HomeMy WebLinkAboutResolution 3575 Execution $3,480,000 General Obligation Bond Series 2003B
RESOLUTION NO. 3575
RESOLUTION RELATING TO $3,480,000 GENERAL
OBLIGA nON REFUNDING BONDS, SERIES 2003B;
DETERMINING THE FORM AND DETAILS, AUTHORIZING
THE EXECUTION AND DELIVERY AND LEVYING TAXES
FOR THE PAYMENT THEREOF
BE IT RESOLVED by the City Commission (the "Commission") of the City of
Bozeman, Montana (the "City"), as follows:
Section 1. Authorization and Sale: Recitals.
1.01. At an election duly called and held on November 8, 1994, the electors of
the City authorized the issuance and sale of general obligation bonds in the principal amount of
$5,000,000. Pursuant to such authorization, this Commission issued and sold general obligation
bonds of the City denominated "General Obligation Bonds, Series 1995," in the original
aggregate principal amount of $5,000,000 (the "Series 1995 Bonds"). The Series 1995 Bonds
are currently outstanding in the aggregate principal amount of $3,795,000, mature on July 1 in
the years 2003 through 2014 and bear interests at the rates of 5.00% to 5.75% per annum.
1.02. For the purpose of reducing a portion of the interest cost on the bonds
authorized at the election referred to in Section 1.01 and reducing the taxes necessary to pay the
principal of and interest on certain of such bonds, this Commission on December 16, 2002
authorized and provided for the issuance and sale of its general obligation refunding bonds in an
amount of up to $3,485,000, pursuant to Montana Code Annotated, Section 7-7-2302, in order to
refund on January 1, 2005 in a crossover refunding the Series 1995 Bonds with stated maturities
in 2005 and later years outstanding in the principal amount of $3,325,000 (the "Refunded
Bonds") and to pay the costs of issuance of such bonds and of the refunding. The refunding of
the Refunded Bonds constitutes a "crossover refunding" within the meaning of Montana Code
Annotated, Section 17-5-2102, as amended. Interest on the Series 2003B Bonds (as hereinafter
defined) will be paid from the Escrow Account established in Section 5.01 to and including
January 1,2005 (the "Crossover Date"), on which date the Refunded Bonds will be called for
redemption and the principal portion of the redemption price will be paid from the Escrow
Account.
1.03. Pursuant to such authorization, this Commission at a public sale duly
noticed and held on January 13,2003, awarded the sale of the City's general obligation
refunding bonds in the aggregate principal amount of $3,480,000 (the "Series 2003B Bonds") to
D.A. Davidson & Co., of Great Falls, Montana (the "Purchaser"), on a bid to purchase the Series
2003B Bonds at a price of $3,448,680.00 (giving effect to an underwriter's discount of
$31,320.00) plus accrued interest from February 1,2003, to the date of delivery, the Series
2003B Bonds to bear interest at the rates designated by the Purchaser in such bid and as set forth
in Section 2.01 of this resolution, which rates result in a true interest cost of 3.2629% per annum.
The rates of interest designated by the Purchaser result in a net present value interest savings of
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$222,586.16, using a discount rate of 1.7055% per annum (the approximate yield ofthe Series
2003B Bonds for arbitrage purposes) over the term of the Series 2003B Bonds. As required by
Montana Code Annotated, Section 7-7-4304, the average interest rate on the Series 2003B Bonds
(3.1447%) is more than 1/2 of 1 % percent (0.50%) per annum less than the average rate of
interest on the Refunded Bonds (5.61464%). It is hereby found, determined and declared that the
interest rates designated by the Purchaser and set forth in Section 2.01 are consistent with the
Purchaser's bid accepted by this Commission on January 13,2003 and are hereby approved. It is
now desirable, proper and in the best interest ofthe City that the form and details of the Series
2003B Bonds be set forth and prescribed in the official proceedings ofthis Commission.
1.04. All acts, conditions and things required by the
Constitution and laws of the
State of Montana, including Montana Code Annotated, Title 7, Chapter 7, Part 42, as amended,
in order to make the Series 2003B Bonds valid and binding general obligations in accordance
with their terms and in accordance with the terms of this resolution have been done, do exist,
have happened and have been performed in regular and due form, time and manner as so
required.
The indebtedness to be evidenced by the Series 2003B Bonds
and all other
indebtedness of the City does not exceed the limitation as set forth in Montana Code Annotated
Section 7-7-4201. The City has full power and authority to issue the Series 2003B Bonds.
Section 2. Bond Terms. Execution and Delivery.
