08-10-20 CC Reg Mtg Agenda Packet
CITY OF SHOREWOOD 5755 COUNTRY CLUB ROAD
CITY COUNCIL REGULAR MEETING COUNCIL CHAMBERS
MONDAY, AUGUST 10, 2020 7:00 P.M.
Due to the Centers for Disease Control's recommendation limiting the number of people present at a
meeting, and pursuant to MN Statute §13D.02, the Shorewood City Council meetings will be held by
electronic means. For those wishing to listen live to the meeting, please go to
ci.shorewood.mn.us/current_meeting for the meeting link. Contact the city at 952.960.7900 during
regular business hours with questions. For link issues at meeting time, call 952.960.7906.
AGENDA
1. CONVENE CITY COUNCIL MEETING
A. Roll Call
Mayor Zerby___
Johnson___
Labadie___
Siakel___
Sundberg___
B. Review and Adopt Agenda
Attachments
2. CONSENT AGENDA
– Motion to approve items on the Consent Agenda & Adopt
Resolutions Therein:
A. City Council Regular Meeting Minutes from July 27, 2020 Minutes
B. Approval of the Verified Claims List Claims List
C. Accept Park Donation from Excelsior American Legion Post 259 Park Director Memo
Resolution 20-079
D. Accept Final Improvements and Authorize Final Payment for Engineer Memo
2020 Pavement Striping Project, City Project 20-02 Resolution 20-080
E. Accept Proposal for Geotechnical Services for Strawberry Lane, Engineer Memo
Smithtown Pond, and Grant Street Drainage, City Projects 19-05, Resolution 20-081
20-07, and 18-04
F. Authorize Expenditure for Grading and Storm Sewer Director of Public Works Memo
Improvements, Boulder Bridge Subdivision
G. Accept Quotes and Award Contract for Echo Road Engineer Memo
Stormwater Sewer Improvement, City Project 17-13 Resolution 20-082
3. MATTERS FROM THE FLOOR
(No Council Action will be taken)
4. PUBLIC HEARING
CITY COUNCIL REGULAR MEETING AGENDA – August 10, 2020
Page 2
5. REPORTS AND PRESENTATIONS
A. Girl Scout Troop 18018 presentation on Bat House project
6. PARKS
7. PLANNING
8. ENGINEERING/PUBLIC WORKS
A. Authorize Expenditure for Archeological Monitoring Director of Public Works Memo
Services, Blondo Consulting, LLC, Woodside Road/Lane
Pavement Reclamation Project, City Project 19-04
B. Authorize Expenditure for Archeological Monitoring Director of Public Works Memo
Services, Blondo Consulting, LLC, Enchanted and
Shady Islands Pavement Reclamation, Project, City Project 18-11
9. GENERAL/NEW BUSINESS
A. Bond Sale Results City Administrator Memo
Shannon Sweeney, DDA
Resolution 20-083
10. STAFF AND COUNCIL REPORTS
A. Administrator and Staff
1. Street Light Request Update Planning Technician
2. Excelsior Chamber of Commerce Request Follow Up City Administrator
B. Mayor and City Council
11. CLOSED SESSION
This closed session is pursuant to Minnesota Statute 13D.05 Subdivision 3(b), attorney-
client privilege, for the purpose of discussing legal considerations relating to threatened
.
litigation to challenge the city’s right-of-way management
12. ADJOURN
2A
CITY OF SHOREWOOD 5755 COUNTRY CLUB ROAD
CITY COUNCIL REGULAR MEETING COUNCIL CHAMBERS
MONDAY, JULY 27, 2020 7:00 P.M.
MINUTES
1. CONVENE CITY COUNCIL REGULAR MEETING
Mayor Zerby called the meeting to order at 7:00 P.M.
Due to the Centers for Disease Control’s recommendation limiting the number of people present
at a meeting, and pursuant to MN Statute 13D.02, the Shorewood City Council meetings was held
by electronic means.
A. Roll Call
Present. Mayor Zerby; Councilmembers Labadie, Siakel, and Sundberg; City Attorney
Keane; City Administrator Lerud; Deputy City Clerk Pricco; Finance Director
Rigdon; Planning Director Darling; Director of Public Works Brown; and, City
Engineer Budde
Absent: Councilmember Johnson
B. Review Agenda
Lerud requested that agenda 9A be removed from tonight’s agenda for consideration.
Labadie moved, Siakel seconded, approving the agenda with the removal of item 9. Roll
Call Vote: Ayes – all. Motion passed 4/0.
2. CONSENT AGENDA
Mayor Zerby reviewed the items on the Consent Agenda.
Siakel moved, Labadie seconded, Approving the s Contained on the Consent Agenda and
Adopting the Resolutions Therein.
A. City Council Regular Meeting Minutes of July 13, 2020
B. Approval of the Verified Claims List
C. Liability waiver
D. Approve Expenditure for Purchase of Public Works Equipment, One Utlity
Terrain Vehicle (UTV)
E. Approving Contract with MPCA for GreenCorps Employee, RESOLUTION
NO. 20-073, “A Resolution Accepting Appointment of Greencorps Employee
from the Minnesota Pollution Control Agency and Approving Contract.”
CITY OF SHOREWOOD REGULAR COUNCIL MEETING MINUTES
July 27, 2020
Page 2 of 6
Roll Call Vote: Ayes – all. Motion passed 4/0.
3. MATTERS FROM THE FLOOR
Christian Tietz representing the Excelsior Chamber of Commerce appealed to the city of
Shorewood during this time of Covid to consider supporting the Excelsior Chamber of
Commerce in the amount of $7500 + 500 (total of $8000) to cover the Excelsior
Chamber of Commerce’s expenses for one month. This support could be part of the
CARES fund for the city of Shorewood. The City Administrator, Greg Lerud, noted that
the support would be eligible for CARES funds. His recommendation was for the cities
to discuss together the funds request.
4. PUBLIC HEARING - NONE
5. REPORTS AND PRESENTATIONS
A. Chief Mike Meehan – South Lake Minnetonka Police Department – Budget
Presentation
Chief Mike Meehan, South Lake Minnetonka Police Department presented the 2021 SLMPD
budget. He said the Coordinating Committee recommended a 4.2% increase in the 2021
operating budget from 2020. The increase is due primarily to an increase from 15 to 16 full-time
licensed officers, an estimated 3% wage increase, and increases to the worker’s compensation
insurance premium. The operating budget is subject to the three-part formula, and the debt
service portion is assessed by each city’s share of the total tax capacity.
There were no questions.
Sundberg moved, Labadie seconded, Approving the SLMPD 2021 budget as presented.
Roll Call Vote: Ayes – all. Motion passed 4/0.
B. Chief Curt Mackey – Excelsior Fire District – Budget Presentation
Chief Curt Mackey, Excelsior Fire District presented the 2021 EFD budget. He said the EFD
Board recommended an increase of 2.95% in the 2020 budget for 2021. Shorewood’s share is
proposed to increase 2.5%, to $668,296 in 2021. There was a brief discussion about the
challenges of responding in the time of COVID-19.
Labadie moved, Sundberg seconded, Approving the EFD 2021 budget as presented. Roll
Call Vote: Ayes – all. Motion passed 4/0.
6. PARKS
A. Report by Commissioner Gallivan on July 14, 2020 Park Commission Meeting
CITY OF SHOREWOOD REGULAR COUNCIL MEETING MINUTES
July 27, 2020
Page 3 of 6
Commissioner Gallivan gave a brief overview of the July 14, 2020 Park Commission meeting as
reflected in the minutes.
7. PLANNING
A. Report by Commissioner Gault on July 7, 2020 Planning Commission Meeting
Planning Commissioner Gault gave a brief overview of the July 7, 2020 Planning Commission
meeting as reflected in the minutes, and focused on the planning items before the Council tonight.
B. Conditional Use Permit to Import 1,230 cu. Yds. of Fill
Location: 23100 Summit Avenue
Applicant: Clayton and Jennifer Tessness
Planning Director Darling summarized the application, staff report and Planning Commission
action.
Mayor Zerby said that he would like to see the construction management plan posted on the
property as a courtesy to the neighbors in the area.
Councilmember Siakel asked if we require that of all our projects or if posting would be a special
condition for this applicant. Also, she did not recall if any other applicants were required to repair
the roadway and wondered how much of the roadway they would be responsible for repairing.
Planning Director Darling indicated that the City did not usually require the construction
management plans to be posted, but that could be required if the Council included that in their
motion. Darling added that the street repair would be in front of the property owner’s home to
repair any portion of the street or curb that is damaged during construction.
