water System Revenue Bonds, Series 2001D) Excerpts of Minutes of Open Meeting of the Common Council of the City of Muskego City of Muskego, Waukesha County, Wisconsin, was held in open A duly-convened meeting of the Common Council of the session on November 27, 2001 and called to order at 7:53 P.M., Central Time. The following Alderpersons were present: Sanders, Pet€alski, 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 meetins by forwarding the complete agenda to the official City newspaper, the Muskeqo Sun, and to all news media who have requested the same as well as posting. Copies of the complete agenda were available for inspection at the City Clerk's office. Anyone desiring information as to forthcoming meetings should contact the City Clerk's office. The Mayor opened the meeting by announcing that this was an (Here occurred matters not pertinent to the water system revenue bond issue.) The City Clerk announced that three bids had been received to action of the Common Council. The City Clerk indicated that a for the bond issue, which had been advertised for bids pursuant bid and read the following details as to each bid submitted: $46,000 good faith deposit was provided with respect to each such SEE ATTACHED i a QBMKE\5154619.1 BID TABULATION $2,300,000 Water System Revenue Bonds, Series ZOOID City of Muskego, Wisconsin SALE: November 27; 2001 AWARD: ROBERT W. BAlRD 8 COMPANY, INC. RATING: MBlA Insured (Moody's Investors Service "Aa3")' BBI: 5.14% NET TRUE NAME OF BIDDER MATURITY RATE REOFFERING PRICE INTEREST INTEREST (May 1) YIELD COST RATE ROBERT w. BAIRD a COMPANY, INC. 2003 Milwaukee, Wisconsin 2004 BERNARD1 SECURITIES. INC. 2005 Kidin Securilies. Inc. Chicago. Illinois 2006 2007 2008 2009 2010 201 1 2012 2013 2014 2015 2016 2017 2018 2019 2020 RBC DAlN RAUSCHER INC. 2003 Minneapolis. Minnesota 2004 2005 2006 2007 2008 2009 2010 201 1 2012 2014 2013 2015 2016 2017 2018 2019 2020 * MBlA Insurance purchased by Robert W. Baird & Co.. Inc. 4.500% 4.500% 4.500% 4.500% 4.500% 4.500% 4.500% 4.500% 4.600% 4.600% 4.600% 4.600% 4.700% 4.750% 4.800% 4.850% 4.850% 4.900% 4.375% 4.375% 4.375% 4.375% 4.375% 4.375% 4.375% 4.375% 4.375% 4.400% 4.500% 4.625% 4.750% 4.900% 5 000% 5.000% 5.100% 5.150% 2.600% $2,265,974.20 $1,337,506.67 4.8905% 3.000% 3.250% 3.500% 4.000% 3.750% 4.150% 4.250% 4.350% 4.550% 4.450% 4.650% 4.800% 4.750% 4.850% 4.900% 4.900% 4.950% $2.258.836.15 $1.356.766.43 4.9443% iJ& EHLERS d ~SSOClAlIS INC LEAOE~S IN PUBLIC FINANCE 3060 Ccnrrc Povnte Drive. Roseville. MN 55113.1105 651 691.8500 181 651.697.8555 wwr.chterf.mc.com OIlicrr i'l RDIP.IIIL. MN. Brookfield. WI and Navernlle. I1 $2,300.000 Water System Revenue Bonds, Serles 200lD ity of Muskego, Wisconaln Page 2 NAME Of BIDDER NET TRUE MATURITY RATE REOFFEWNG PRICE INTEREST INTEREST (May 1) YIELD COST RATE GRIFFIN. KUBIK. STEPHENS 8 2003 5.000°h $2,265.500.00 11,451.697.50 5.3105% THOMPSON, INC. Chicago, Illinois NOU 27 '81 12:13 2004 5.000% 2005 2006 5.000% 5.000% 2007 5.000% 2008 2009 5.000% 5.000% 2010 5.000% 201 1 5.000% 2012 2013 5.000% 5.000% 2014 5.000% 2015 5.100% 2016 2017 5.100% 5.1 00% 2018 5.200% 2019 5.300% 2020 5.400% Alderperson Sanders and seconded by Alderperson The following resolution was then introduced and moved by RESOLUTION NO .231-2001 A RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF $2,300,000 WATER SYSTEM REVENUE BONDS, SERIES 2001D OF THE CITY OF MUSKEGO, WAUKESHA COUNTY, WISCONSIN, AND OTHER DETAILS WITH RESPECT TO THE BONDS AND PROVIDING FOR THE PAYMENT OF THE BONDS WHEREAS, the City of Muskego, Waukesha County, Wisconsin operated its Water System, a public utility (the Water System and ("City") now owns and operates and has for many years owned and all properties of every nature in connection with such System now or hereafter owned by the City, including all improvements and extensions thereto, all real and personal property of every nature comprising part of and used or useful in connection therewith, and all appurtenances, contracts, leases, franchises and other intangibles, are hereinafter referred to as the "System") ; and WHEREAS, under the provisions of Chapter 66 of the Statutes of Wisconsin any city in the State of Wisconsin may, by action of its governing body, provide for extending and improving a public only from the net income and revenues derived from the operation utility from the proceeds of bonds, which bonds are to be payable of such utility and are to be secured by a pledge of the revenues of the utility; and WHEREAS, improvements and extensions to the System are necessary to adequately supply the needs of the City and the residents thereof; and WHEREAS, it is now necessary and desirable that the City to be derived from the operation of the System, for the purpose issue and sell revenue bonds payable solely from the revenues of financing the cost of such improvements and extensions, which bonds are to be authorized and issued pursuant to the provisions of Section 66.0621, Wis. Stats.; and Bonds, dated February 1, 1999 (the "1999 Bonds") which were authorized by Resolution No. 11-99 adopted on January 26, 1999 (the "1999 Resolution") ; and WHEREAS, the City has outstanding its Water System Revenue Revenue Bonds, dated January 1, 2000 (the "2000 Bonds") which were authorized by Resolution No. 2-2000 adopted on January 11, 2000 (the "2000 Resolution"); and WHEREAS, the City also has outstanding its Water System -2- QEMK!il5154619.1 the issuance of additional bonds on a parity with the 1999 Bonds WHEREAS, the 1999 Resolution and the 2000 Resolution permit * and 2000 Bonds under certain circumstances, and those conditions have been met; NOW, THEREFORE, the Common Council of the City of Muskego, Waukesha County, Wisconsin, do resolve that: providing for the cost of improvements and extensions to the Section 1. Authorization of Bonds. For the purpose of System, the City shall borrow on the credit of the income and revenue of the System the sum of $2,300,000. Negotiable, fully-registered bonds of the City, in the denomination of $5,000, or any whole multiple thereof, shall be issued in evidence thereof (the "Bonds"). The Bonds shall be designated "Water System Revenue Bonds, Series 2001D", shall be numbered shall mature on May 1 of each of the years and in the amounts set from R-l upward and shall be dated December 1, 2001. The Bonds forth below. I 1 I f e Year of Maturity 2003 2005 2004 2006 2007 2009 2008 2010 2011 Principal Amount $50,000 55,000 60,000 70,000 75,000 90,000 100,000 120,000 