2.01. Term of Series 2003B Bonds. The Series 2003B Bonds
shall be designated
"General Obligation Refunding Bonds, Series 2003B." The Series 2003B Bonds shall be in the
denomination of $5,000 each or any integral multiple thereof of single maturities. The Series
2003B Bonds shall mature on July 1 in the years and amounts listed below, and Series 2003B
Bonds maturing in such years and amounts shall bear interest from date of original issue until
paid or duly called for redemption at the rates shown opposite such years and amounts, as
follows:
Year Amount
Rate Year Amount
Rate
2005 $280,000
1.30% 2010 $350,000
3.15%
2006 310,000
1.70 2011 365,000 3.30
2007 315,000
2.10 2012 385,000 3.45
2008 325,000
2.50 2013 395,000 3.60
2009 340,000
2.70 2014 415,000 3.75
2.02. Registered Form. Interest Payment Dates. The Series
2003B Bonds shall
be issuable only in fully registered form, and the ownership of the Series 2003B Bonds shall be
transferred only upon the bond register of the City hereinafter described. The interest on the
Series 2003B Bonds shall be payable on January 1 and July 1 in each year, commencing July 1,
2003. Interest on the Series 2003B Bonds shall be payable to the owners of record thereof as
such appear on the bond register as ofthe close of business on the fifteenth day of the month
immediately preceding each interest payment date, whether or not such day is a business day.
Interest on, and upon presentation and surrender thereof, the principal of each Series 2003B
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Bond, and, upon presentation and surrender thereof, shall be payable by check or draft issued by
the Registrar described herein.
2.03. Dated Date. Each Series 2003B Bond shall be dated, as originally issued,
as of February I, 2003, and upon authentication of any Series 2003B Bond the Registrar shall
indicate thereon the date of such authentication.
2.04. Registration. The City shall appoint, and shall maintain, a bond registrar,
transfer agent and paying agent for the Series 2003B Bonds (the "Registrar"). 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 office a bond register in
which the Registrar shall provide for the registration of ownership of Series 2003B Bonds
and the registration of transfers and exchanges of Series 2003B Bonds entitled to be
registered, transferred or exchanged.
(b) Transfer of Bonds. Upon surrender to the Registrar for transfer of any Series
2003B 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 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 Series 2003B Bonds of a like aggregate
principal amount and maturity, as the case may be, as requested by the transferor. The
Registrar may, however, close the books for registration of any transfer of any Series
2003B Bond called for redemption in whole or in part.
(c) Exchange of Bonds. Whenever any Series 2003B Bond is surrendered by the
registered owner for exchange, the Registrar shall authenticate and deliver one or more
new Series 2003B Bonds of a like aggregate principal amount, interest rate and maturity,
as requested by the registered owner or the owner's attorney in writing.
(d) Cancellation. All Series 2003B 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 Series 2003B 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 Series 2003B 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 Series 2003B Bond is at any time registered in the bond register as the
absolute owner of such Series 2003B Bond, whether such Series 2003B Bond shall be
overdue or not, for the purpose of receiving payment of, or on account of, the principal of
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and interest on such Series 2003B 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 of the City upon such Series 2003B Bond to
the extent of the sum or sums so paid.
(g) Taxes. Fees and Charges. For every transfer or exchange of Series 2003B
Bonds (except an exchange upon a partial redemption of a Series 2003B Bond), 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 Series 2003B Bond
shall become mutilated or be lost, stolen or destroyed, the Registrar shall deliver a new
Series 2003B Bond of like amount, number, maturity date and tenor in exchange and
substitution for and upon cancellation of any such mutilated Series 2003B Bond or in lieu
of and in substitution for any such Series 2003B Bond lost, stolen or destroyed, upon the
payment of the reasonable expenses and charges of the Registrar in connection therewith;
and, in the case of a Series 2003B Bond lost, stolen or destroyed, upon filing with the
Registrar of evidence satisfactory to it that such Series 2003B Bond was lost, stolen or
destroyed, 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 Series 2003B Bonds so
surrendered to the Registrar shall be canceled by it and evidence of such cancellation
shall be given to the City. If the mutilated, lost, stolen or destroyed Series 2003B Bond
has already matured or such Series 2003B Bond has been called for redemption in
accordance with its terms, it shall not be necessary to issue a new Series 2003B Bond
prior to payment.
2.05. Appointment ofInitial Registrar. The City hereby appoints Wells Fargo
Bank Minnesota, National Association, in Minneapolis, Minnesota, to act as registrar, transfer
agent and paying agent (the "Registrar"). The City reserves the right to appoint a successor
Registrar, as authorized by the Model Public Obligations Registration Act of Montana, Montana
Code Annotated, Title 17, Chapter 5, Part 11, as amended (the "Registration Act"), but the City
agrees to pay the reasonable and customary charges of the Registrar for the services performed.
2.06. Optional Redemption. Series 20038 Bonds maturing in the years 2005
through 2008 shan not be subject to redemption prior to maturity, but Series 2003B Bonds
maturing in the years 2009 through 2014 shall each be subject to redemption at the option of the
City, in whole or in part, and if in part from such stated maturities and in such principal amounts
as the City may designate in writing to the Registrar (or, if no designation is made, in inverse
order of maturities and within a maturity in $5,000 principal amounts selected by the Registrar
by lot or other manner it deems fair), on January 1,2009, and any date thereafter, at a price equal
to the principal amount thereof and interest accrued to the redemption date, without premium.