Mayor Zerby opened public input on this item and recognized Marilyn Zupnik of 6200 Humingbird
Lane, Chanhassen.
Ms. Zupnik asked about what would happen to the sod that already exists on the property in front
of the neighboring home. She also mentioned a concern with the amount of trucks in the area.
Mr. Clayton Tessness (applicant) answered this question by responding that the sod was placed
in the area where the driveway is proposed. He also indicated that the City is requiring flagmen
during deliveries.
Zerby moved, Labadie seconded, Adopting RESOLUTION NO. 20-074, “A Resolution
Approving a Conditional Use Permit to Allow 1,230 Cubic Yards of Fill for Jennifer and
Clayton Tessness for Property Located at 23100 Summit Avenue” including a new
condition that the construction management plan be posted on the site. Roll call vote:
Ayes – all. Motion passed 4/0.
C. Variance to Expand and Rebuild a Non-Conforming Garage
Location: 20940 Ivy Lane
Applicant: Shilun Li and Tsuhua Chen
CITY OF SHOREWOOD REGULAR COUNCIL MEETING MINUTES
July 27, 2020
Page 4 of 6
Planning Director Darling summarized the application, staff report and Planning Commission
action.
Siakel moved, Sundberg seconded, Adopting RESOLUTION NO. 20-075, “A Resolution
Approving a Front Setback Variance for a Detached Garage for Property Located at 20940
Ivy Lane.” Roll call vote: Ayes – All. Motion passed 4/0.
8. ENGINEERING/PUBLIC WORKS
A. Accept Bids and Award Contract for Beverly Drive and Cajed Lane Drainage
improvements, City Project 20-03
City Engineer Budde stated that at the June 22, 2020 Council meeting staff had presented the
final plans and specifications for this project. He noted that bids were opened on July 16, 2020
with the low bidder being G.F. Jedlicki, Inc.
Siakel moved, Labadie seconded, Adopting RESOLUTION NO. 20-076, “A Resolution to
Award Contract, City Project 20-03.” Roll Call Vote: Ayes – all. Motion passed 4/0.
B. Approve Plans and Specifications and Advertise for Bids for Mary Lake
Outlet, City Project 19-08
City Engineer Budde stated that at the June 22, 2020 Council meeting, staff presented the
feasibility study and hosted a public hearing. He stated that plans and specifications have been
prepared and staff is asking for approval so the City can move into the bidding phase for this
project. He explained that this will require a variance from the Minnehaha Creek Watershed
District because of a slight increase to the high-water level on Studer Pond in the City of Excelsior.
He stated that the request has been submitted but the City has not yet heard from the Minnehaha
Creek Watershed District. He stated that this project will also require a permit from the DNR for
a new outlet to a landlocked lake and noted that they are also planning to seek municipal consent
from the City of Excelsior to allow the water to be routed to Studer Pond.
Sundberg moved, Labadie seconded, Adopting RESOLUTION NO. 20-077, “A Resolution
to Approve Plans and Specifications and Authorize Bidding for the Mary Lake Outlet
Project, City Project 19-09.” Roll Call Vote: Ayes – all. Motion passed 4/0.
C. Right of Way Agent for City Projects 18-08, 19-05, and 19-09
City Engineer Budde explained that the City has three upcoming projects that will require
acquisition of temporary and/or permanent easements to allow for construction. He stated that
staff has received a proposal from Henning Professional Services to act as a right-of-way agent
on behalf of the City on the thirty-seven parcels that will be affected. He explained the duties and
responsibilities of a right-of-way agent and noted that these costs have been budgeted for and
will be paid through the Capital Improvement Plans and the respective project budgets. Staff is
recommending approval of the proposal from Henning Professional Services to act as right-of-
way agent for the City.
CITY OF SHOREWOOD REGULAR COUNCIL MEETING MINUTES
July 27, 2020
Page 5 of 6
Labadie moved, Siakel seconded, Adopting RESOLUTION NO. 20-078, “A Resolution to
Award Contract for Right of Way Agent for City Projects 18-08, 19-05, 19-09.” Roll Call Vote:
Ayes – all. Motion passed 4/0.
9. GENERAL/NEW BUSINESS - NONE
10. STAFF AND COUNCIL REPORTS
A. Administrator and Staff
1. June 2020 General Fund Budget Report
Finance Director Rigdon gave a brief overview of the June 2020 General Fund budget report and
noted that the City received the first half of the year tax revenue. He noted that considering the
COVID-19 situation, the City isn’t doing too badly and is at 48% of overall collection of the tax levy
compared to 52% for the same time period in 2019. He reviewed the licenses and permits in the
City and noted that they are down a bit as compared to 2019, but as of the end of June, the City
is already at 99% of budget. He reviewed expenditures and noted that the City is pretty much in
line with expectations.
2. 2nd Quarter 2020 Investments Report
Finance Director Rigdon explained that this report is provided to the Council for review on a
quarterly basis and gave a brief overview of what has been happening with investments. He
stated that the rates in the second quarter plummeted and noted that this drop in rates has been
good for things like issuing bonds, but not so good for investments.
Other
Public Works Director Brown stated that his department is in the middle of the roof replacement
project on the Public Works facility. He stated that crews are continuing with street patching and
tree maintenance. He stated that they will also be holding the pre-construction conferences for
Woodside Road and the Island project.
Planning Director Darling explained that Emma Noterman started work last Wednesday as the
City’s Planning Technician. Emma Noterman introduced herself and noted that she grew up in
Chaska and is happy to be back in the southwest suburbs.
B. Mayor and City Council
Councilmember Siakel stated that she has been out visiting a number of the fire lanes and stated
that she has questioned the placement of the some of the stakes. She asked if the placement
was within a “range” and not an accurate placement. She gave examples of some that were very
close to nearby homes and reiterated that she thinks the placement is a little off and is not exact.
Planning Director Darling stated that she has visited all of them and also noticed some of the
same ones that Councilmember Siakel referenced that appeared to be very close to the property
line. She stated that she will review this with the surveyors and with the surveys that the City has
on file.
CITY OF SHOREWOOD REGULAR COUNCIL MEETING MINUTES
July 27, 2020
Page 6 of 6
City Engineer Budde noted that typically the stakes would be within an inch or two of the property
corner and are usually quite accurate, but noted that staff will take a look at the areas of concern.
Councilmember Sundberg noted that she will not be in attendance at the next Council meeting.
11. ADJOURN
Labadie moved, Sundberg seconded, Adjourning the City Council Regular Meeting of July
27, 2020, at 8:16 P.M. Roll Call Vote: Ayes – all Motion passed 4/0.
ATTEST:
Scott Zerby, Mayor
Sandie Thone, City Clerk
#2 B
MEETING TYPE
City of Shorewood Council Meeting Item
Regular Meeting
Title / Subject: Verified Claims
Meeting Date: August 10, 2020
Prepared by: Michelle Nguyen, Senior Accountant
Greg Lerud, City Administrator
Joe Rigdon, Finance Director
Attachments: Claims lists
Policy Consideration:
Should the attached claims against the City of Shorewood be paid
Background:
Claims for council authorization.
66276 - 66287 & ACH 462,583.00
Total Claims $462,583.00
We have also included a payroll summary for the payroll period e August 2, 2020.
Financial or Budget Considerations:
These expenditures are reasonable and necessary to provide services to our resident
budgeted and available for these purposes.
Options:
The City Council may accept the staff recommendation to pay thes
expenditure it deems not in the best interest of the city.
Recommendation / Action Requested:
Staff recommends approval of the claims list as presented.
Next Steps and Timelines:
Checks will be distributed following approval.
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City of Shorewood Council Meeting Item
2C
Title / Subject: Resolution Accepting Donations to Parks
Meeting Date: Monday, August 10, 2020
MEETING
Prepared by: Twila Grout, Park and Recreation Director
TYPE
Reviewed by: Sandie Thone, City Clerk/Human Resource Director
Regular
Attachments: Resolution
Meeting
Policy Consideration:
Pursuant toMinnesota State Statutes sections §465.03 and
§471.17 all donations or gifts of real and personal property, including donations for the
benefit of public recreational services, must be accepted by the city council.
Background:
Thefollowing persons or entitieshave offeredto contribute the cash
amounts set forth below, for the purpose of Safety Camp. Due to the pandemic Safety
Camp cancelled this year. The American Legion asked that their donation go towards
the parks:
Name of Donor Amount
American Legion Post 259 $250.00
Financial Considerations:
This donation will help to cover expenses incurred for the
parks.
Action Requested:
Staff respectfully recommends the city council approve the
Resolution Accepting Donations as Delineated in the Resolution to the Parks and direct
staff to send a thank you note to all donors.