130,000 Year of Maturity 2012 2013 2014 2015 2016 2017 2018 2019 2020 Principal Amount $140,000 150,000 150,000 160,000 170,000 180,000 200,000 190,000 210,000 subject to redemption prior to maturity at the option of the City Bonds maturing in the years 2012 through 2020 shall be in whole or from time to time in part on May 1, 2011 or on any day thereafter at the price of par plus accrued interest to the date of redemption. The amounts and maturities of the Bonds to be redeemed shall be selected by the City. If less than the entire principal amount of any maturity is to be redeemed, the by lot. Bonds of that maturity which are to be redeemed shall be selected The Bonds shall bear interest at the rates per annum set forth below, payable on May 1 and November 1 of each year, basis of a 360-day year of twelve 30-day months and will be commencing May 1, 2002, Interest shall be computed upon the rounded pursuant to the rules of the Municipal Securities Rulemaking Board. -3- Year of Interest Year of Interest Maturity Rate Maturitv Rate 2003 2004 2005 2006 2007 2008 2009 2010 2011 4.50% 4.50 4.50 4.50 4.50 4.50 4.50 4 50 4.60 2012 2013 2014 2015 2016 2017 2018 2019 2020 4.60% 4.60 4 60 4.70 4.75 4.80 4 85 4.85 4.90 The schedule of maturities is found to be such that the amount of annual debt service payments is reasonable in accordance with prudent municipal utility practices. signatures of the Mayor and City Clerk of the City (provided that, unless the City has contracted with a fiscal agent to manual), and sealed with the corporate seal of the City, or a authenticate the Bonds, at least one of such signatures shall be facsimile thereof. The Bonds shall be signed by the manual or facsimile only out of the Special Redemption Fund hereinafter provided, and Special Redemption Fund and the revenues pledged to such Fund, shall be a valid claim of the owner thereof only against the and sufficient revenues are pledged to the Special Redemption Fund, and shall be used for no other purpose than to pay the principal and interest on the 1999 Bonds, the 2000 Bonds, the Bonds and Parity Bonds, as the same fal!. due. The Bonds, together with interest thereon, shall be payable Section 2. Form of Bonds. The Bonds shall be in substantially the form set forth on Exhibit A attached hereto. Section 3. Definitions. In addition to the words defined elsewhere in this Resolution, the following words shall have the different meaning or intent: following meanings unless the context or use indicates another or "Annual Debt Service Requirement" means the total amount of principal and interest due on the 1999 Bonds, the 2000 Bonds, the Bonds and Parity Bonds in any Bond Year. payment date for the Bonds. "Bond Year" means the one-year period ending on a principal "Code" means the Internal Revenue Code of 1986, as amended. "Fiscal Year" means the fiscal year adopted by the City for the System, which is currently the calendar year. -4- I "Net Revenues" means the Revenues minus all Operation and Maintenance Expenses of the System. and necessary costs of operating, maintaining, administering and repairing the System, including salaries, wages, costs of materials and supplies, insurance and audits, but excluding depreciation, debt service, tax equivalents and capital expenditures. "Operation and Maintenance Expenses" means the reasonable to pledge and lien with the 1999 Bonds, 2000 Bonds and the Bonds "Parity Bonds" means additional bonds issued on a parity as in accordance with the provisions of Section 9 of this Resolution. "Reserve Requirement" means the least of (a) the amount on deposit in the Reserve Account prior to the issuance of the Bonds plus 10% of the proceeds of the Bonds, (b) the highest Annual Debt Service Requirement on the 1999 Bonds, the 2000 Bonds and the Bonds, or (c) 125% of average annual debt service on the 1999 Bonds, the 2000 Bonds and the Bonds. If Parity Bonds are issued, the Reserve Requirement shall be an amount equal to the amount permitted to be on deposit in the Reserve Account pursuant to Section 148(d) (1) of the Code, but shall not exceed the maximum Bonds, the Bonds and the Parity Bonds in any Bond Year. amount of principal and interest due on the 1999 Bonds, the 2000 "Revenues" means all income and revenue of the System derived from any source, including the revenues received from the City for services rendered to it, and all monies received from any other source, including proceeds of the collection of special assessments and income derived from investments. the Bonds shall have been delivered in whole or in part, the Revenues shall be set aside into the following separate and special funds, which funds were created by the 1999 Resolution and are hereby continued, and shall be used and applied as described below: Section 4. Income and Revenue Funds: Flow of Funds. When reasonable and proper operatidn and maintenance of the System - Revenues in amounts sufficient to provide for the through the payment of Operation and Maintenance Expenses shall be set aside into the "Water System Operation and Maintenance Fund" (the "Operation and Maintenance Fund") . - Revenues in amounts sufficient to pay the principal of and the interest on the 1999 Bonds, the 2000 Bonds, the Bonds and Parity Bonds and to meet the Reserve Requirement shall be set aside into the "Water System Special Redemption Fund" (the "Special Redemption Fund"), to be applied to the payment of the principal of and interest on the 1999 Bonds, the 2000 Bonds, the -5- QBhKE\5154619.1 I Bonds and Parity Bonds and to meet reserve requirements. The monies standing in the Special Redemption Fund are hereby * on the 1999 Bonds, the 2000 Bonds, the Bonds and Parity Bonds irrevocably pledged to the payment of principal of and interest - Revenues in amounts sufficient to provide a proper and adequate depreciation account for the System shall be set aside Fund" ) . into the "Water System Depreciation Fund" (the "Depreciation The Operation and Maintenance Fund and the Depreciation Fund shall be deposited as received in public depositories to be Chapter 34 of the Wisconsin Statutes and may be invested in legal selected by the Common Council in the manner required by Wis. Stats. investments subject to the provisions of Section 66.0603(1m), Money in the Operation and Maintenance Fund shall be used to pay Operation and Maintenance Expenses as the same come due; money not required for Operation and Maintenance Expenses shall be used first to remedy any deficiency in the Special