The date of redemption and the principal amount of the Series 2003B Bonds shall be fixed by the
Director of Administrative Services who shall give notice thereof to the Registrar at least forty
days prior to the date of redemption. The Registrar, at least thirty days prior to the designated
redemption date, shall cause notice of redemption to be mailed, by first class mail, or by other
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means required by the securities depository, to the registered owners of each Series 2003B Bond
to be redeemed at their addresses as they appear on the bond register described in Section 2.04,
but no defect in or failure to give such mailed notice shall affect the validity of proceedings for
the redemption of any Series 2003B Bond not affected by such defect or failure. The notice of
redemption shall specify the redemption date, redemption price, the numbers, interest rates and
CUSIP numbers of the Series 2003B Bonds to be redeemed and the place at which the Series
2003B Bonds are to be surrendered for payment, which is the principal office of the Registrar.
Official notice of redemption having been given as aforesaid, the Series 2003B Bonds or
portions thereof so to be redeemed shall, on the redemption date, become due and payable at the
redemption price therein specified and from and after such date (unless the City shall default in
the payment of the redemption price) such Series 2003 B Bonds or portions thereof shall cease to
bear interest.
In addition to the notice prescribed by the preceding
paragraph, the Registrar shall
also give, or cause to be given, notice of the redemption of any Series 2003B Bond or Bonds or
portions thereof at least 35 days before the redemption date by certified mail or telecopy to the
Purchaser and all registered securities depositories then in the business of holding substantial
amounts of obligations ofthe character of the Series 2003B Bonds (such depository now being
The Depository Trust Company, of New York, New York) and one or more national information
services that disseminate information regarding municipal bond redemptions; provided that any
defect in or any failure to give any notice of redemption prescribed by this paragraph shan not
affect the validity of the proceedings for the redemption of any Series 2003B Bond or portion
thereof.
2.07. Execution and Delivery. The Series 2003B Bonds shall
be forthwith
prepared for execution under the direction of the Director of Administrative Services and shall be
executed on behalf of the City by the signatures ofthe Mayor, the City Manager and the Clerk of
the Commission, provided that said signatures and the corporate seal may be printed, engraved or
lithographed facsimiles thereof. In case any officer whose signature or a facsimile of whose
signature shall appear on the Series 2003B Bonds shall cease to be such officer before the
delivery thereof, 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. When the Series
2003B Bonds have been so executed by said City officers, they shall be registered by the
Director of Administrative Services in accordance with Montana Code Annotated, Section 7-7-
4257. Notwithstanding such execution, no Series 2003B Bond shall be valid or obligatory for
any purpose or be entitled to any security or benefit under this resolution unless and until a
certificate of authentication on such Series 2003B Bond has been duly executed by the manual
signature of an authorized representative ofthe Registrar. Certificates of authentication on
different Series 2003B Bonds need not be signed by the same representative. The executed
certificate of authentication on each Series 2003B Bond shall be conclusive evidence that it has
been authenticated and delivered under this resolution. When the Series 2003B Bonds have been
fully executed and authenticated, they shall be delivered by the Registrar to the Purchaser upon
payment of the purchase price in accordance with the contract of sale heretofore made and
executed, and the Purchaser shall not be obligated to see to the application of the purchase price.
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2.08. Securities Depository for the Series 2003B Bonds.
(a) For purposes of this Section 2.08, the following tenns shall have the
following meanings:
"Beneficial Owner" shall mean, whenever used with respect to a Series
2003B Bond, the person in whose name such Series 2003B Bond is recorded as
the beneficial owner of such Series 2003B Bond by a Participant on the records of
such Participant, or such person's subrogee.
"Cede & Co." shall mean Cede & Co., the nominee ofDTC, and any
successor nominee ofDTC with respect to the Series 2003B 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 Series 2003B Bonds as securities depository.
"Representation Letter" shall mean the Blanket Issuer Letter of
Representations from the City to DTC, attached to this resolution as Exhibit A,
which is hereby incorporated by reference and made a part hereof.
(b) The Series 2003B 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 Series 2003B Bonds. Upon initial issuance, the ownership of such
Series 2003B 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 Series 2003B Bonds registered in its name for the
purposes of payment of the principal of or interest on the Series 2003B Bonds, selecting
the Series 2003 B Bonds or portions thereof to be redeemed, if any, giving any notice
pennitted or required to be given to registered owners of Series 2003B Bonds under this
Resolution, registering the transfer of Series 2003B 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 Series 2003B
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 Series 2003B 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 Series 2003B Bonds, with respect to any notice which is pennitted or
required to be given to owners of Series 2003B 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 Series 2003B Bonds, or with respect to any consent given
or other action taken by DTC as registered owner of the Series 2003B Bonds. So long as
any Series 2003B Bond is registered in the name of Cede & Co., as nominee ofDTC, the
Registrar shall pay all principal of and interest on such Series 2003B Bond, and shall give
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all notices with respect to such Series 2003B Bond, only to Cede & Co. in accordance
with the Representation Letter, 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 Series 2003B Bonds to the extent ofthe sum or sums so paid. No Person other than
DTC shall receive an authenticated Series 2003B Bond for each separate stated maturity
evidencing the obligation ofthe 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 Series 2003B Bonds will be
transferable to such new nominee in accordance with paragraph (e) hereof.
