Tab 11 Resolution 4235October 17, 1995
I. Debbie Gifford, the undersigned, Clerk of the Council of the
City of Kalispell, certify that the foregoing is a true and correct
copy of Resolution 4235, approved by motion by the City Council of
the City of Kalispell at City Hall on October 2, 199549
Debbie Gifio WCMC'
Kalispell Ceerk of Council
CERTIFICATE AS TO RESOLUTION AND ADOPTING VOTE
I, the undersigned, being the duly qualified and acting
recording officer of the City of Kalispell, Montana (the "City"),
hereby certify that the attached resolution is a true copy of a
0 "RESOLUTION RELATING
Resolution entitled. TO $209,000 SPECIAL
IMPROVEMENT DISTRICT NO, 342 BONDS; AUTHORIZING THE ISSUANCE AND
CALLING FOR THE PUBLIC SALE THEREOF)$ (the "Resolution"), on f ile
in the original records of the City in my legal custody; that the
Resolution was duly adopted by the City Council of the City at a
regular meeting on October 2 1995 and that the meeting was duly
held by the City Council and was attended throughout by a quoruml
pursuant to call and notice of such meeting given as required by
law; and that the Resolution has not as of the date hereof been
amended or repealed.
I further certify that, upon vote being taken on the
Resolution at said meeting, the following Councilpersons voted in
favor thereof:- Council ersons Collins,, Ny.st.ul, Kennedy, Larson,
Moses, Granmo, Atkinson and Mayor Rauthe ; voted against the same
None abstained from voting thereon: None or were absent:
Councilpgrson Haarr
WITNESS my hand and seal officially this 2nd day of October,
19950
elp%.
(SEAL) J�,Ju- C'.
City C1 r� f council
"il
RESOLUTION NO, 4235
A RESOLUTION RELATING TO $209,000 SPECIAL IMPROVEMENT
DISTRICT BOND NO, 342 BONDS; AUTHORIZING THE ISSUANCE
AND CALLING FOR THE PUBLIC SALE THEREOF.
BE IT RESOLVED by the City Council (the "Council") of the
0
City of Kalispell, Montana (the "City"),, as follows.
Section 1. Recitals.
(a) This Council has duly and validly created and
established in the City under Montana Code Annotated,, Title 7,,
Chapter 12, Parts 41 and 42, as amended (the "Act") , a special
improvement district, designated as Special Improvement District
No, 342 (the "District", for the purpose of financing a portion
of the costs of engineering, constructing and installing certain
public improvements; less the cost of installing water mains,,
said costs to be borne by the owner of Lots 7AD, 7A, Section 12,
Township 28 North, Range 22 West and Lots 9 and 10, Gibson
Addition, Resubdivision of Lots 1 and 3, because said lots are
the only lots benefited by said water mains; of special benefit
to the properties within the District (the "Improvements") and
paying costs incidental thereto, including costs associated with
the sale and the security of special improvement district bonds
of the City drawn on the District (the "Bonds"), the creation and
administration of the District, the funding of a deposit to the
city's Special Improvement District Revolving Fund (the
"Revolving Fund") and funding of a District Reserve Account
securing the Bonds in the District Fund (the "Reserve Account"),
The total estimated costs of the Improvements, including such
incidental costs, to be financed by the District are $209,000.
The costs of the Improvements, less the water mains, are to be
paid from the proceeds of the of the Bonds, which are to be
payable primarily from special assessments -to be levied against
property in the District, which property will be specially
benefited by the Improvements in an amount not less than
$209,0000
(b) The City is authorized pursuant to Montana Code
Annotated, Section 7-12-4204(l), to sell the Bonds at a price
less than the principal amount thereof, but including interest
thereon to the date of delivery, if this Council determines that
such sale is in the best interests of the District and the City,
(c) It is necessary that the Bonds be issued and sold
in an aggregate principal amount of $209,000 to finance the cost
of the improvements,, including incidental costs,, described in
Subsection (a), The costs of the Improvements are currently
estimated, as follows:
1
Engineering $
61000
Construction
187,330
Administration
-0-
Reserve Account (Depo sit)
10,450
Revolving Fund Deposit
10,450
Cost of Issuance
3,500
Bond Discount
79
224,000
Less Owner's Contribution
15,000)
Total $ 209,000
Section 2, Determination of Public Interest. Pursuant
to the authority described in Section 1,, this Council hereby
determines to fix the minimum price for the Bonds at $202,,730
plus interest accrued thereon to the date of delivery, Such
minimum bid will enable bidders to bid more efficiently for the
Bonds by permitting them to submit their bids based on actual
market conditions without adjusting the interest rates thereon to
provide compensation for their purchase of the Bonds'. This
procedure will facilitate the sale of the Bonds at the lowest
interest rates, which is in the best interests of the District
and the City.