Motion, second and two-thirds majority vote required.
Connection to Vision/Mission
: Consistency in providing residents quality public
services, a healthy environment, a variety of attractive amenities, a sustainable tax
base, and sound financial management through effective, efficient, and visionary
leadership.
Mission Statement: The City of Shorewood is committed to providing residents quality public services, a
healthy environment, a variety of attractive amenities, a sustainable tax base, and sound financial
management through effective, efficient, and visionary leadership. Page 1
RESOLUTION 20-079
A RESOLUTION ACCEPTING DONATION TO THE
CITY OF SHOREWOOD 2020 FOR PARKS
WHEREAS,
the City of Shorewood is generally authorized to accept donations of real and
personal property pursuant to Minnesota Statutes Section 465.03 for the benefit of its citizens,
and is specifically authorized to accept gifts and is authorized to accept gifts for the benefit of
their public recreational services pursuant to Minnesota Statutes section 471.17; and
WHEREAS,
the following persons and entities have offered to contribute the cash amounts set
forth below to the city:
Name of Donor Amount
American Legion Post 259 $250.00
WHEREAS,
the terms or conditions of the donations are to be used for the Parks; and
WHEREAS,
all such donations have been contributed to the city for the benefit of its citizens, as
allowed by law; and
WHEREAS,
the City Council finds that it is appropriate to accept the donations offered.
NOW THEREFORE
, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
SHOREWOOD, MINNESOTA AS FOLLOWS:
1. The donations described above are accepted and shall be used to establish and/or operate
services either alone or in cooperation with others, as allowed by law.
2. The city clerk is hereby directed to issue receipts to each donor acknowledging the city’s
receipt of the donor’s donation.
Passed by the City Council of Shorewood, Minnesota this 10th day of August 2020.
__________________________
Scott Zerby, Mayor
Attest:
___________________________
Sandie Thone, City Clerk
CITY OF SHOREWOOD
COUNTY OF HENNEPIN
STATE OF MINNESOTA
RESOLUTION 20-080
A RESOLUTION FOR FINAL ACCEPTANCE AND AUTHORIZING FINAL PAYMENT
CITY PROJECT 20-02, THE 2020 PAVEMENT STRIPING PROJECT
WHEREAS,
pursuant to the approved award of the Pavement Striping Contract to AAA
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Striping Service Co. at the May 26 Council Meeting:
WHEREAS,
AAA Striping Service Co. has completed all work in accordance with the
awarded contract; and
WHEREAS,
AAA Striping Service Co. is requesting final payment and acceptance for
the work; and
WHEREAS,
Staff has reviewed the estimate, verified quantities, and recommend final
payment and acceptance of the project to AAA Striping Services Co.; and
NOW THEREFORE, IT RESOLVED:
by the City Council of the City of Shorewood
hereby authorize final acceptance and approve final payment to AAA Striping Service
Co, MN for the 2020 Pavement Striping Project according to the plans and
specifications on file in the office of the City Clerk.
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this 10 day of
ADOPTED BY THE CITY COUNCIL OF THE CITY OF SHOREWOOD
August, 2020.
__________________________
Scott Zerby, Mayor
Attest:
___________________________
Sandie Thone, City Clerk
RESOLUTION NO. 20 - 081
CITY OF SHOREWOOD
COUNTY OF HENNEPIN
STATE OF MINNESOTA
A RESOLUTION ACCEPTING A PROPOSAL FOR
GEOTECHNICAL SERVICES FOR THE STRAWBERRY LANE (19-
05), SMITHTOWN POND (20-07), AND GRANT STREET
DRAINAGE (18-04).
WHEREAS,
street and stormwater improvements have been identified for
Strawberry Lane, Smithtown Pond, and Grant Street Drainage; and
WHEREAS,
the City Engineer has solicited a proposal for geotechnical services
from American Engineering Testing, Inc.; and
WHEREAS,
said proposal has been provided and reviewed by the city Engineer
and found to be in order and recommends approval of the proposal.
NOW, THEREFORE, BE IT RESOLVED
that the City Council of the City of
Shorewood, Minnesota authorizes the execution of a Professional Services Agreement
with American Engineering Testing, Inc., to provide geotechnical testing and analysis for
the Strawberry Lane (19-05), Smithtown Pond (20-07), and Grant Street Drainage project
(18-04), for an amount of $14,350.
ADOPTED BY THE CITY COUNCIL OF THE CITY OF SHOREWOOD
th
this 10 day of August, 2020.
ATTEST:
______________________
Scott Zerby, Mayor
_________________________
Sandie Thone, City Clerk
#2G
MEETING TYPE
City of Shorewood Council Meeting Item
REGULAR
Title / Subject: Resolution Accepting Quotes and Award of Construction Contract for the
Echo Road Storm Sewer Improvements
Meeting Date: August 10, 2020
Prepared by: Katie Koscielak, Project Manager
Reviewed by: Larry Brown, Public Works Director; Greg Lerud, City Administrator
Attachments: Resolution
Background:
The Echo Road Storm Sewer Improvements originated following the neighborhood meeting regarding
the 2017 Street Reclamation Project. The property owner approached City Staff regarding the drainage
from the roadway onto his property at 5745 Echo Road. To address the drainage concern, storm sewer
was proposed to be installed within his property to direct the runoff from Echo Road to the wetland to
the south.
The Echo Road Storm Sewer Improvements were originally bid with the 2017 Pavement Reclamation
project. However, the improvements were postponed as the mortgage company was unresponsive, and
during the delay the mortgage company changed requiring the process to start again. To accommodate
the delay from the mortgage company, the storm sewer within Echo Road was installed to allow for the
future storm sewer installation on 5745 Echo Road without impacting the newly paved roadway.
th
The City received three quotes on Thursday, August 6, 2020:
G.F. Jedlicki, Inc. $34,172.50
Kusske Construction Co., LLC $39,580.50
Widmer Construction, LLC $59,207.00
The Lowest responsive quote received compared favorably with the engineer’s opinion of cost of
$34,475.00. Staff recommends awarding the project to G.F Jedlicki.
Options:
1. Approve the resolution accepting quotes and awarding the contract to G.F. Jedlicki.
2. Reject all quotes for the Echo Road Storm Sewer Improvements and provide alternative
direction to staff.
Recommendation: Staff recommends the City Council approve the attached resolution “Accepting
Quotes and Awarding the Contract for the Echo Road Storm Sewer Improvements”
Mission Statement: The City of Shorewood is committed to providing residents quality public services, a
healthy environment, a variety of attractive amenities, a sustainable tax base, and sound financial
management through effective, efficient, and visionary leadership. Page 1
CITY OF SHOREWOOD
COUNTY OF HENNEPIN
STATE OF MINNESOTA
RESOLUTION NO. 20-082
A RESOLUTION ACCEPTING QUOTE AND AWARDING CONTRACT FOR
THE ECHO ROAD STORM SEWER IMPROVEMENTS
WHEREAS
, pursuant to an invitation to provide quotes for local improvements
designated as the Echo Road Storm Sewer Improvements, quotes were received, opened on
August 6, 2020, and tabulated according to law; and
WHEREAS,
the City Council has determined that G.F. Jedlicki, Inc. provided the lowest
quote in compliance with the quote documents in the amount of $34,172.50.
NOW, THEREFORE, BE IT RESOLVED,
by the City Council of the City of
Shorewood as follows:
1. That the Mayor and City Clerk are hereby authorized and directed to enter into a
contract with G.F. Jedlicki, Inc. in the name of the City of Shorewood, according to the plans and
specifications therefore approved by the City Council on file in the office of the City Clerk.
2. That the City Clerk is hereby authorized and directed to return forthwith to all
contractors providing quotes the deposits made with their quotes, except for the deposits of the
successful quote and the next two lowest quotes, which shall be retained until a contract has been
signed.
th
ADOPTED BY THE CITY COUNCILOF THE CITY OF SHOREWOOD
this 10
day of August, 2020.
____________________________
Scott Zerby, Mayor
ATTEST:
______________________________
Sandie Thone, City Clerk
City of Shorewood Council Meeting Item
9A
Title/Subject: Bond Sale Results
Meeting Date: August 10, 2020
MEETING
Prepared By: Greg Lerud, City Administrator
TYPE
REGULAR
Attachments:
Resolution
Background:
The bond sale is scheduled for August 10, so results will not be known
until the meeting. Attached please find the estimate that was provided at an earlier
meeting. Shannon Sweeney from David Drown Associates will be at the meeting to
present the results of the sale and the numbers will be added to the Resolution at that
time.