Redemption Maintenance Fund equal to estimated Operation and Maintenance Fund and next to accumulate a reserve in the Operation and Expenses for one month. Any money then available and remaining in the Operation and Maintenance Fund may be transferred to the Surplus Fund, which was created by the 1999 Resolution and is hereby continued. a Money in the Depreciation Fund shall be available and shall be used, whenever necessary, to restore any deficiency in the Special Redemption Fund and for the maintenance of the Reserve Account therein. When the Special Redemption Fund is sufficient for its purposes, funds in the Depreciation Fund may be expended additions to the System. Any money on deposit in the for repairs, replacements, new construction, extensions or Depreciation Fund in excess of $122,265 (or such higher amount as proper and adequate depreciation account) and not required during the Common Council determines from time to time to constitute a the current Fiscal Year for the purposes of the Depreciation Fund, may be transferred to the Surplus Fund. It is the express intent and determination of the Common Council that the amount of Revenues to be set aside and paid into the Special Redemption Fund (including the Reserve Account) shall in any event be sufficient to pay principal of and interest on meet the Reserve Requirement, and the City Treasurer shall from the 1999 Bonds, the 2000 Bonds, the Bonds and Parity Bonds and to year to year deposit at least sufficient Revenues in the Special Redemption Fund to pay promptly all principal and interest falling due on the 1999 Bonds, the 2000 Bonds, the Bonds and Parity Bonds and to meet the Reserve Requirement. -6- and interest on the 1999 Bonds, the 2000 Bonds and the Bonds and paid into the Special Redemption Fund not later than the 10th day to meet the Reserve Requirement shall be set apart and shall be of each month. The amount deposited each month shall be not less than one-sixth of the interest next coming due, plus one-twelfth of the principal next maturing. The Revenues so set aside for payment of the principal of The minimum amounts to be so deposited to meet the debt be deposited to meet debt service payments on the 1999 Bonds and service payments due on the Bonds, in addition to the amounts to 2000 Bonds, are set forth on Exhibit B hereto. other than the payment of interest upon and principal of the 1999 The Special Redemption Fund shall be used for no purpose Bonds, the 2000 Bonds, the Bonds and Parity Bonds promptly as the money in the Special Redemption Fund shall be deposited in a same become due and payable or to pay redemption premiums. All special account and invested in legal investments subject to Section 66.0603(1m), Wis. Stats., and the monthly payments required to be made to the Special Redemption Fund shall be made directly to such account. To additionally secure the payment of principal of and interest on the 1999 Bonds, the 2000 Bonds, the Bonds and Parity Bonds, the separate account in the Special Redemption Fund known as the "Reserve Account" (the "Reserve Account"), created by the 1999 Resolution, is hereby continued and shall be funded as provided below. The City covenants and agrees that upon the such amount as is necessary to make the amount on deposit in the issuance of the Bonds there will be paid into the Reserve Account Reserve Account equal to the Reserve Requirement. The City covenants and agrees that at any time that the amount in the Reserve Account shall be less than the Reserve Requirement, those Maintenance Fund, the Depreciation Fund and the Surplus Fund funds in the Special Redemption Fund, the Operation and which are in excess of the minimum amounts required by the preceding paragraphs to be paid therein will be paid into the Reserve Account each month until the Reserve Requirement will again have accumulated in the Reserve Account. If for any reason there shall be insufficient funds on hand in the Special Redemption Fund to meet principal or interest becoming due on the 1999 Bonds, the 2000 Bonds, the Bonds or Parity Bonds, then all portion of interest or principal on the 1999 Bonds, the 2000 sums then held in the Reserve Account shall be used to pay the Bonds, the Bonds or Parity Bonds becoming due as to which there would otherwise be default, and thereupon the payments required by this paragraph shall again be made into the Reserve Account until an amount equal to the Reserve Requirement is on deposit in the Reserve Account. -7- 0 Funds in the Special Redemption Fund in excess of the minimum amounts required to be paid therein plus reserve requirements may be transferred to the Surplus Fund. Money in the Surplus Fund shall first be used when necessary to meet requirements of the Operation and Maintenance Fund including the one month reserve, the Special Redemption Fund including the Reserve Account, and the Depreciation Fund. Any money then remaining in the Surplus Fund at the end of any Fiscal Year may be used only as permitted and in the order specified in Section 66.0811(2), Wis. Stats Money thereafter remaining in the Surplus Fund may be transferred to any of the funds or accounts created by this section. of any service rendered to the City by the System shall be charged against the City and shall be paid by it in monthly of the City collected or in the process of collection, exclusive installments as the service accrues, out of the current revenues of the revenues derived from the System, to wit: out of the tax levy of the City made by it to raise money to meet its necessary current expenses. The amount of such reasonable cost and value shall be equal to the lesser of the maximum Annual Debt Service year to pay the balance of an amount which, together with other Requirement or such part thereof as may be necessary from year to Revenues of the System, will produce in each Bond Year Net Revenues equivalent to not less than 1.25 times the Annual Debt Service Requirement. Such compensation for such service rendered into the separate and special funds described in Section 4 of this Resolution. However, such payment out of the tax levy shall be subject to: (a) approval of the Public Service Commission, or appropriations therefor and (c) applicable levy limitations, if successors to its functions, if necessary, (b) yearly any; and neither this Resolution nor such payment shall be construed as constituting an obligation of the City to make any of services rendered to the City and its inhabitants or to make such appropriation