Section 3. Findings and Determination to Pledge the
Revolvina Fund. In the Resolution of Intention to Create the
District, adopted on July 24 �,r 1995, this Council found it to be
in the public interest, and in the best interest of the City and
the District, to secure payment of principal of and interest on
the Bonds by the Revolving Fund and authorized the City to enter
into the undertakings and agreements authorized in the Act in
respect of the Bonds, based on the factors required to be
considered under Section 7-12-4225(4) of the Act. Those findings
and determinations were ratified and confirmed in the resolution
adopted by this Council on August 17, 1995, creating the
District, and are hereby ratified and confirmed.. It is hereby
covenanted and recited that the City has the power under the Act
to pledge the Revolving Fund to payment of the principal of and
interest on the Bonds,
Section 4, Terms of the Bonds., This Council hereby
authorizes the issuance and sale of the Bonds, to be denominated
"Special Improvement District No. 342 Bonds"., of the City in the
aggregate principal amount of $209,000 (the "Bonds") for the
purpose of financing the Improvements. The Bonds shall be datedl
as originally issued, as of November 1 -, 1995,, and shall bear
interest payable semiannually on January 1 and Jul 1 of each
year, commencing Janua 1 'r 1997,, at a rate or rates
designated by the successful bidder at public sale and accepted
K
by this Council. The Bonds shall mature on July 1 in each of
0
the following years and amounts,
Year
Amount
Year
Amount
1997
$ 91000
2005
15,rOOO
1998
10,000
2006
15,000
1999
10,1000
2007
15,000
2000
10'r000
2008
15,000
2001
10,000
2009
20,000
2002
10,000
2010
20,000
2003
15,000
2011
20,000
2004
15.fOOO
The Bonds shall be issued as serial bonds in the
denomination of $5,000 each or any integral multiple thereof of
single maturities, provided that one Bond with a stated maturity
in 1997 shall be in one denomination of $4,000. Amortization
bonds will not be issued.
The Bonds shall be issuable only as fully registered
bonds and shall be executed by the manual or facsimile signatures
of the Mayor, City Manager and Finance Director, The Bonds shall
be secured by the Special Improvement District Revolving Fund of
the City.
Section 5, Public Sale. The Bonds shall be sold at a
public competitive sale which is hereby called and shall be held
at a regular meeting of this Council on October 16 r 1995j,
at 7:.00 p.m. The City will receive sealed bids for the Bonds in
accordance with the notice of sale hereinafter prescribed. The
City Clerk of Council is authorized and directed to cause notice
of the sale to be published, as required by Montana Code
Annotated, Sections 7-12-4204, 7-7-4252 and 17-5-106, in the
Daily Inter Lake, once each week for two successive weeks
preceding the week which contains the date of sale. The notice
of sale shall be published and mailed in substantially the form
set forth as Exhibit A to this resolution and this Council hereby
adopts the terms and conditions set forth in such notice of sale
as the terms and conditions of the sale of the Bonds.
Section 6. Official Statement, The City Finance Director
and other officers of the City are hereby authorized and directed
to prepare on behalf of the City an official statment to be
distributed to potential purchasers of the Bonds. Such official
statement shall contain the terms and conditions of sale set
forth in the notice of sale adopted in Section 4 and such other
information as shall be advisable and necessary to describe
accurately the City and the security for, and terms and
conditions of, the Bonds.
3
Section 6. Continuin-cr- - Disclosure; Exemi)tion .