Mission Statement: The City of Shorewood is committed to providing residents quality public
services, a healthy environment, a variety of attractive amenities, a sustainable tax base, and
sound financial management through effective, efficient, and visionary leadership. Page 1
Cologne Office:
DDA
10555 Orchard Road
Cologne, MN 55322
David Drown Associates, Inc.
Phone: (952) 356-2992
Public Finance Advisors
shannon@daviddrown.com
August 5, 2020
City of Shorewood
Greg Lerud, City Administrator
Joe Rigdon, Director of Finance
5755 Country Club Road
Shorewood, MN 55331
RE: 2020 General Obligation Street Reconstruction & Utility Revenue Bonds
Honorable Mayor, Councilmembers, Administrator Lerud, and Director Rigdon:
The City Council has previously initiated a variety of street and utility reconstruction projects
identified in the Capital Improvement Plan and the Street Reconstruction Plan. We have been
working with the City on the issuance of General Obligation Street Reconstruction and Utility
Revenue Bonds for funding eligible project costs.
As a part of this process the City Council initiated a competitive sale of bonds and authorized the
purchase of a credit rating from Standard & Poor’s. Standard & Poor’s has assigned a “AA+“
credit rating with a stable outlook for the proposed bond issue.
On August 10, 2020 we will be receiving bids for the purchase of bonds and will be presenting
those bids to the City Council for award that evening. A draft of the award resolution is attached
for consideration. This resolution will be updated with information received from the low bidder
on the day of sale.
Please feel free to contact me with any questions regarding the attached materials. Thank you
for your time and consideration.
Sincerely,
Shannon Sweeney, Associate
David Drown Associates, Inc.
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RESOLUTION NO. 2020-083
RESOLUTION AWARDING SALE
$7,500,000
GENERAL OBLIGATION STREET RECONSTRUCTION AND UTILITY
REVENUE BONDS, SERIES 2020A,
FIXING THE FORM AND SPECIFICATIONS
THEREOF, PROVIDING FOR THEIR EXECUTION AND
DELIVERY, AND LEVYING TAXES AND PROVIDING FOR THEIR PAYMENT
City Council
BE IT RESOLVED by the City Council (the “”) of the City of Shorewood
City
(the “”), Minnesota, as follows:
ARTICLE I
AUTHORIZATION AND SALE
.
1.01. Authorization and Purpose
At a meeting held on July 13, 2020, this City Council
determined to sell and issue its general obligation bonds of the City in the total aggregate principal
Bonds
amount of approximately $7,500,000 (as more fully described herein, the “”). In the Terms
Terms of Offering
of Offering (the “”), the City reserved the right, after proposals were opened
and prior to award, to increase or decrease the principal amount of the Bonds offered for sale or
the amount of any individual maturity, with the increase or decrease to occur in multiples of $5,000
in any of the maturities. The Terms of Offering are hereby ratified and confirmed in all respects
and are incorporated herein by reference as though fully specified in this Article. The Bonds
consist of two components issued for the purposes described in Section 2.09 hereof.
1.02.Sale
. The City Council, having been advised by David Drown Associates, Inc., its
Municipal Advisor
independent municipal advisor (the “”), previously authorized its Municipal
Advisor to solicit proposals on behalf of the City for the sale of the Bonds (as defined below) on
a competitive basis without requirement of published notice, all in accordance with Minnesota
Statutes, Section 475.60, Subdivision 2. The City Council has publicly received and considered
all proposals presented in conformity with the Terms of Offering. The most favorable of such
Purchaser
proposals is ascertained to be that of Piper Sandler & Co. (the “”) to purchase the Bonds
at a price of $7,505,939.95 plus interest accrued to settlement, and upon the further terms and
conditions set forth in the Terms of Offering and this resolution. The proposal of the Purchaser is
hereby accepted and the sale of the Bonds is hereby awarded to the Purchaser.
1.03.Execution of Documents; Good Faith Deposit.
The Mayor, the City
Administrator and the Finance Director (including anyone authorized to act on his or her behalf,
Authorized Officers
the “”), or each individually, is authorized and directed to endorse an
acceptance on both copies of the most favorable proposal and to send one copy to the Purchaser.
The Finance Director of the City is directed to deposit the good faith deposit of the Purchaser,
specified in the Terms of Offering, pending delivery of the Bonds and payment therefor.
1.04. Compliance with the Laws.
All acts, conditions and things required by the
Constitution and laws of the State of Minnesota to be done, to happen and to be performed
precedent to the issuance of the Bonds having been done, having happened and having been
performed in regular and due form, time and manner as required by law, the City Council hereby
finds and determines that it is necessary for this City Council to provide for the issuance, sale and
deliver of the Bonds, to establish the form and terms of the Bonds and to provide for the payment
and the security thereof.
ARTICLE II
AUTHORIZATION; BOND TERMS; REGISTRATION; EXECUTION AND DELIVERY
2.01. Authorization and Designation.
The City Council hereby authorizes the issuance
of its General Obligation Street Reconstruction and Utility Revenue Bonds, Series 2020A under
the terms provided in this resolution.
2.02.Maturities, Interest Rates and Denominations.
The Bonds shall be originally
dated their date of original issue and delivery (August 25, 2020), shall be issued and sold in
denominations of $5,000 or any integral multiple thereof within a single maturity, shall mature on
February 1 in the years and amounts set forth below and shall bear interest at the rates per annum
set forth below opposite such years and amounts from their date of original issue or from the most
recent Interest Payment Date to which interest has been paid or duly provided for until paid or duly
called for redemption (if any), as follows:
Maturity Date
(February 1)Principal Amount Interest Rate
2022 1.000%
$ 260,000
2023 1.000
325,000
2024 1.000
350,000
2025 1.000
410,000
2026 1.000
415,000
2027 1.000
420,000
2028 420,0001.000
2029 1.000
430,000
2030 1.000
430,000
2031 1.000
435,000
2032 1.000
435,000
2033 1.000
445,000
2034 1.200
320,000
2035 1.250
325,000
2036 1.350
330,000
2037 340,0001.400
2038 1.500
340,000
2039 1.500
350,000
2040 1.625
355,000
2041 1.625
365,000
The Bonds shall be issuable only in fully registered form. Interest shall be computed on the
basis of a 360-day year composed of twelve 30-day months. The interest thereon and, upon
surrender of each Bond, the principal amount thereof, shall be paid by check or draft issued by
2
4828-4046-9186.2
U.S. Bank National Association (the “Paying Agent”) described herein; provided, however, that
so long as the Bonds are registered in the name of a securities depository, or a nominee thereof, in
accordance with Section 2.08 hereof, the principal of and the interest on the Bonds shall be paid
in accordance with the operational arrangements of the securities depository.
The maturities set forth above, together with the maturities of all other outstanding general
obligation bonds of the City, meet the requirements of Minnesota Statutes, Section 475.54.
2.03.Dates and Interest Payments.
Upon initial delivery of the Bonds pursuant to
Section 2.07 hereof and upon any subsequent transfer or exchange pursuant to Section 2.06 hereof,
the date of authentication shall be noted on each Bond so delivered, exchanged or transferred. The
Interest Payment
interest on the Bonds shall be payable on February 1 and August 1 (each, an “
Date
”), commencing February 1, 2021, to the owners of record thereof as of the close of business
on the fifteenth day of the immediately preceding month, whether or not such day is a business
Record Date
day the (“”).
If any payments of interest due on the Bonds on an Interest Payment Date are not timely
made, such interest shall cease to be payable to the registered owners as of the Record Date for
such Interest Payment Date and shall be payable to the registered owners of the Bonds as of a
special date of record for payment of such defaulted interest as shall be designated by the Registrar
whenever monies for the purpose of paying such defaulted interest becomes available.
If the date for payment of the principal of or the interest on the Bonds shall be a Saturday,
Sunday, legal holiday or day on which banking institutions in the city in which the principal
corporate trust office of the Registrar is located are authorized by law or executive order to close,
the date for such payment shall be the next succeeding day which is not a Saturday, Sunday, legal
holiday or day on which such banking institutions are authorized to close, and payment on such
day shall have the same force and effect as if made on the nominal payment date.
2.04.Redemption
.
Optional Redemption.
(a) All Bonds maturing on or after February 1, 2028, are subject
to redemption and prior payment in whole or in part in such order as the City may determine and
by lot within a maturity at the option of the City on February 1, 2027, and any date thereafter at
par and accrued interest. All Bonds shall be redeemed at a price of par plus accrued interest to the
date of redemption. If redemption is in part, the selection of the amounts and maturities of the
Bonds to be redeemed shall be at the discretion of the City. If only part of the Bonds having a
common maturity date are called for redemption, then the City or Paying Agent, if any, will notify
DTC of the particular amount of such maturity to be redeemed. DTC will determine by lot the
amount of each participant's interest in such maturity to be redeemed and each participant will then
select by lot the beneficial ownership interest in such maturity to be redeemed.