(c) In the event the City determines to discontinue the book-entry-only system,
the City may notify DTC and the Registrar, whereupon DTC shall notify the Participants
of the availability through DTC of Series 2003 B Bonds in the form of certificates. In
such event, the Series 2003B Bonds will be transferable in accordance with paragraph (e)
hereof. DTC may determine to discontinue providing its services with respect to the
Series 2003B 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 Series 2003B Bonds will be transferable in accordance with paragraph (e) hereof.
(d) The Representation Letter sets forth certain matters with respect to, among
other things, notices, consents and approvals by registered owners of the Series 2003B
Bonds and Beneficial Owners and payments on the Series 2003B Bonds. The Registrar
shall have the same rights with respect to its actions thereunder as it has with respect to
its actions under this resolution.
(e) In the event that any transfer or exchange of Series 2003B Bonds is permitted
under paragraph (b) or (c) hereof, such transfer or exchange shall be accomplished upon
receipt by the Registrar of the Series 2003B Bonds to be transferred or exchanged and
appropriate instruments of transfer to the permitted transferee in accordance with the
provisions of this resolution. In the event Series 2003B 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 Series 2003B Bonds, or another securities depository as owner of all the Series
2003B Bonds, the provisions of this Resolution shall also apply to all matters relating
thereto, including, without limitation, the printing of such Series 2003B Bonds in the
form of Bond certificates and the method of payment of principal of and interest on such
Series 2003B Bonds in the form of Bond certificates.
Section 3. Form of Series 2003B Bonds. The Series 2003B Bonds shall be drawn
in substantially the form set forth in Exhibit B hereto, and by this reference made a part hereof.
Section 4. Security Provisions.
4.01. So long as the Series 2003B Bonds are outstanding and any principal
thereof or interest thereon unpaid, the Director of Administrative Services shall maintain a
separate and special2003B Debt Service Account (the "Debt Service Account") to be used for
no purpose other than the payment of the principal of and interest on the Series 2003 B Bonds.
The City irrevocably appropriates to the Debt Service Account: (a) the payments from the
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Escrow Account described in Section 5.01; (b) all taxes levied in accordance with this resolution,
(c) all income derived from the investment of amounts on hand in the Debt Service Account, and
(d) such other money as shall be received and appropriated to the Debt Service Account from
time to time.
4.02. The full faith, credit and taxing powers of the City shall be and are hereby
irrevocably pledged to the payment of the Series 2003B Bonds and interest due thereon, and the
City shall cause taxes to be levied annually on all taxable property in the City sufficient, with
other available funds then on hand, to pay the interest on the Series 2003B Bonds when it falls
due and to pay and discharge the principal at maturity of each and all of the Series 2003B Bonds
as they respectively become due.
Section 5. Use of Proceeds: Escrow: Redemption of Refunded Bonds.
5.01. Upon payment for the Series 2003B Bonds by the Purchaser, Series 2003B
Bond proceeds in the amount of $3,405,020.17 are irrevocably appropriated for the payment of
interest to become due on the Series 2003B Bonds to and including January 1,2005 (the
"Crossover Date") and for the payment of the principal portion of the redemption price of the
Refunded Bonds on the Crossover Date. The Director of Administrative Services is hereby
authorized and directed to deposit in escrow with U.S. Bank National Association, in Seattle,
Washington (the "Escrow Agent"), $3,405,020.17 for the purchase of the securities described in
this Section 5.0 I and to establish a beginning cash balance. The Director of Administrative
Services shall cause the amount so deposited to be invested in securities of the type described in
Montana Code Annotated, Section 7-7-2316, maturing on the dates and bearing interest at the
rates required to provide funds sufficient to pay the interest on the Series 2003B Bonds to and
including January 1,2005 and to pay the principal of the Refunded Bonds on January 1,2005.
The escrow account and all investments thereof shall be held in safekeeping by said escrow
agent, and said account and all income therefrom are irrevocably appropriated for the purposes
stated in this Section 5.01. At or before the time of making said deposit and investment the
Mayor, City Manager and Director of Administrative Services shall execute on the part ofthe
City an escrow agreement with said escrow agent, substantially in the form of such agreement
which has been presented to this Commission at the meeting at which this resolution was
adopted, and which is hereby approved.
5.02. Redemption of Refunded Bonds. The Escrow Agent will, not less than 60
days prior to the Crossover Date, cause the Notice of Redemption relating to the Refunded
Bonds attached hereto as Exhibit C to be mailed to the Refunded Bonds Paying Agent with
directions to the Refunded Bonds Paying Agent to mail such Notice of Redemption not less than
30 days prior to the Crossover Date to the holders of all Refunded Bonds to be redeemed on the
Crossover Date.