over and above the reasonable cost and value any subsequent payment over and above such reasonable cost and value. Section 5. Service to City. The reasonable cost and value to the City shall, in the manner provided hereinabove, be paid Section 6. ODeration of System; City Covenants. It is covenanted and agreed by the City with the owner or owners of the Bonds, and each of them, that: It will faithfully and punctually perform all duties with of the State of Wisconsin, including the making and collecting of reference to the System required by the Constitution and Statutes reasonable and sufficient rates lawfully established for services rendered by the System, and will segregate the Revenues of the hereinabove: System and apply them to the respective funds described -8- It will not sell, lease, or in any manner dispose of the 0 that may be made part thereto, except that the City shall have System, including any part thereof or any additions or extensions the right to sell, lease or otherwise dispose of any property of nor useful in the operation of the System, provided the proceeds the System found by the Common Council to be neither necessary received from such sale, lease or disposal shall be paid into the Special Redemption Fund or applied to the acquisition or operation of the System, and such payment shall not reduce the construction of capital facilities for use in the normal amounts otherwise required to be paid into the Special Redemption Fund ; It will pay or cause to be paid all lawful taxes, assessments, governmental charges, and claims for labor, materials or supplies which if unpaid could become a lien upon the System or its Revenues or could impair the security of the Bonds ; to be made as expeditiously as possible; It will cause the improvements and extensions to the System the System, and will establish, charge and collect such lawfully established rates and charges for the service rendered by the System, so that in each Bond Year Net Revenues shall not be less Revenues of the System herein agreed to be set aside to provide than 125% of the Annual Debt Service Requirement and so that the becomes due and payable, and to meet the Reserve Requirement as provided in Section 4 of this Resolution, will be sufficient for those purposes; and It will maintain in reasonably good condition and operate @ for the payment of the Bonds and the interest thereon as the same It will prepare a budget not less than sixty days prior to the end of each Fiscal Year and, in the event such budget indicates that the Net Revenues for each Bond Year will not Bond Year by the proportion stated hereunder, will take any and exceed the Annual Debt Service Requirement for each corresponding all steps permitted by law to increase rates so that the aforementioned proportion of Net Revenues to the Annual Debt Service Requirement shall be accomplished as promptly as possible. keep proper books and accounts relative to the System separate from all other records of the City and will cause such books and accounts to be audited annually by a recognized independent firm of certified public accountants including a balance sheet and a profit and loss statement of the System as certified by such accountants. Each such audit, in addition to whatever matters may be thought proper by the accountants to be included therein shall include the following: (1) a statement in detail of the Section 7. Books and Accounts: Inspection. The City will -9- QBMKE\5154619.1 balance sheet as of the end of such Fiscal Year; (3) the income and expenditures of the System for the Fiscal Year; (2) a accountants' comment regarding the manner in which the City has carried out the requirements of this Resolution and the accountants' recommendations for any changes or improvements in the operation of the System; (4) the number of connections to the System at the end of the Fiscal Year, for each user classification (i.e., residential, commercial, public and end of the Fiscal Year setting out as to each policy the amount industrial); (5) a list of the insurance policies in force at the of the policy, the risks covered, the name of the insurer, and the expiration date of the policy; and (6) the volume of water used. The owners of any of the Bonds shall have at all reasonable and data of the City relating thereto. times the right to inspect the System and the records, accounts Section 8. Insurance. So long as any of the 1999 Bonds, 2000 Bonds or the Bonds are outstanding the City will carry for the benefit of the owners of the 1999 Bonds, 2000 Bonds and the Bonds: (a) adequate fire, lightning, vandalism, riot, strike, windstorm insurances on all portions of the System which are explosion, civil commotion, malicious damage, tornado and against loss of use and occupancy resulting from such casualties; subject to loss through such casualties; (b) adequate insurance kinds and in the amounts normally carried by private companies (c) adequate public liability insurance and (d) insurance of the engaged in the operation of similar systems. All money received System payable into the separate funds named in Section 4 of this for loss of use and occupancy shall be considered Revenue of the Resolution. All money received for losses under any of such casualty policies, except those specified in (b) above, shall be used in repairing the damage or in replacing the property destroyed provided that if the Common Council shall find it is that the operation of the System has not been impaired thereby, inadvisable to repair such damage or replace such property and such money, including proceeds from insurance under (b) above, shall be deposited in the Special Redemption Fund, but in that event such payments shall not reduce the amounts otherwise required to be paid into the Special Redemption Fund. Section 9. Additional Bonds. No bonds or obligations payable out of the Revenues of the System may be issued in such manner as to enjoy priority over the Bonds. Additional obligations may be issued if their lien and pledge is junior and Additional obligations may be issued on a parity with the 1999 subordinate to that of the 1999 Bonds, 2000 Bonds and the Bonds. Bonds, 2000 Bonds and the Bonds as to the pledge of revenues of and the lien on the System ("Parity Bonds") only if all of the following conditions are met: 10- QBMKn5154619.1 (I) The Net Revenues of the System for the Fiscal Year immediately preceding the issuance of such additional bonds must payable from the Revenues of the System and on the