Participating underwriters need not comply with paragraph (b) (5)
of Rule 15c2-12 promulgated by the Securities and Exchange
Commission under Securities Exchange Act of 1934,, because the
aggregate principal amount of the Bonds and any other bond issues
of the City required to be integrated with the Bonds is less than
$1,000,000. Consequently, the City will not enter into any
undertaking to provide continuing disclosure of any kind with
respect to the Bonds.
Passed by the City Council of the City of Kalispell,
Montana, this 2nd day of October _, 19956
Attest:
la�- - qxlo�dtcmc-
City Clero(Agounc* il
4
mayor
EXHIBIT A
NOTICE OF BOND SALE
$209,000 Special Improvement District No. 342 Bonds
CITY OF KALISPELL, MONTANA
NOTICE IS HEREBY GIVEN that the City of Kalispell, Montana
(the "City"), will sell to the highest and best bidder for cash,
as evidenced by sealed bids, the above -described Bonds drawn
against the funds of Special Improvement District Nol, 342.
Sealed bids for the purchase of the Bonds will be received
until 11:00 a.m., Mountain Time, on Monday, the 16th day of
October, 1995, at the office of the Finance Director,, City Hall,
312 - 1st Avenue East, Kalispell, Montana. At 11:30 a.m.,
Mountain Time on that day the bids will be opened and tabulated
in the City Council Chambers, City Hall, 312 - 1st Avenue East,
Kalispell, Montana, and the City Council will consider the bids
and award the sale of the Bonds at 7:00 p.m. on the same day.
Purpo e and Security
The Bonds will be issued for the purpose of financing the
cost of construction of certain local improvements (the
"Improvements") within or for the benefit of Special Improvement
District No. 342 (the "District"), in accordance with the
provisions of Montana Code Annotated, Title 7, Chapter 12, Parts
41 and 42, as amended (the "Act"). The Bonds will be special,
limited obligations of the City and do not constitute general
obligations of the City.
The Bonds are payable primarily from the collection of a
special tax or assessment which is a lien against the assessable
real property within the District benefitted by the Improvements,
The special assessments are payable in equal, semiannual
installments of principal over a 15-year term, with unpaid
installments of the special assessments bearing interest at a
rate equal, in a fiscal year, to the average rate of interest
borne by the then outstanding Bonds, plus one-half of one percent
per annum.
The City will establish in the District Fund, and fund with
1.0..,,450,00 from the proceeds of the Bonds. -.,-.----...a District Reserve
Account_,, (the "Reserve Account") from which moneys are to be
0
lied to pay principal of and interest on the Bonds in the
4D
event collections of sDecial assessments are insufficient
therefor. The City has no obligation tore-plenish the Reserve
Account if funds are withdrawn therefrom.
The Bonds are further secured by the Special Improvement District
Revolving Fund of the City (the "Revolving Fund") , The City will
agree to make a loan from the Revolving Fund to the District's
fund to make good any deficiency then existing in the principal
and interest accounts therein, after depletion of the Reserve
Accoun and to provide funds for the Revolving Fund by levying
a tax or making a loan from the City's general fund to the extent
authorized by the Act.
Date and
The Bonds will be dated, as originally issued, as of
November 1. 1995, and will be issued as negotiable investment
securities in registered form as to both principal and interest.
Maturities
The Bonds shall mature, subject to redemption, on July 1 in
the following years and amounts.
Year
Amount
Year
Amount
1997
$ 91000
2005
$ 15,000
1998
10,000
2006
15,000
1999
101000
2007
15,000
2000
10.f000
2008
15,000
2001
10,000
2009
20,000
2002
10,400
2010
20,000
2003
15,000
2011
20,000
2004
15,000
The Bonds shall be issued as serial bonds in the
denomination of $5,000 each or any integral multiple thereof of
single maturities; provided that one Bond with a stated maturity
in 1997 shall be in the principal amount of $ 41000,00,
Amortization bonds will not be issued.