Section 6. Tax Matters.
6.01. Use ofProiect. The Project financed with the proceeds of the Series 1995
Bonds has been and will be used by the City to provide the implementation of transportation
projects for use by members of the general public. The City shall not enter into any lease, use or
other agreement with any non-governmental person relating to the use of such Project or security
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for the payment of the Series 2003B Bonds which might cause the Series 2003B Bonds to be
considered "private activity bonds" or "private loan bonds" within the meaning of Section 141 of
the Internal Revenue Code of 1986, as amended (the "Code").
6.02. General Covenant. The City covenants and agrees
with the registered
owners from time to time of the Series 2003B Bonds that it will not take or permit to be taken by
any of its officers, employees or agents any action which would cause the interest on the Series
2003B Bonds to become includable in gross income for federal income tax purposes under the
Code and applicable Treasury Regulations (the "Regulations"), and covenants to take any and all
actions within its powers to ensure that the interest on the Series 2003B Bonds will not become
includable in gross income for federal income tax purposes under the Code and the Regulations.
6.03. Arbitrage Certification. The Mayor, the City Manager,
the Director of
Administrative Services and the Clerk of the Commission, being the officers of the City charged
with the responsibility for issuing the Series 2003B Bonds pursuant to this resolution, are
authorized and directed to execute and deliver to the Purchaser a certificate in accordance with
the provisions of Section 148 ofthe Code, and Section 1. 148-2(b) of the Regulations, stating that
on the basis of facts, estimates and circumstances in existence on the date of issue and delivery
of the Series 2003B Bonds, it is reasonably expected that the proceeds of the Series 2003B
Bonds will be used in a manner that would not cause the Series 2003B Bonds to be "arbitrage
bonds" within the meaning of Section 148 of the Code and the Regulations.
6.04. Arbitrage Rebate. The City acknowledges that the
Series 2003B Bonds are
subject to the rebate requirements of Section I 48(f) of the Code. The City covenants and agrees
to retain such records, make such determinations, file such reports and documents and pay such
amounts at such times as are required under said Section 148(f) and applicable Treasury
Regulations to preserve the exclusion of interest on the Series 2003B Bonds from gross income
for federal income tax purposes. In furtherance of the foregoing, the Mayor, the City Manager,
the Director of Administrative Services and the Clerk of the Commission are hereby authorized
and directed to execute a Rebate Certificate, substantially in the form to be prepared by Bond
Counsel, and the City hereby covenants and agrees to observe and perform the covenants and
agreements contained therein, unless amended or terminated in accordance with the provisions
thereof.
6.05. Information Reporting. The City shall file with
the Secretary of the
Treasury, not later than May 15,2003, a statement concerning the Series 2003B Bonds
containing the information required by Section 149( e) of the Code.
Section 7. Defeasance.
7.01. General. When the liability of the City on all
Series 2003B Bonds issued
under and secured by this Resolution and all interest thereon has been discharged as provided in
this section, all pledges, covenants and other rights granted by this Resolution to the Holders of
such Series 2003B Bonds shall cease.
7.02. Maturitv. The City may discharge its liability
with reference to all Series
2003B Bonds and interest thereon which are due on any date by depositing with the Registrar for
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such Series 2003B Bonds on or before the date a sum sufficient for the payment thereof in full;
or if any Bond or interest thereon shall not be paid when due, the City may nevertheless
discharge its liability with reference thereto by depositing with the Registrar a sum sufficient for
the payment thereof in full with interest accrued to the date of such deposit.
7.03. Redemption. The City may also discharge its liability with reference to any
prepayable Series 2003B Bonds which are called for redemption on any date in accordance with
their terms, by depositing with the Registrar on or before that date an amount equal to the
principal, interest and redemption premium, if any, which are then due thereon, provided that
notice of such redemption has been duly given as provided in this Resolution.
7.04. Escrow. The City may also at any time discharge its liability in its entirety
with reference to any Series 2003B Bonds subject to the provisions of law now or hereafter
authorizing and regulating such action, by depositing irrevocably in escrow, with a bank
qualified by law as an escrow agent for this purpose, cash or securities which are general
obligations of the United States or securities of United States agencies which are authorized by
law to be so deposited, bearing interest payable at such times and at such rates and maturing on
such dates as shall be required, without reinvestment, to provide funds sufficient to pay all
principal, interest and redemption premiums, if any, to become due on such Series 2003B Bonds
at their Stated Maturities or, if such Series 2003B Bonds are prepayable and notice of redemption
thereof has been given or irrevocably provided for, to such earlier redemption date.
Section 8. Designation as Qualified Tax-Exempt Obligations. Pursuant to
Section 265(b)(3)(B)(ii) of the Code, the City hereby designates the Series 2003B Bonds as
"qualified tax-exempt obligations" for the purposes of Section 265(b )(3) of the Code. The City
has not designated any bonds in 2003 under Section 265(b)(3) other than the Series 2003B
Bonds, except for its $1,685,000 General Obligation Bonds, Series 2003A, to be issued
simultaneously therewith. The City hereby represents that it does not anticipate that the City and
all "subordinate entities" of the City will issue in 2003 obligations bearing interest exempt from
federal income taxation under Section 103 of the Code (including "qualified 502(c)(3) bonds"
but excluding other "private activity bonds," as defined in Sections l4l(a) and l45(a) of the
Code) in an amount greater than $10,000,000.