bonds then to interest and principal requirements on all bonds outstanding be issued. Should an increase in permanent rates and charges, effective during the Fiscal Year immediately prior to the including those made to the City, be properly ordered and made Fiscal Year of issuance prior to such issuance, then Revenues for issuance of such additional bonds or during that part of the purposes of such computation shall include such additional Revenues as an independent certified public accountant, consulting professional engineer or the Wisconsin Public Service Commission may certify would have accrued during the prior Fiscal Year had the new rates been in effect during that entire immediately prior Fiscal Year. 0 have been equal to at least 1.25 times the highest annual (2) The payments required to be made into the funds Account, but not the Surplus Fund) must have been made in full. enumerated in Section 4 of this Resolution (including the Reserve (3) The additional bonds must have principal maturing on May 1 of each year and interest falling due on May 1 and November 1 of each year I (4) The amount on deposit in the Reserve Account must be applicable upon the issuance of Parity Bonds as defined in increased to an amount equal to the Reserve Requirement Section 3 hereof. (5) The proceeds of the additional bonds must be used only improvements to the System, or to refund obligations issued for for the purpose of providing additions, extensions or such purpose. W. Baird & Co. Incorporated, Milwaukee, Wisconsin, for the purchase price of $2,265,974.20 is ratified and confirmed; and and all acts necessary to conclude delivery of the Bonds to said the officers of the City are authorized and directed to do any purchaser, upon receipt of the purchase price, as soon after adoption of this Resolution as is convenient. Section 10. Sale of Bonds. The sale of the Bonds to Robert Section 11. ADDliCatiOn of Bond Proceeds. All accrued interest received from the sale of the Bonds shall be deposited amount necessary to make the amount on deposit in the Reserve into the Special Redemption Fund Proceeds of the Bonds in an Account equal to the Reserve Requirement shall be deposited in the Reserve Account. The balance of the proceeds, less the expenses incurred in authorizing, issuing and delivering the Bonds, shall be deposited into a special fund designated as the "Water System Improvement Fund" (the "Improvement Fund"). Said QBMKE\5154619.1 special fund shall be adequately secured and shall be used solely for the purpose of meeting costs of adding to and improving the 0 System, as more fully described in the preamble hereof. Any balance remaining in said Improvement Fund after paying said costs shall be transferred by the City Treasurer into the Special Redemption Fund for use in payment of principal of and interest on the Bonds. Section 12. Amendment to Resolution. After the issuance Of provisions of this Resolution may be made until all of the Bonds any of the Bonds, no change or alteration of any kind in the have been paid in full as to both principal and interest, or discharged as herein provided, except: a. The City may, from time to time, amend this Resolution without the consent of any of the owners of the Bonds, but only to cure any ambiguity, administrative conflict, formal defect, or omission or procedural inconsistency of this Resolution; and b. This Resolution may be amended, in any respect, with the written consent of the owners of not less than two-thirds of Bonds held by the City; provided, however, that no amendment the principal amount of the Bonds then outstanding, exclusive of shall permit any change in the pledge of Revenues derived from the System, or in the maturity of any Bond issued hereunder, or a of the principal obligation thereof, or in the amount of the reduction in the rate of interest on any Bond, or in the amount change the terms upon which the Bonds may be redeemed or make any redemption premium payable in the case of redemption thereof, or other modification in the terms of the payment of such principal or interest without the written consent of the owner of each such Bond to which the change is applicable. Section 13. Defeasance. When all Bonds have been discharged, all pledges, covenants and other rights granted to discharge all Bonds due on any date by depositing into a special the owners thereof by this Resolution shall cease. The City may account on or before that date a sum sufficient to pay the same in full; or if any Bonds should not be paid when due, it may nevertheless be discharged by depositing into a special account a due date to the date of such deposit. The City, at its option, sum sufficient to pay it in full with interest accrued from the may also discharge all Bonds called for redemption on any date when they are prepayable according to their terms, by depositing pay them in full, with the required redemption premium, if any, into a special account on or before that date a sum sufficient to provided that notice of redemption has been duly given as required by this Resolution. The City, at its option, may also discharge all Bonds of said issue at any time by irrevocably of cash and/or bonds or securities issued or guaranteed as to depositing in escrow with a suitable bank or trust company a sum principal and interest of the U.S. Government, or of a 12 - QBMKEI5IY619.I commission, board or other instrumentality of the U.S. Government, maturing on the dates and bearing interest at the interest to accrue on each of said Bonds to its maturity or, at rates required to provide funds sufficient to pay when due the upon which it may be called for redemption, and to pay and redeem the City's option, if said Bond is prepayable to any prior date the principal amount of each such Bond at maturity, or at the City's option, if said Bond is prepayable, at its earliest redemption date, with the premium required for such redemption, if any, provided that notice of the redemption of all prepayable Bonds on such date has been duly given or provided for. Section 14. Investments and Arbitraqe. Monies accumulated in any of the funds and accounts referred to in Sections 4 and 11 purposes thereof, may be invested in legal investments subject to hereof which are not immediately needed for the respective All income derived from such investments shall be regarded as the provisions of Sec. 66.0603(1m), Wis. Stats., until needed. Revenues of the System and shall be credited to the fund or account from which the