Redemption
Mandatory Redemption. If on any interest Payment date there
will be a balance in the District Fund after-Dayment of the
Drin-cinal and interest due on all Bonds drawn against either
from the prepayment of special assessments levied in the
Districts or from the transfer of surplus money from the
Construction Account to the Principal Account, outstandinc
1 Bonds,
or_.po,r,tions thereof,...in an amount which, together with the
interest thereon to the interest payment date, will e 1 the
amount of such funds on deposit in the District Fund on that date
are subject to mandatory redemption on that interest payment
date. The redemption price shall eaual the amount of the
principal amount of the Bonds to be redeemed a
_plus interest
accured to the date of redemption.
Optional Redemption. The Bonds are subject to redemption,
in whole or in .part at the ovtion of the Ci:Ly.., f rom sources of
funds available therefor other than those described under
a if
"Mandatory Redemption on any interest payment date; provided
however, the Bonds shall not be called for redemption (I) from
amounts on-devosit in the Reserve Account or . .... .. .. (JI) before July 1,
2 0 0 1 rom t he iproceeds of refundina sDecial improvement district
bonds or warrants. The redemption price is equal to the amount
of the principal installment or installments of the Bonds to be
redeemed plus interest accrued thereon to the date of redemption.
Selection of Bonds for Redemi)tion. If less than all bonds
are to be redeemed, bonds shall be redeemed in order of the
stated maturities thereof, If less than all Bonds of a stated
maturity are to be redeemed.,,.... -the Bonds of such maturi.ty _.shall be
selected for redemption An....$5,, OQO..00 principal amounts selected
by., the Registrar by lot or other manner it deems fair, except
that the Bond with a stated maturity in 1997 and in the DrinciDal
amount of $4000 shall be redeemed before other bonds of such
stated maturit
Interest Payment Dates-, . .. ... ........ R a t E? S
Interest will be payable each January 1 and Julv 1r
commencing Janua 11 1997, to the registered owners of the
Bonds as such appear in the bond register as of the close of
business on the 15th day (whether or not a business day) of the
immediately preceding month. All Bonds of the same stated
maturity must bear interest from date of original issue until
paid at a single, uniform rate not exceeding eight percent
(8.00%) per annum, with the maximum difference between the
highest and lowest rate of interest not exceeding three percent
(3.00%) per annum expressed in an integral multiple of 1/8 or
5/100 of 1%. No "B" or supplemental interest shall be allowed,,
Interest will be calculated on the basis of a 360-day year
consisting of twelve 30-day months..
Bond Registrar, Transfer Agent
and Payina Agent
The Commission will appoint a registrar to act as bond
registrar, transfer agent and paying agent (the "Registrar")o
The bond register will be kept, transfers of ownership will be
effected and principal of and interest on the Bonds will be paid
by the Registrar. The City will pay the charges of the Registrar
for such services. The City reserves the right to remove the
Registrar and to appoint a suitable bank or trust company as
successor.
Delivery
Within 45 days after the sale, the City will deliver to the
Registrar the printed Bonds ready for completion and
authentication. The original purchaser (the "Purchaser") of the
Bonds must notify the Registrar, at least five business days
before i ssuance of the Bonds, of the persons in whose names the
Bonds will be initially registered and the authorized
denominations of the Bonds to be originally issued. If
notification is not received by that date, the Bonds will be
registered in the name of the Purchaser and will be issued in
denominations corresponding to the principal maturities of the
Bonds. On the day of closing, the City will furnish to the
Purchaser the opinion of bond counsel hereinafter described, an
arbitrage certification and a certificate verifying that no
litigation in any manner questioning the validity of the Bonds is
then pending or, to the knowledge of officers of the City,
threatened, Payment f or the Bonds must be received by the City
in immediately available funds at its designated depository on
the day of closing* As a condition of delivery, the Purchaser
must certify to the City in writing the initial reoffering prices
of the Bonds.