Section 9. Continuing Disclosure.
(a) Purpose and Beneficiaries. To provide for the public availability of certain
information relating to the Series 2003B Bonds and the security therefor and to permit the
original purchaser and other participating underwriters in the primary offering of the Series
2003B Bonds to comply with amendments to Rule 15c2-12 promulgated by the Securities and
Exchange Commission (the "SEC") under the Securities Exchange Act of 1934 (17 C.F.R. ~
240.15c2-12), relating to continuing disclosure (as in effect and interpreted from time to time,
the "Rule"), which will enhance the marketability of the Series 2003B Bonds, the City hereby
makes the following covenants and agreements for the benefit of the Owners (as hereinafter
defined) from time to time of the Outstanding Bonds. The City is the only "obligated person" in
respect of the Series 2003B Bonds within the meaning of the Rule for purposes of identifying the
entities in respect of which continuing disclosure must be made. The City has complied in all
material respects with any undertaking previously entered into by it under the Rule.
10
____..._..".""..._u ...
If the City fails to comply with any provisions of this Section 9, any person aggrieved
thereby, including the Owners of any Outstanding Bonds, may take whatever action at law or in
equity may appear necessary or appropriate to enforce performance and observance of any
agreement or covenant contained in this Section 9, including an action for a writ of mandamus or
specific performance. Direct, indirect, consequential and punitive damages shall not be
recoverable for any default hereunder to the extent permitted by law. Notwithstanding anything
to the contrary contained herein, in no event shall a default under this Section 9 constitute a
default under the Series 2003B Bonds or under any other provision ofthis resolution.
As used in this Section 9, "Owner" or "Bondowner" means, in respect of a Bond, the
registered owner or owners thereof appearing in the bond register maintained by the Registrar or
any "Beneficial Owner" (as hereinafter defined) thereof, if such Beneficial Owner provides to
the Registrar evidence of such beneficial ownership in form and substance reasonably
satisfactory to the Registrar. As used herein, "Beneficial Owner" means, in respect of a Bond,
any person or entity which (i) has the power, directly or indirectly, to vote or consent with
respect to, or to dispose of ownership of, such Bond (including persons or entities holding Series
2003B Bonds through nominees, depositories or other intermediaries), or (b) is treated as the
owner of the Bond for federal income tax purposes.
(b) Information To Be Disclosed. The City will provide, in the manner set forth in
subsection (c) hereof, either directly or indirectly through an agent designated by the City, the
following information at the following times:
(1) on or before 270 days after the end of each fiscal year of the City, commencing with
the fiscal year ending June 30, 2003, the following financial information and operating data in
respect of the City (the "Disclosure Information"):
(A) the comprehensive annual financial report ofthe City for such
fiscal year, containing the audit report and opinion of the accountant or
government auditor relating thereto, as permitted or required by the laws
of the State of Montana, containing balance sheets as of the end of such
fiscal year and a statement of operations, changes in fund balances and
cash flows for the fiscal year then ended, for required funds, prepared in
accordance with generally accepted accounting principles promulgated by
the Financial Accounting Standards Board, as modified in accordance with
the governmental accounting standards promulgated by the Governmental
Accounting Standards Board or as otherwise provided under Montana law,
as in effect from time to time, or, if and to the extent such financial
statements have not been prepared in accordance with such generally
accepted accounting principles for reasons beyond the reasonable control
of the City, noting the discrepancies therefrom and the effect thereof, and
certified as to accuracy and completeness in all material respects by the
Director of Administrative Services; and
(B) To the extent not included in the financial report referred to in
paragraph (A) hereof, the information of the type set forth below
contained in the official statement dated December 31, 2002 and an
11
addendum dated January 21, 2003 (the "Official Statement"), for such
fiscal year or for the period most recently available, which information
may be unaudited, but is to be certified as to accuracy and completeness in
all material respects by the Director of Administrative Services as to the
best of his or her knowledge (which certification may be based on the
reliability of information obtained from third party sources):
(1) Information, for each fiscal year, regarding
the summary of all
debt, debt limitation, overlapping indebtedness and general obligation debt
ratios of the type shown in the tables under the captions "Legal Debt Limit
and Margin", "General Obligation Debt Supported
by Taxes", "Debt
Supported by Water Revenues", "Annual Debt Service Payments Including
This Issue", "Debt Supported by Special Assessments", "Notes Payable",
"Indirect Debt" and "Debt Ratios" in the Official Statement;
(2) Information, as of January I for the current
tax year, relating to
the appraised value and taxable value of taxable property in the City of the
type contained in the table and under the caption "City Property Values" in
the Official Statement;
(3) Identification of the ten taxpayers in the City
with the largest
taxable value of property by name, type of property and taxable value of the
type contained in the table under the caption "Ten of the Largest Taxpayers in
the City" in the Official Statement;
(4) Information regarding property tax collections
by the City and of
the type contained in the tables and under the caption "City Tax Rates, Levies
and Collections" in the Official Statement;
(5) Information regarding the mill levies of the
City of the type
contained in the table under the caption "City Tax Rates, Levies and
Collections" in the Official Statement;
(6) Information, as of the most recent date available,
regarding
employment in the City, Gallatin County and the State of Montana of the type
contained in the table under the caption "Labor Force and Employment" in the
Official Statement; and
(7) Information, as of the most recent date available,
regarding the
larger employers in the City, identifying the employer and estimated number
of employees of the type contained in the table under the caption "Major
Employers Within the City" in the Official Statement.