investment was made; provided, however, that at any time that the Reserve Requirement is on deposit in the Reserve Account, any income derived from investment of the Reserve Account shall be deposited into the Special Redemption Fund and used to pay principal and interest on the Bonds. A separate banking account is not required for each of the funds and accounts established under this Resolution; however, the monies in each fund or account shall be accounted for separately by the City and used only for the respective purposes thereof. The proceeds of the Bonds shall be used solely for the purposes needed in legal investments. No such investment shall be made in for which they are issued but may be temporarily invested until within the meaning of Section 148 of the Code or the Regulations such a manner as would cause the Bonds to be "arbitrage bonds" of the Commissioner of Internal Revenue thereunder (the "Regulations") . a An officer of the City, charged with the responsibility for issuing the Bonds, shall, on the basis of the facts, estimates and circumstances in existence on the date of closing, make such certifications as are necessary to permit the conclusion that the Bonds are not "arbitrage bonds" under Section 148 of the Code or the Regulations thereunder. Section 15. Resolution a Contract. The provisions of this Resolution shall constitute a contract between the City and the owner or owners of the Bonds, and after issuance of any of the Bonds no change or alteration of any kind in the provisions of until all of the Bonds have been paid in full as to both this Resolution may be made, except as provided in Section 12, principal and interest. The owner or owners of any of the Bonds shall have the right in addition to all other rights, by mandamus or other suit or action in any court of competent jurisdiction, -13- governing body thereof, and any and all officers and agents to enforce such owner's or owners' rights against the City, the thereof including, but without limitation, the right to require the City, its governing body and any other authorized body, to of the provisions and agreements contained in this Resolution. fix and collect rates and charges fully adequate to carry out all Section 16. Utilization of The Depository Trust Company Book-Entry-Only System. In order to make the Bonds eligible for New York, the City agrees to the applicable provisions set forth the services provided by The Depository Trust Company, New York, executed on behalf of the City and on file in the City Clerk's in the Blanket Issuer Letter of Representations previously off ice. The City Clerk shall keep books for the registration and for the Section 17. Persons Treated as Owners: Transfer of Bonds. 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 thereof. interest on any Bond shall be made only to the registered owner 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. Any Bond may be transferred by the registered owner thereof by surrender of the Bond at the office of the City Clerk, duly executed by the registered owner or such owner's attorney duly endorsed for the transfer or accompanied by an assignment duly Clerk shall execute and deliver in the name of the transferee or authorized in writing. Upon such transfer, the Mayor and City transferees a new Bond or Bonds of a like aggregate principal amount, series and maturity and shall record the name of each transferee in the registration book. No registration may be made to bearer. The City Clerk shall cancel any Bond surrendered for transfer. and City Clerk are authorized to execute any new Bond or Bonds necessary to effectuate 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 -14- QBMKEl5154619.1 Section 18. Compliance with Federal Tax Laws. The City 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 of the Code. The City further covenants that it shall comply with the provisions of the Code to the extent necessary to 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 take any action, omit to take any action or permit the taking or omission of any action within its control (including, without Bonds) if taking, permitting or omitting to take such action limitation, making or permitting any use of the proceeds of the would cause any of the Bonds to be an arbitrage bond or a private activity bond within the meaning of the Code or would otherwise 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 certificate of the City certifying that the City can and responsibility of issuing the Bonds shall provide an appropriate covenanting that it will comply with the provisions of the Code and the Regulations. The City also covenants to use its best efforts to meet the requirements and restrictions of any different or additional federal legislation which may be made applicable to the Bonds, provided that in meeting such requirements the City will do so 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. Oblisations. The Bonds are hereby designated as "qualified tax-exempt obligations" pursuant to Section 265 of the Code relating to the ability of financial institutions to deduct from income for federal income tax purposes, interest expense that is allocable to carrying and acquiring tax-exempt obligations. Section 19. Desisnation as Oualified Tax-ExemDt approves the Official Statement with respect to the Bonds including addenda submitted at this meeting and deems the Official Statement and addenda as "final" for purposes of SEC 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 certify the Official Statement and addenda. The City Clerk shall closing for the Bonds, the appropriate City official shall cause copies of the Official Statement and addenda to be distributed to the purchaser of the Bonds. Section 20. Official Statement. The Common Council hereby .15- authorizes the Durchaser to forward the amount of Bond proceeds Section 21. Pavment of Issuance ExDenses. The City allocable to thk payment of issuance expenses to U.S. T;ust distribution as directed by the City's financial advisor, Ehlers & Associates, Inc. ~~~~ ~ ~ Company, Minneapolis, Minnesota on the closing date for further The City covenants and agrees, for the benefit of the holders of the Bonds, to enter into a written undertaking (the "Under- 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 accordance with the Rule. The Undertaking shall be enforceable by the holders of the Bonds or by the original purchaser(s) of the Bonds on behalf of such holders (provided that the rights of be limited to a right to obtain specific performance of the the holders and the purchaser(s) to enforce the Undertaking shall obligations thereunder and any failure by the City to comply with the provisions of the Undertaking shall not be an event of default with respect to the Bonds). Section 22. Undertakinq to Provide Continuins Disclosure. the responsibility for issuing the Bonds, shall provide a Continuing Disclosure Certificate for inclusion in the transcript The City Clerk, or other officer of the City charged with of proceedings, setting forth the details and terms of the City's Undertaking. 