Qualified Tax -Exempt Qbligations
The Bonds will be designated by the City as "qualified
tax-exempt obligations" within the meaning of Section 265(b)(3)
of the Internal Revenue Code of 1986, as amended (the Code), and
financial institutions described in Section 265(b)(5) of the Code
may treat the Bonds for purposes of Sections 265(b)(2) and
291(e)(1)(B) of the Code as if they were acquired on August 7,
19860
Legal Opinion
An opinion as to the validity of the Bonds and the
exclusion from gross income for federal income tax purposes and
Montana individual income tax purposes of the interest thereon
will be furnished by Dorsey & Whitney P,L.L.P,, of Missoula,
Montana, and Minneapolis, Minnesota, as Bond Counsel. The legal
opinion will be printed on the Bonds. The legal opinion will
state that the Bonds are valid and binding special obligations of
the City enforceable in accordance with their terms, except to
the extent to which enforceability thereof may be limited by the
exercise of judicial discretion or by state or federal laws
relating to bankruptcy, reorganization, moratorium or creditors'
rights.
of Bid and Award
Submission of Bids, Sealed bids for not less than $202,730
and accrued interest on the principal sum of $209,000 must be
mailed or delivered to the undersigned and must be received at
the office of the Finance Director prior to the time stated
above. Bidders must bid for all or none of the Bonds.
Basis of Award, The bid authorizing the lowest net
interest cost (total interest on all Bonds from November-
1995 to their mat[.urities, less any cash premium or plus any
discount), will be deemed the most favorable. In the event
it
that
two or more bids state the lowest net interest cost, the sale of
the Bonds will be awarded by lot. No oral bid will be
considered. The City reserves the rights to reject any and all
bids, to waive informalities in any bid and to adjourn the sale,,
Good Faith Deposit, A good faith deposit (the "Deposit")
in the form of money, cashier's check, certified check,, bank
money order, or bank draft drawn and issued by a federally
chartered or state chartered bank insured by the federal deposit
insurance corporation or a financial surety bond in the sum of
$2,000 payable to the order of the City of Kalispell is required
for each bid to be considered. If money, cashier's check,
certified check, bank money order, or bank draft is used, it must
accompany each bid and be delivered to the Finance Director. If
a financial surety bond is used, it must be from an insurance
company licensed and qualified to issue such a bond in the State
of Montana and such bond must be submitted to the City of
Kalispell, to the Finance Director, or its financial advisor
prior to the opening of the bids. The financial surety bond must
identify each bidder whose Deposit is guaranteed by such
financial surety bond. If the Bonds are awarded to a bidder
utilizing a financial surety'bond, then that Purchaser is
required to submit its Deposit to the City in the form of a
cashier's check (or wire transfer such amount as instructed by
the City or its financial advisor) not later than 1:00 p.m.,
Mountain Daylight Time, on the next business day following the
award. If such Deposit is not received by that time, the
financial siirety bond may be drawn by the City to satisfy the
Deposit requirement. No interest on the Deposit will accrue to
the Purchaser. The Deposit will be applied to the purchase price
of the Bonds. In the event the Purchaser fails to honor its
accepted bid, the Deposit will be retained by the City. No
interest will be allowed on the Deposit. The Deposit of the
unsuccessful bidders will be returned immediately on award of the
Bonds to the Purchaser or after rejection of all bids.
Instructions for wiring Deposit may be obtained from the
City Finance Director, City of Kalispell, P.O. Box 1997,
Kalispell, MT 59903, (406) 758-77550
CUSIP Numbers
The City will assume no obligation for the assignment or
printing of CUSIP numbers on the Bonds or for the correctness of
any numbers printed thereon, but will permit such numbers to be
assigned and printed at the expense of the Purchaser, if the
Purchaser waives any delay in delivery occasioned thereby.
Continuina Disclosure
Participating underwrit6rs need not comply with paragraph
(b) (5) of Rule 15c2-12.-promulgated by the Securities and
0 a
Exchanae Commission unde.r.....the Securities Exchange Act of 19
because the acrgrec 11
rate principal amount of the Bonds and any other
bond issues of the-City-rec a to be interg ated with the Bonds
fuired
is less than ......... .. $4...0-0.0,000. Consequently, the City will not enter
into any -undertaking to provide continuing disclosure of any-Aind
with respect --to the Bonds.
Additional i...nformation, and bidding forms, regarding the
District and the Bonds may be obtained from City Finance
Director, City of Kalispell, P.O. Box 1997, Kalispell, MT 59903,
(406) 758-77550
Dated
Publish: October 3, 1995
October 10, 1995
1 19956
BY ORDER OF THE CITY COUNCIL
City Clerk of Council
City of Kalispell, Montana