Notice of Redemption.
(b) Notice of redemption of Bonds stating their designation, date,
maturity, principal amounts and the redemption date shall be given by the Registrar by mailing
such notice by first class mail, postage prepaid, not more than 60 days and not less than 30 days
prior to the date fixed for redemption (or such shorter period as may be acceptable to the then
registered owner of the Bonds) to the registered owners at their most recent addresses appearing
3
4828-4046-9186.2
upon the books of the Registrar. Failure to give notice to any particular registered owner or any
defect in the notice given to such owner shall not affect the validity of the proceedings calling the
Bonds or the redemption of any Bonds for which proper notice has been given. Notice of
redemption need not be given to the holder of any Bonds, whether registered or not, who has
waived notice of redemption. Notice of redemption having been given as provided above or notice
of redemption having been waived by the owners of Bonds called for redemption to whom such
notice has not been given as provided above, the Bonds so called for redemption shall become due
and payable on the designated redemption date.
2.05.Appointment of Initial Registrar.
The City hereby appoints U.S. Bank National
Association in St. Paul, Minnesota, as the initial bond registrar, transfer agent and paying agent
Registrar
(the “”). The Authorized Officers, or each individually, is authorized to execute and
Registrar Agreement
deliver, on behalf of the City, a contract with the Registrar (the “”). The
Registrar shall have only such duties and obligations as are expressly specified by this Resolution
and the Registrar Agreement, and no other duties or obligations shall be implied to the Registrar,
except as may be set forth in a written agreement between the City and a successor Registrar.
The City agrees to pay the reasonable and customary charges of the Registrar for the
services performed. The Registrar shall notify the City in writing of any changes in its principal
corporate trust office as set forth in this Section.
Upon merger or consolidation of the Registrar with another corporation, if the resulting
corporation is a bank or trust company authorized by law to conduct such business, such
corporation shall be authorized to act as successor Registrar.
The City reserves the right to remove the Registrar upon thirty (30) days’ notice and upon
the appointment of a successor Registrar, in which event the predecessor Registrar shall deliver all
cash and Bonds in its possession to the successor Registrar and shall deliver the bond register to
the successor Registrar. The Authorized Officers, or each individually, is authorized to remove the
Registrar as provided herein if such officer determines removal is in the best interest of the City.
Upon such removal, any Authorized Officer may appoint a successor Registrar and execute a
Registrar Agreement with such successor Registrar in a form substantially similar to that approved
by the City Council pursuant to this Resolution, but with such changes as such officer deems
appropriate or necessary.
2.06.Registration.
The effect of registration and the rights and duties of the City and
the Registrar with respect thereto shall be as follows:
(a) Register. The Registrar shall keep at its principal corporate trust office a
bond register in which the Registrar shall provide for the registration of ownership of
Bonds and the registration of transfers and exchanges of Bonds entitled to be registered,
transferred or exchanged.
(b) Transfer of Bonds. Upon surrender for transfer of any Bond duly endorsed
by the registered owner thereof or accompanied by a written instrument of transfer, in form
satisfactory to the Registrar, duly executed by the registered owner thereof or by an
4
4828-4046-9186.2
attorney duly authorized by the registered owner in writing, the Registrar shall authenticate
and deliver, in the name of the designated transferee or transferees, one or more new Bonds
of a like aggregate principal amount and maturity, as requested by the transferor. The
Registrar may, however, close the books for registration of any transfer after any Record
Date and until the immediately succeeding Interest Payment Date.
(c) Exchange of Bonds. Whenever any Bonds are surrendered by the registered
owner for exchange the Registrar shall authenticate and deliver one or more new Bonds of
a like aggregate principal amount and maturity, as requested by the registered owner or the
owner’s attorney in writing.
(d) Cancellation. All Bonds surrendered upon any transfer or exchange shall be
promptly canceled by the Registrar and thereafter disposed of as directed by the City.
(e) Improper or Unauthorized Transfer. When any Bond is presented to the
Registrar for transfer, the Registrar may refuse to transfer the same until it is satisfied that
the endorsement on such Bond or separate instrument of transfer is valid and genuine and
that the requested transfer is legally authorized. The Registrar shall incur no liability for
the refusal, in good faith, to make transfers which it, in its judgment, deems improper or
unauthorized.
(f) Persons Deemed Owners. The City and the Registrar may treat the person
in whose name any Bond is at any time registered in the bond register as the absolute owner
of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving
payment of, or on account of, the principal of and interest on such Bond and for all other
purposes, and all such payments so made to any such registered owner or upon the owner’s
order shall be valid and effectual to satisfy and discharge the liability upon such Bond to
the extent of the sum or sums so paid.
(g) Taxes, Fees and Charges. For every transfer or exchange of Bonds, the
Registrar may impose a charge upon the owner thereof sufficient to reimburse the Registrar
for any tax, fee or other governmental charge required to be paid with respect to such
transfer or exchange.
(h) Mutilated, Lost, Stolen or Destroyed Bonds. In case any Bond shall become
mutilated or be destroyed, stolen or lost, the Registrar shall deliver a new Bond of like
amount, number, maturity date and tenor in exchange and substitution for and upon
cancellation of any such mutilated Bond or in lieu of and in substitution for any such Bond
destroyed, stolen or lost, upon the payment of the reasonable expenses and charges of the
Registrar in connection therewith; and, in the case of a Bond destroyed, stolen or lost, upon
filing with the Registrar of evidence satisfactory to it that such Bond was destroyed, stolen
or lost, and of the ownership thereof, and upon furnishing to the Registrar of an appropriate
bond or indemnity in form, substance and amount satisfactory to it, in which both the City
and the Registrar shall be named as obligees. All Bonds so surrendered to the Registrar
shall be canceled by it and evidence of such cancellation shall be given to the City. If the
5
4828-4046-9186.2
mutilated, destroyed, stolen or lost Bond has already matured or been called for redemption
in accordance with its terms it shall not be necessary to issue a new Bond prior to payment.
(i) Authenticating Agent. The Registrar is hereby designated authenticating
agent for the Bonds, within the meaning of Minnesota Statutes, Section 475.55,
Subdivision 1.
(j) Valid Obligations. All Bonds issued upon any transfer or exchange of
Bonds shall be the valid obligations of the City, evidencing the same debt, and entitled to
the same benefits under this Resolution as the Bonds surrendered upon such transfer or
exchange.
2.07.Execution; Authentication and Delivery.
The Bonds shall be prepared under the
direction of the City Administrator and shall be executed on behalf of the City by the manual or
facsimile signatures of each of the Mayor and the City Administrator, provided that all signatures
may be printed, engraved, or lithographed facsimiles of the originals. In case any officer whose
signature, or a facsimile of whose signature, shall appear on the Bonds shall cease to be such
officer before the delivery of any Bond, such signature or facsimile shall nevertheless be valid and
sufficient for all purposes, the same as if such officer had remained in office until delivery.
Notwithstanding such execution, no Bond shall be valid or obligatory for any purpose or entitled
to any security or benefit under this Resolution unless and until a certificate of authentication on
such Bond has been duly executed by the manual signature of the Registrar. The executed
certificate of authentication on each Bond shall be conclusive evidence that it has been
authenticated and delivered under this Resolution. When the Bonds have been so executed and
authenticated, they shall be delivered by the Finance Director to the Purchaser upon payment of
the purchase price in accordance with the contract of sale heretofore made and executed.
2.08.Securities Depository
.
(a) For purposes of this section the following terms shall have the following meanings:
“Beneficial Owner” shall mean, whenever used with respect to a Bond, the person
in whose name such Bond is recorded as the beneficial owner of such Bond by a Participant
on the records of such Participant, or such person’s subrogee.
“Cede & Co.” shall mean Cede & Co., the nominee of DTC, and any successor
nominee of DTC with respect to the Bonds.
“DTC” shall mean The Depository Trust Company of New York, New York.
“Participant” shall mean any broker-dealer, bank or other financial institution for
which DTC holds Bonds as securities depository.
“Representation Letter” shall mean the Representation Letter pursuant to which the
City agrees to comply with DTC’s Operational Arrangements.
6
4828-4046-9186.2
(b) The Bonds shall be initially issued as separately authenticated fully registered
bonds, and one Bond shall be issued in the principal amount of each stated maturity of the Bonds.