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 the Bonds by the bond insurer and notices to be given to the bond rights of the bond insurer in the event of default and payment of bond insurance policy shall be made in the form of Bond provided insurer. In addition, appropriate reference to the municipal herein. Section 23. Bond Insurance. If the purchaser of the Bonds Section 24. Records. The City Clerk shall provide and keep a separate record book and shall record a full and correct of authorizing and issuing the Bonds. statement of every step or proceeding had or taken in the course -16" Section 25. Conflictinq Ordinances or Resolutions. All I Resolution) or orders, or parts thereof heretofore enacted, ordinances, resolutions (other than the 1999 Resolution and 2000 I adopted or entered, in conflict with the provisions of this Resolution, are hereby repealed and this Resolution shall be in effect from and after its passage. In case of any conflict between the provisions of this Resolution and the 1999 Resolution or 2000 Resolution, the terms of the 1999 Resolution and 2000 Resolution shall prevail so long as any 1999 Bonds or 2000 Bonds are outstanding. Adopted, approved and recorded November 27, 2001. Mayor David L. De Angelis Attest: Upon roll call vote, the following voted Aye: Sanders, Petfalski, Salentine, Slocornb, Wichgers, LeDoux and Patterson l and the following voted No: None The Mayor thereupon declared the Resolution adopted and approved. (Here occurred business not pertinent to the revenue bond issue. ) Upon motion made and seconded, the meeting was adjourned. -17- EXHIBIT A (Form of Bond) UNITED STATES OF AMERICA STATE OF WISCONSIN COUNTY OF WAUKESHA CITY OF MUSKEGO WATER SYSTEM REVENUE BOND, SERIES 2001D Date of Number Rate Maturity Date Oriqinal Issue Amount CUS I P R- December 1, 2001 $ Waukesha County, Wisconsin, hereby acknowledges itself to owe and KNOW ALL MEN BY THESE PRESENTS that the City of Muskego, for value received promises to pay to or registered assigns, solely from the fund hereinafter specified, the principal sum of DOLLARS ($ interest thereon from December 1, 2001 or the most recent payment date to which interest has been paid, unless the date of registration of this Bond is after the 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, such interest being payable on the 1st days of May and November of each year, with the first interest on this issue being payable on May 1, 2002. 0 ) on the maturity date specified above together with Bonds maturing in the years 2012 through 2020 are subject to redemption prior to maturity at the option of the City in whole or from time to time in part on May 1, 2011 or on any day thereafter at the price of par plus accrued interest to the date of redemption. The amounts and maturities of the Bonds to 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. 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. QBMKEl5154619.1 payable to the registered owner in lawful money of the United Both principal hereof and interest hereon are hereby made only upon presentation and surrender of this Bond at the office States of America. The principal of this Bond shall be payable 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 by such registered owner's 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 such registered owner's 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 principal or interest hereof and for all other purposes. The for the purpose of receiving payment of or on account of the Bonds are issuable solely as negotiable, fully-registered Bonds without coupons in authorized denominations of $5,000 or any whole multiple thereof. 0 This Bond has been designated by the City as a "qualified tax-exempt obligation" for purposes of Section 265 of the Internal Revenue Code of 1986, as amended. This Bond is one of an issue aggregating $2,300,000, issued for the purpose of paying the costs of improvements and utility, pursuant to Article XI, Section 3, of the Wisconsin extensions to the municipal water system of the City, a public Constitution, Section 66.0621, Wisconsin Statutes, acts and entitled: "A Resolution Authorizing the Issuance and Sale of supplementary thereto and a Resolution adopted November 27, 2001, of Muskego, Waukesha County, Wisconsin, and Providing for the $2,300,000 Water System Revenue Bonds, Series 2001D of the City Payment of the Bonds and Other Details With Respect to the Bonds," and is payable only from the income and revenues derived from the operation of the City's Water System, which revenues have been set aside and pledged as a special fund for that purpose and identified as "Water System Special Redemption Fund," created by Resolution 11-99 adopted on January 26, 1999 and continued by the Resolution referred to above. The pledge of revenues with respect to the Bonds is on a parity with the pledge granted to the owners of the City's Water System Revenue Bonds, 2- January 1, 2000. This Bond does not constitute an indebtedness dated February 1, 1999 and the Water System Revenue Bonds, dated of the City within the meaning of any constitutional or statutory debt limitation or provision. It is hereby certified, recited and declared that all acts, precedent to and in the issuance of this Bond have existed, have conditions and things required to exist, happen, and be performed happened and have been performed in due time, form and manner as required by law; and that sufficient of the income and revenue to be received by the City from the operation of its Water System has been pledged to and will be set aside into a special fund for the payment of the principal of and interest on this Bond. -3- IN WITNESS WHEREOF, the City of Muskego, Waukesha County, Wisconsin, has caused this Bond to be signed by its Mayor and City Clerk, and its corporate seal to be impressed hereon, all as of the date of original issue specified above. ( SEAL ) CITY