Notwithstanding the foregoing, if the audited financial statements are not
available by the date specified, the City shall provide on or before such date unaudited financial
statements in the format required for the audited financial statements as part of the Disclosure
12
. -..--..-.------
Information and, within 10 days after the receipt thereof, the City shall provide the audited
financial statements.
Any or all of the Disclosure Information may be incorporated by reference, if it is
updated as required hereby from other documents, including official statements, which have been
submitted to each of the repositories hereinafter referred to under subsection (c) or the SEC. If
the document incorporated by reference is a final Official Statement, it must be available from
the Municipal Securities Rulemaking Board. The City shall clearly identify in the Disclosure
Information each document so incorporated by reference.
If any part of the Disclosure Information can no longer be generated because the
operations of the City have materially changed or been discontinued, such Disclosure
Information need no longer be provided if the City includes in the Disclosure Information a
statement to such effect; provided, however, if such operations have been replaced by other City
operations in respect of which data is not included in the Disclosure Information and the City
determines that certain specified data regarding such replacement operations would be a Material
Fact (as defined in paragraph (3) hereof), then, from and after such determination, the Disclosure
Information shall include such additional specified data regarding the replacement operations.
If the Disclosure Information is changed or this Section 9 is amended as permitted
by this paragraph (b)( I) or subsection (d), then the City shall include in the next Disclosure
Information to be delivered hereunder, to the extent necessary, an explanation in narrative form
of the reasons for the amendment and the effect of any change in the type of financial
information or operating data provided.
(2) In a timely manner, notice of the occurrence of any of the following events which is a
Material Fact (as hereinafter defined):
(A) Principal and interest payment delinquencies;
(B) Non-payment related defaults;
(C) Unscheduled draws on debt service reserves reflecting financial difficulties;
(D) Unscheduled draws on credit enhancements reflecting financial difficulties;
(E) Substitution of credit or liquidity providers, or their failure to perform;
(F) Adverse tax opinions or events affecting the tax-exempt status of the security;
(G) Modifications to rights of security holders;
(H) Bond calls;
(I) Oefeasances;
(J) Release, substitution, or sale of property securing repayment of the securities;
and
(K) Rating changes.
As used herein, a "Material Fact" is a fact as to which a substantial likelihood
exists that a reasonably prudent investor would attach importance thereto in deciding to buy,
hold or sell a Bond or, if not disclosed, would significantly alter the total information otherwise
available to an investor from the Official Statement, information disclosed hereunder or
information generally available to the public. Notwithstanding the foregoing sentence, a
"Material Fact" is also an event that would be deemed "material" for purposes ofthe purchase,
13
holding or sale of a Bond within the meaning of applicable federal securities laws, as interpreted
at the time of discovery of the occurrence of the event.
(3) In a timely manner, notice of the occurrence of any of the following events or
conditions:
(A) the failure of the City to provide the Disclosure Information
required under paragraph (b)( 1) at the time specified thereunder;
(B) the amendment or supplementing of this Section 9 pursuant to
subsection (d), together with a copy of such amendment or supplement and
any explanation provided by the City under subsection (d)(2);
(C) the termination of the obligations of the City under this Section 9
pursuant to subsection (d);
(D) any change in the accounting principles pursuant to which the financial
statements constituting a portion of the Disclosure Information are prepared; and
(E) any change in the fiscal year of the City.
(c) Manner of Disclosure. The City agrees to make available the information
described in subsection (b) to the following entities by telecopy, overnight delivery, mail or other
means, as appropriate:
(1) the information described in paragraph (1) of subsection (b), to each then
nationally recognized municipal securities information repository under the Rule and to any state
information depository then designated or operated by the State of Montana as contemplated by
the Rule (the "State Depository"), if any;
(2) the information described in paragraphs (2) and (3) of subsection (b), to the
Municipal Securities Rulemaking Board and to the State Depository, if any; and
(3) the information described in subsection (b), to any rating agency then
maintaining a rating of the Series 2003B Bonds and, at the expense of such Bondowner, to any
Bondowner who requests in writing such information, at the time of transmission under
paragraphs (1) or (2) of this subsection (c), as the case may be, or, if such information is
transmitted with a subsequent time of release, at the time such information is to be released.