Upon initial issuance, the ownership of such Bonds shall be registered in the bond register in the
name of Cede & Co., as nominee of DTC. The Registrar and the City may treat DTC (or its
nominee) as the sole and exclusive owner of the Bonds registered in its name for the purposes of
payment of the principal of or interest on the Bonds, selecting the Bonds or portions thereof to be
redeemed, if any, giving any notice permitted or required to be given to registered owners of Bonds
under this Resolution, registering the transfer of Bonds, and for all other purposes whatsoever; and
neither the Registrar nor the City shall be affected by any notice to the contrary. Neither the
Registrar nor the City shall have any responsibility or obligation to any Participant, any person
claiming a beneficial ownership interest in the Bonds under or through DTC or any Participant, or
any other person which is not shown on the bond register as being a registered owner of any Bonds,
with respect to the accuracy of any records maintained by DTC or any Participant, with respect to
the payment by DTC or any Participant of any amount with respect to the principal of or interest
on the Bonds, with respect to any notice which is permitted or required to be given to owners of
Bonds under this Resolution, with respect to the selection by DTC or any Participant of any person
to receive payment in the event of a partial redemption of the Bonds, or with respect to any consent
given or other action taken by DTC as registered owner of the Bonds. So long as any Bond is
registered in the name of Cede & Co., as nominee of DTC, the Registrar shall pay all principal of
and interest on such Bond, and shall give all notices with respect to such Bond, only to Cede &
Co. in accordance with DTC’s Operational Arrangements, and all such payments shall be valid
and effective to fully satisfy and discharge the City’s obligations with respect to the principal of
and interest on the Bonds to the extent of the sum or sums so paid. No person other than DTC shall
receive an authenticated Bond for each separate stated maturity evidencing the obligation of the
City to make payments of principal and interest. Upon delivery by DTC to the Registrar of written
notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co.,
the Bonds will be transferable to such new nominee in accordance with paragraph (e) hereof.
(c) If the City determines that it is in the best interest of the Beneficial Owners that
they be able to obtain Bonds in the form of bond certificates, the City may notify DTC and the
Registrar, whereupon DTC shall notify the Participants of the availability through DTC of Bonds
in the form of certificates. In such event, the Bonds will be transferable in accordance with
paragraph (e) hereof DTC may determine to discontinue providing its services with respect to the
Bonds at any time by giving notice to the City and the Registrar and discharging its responsibilities
with respect thereto under applicable law. In such event the Bonds will be transferable in
accordance with paragraph (e) hereof.
(d) The execution and delivery of the Representation Letter to DTC by the Authorized
Officers, or each individually, if not previously filed with DTC, is hereby authorized and directed.
(e) If any transfer or exchange of Bonds is permitted under paragraph (b) or (c) hereof,
such transfer or exchange shall be accomplished upon receipt by the Registrar of the Bonds to be
transferred or exchanged and appropriate instruments of transfer to the permitted transferee in
accordance with the provisions of this Resolution. If Bonds in the form of certificates are issued
to owners other than Cede & Co., its successor as nominee for DTC as owner of all the Bonds, or
another securities depository as owner of all the Bonds, the provisions of this Resolution shall also
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apply to all matters relating thereto, including, without limitation, the printing of such Bonds in
the form of bond certificates and the method of payment of principal of and interest on such Bonds
in the form of bond certificates.
2.09. Components of the Bonds.
The Bonds consist of two components: (a) $4,470,000
Utility Portion
in principal amount of Bonds (the “”) which are being issued pursuant to Minnesota
Statutes, Section 444.075 for the purpose of financing construction of the sewer, water and storm
Utility
sewer improvements as outlined in the City’s 10-year Capital Improvement Plan (the “
ProjectsStreet Reconstruction
”), and (b) $3,030,000 in principal amount of Bonds (the “
Portion
”) which are being issued pursuant to Minnesota Statutes, Section 475.58, Subdivision 3b
Street Reconstruction
for the purpose of financing a portion of the street reconstruction (the “
Project
”) described in the 5-year street reconstruction plan approved by the City Council on May
11, 2020. The Utility Portion and the Street Reconstruction Portion consist respectively of Bonds
maturing in the years and amounts as follows:
Year Utility Portion Street Reconstruction Portion
2022 $ 70,000 $ 190,000
2023 135,000 190,000
2024 160,000 190,000
2025 220,000 190,000
2026 225,000 190,000
2027 225,000 195,000
2028 225,000 195,000
2029 230,000 200,000
2030 230,000 200,000
2031 235,000 200,000
2032 235,000 200,000
2033 240,000 205,000
2034 240,000 80,000
2035 245,000 80,000
2036 250,000 80,000
2037 255,000 85,000
2038 255,000 85,000
2039 260,000 90,000
2040 265,000 90,000
2041 270,000 95,000
[remainder of page intentionally left blank]
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ARTICLE III
FORM OF BONDS
The Bonds, the Registrar’s Authentication Certificate and the form of assignment shall be
in substantially the following form:
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF SHOREWOOD
No. ___ $_________
GENERAL OBLIGATION
STREET RECONSTRUCTION AND UTILITY REVENUE BOND,
SERIES 2020A
Interest Rate Maturity Date of Original Issue CUSIP
August ___, 2020
Registered Owner: Cede & Co.
Principal Amount:
The City of Shorewood, Hennepin County, Minnesota, for value received, hereby promises
to pay to the Registered Owner specified above, or registered assigns, the Principal Amount
specified above on the maturity date specified above, upon the presentation and surrender hereof,
and to pay to the Registered Owner hereof interest on such Principal Amount at the Interest Rate
specified above from August 25, 2020, or the most recent interest payment date to which interest
has been paid or duly provided for as specified below, on February 1 and August 1 of each year,
commencing February 1, 2021, until said principal amount is paid. Principal is payable in lawful
money of the United States of America at the office of U.S. Bank National Association, in St. Paul,
Minnesota, as Bond Registrar or of its successor as Bond Registrar designated by the City upon
60 days’ notice to the registered owners at their registered addresses. Interest shall be paid on each
February 1 and August 1 interest payment date by check or draft mailed to the person in whose
name this Bond is registered at the close of business on the 15th day of the month preceding each
interest payment date (whether or not a business day) at said person’s address set forth on the
registration books maintained by the Bond Registrar. Any such interest not punctually paid or
provided for will cease to be payable to the owner of record as of such regular record dates and
such defaulted interest may be paid to the person in whose name this Bond shall be registered at
the close of business on a special record date for the payment of such defaulted interest established
by the Bond Registrar.
All Bonds maturing on or after February 1, 2028, are subject to redemption and prior
payment in whole or in part in such order as the City may determine and by lot within a maturity
at the option of the City on February 1, 2027, and any date thereafter at par and accrued interest.
Notice of redemption of Bonds stating their designation, date, maturity, principal amounts and the
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4828-4046-9186.2
redemption date shall be given by the Registrar by mailing such notice by first class mail, postage
prepaid, not more than 60 days and not less than 30 days prior to the date fixed for redemption (or
such shorter period as may be acceptable to the then registered owner of the Bonds) to the
registered owners at their most recent addresses appearing upon the books of the Registrar. Failure
to give notice to any particular registered owner or any defect in the notice given to such owner
shall not affect the validity of the proceedings calling the Bonds or the redemption of any Bonds
for which proper notice has been given. Notice of redemption need not be given to the holder of
any Bonds, whether registered or not, who has waived notice of redemption. Notice of redemption
having been given as provided above or notice of redemption having been waived by the owners
of Bonds called for redemption to whom such notice has not been given as provided above, the
Bonds so called for redemption shall become due and payable on the designated redemption date.
Any Bond called for redemption, and for the payment of which moneys are set aside by the City
on the redemption date, shall not bear interest after the redemption date, regardless of any delay in
its presentation.
During such time as this Bond is registered in the name of Cede & Co., as nominee of
Depository Trust Company (“DTC”), the method of payment, notice of redemption and certain
other matters are subject to the terms of the Representation Letter executed by the City and DTC
prior to the date of issuance of the Bonds as such Representation Letter may be amended from
time to time.
This Bond is one of an issue of Bonds in the aggregate principal amount of $7,500,000, all
of like date and tenor except as to maturity, interest rate and redemption privilege, issued pursuant
to and in full conformity with the Constitution and Laws of the State of Minnesota, including
Minnesota Statutes, Section 444.075 and Chapter 475, including Section 475.58, Subd. 3b, for the
purpose of constructing certain utility improvements and street reconstruction. This Bond is
payable from (i) ad valorem taxes levied under the Resolution, and, (ii) to the extent provided by
the Resolution described below, net revenues of the City’s sewer, water and storm sewer utilities.