OF MUSKEGO, WAUKESHA COUNTY, WISCONSIN BY BY City Clerk Mayor -4- ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto of Assignee) (Please print or typewrite name and address, including zip code, Please insert Social Security or other identifying number of Assignee the within Bond, and all rights thereunder, hereby irrevocably constituting and appointing Attorney to transfer said Bond on the books kept for the premises. registration thereof with full power of substitution in the Dated: NOTICE: The signature to this assignment must correspond with the name as it appears upon the face of without alteration or enlargement or any the within Bond in every particular, change whatever. Signature(s) guaranteed by: -5- EXHIBIT B DEBT SERVICE SCHEDULE (SEE ATTACHED) CITY OF MUSKEGO, WISCONSIN $2,300,000 WATER SYSTEM REVENUE BONDS, SERIES 20010 DATED DECEMBER 1,2001 DEBT SERVICE SCHEDULE Date PnnuDal Couwn Interest Total P+I FISCAL TOTAL 12/13/2001 5/01/2002 11/01/2002 5/01/2003 11/01/2003 5/01/2004 11/0112004 5/01/2005 11/01/2005 5/01/2006 11101/2006 5/01/2007 11/01/2007 5/01/2008 11/01/2008 5/01/2009 11/01/2009 5/01/2010 11/01/2010 5/01/2011 11/01/2011 5/01/2012 1110112012 5/01/2013 11/01/2013 5/01/2014 11/01/2014 5/01/2015 11101/2015 5/01/2016 11/01/2016 5/01/2017 11/0112017 510112018 11/01/2018 5/01/2019 11/01/2019 5/01/2020 11/01/2020 50.000.00 55.000.00 60.000.00 70.000.00 75.000.00 90,000.00 100.000.00 120.000.00 130,000.00 140,000.00 150.000.00 150.000.00 160,000.00 170.000.00 180,000.00 190.000.00 200.000.00 210.000.00 4.500% 4.500% 4.500% 4.500% 4.500% 4.500% 4.500% 4.500% 4.600% 4.600% 4.600% 4.600% 4.700% 4.750% 4.800% 4.850% 4.850% 4.900% 44,816.67 53.780.00 53.780.00 52,655.00 52.655.00 51.417.50 51.417.50 50.067.50 48.492.50 50.067.50 48.492.50 46.805.00 46.805.00 44.780.00 44.780.00 42,530.00 42.530.00 39.830.00 39.830.00 36.840.00 36.840.00 33,620.00 33.620.00 30.170.00 30.170.00 26.720.00 26.720.00 22,960.00 22,960.00 18,922.50 18.922.50 14,602.50 14,602.50 9,995.00 9.995.00 5.145.00 5.145.00 44.816.67 103.780.00 53.780.00 107,655.00 52.655.00 111.417.50 51.417.50 120.067.50 50.067.50 123,492.50 48.492.50 136,805.00 46.805.00 144.780.00 44.780.00 162,530.00 42.530.00 169.830.00 39.830.00 176,840.00 36.840.00 183,620.00 33,620.00 180,170.00 30.170.00 186,720.00 26.720.00 192,960.00 22.960.00 198,922.50 18,922.50 204.602.50 14.602.50 209,99500 9,995.00 215.145.00 5.145.00 98.596.67 156.435.00 159,072.50 161,485.00 168,560.00 170.297.50 181,585.00 187.310.00 202,350.00 206.670.00 210.460.00 213,790.00 206.890.00 209,680.00 21 1.882.50 213.525.00 214.597.50 215.140.00 215,145.00 Total 2.300.000.00 1.303.481.67 3.603.481.67 Ouades 8 Brady LLP File = MUSKEGO. ClTYOF.SF-OIDWATERREVBONDS- SINGLE PURPOSE Public Finance Page 2 (General Obligation Street Improvement Bonds, Series 2001C) Excerpts of Minutes of Open Meeting of the Common Council of the City of Muskego Muskego, Waukesha County, Wisconsin, was held in open session on A duly-convened meeting of the Common Council of the City of November 27, 2001, and called to order by the Mayor at P.M., Central Time. The following Alderpersons were present: Sanders, Petfalski, Salentine, Slocomb, Wichgers, LeDoux, and Patterson The following Alderpersons were absent: None The Mayor opened the meeting by announcing that this was an 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 inspection at the City Clerk's office. Anyone desiring information as to forthcoming meetings should contact the City Clerk's office. (Here occurred business not pertinent to the bond authorization.) The Mayor announced that the next order of business was to act upon the bids received for the City's bond issue. The City Clerk announced that five bids had been received for the bond issue, which had been advertised for bids pursuant that a $63,000 good faith deposit was provided with respect to to the action of the Common Council. The City Clerk indicated each such bid and read the following details as to each bid submitted: SEE ATTACHED QBhW3515420S.I BID TABULATION $3,150,000 General Obligation Street Improvement Bonds, Series ZOOIC City of Muskego, Wisconsin SALE: November 27.2001 AWARD: U.S. BANCORP PIPER JAFFRAY RATING: Moody’s Investors Service ‘Aa3’ BBI: 5.14% NAME OF BIDDER NET TRUE (December 1) YIELD COST RATE MATURITY RATE REOFFERING PRICE INTEREST INTEREST US. BANCORP PIPER JAFFRAY Minneapolis, Minnesota l e I ROBERT W. BARD 8 COMPANY, INC. Milwaukee, Wisconsin 2005 2006 2007 2009 2008 2010 2011 2012 2013 2014 2015 2016 2017 2019 2018 2020 2005 2006 2007 2008 2009 2010 201 1 2013 2012 2014 2015 2016 2017 2018 2019 2020 3.150% 3.000% 4.050% 3.800% 4.150% 4.300% 4.200% 4.500% 4.450% 4.500% 4.600% 4.650% 4.700% 4.750% 4.800% 4.850% 3 150% 3.450% 4.250% 3.700% 4.250% 4.250% 4.250% 4.350% 4.450% 4.550% 4.650% 4.700% 4.800% 4.750% 4.850% 4.850% 3.150% S3.109.050.00 51,868.175.00 4.6753% 3.600% 4.050% 3.800% 4.150% 4.200% 4.300% 4.450% 4.500% 4.550% 4.650% 4.750% 4.700% 4.800% 4.850% 4.900% 53.104.095.50 $1,881.004.50 4 7106% EHLERS b ASSOCI1\TCS INC LEADERS IN PUBLIC FINANCE 3060 Cenlrc Pointe Drive. Roseuille. MN 55ll3.1105 651.697.8500 1s. 651 697.5555 www.ehlerwnc.cam Dlflccs In Raserille. MN. Braakllpld WI snb N~~cr~ill~. It 3,150,000 General Obligation Street Improvement Bonds, Series 2001C Ity of Muskego, Wisconsin Page 2 NAME OF BIDDER MATURITY RATE REOFFERJNG PRICE INTEREST INTEREST NET TRUE (December 1) YIELD COST RATE SUNTRUST EQUITABLE SECURITIES Atlanta. Georgia 2006 2005 2007 2008 2009 2010 201 1 2012 2013 2015 2014 2016 2017 2019 201 8 2020 RBC DAlN RAUSCHER INC Minneapolis, Minnesota 2005 2006 2007 2008 2009 201 0 201 1 2012 2013 2014 2015 2017 2016 201 0 2019 2020 4.250% 4.250% 4.250% 4.250% 4.250% 4.250% 4.250% 4.350% 4.450% 4.650% 4.550% 4.700% 4.750% 4.800% 4.850% 4.900% 4.250% 4.250% 4.250% 4.250% 4.250% 4.250% 4.250% 4.400% 4.500% 4.625% 4.700% 4.875% 5.000% 5.000% 5.100% 5.150% $3,109.995.00 81.888.705.00 4.7302% 53.104.650.00 $1.946.925.00 4.8741% 0 $3,150,000 General Obligation Street Improvement Bonds, Series 2001C Page 3 Clty of Muskego, Wkconsin NET TRUE (December 1) YIELD COST KATE NAME OF BIDDER MATURITY KATE REOFFERJNG PRICE INTEREST INTEREST THOMPSON, INC. GRIFFIN, KUBIK. STEPHENS 8 2005 4.625% 53.103.636.50 $1,963,988.50 4 9322% Chicago, Illinois 2006 4.625% 2007 2008 4.625% 4.625% 2009 2010 4.625% 2011 4.625% 2012 4.625% 4.625% 2013 4.625% 2014 4.625% 2015 2016 4.700% 2017 4.600% 2018 4.900% 2019 4.900% 2020 5.000% 5.000% I 0 I I I I 0 NOLI 27 '01 ?2:?3