Notwithstanding the foregoing, this Bond constitutes a general obligation of the City and to
provide moneys for the prompt and full payment of said principal and interest as the same become
due the full faith and credit of the City is hereby irrevocably pledged, and the City will levy
additional ad valorem taxes on all taxable property in the City, if required for such purpose, without
limitation as to rate or amount.
This Bond is transferable, as provided by the Resolution of the City Council authorizing
the issuance of the Bonds of this series adopted August 10, 2020 (the “Resolution”), only upon
books of the City kept at the office of the Bond Registrar by the Registered Owner hereof in person
or by the Registered Owner’s duly authorized attorney, upon surrender of this Bond for transfer at
the office of the Bond Registrar, duly endorsed by, or accompanied by a written instrument of
transfer in form satisfactory to the Bond Registrar duly executed by, the Registered Owner hereof
or the Registered Owner’s duly authorized attorney, and, upon payment of any tax, fee or other
governmental charge required to be paid with respect to such transfer, one or more fully registered
Bonds of the series of the same principal amount, maturity and interest rate will be issued to the
designated transferee or transferees. The Registered Owner of this Bond may be treated as the
absolute owner hereof for all purposes.
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The Bonds of this series are issuable only as fully registered bonds without coupons in
denominations of $5,000 or any integral multiple thereof not exceeding the principal amount
maturing in any one year. As provided in the Resolution and subject to certain limitations therein
set forth, the Bonds of this series are exchangeable for a like aggregate principal amount of Bonds
of this series of a different authorized denomination, as requested by the Registered Owner or the
owner’s duly authorized attorney upon surrender thereof to the Bond Registrar.
IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required
by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed
precedent to and in the issuance of this Bond have been done, have happened and have been
performed in regular and due form, time and manner as required by law and that this Bond, together
with all other indebtedness of the City outstanding on the date of its issuance, does not exceed any
constitutional or statutory limitation of indebtedness.
This Bond shall not be valid or become obligatory for any purpose until the Certificate of
Authentication and Registration hereon shall have been signed by the Bond Registrar.
IN WITNESS WHEREOF, the City of Shorewood, Minnesota, by its City Council, has
caused this Bond to be executed in its behalf by the facsimile signature of the Mayor and by the
facsimile signature of the City Administrator, all as of the Date of Original Issue specified above.
(Facsimile Signature)
Mayor
(Facsimile Signature)
City Administrator
BOND REGISTRAR’S
CERTIFICATE OF AUTHENTICATION AND REGISTRATION
This is one of the Bonds described in the within mentioned Resolution and this Bond has
been registered as to principal and interest in the name of the Registered Owner identified above
on the registration books of the City of Shorewood, Minnesota.
Dated: August 25, 2020
U.S. BANK NATIONAL ASSOCIATION
As Bond Registrar
By
Authorized Signature
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4828-4046-9186.2
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto
(Please Print or Typewrite Name and Address of Transferee)
the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints
____________________________ attorney to transfer the within Bond on the books kept for
registration thereof, with full power of substitution in the premises.
Dated:______________________
Please Insert Social Security Number or Other Notice: The signature to this assignment must correspond
Identifying Number of Assignee with the name as it appears on the face of this Bond in
every particular, without alteration or any change
whatever
Signature Guaranteed:
Signatures must be guaranteed by a national bank or trust
company or by a brokerage firm having membership in
one of the major stock exchanges.
ARTICLE IV
USE OF PROCEEDS
Use of Proceeds.
(i)$4.399,887.00 of the proceeds of the Bonds shall be accounted for as a
separate construction fund and used for construction of the Utility Project. $2,970,233.00
of the proceeds of the Bonds shall be accounted for as a separate construction fund and
used for the Street Reconstruction Project. $13,528.02 of the proceeds of the Bonds shall
be deposited in the Debt Service Fund and used to pay interest on the Street Reconstruction
Portion of the Bonds due February 1, 2021.
(ii)The remainder of the proceeds of the Bonds may be disbursed by the City
to pay the costs of issuing the Bonds. The City may also pay such costs from other legally
available moneys.
ARTICLE V
CREATION OF FUNDS; ESTABLISHMENT AND PLEDGE OF TAX LEVIES;
INVESTMENTS
Section 5.01. General Obligation Street Reconstruction and Utility Revenue Bonds,
Series 2020A Debt Service Fund.
The principal of and the interest on the Bonds shall be paid
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4828-4046-9186.2
from a “General Obligation Street Reconstruction and Utility Revenue Bonds, Series 2020A Debt
Debt Service Fund
Service Fund” (the “”) which shall be created and maintained on the books of
the City as a separate debt payment fund until the Bonds, and all interest thereon, are fully paid.
All available net revenues of the City’s sewer, water and storm sewer systems, to the extent
necessary to pay principal and interest on the Utility Portion of the Bonds, and the ad valorem
taxes levied and collected as hereinafter specified shall be credited to the Debt Service Fund, as
well as any other funds appropriated by the City for the payment of the Bonds. The net revenues
of the sewer, water and storm sewer system are hereby pledged to the payment of principal and
interest on the Utility Portion of the Bonds, but not the Street Reconstruction Portion. The City
hereby covenants that it shall impose and collect charges of the nature authorized by Minnesota
Statutes, Section 444.075, at the times and in the amounts sufficient to pay principal and interest
on the Utility Portion of the Bonds. If any payment of principal of or interest on the Bonds shall
become due when there is not sufficient money in the Debt Service Fund to make such payment,
the City Treasurer shall pay the same from any other available fund of the City, and such other
fund shall be reimbursed for such advances out of the proceeds of such revenues and the taxes
levied for the payment of the Bonds when available.
The moneys and investments in the Debt Service Fund shall be used for no other purpose
than to pay principal and interest on the Bonds until such principal and interest shall have been
paid in full.
Section 5.02. General Obligations; Establishment and Pledge of Tax Levies.
The
Bonds shall be direct, general obligations of the City, and the City irrevocably pledges the full
faith and credit and the tax power of the City to the prompt payment of the principal of, premium,
if any, and the interest on the Bonds as the same become due. As required by Minnesota Statutes,
Section 475.61, Subdivision 1, there is hereby levied on all taxable property in the City a direct,
annual ad valorem tax which shall be spread upon the tax rolls for collection in the years and
amounts as follows, as a part of other general taxes of the City, as follows:
Levy Year Collection Year Amount
2020 2021 $ 208,186
2021 2022 232,482
2022 2023 230,487
2023 2024 228,492
2024 2025 226,497
2025 2026 229,752
2026 2027 227,704
2027 2028 230,907
2028 2029 228,807
2029 2030 226,707
2030 2031 224,607
2031 2032 227,757
2032 2033 94,354
2033 2034 93,346
2034 2035 92,296
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2035 2036 96,412
2036 2037 95,163
2037 2038 99,074
2038 2039 97,657
2039 2040 101,371
Such tax shall be in excess of and in addition to all other taxes now or hereafter authorized
to be levied by the City. The special tax described herein and all receipts therefrom are pledged to
the payment of debt service on the Bonds. Such tax shall be irrepealable as long as any of the
Bonds are outstanding and unpaid; provided that the City reserves the right and power to reduce
the levies in the manner and to the extent permitted by Minnesota Statutes, Section 475.61. It is
hereby estimated that the net revenues of the City’s sewer, water and storm sewer systems will be
sufficient to pay principal and interest on the Utility Portion of the Bonds when due and that tax
levies are not expected to be required for such purpose. The foregoing initial tax levy is made for
the purpose of providing for payment of principal and interest on the Street Reconstruction Portion
of the Bonds. It is hereby found and determined that the foregoing taxes, if collected in full, will,
together with estimated collections of pledged revenues, produce at five percent (5%) in excess of
the annual principal and interest requirements of the Bonds; but the Bonds are general obligations
of the City to which the full faith, credit and unlimited taxing powers of the City have been and
are hereby pledged; and the City Council shall levy general ad valorem taxes on all taxable
property in the City, if necessary, to pay the principal of and interest on the Bonds when due. If,
as of the date tax levies are certified in any year, the sum of the balance in the Debt Service Fund
plus estimated collections of pledged special assessments and any ad valorem taxes theretofore
levied for the payment of Bonds payable therefrom and collectible through the end of the following
calendar year is not sufficient to pay when due all principal and interest to become due on all
Bonds payable therefrom in said following calendar year, or the Debt Service Fund has incurred a
deficiency in the manner provided in Section 5.02 hereof, an additional direct, irrepealable, ad
valorem tax shall be levied on all taxable property within the corporate limits of the City for the
purpose of restoring such accumulated or anticipated deficiency in accordance with the provisions
of this Resolution.
Section 5.03. Investments
. Moneys in each of the funds and accounts created and
established by this Resolution shall be deposited, invested and secured in accordance with State
law. Moneys held in such funds and accounts may be invested by the City or at its direction in
such amounts and maturing at such times as shall reasonably provide for moneys to be available
when required in the accounts or funds; provided, however, that no such investment shall be made
for a period extending longer than to the date when the moneys invested may be needed for the
purpose for which such fund or account was created; and provided further that such investments
shall be subject to the covenants and provisions of the Article VII hereof. All interest on any
authorized investment held in any fund or account shall accrue to and become a part of such fund
or account. All money held in the funds created by this Resolution shall be kept separate and apart
from all other funds of the City so that there shall be no commingling of such funds with any other
funds of the City.
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ARTICLE VI
CERTIFICATION OF PROCEEDINGS
6.01. Filing with County Auditor.
The City Administrator of the City is hereby
authorized and directed to file with the County Auditor of Hennepin County a certified copy of
this Resolution together with such other information as the County Auditor shall require and to
obtain from the County Auditor a certificate that the Bonds have been entered upon the bond
registers and that the tax for the payment of the Bonds has been levied as required by law.
6.02. Certification of Proceedings.
The officers of the City and the County Auditor are
hereby authorized and directed to prepare and furnish to the Purchaser and to Kutak Rock LLP,
Bond Counsel, certified copies of all proceedings and records of the City relating to the Bonds and
to the financial condition and affairs of the City, and such other affidavits, certificates and
information as may be required to show the facts relating to the legality and marketability of the
Bonds as they appear from the books and records under the officer’s custody and control or as
otherwise known to the them. All such certified copies, certificates and affidavits, including any
heretofore furnished, shall be deemed representations of the City to the correctness of all
statements contained herein.
6.03. Official Statement.
The Preliminary Official Statement relating to the Bonds, as
of its date August 3, 2020, prepared and distributed by the Municipal Advisor, including any
amendments or supplements thereto, is hereby ratified, approved and deemed “final” for purposes
Rule
of Rule 15c2-12 promulgated under the Securities and Exchange Act of 1934, as amended (“
15c2-12
”). The Municipal Advisor is hereby authorized on behalf of the City to prepare and
distribute to the Purchaser, within seven business days from the date hereof, a final Official
Statement listing the offering prices, the interest rates, selling compensation, delivery date, the
underwriters and such other information relating to the Bonds required to be included in the
Official Statement by Rule 15c2-12. The use and public distribution of the final Official Statement
by the Purchaser in connection with the offering and sale of the Bonds is hereby authorized. The
officers of the City are hereby authorized and directed to execute such certificates as may be
appropriate concerning the accuracy, completeness and sufficiency of the Official Statement.
ARTICLE VII
COVENANTS AND ARBITRAGE MATTERS
7.01. Restrictive Action.
The City covenants and agrees with the registered owners of the
Bonds that the City (a) will not take or permit to be taken by any of its officers, employees or
agents any actions that would cause interest on the Bonds to become includable in gross income
of the recipient under the Code and applicable Regulations, and (b) will take any and all actions
within its powers to ensure that the interest will not become includable in gross income of the
recipient under the Code and the Regulations. So long as the Bonds are outstanding, the City shall
not enter into any lease, management agreement, use agreement or other contract with any
nongovernmental entity which would cause the Bonds to be considered “private activity bonds”
or “private loan bonds” pursuant to Section 141 of the Code.
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7.02. Arbitrage Certification.
The Authorized Officers, or each individually, is
authorized and directed to execute and deliver to the Purchaser a certificate in accordance with the
provisions of Section 148 of the Code and applicable Regulations stating the facts, estimates and
circumstances in existence on the date of issue and delivery of the Bonds which make it reasonable
to expect that the proceeds of the Bonds will not be used in a manner that would cause the Bonds
to be “arbitrage bonds” within the meaning of the Code and the Regulations.
7.03. Arbitrage Rebate.
The City Council acknowledges that the Bonds are subject to
the rebate requirements of Section 148(f) of the Code and covenants to retain such records, make
such determinations, file such reports and documents and pay such amounts at such times as are
required under Section 148(f) and applicable Regulations to preserve the exclusion of interest on
the Bonds from gross income for federal income tax purposes, unless the Bonds qualify for an
exception from the rebate requirement pursuant to one of the spending exceptions set forth in
Section 1.148-7 of the Regulations and no “gross proceeds” of the Bonds (other than amounts
constituting a “bona fide debt service fund”) arise during or after the expenditure of the original
proceeds thereof.
7.04.Filing.
The officers of the City are hereby authorized and directed to prepare and
furnish to the Secretary of the Treasury a statement meeting the information reporting requirements
of Section 149(e) of the Internal Revenue Code of 1986, as amended (the “Code”), by the 15th day
of the second calendar month after the close of the calendar quarter in which the Bonds are issued.
7.05. Bank Qualified Status.
The Bonds are hereby designated qualified tax-exempt
obligations for purposes of Section 265(b)(3) of the Code.
ARTICLE VIII
CONTINUING DISCLOSURE
8.01. Continuing Disclosure Undertaking
. The City Council (a) authorizes and directs
the Mayor and the City Administrator to execute and deliver, on the date of the issuance of the
Undertaking
Bonds, a continuing disclosure certificate (the “”) in such form that satisfies the
requirements of Rule 15c2-12 and is acceptable to the Purchaser and (b) covenants that it will
comply with and carry out all of the provisions of the Undertaking. A description of this
undertaking is set forth in the Official Statement. The Mayor and the City Administrator, or each
individually, may appoint a dissemination agent to assist the City with such Undertaking if such
officer finds that such appointment is in the best interest of the City. Notwithstanding any other
provisions of this Resolution or the Undertaking, failure of the City to comply with the
Undertaking will not be considered a default under this Resolution or the Bonds. However, any
Bondholder or Beneficial Owner may take such actions as may be necessary and appropriate,
including seeking mandate or specific performance by court order, to cause the City to comply
with its obligations under this subparagraph and the Undertaking. For purposes of this
subparagraph, “Beneficial Owner” means any person who (i) has the power, directly or indirectly,
to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons
holding Bonds through nominees, depositories or other intermediaries), or (ii) is treated as the
.
owner of any Bonds for federal income tax purposes
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ARTICLE IX
AUTHORIZATION OF OFFICERS
Without in any way limiting the power, authority, or discretion elsewhere herein granted
or delegated, the City Council hereby (a) authorizes and directs each officer, employee and agent
of the City to carry out, or cause to be carried out, and to perform such obligations of the City and
such other actions as they, or any one of them shall consider necessary, advisable, desirable, or
appropriate in connection with this Resolution and the issuance, sale, and delivery of the Bonds,
including, without limitation and whenever applicable, the execution and delivery thereof and of
all other related documents, instruments, certificates, and opinions; and (b) delegates to each such
officer, employee and agent the right, power, and authority to exercise her or his own independent
judgment and absolute discretion in determining and finalizing the terms, provisions, form and
contents of each of the foregoing. The execution and delivery by any such officer, employee or
agent of the City of any such documents, instruments, certifications, and opinions, or the doing by
them of any act in connection with any of the matters which are the subject of this Resolution,
shall constitute conclusive evidence of both the City’s and their approval of all changes,
modifications, amendments, revisions, and alterations made therein, and shall conclusively
establish their absolute, unconditional, and irrevocable authority with respect thereto from the City
and the authorization, approval, and ratification by the City of the documents, instruments,
certifications, and opinions so executed and the action so taken.
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* * * * *
th
Whereupon said resolution was declared duly passed and adopted this 10 day of August,
2020.
City Administrator Mayor
STATE OF MINNESOTA )
)
COUNTY OF HENNEPIN ) SS.
)
CITY OF SHOREWOOD )
I, the undersigned, being the duly qualified and acting City Administrator of the City of
Shorewood, Minnesota, hereby certify that I have carefully compared the attached and
foregoing extract of minutes of a meeting of the City Council of said City held August 10, 2020,
with the original thereof on file and of record in my office and the same is a full, true and
complete transcript therefrom insofar as the same relates to the issuance and sale of $7,500,000
General Obligation Street Reconstruction and Utility Bonds, Series 2020A of said City.
WITNESS My hand officially and the seal of the City this ______ of August 2020.
City Administrator
City of Shorewood, Minnesota
(Seal)
4828-4046-9186.2