(d) Term; Amendments; Interpretation.
(1) The covenants of the City in this Section 9 shall remain in effect so long as
any Series 2003B Bonds are Outstanding. Notwithstanding the preceding sentence, however, the
obligations of the City under this Section 9 shall terminate and be without further effect as of any
date on which the City delivers to the Registrar an opinion of Bond Counsel to the effect that,
because of legislative action or final judicial or administrative actions or proceedings, the failure
of the City to comply with the requirements of this Section 9 will not cause participating
underwriters in the primary offering of the Series 2003B Bonds to be in violation of the Rule or
14
other applicable requirements of the Securities Exchange Act of 1934, as amended, or any
statutes or laws successory thereto or amendatory thereof.
(2) This Section 9 and the form and requirements of the Disclosure Information
may be amended or supplemented by the City from time to time, without notice to (except as
provided in paragraph (c)(3) hereof) or the consent ofthe Owners of any Series 2003B Bonds, by
a resolution ofthe City Commission filed in the office of the Clerk of the Commission ofthe
City accompanied by an opinion of Bond Counsel, who may rely on certificates of the City and
others and the opinion may be subject to customary qualifications, to the effect that: (i) such
amendment or supplement (a) is made in connection with a change in circumstances that arises
from a change in law or regulation or a change in the identity, nature or status ofthe City or the
type of operations conducted by the City, or (b) is required by, or better complies with, the
provisions of paragraph (b)(5) of the Rule; (ii) this Section 9 as so amended or supplemented
would have complied with the requirements of paragraph (b)(5) of the Rule at the time of the
primary offering of the Series 2003B Bonds, giving effect to any change in circumstances
applicable under clause (i)(a) and assuming that the Rule as in effect and interpreted at the time
of the amendment or supplement was in effect at the time ofthe primary offering; and (iii) such
amendment or supplement does not materially impair the interests of the Bondowners under the
Rule.
If the Disclosure Information is so amended, the City agrees to provide,
contemporaneously with the effectiveness of such amendment, an explanation, in narrative form,
of the reasons for the amendment and the effect, if any, of the change in the type of financial
information or operating data being provided hereunder.
(3) This Section 9 is entered into to comply with the continuing disclosure
provisions of the Rule and should be construed so as to satisfy the requirements of paragraph
(b)(5) ofthe Rule.
Section 10. Repeals and Effective Date.
10.01. Repeal. All provisions of other resolutions and other actions and
proceedings of the City and this Commission that are in any way inconsistent with the terms and
provisions of this resolution are repealed, amended and rescinded to the full extent necessary to
give full force and effect to the provisions of this resolution.
10.02. Effective Date. This resolution shall take effect immediately upon its
passage and adoption by this Commission.
15
---------------------------- - .",----_.. .---.--
PASSED AND ADOPTED by the City Commission of the City of Bozeman,
Montana, this 27th day of January, 2003.
. ~-~M:;!77-
~. "'~'~.~"" Mayor
~. 0
Attest: _ _ - - :.:::.- -.-
Clerk ofthe" Commtssion
-~ -
(SEAL)--:--=-:::'- -
, .' ~. <'"
-'._- :::~/:.."~- -
16
EXHIBIT A
BLANKET ISSUER LETTER OF REPRESENT A nONS
EXHIBIT B
[Face ofthe Bonds]
UNITED STATES OF AMERICA
ST A TE OF MONT ANA
COUNTY OF GALLATIN
CITY OF BOZEMAN
GENERAL OBLIGA nON REFUNDING BOND
SERIES 2003B
No.
$
Maturity
Date of
Rate Date
Original Issue CUSIP
July 1,
February 1,2003
REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT:
DOLLARS
The City of Bozeman, Gallatin County, State of Montana (the "City"),
acknowledges itself to be indebted and for value received hereby promises to pay to the
registered owner named above, or registered assigns, the principal amount specified above on the
maturity date specified above or, if this Bond is prepayable as stated herein, on any date prior
thereto on which this Bond shall have been duly called for redemption, and to pay interest on
said principal amount to the registered owner hereof from February 1,2003 or from such later
date to which interest has been paid or duly provided for until this Bond is paid or, ifthis Bond is
prepayable, until it has been duly called for redemption, at the rate specified above. Principal of
this Bond is payable upon presentation and surrender hereof to Wells Fargo Bank Minnesota,
National Association, of Minneapolis, Minnesota, as Bond Registrar, Transfer Agent and Paying
Agent, or its successor designated under the Resolution described herein (the "Registrar") at its
principal office in Minneapolis, Minnesota. Interest on this Bond is payable semiannually on
each January 1 and July 1, commencing on July 1,2003, by check or draft mailed by the
Registrar to the person in whose name this Bond is registered as of the close of business on the
15th day (whether or not a Business Day) of the immediately preceding month, at his address as
it appears on the bond register maintained by the Registrar. "Business Day" means any day
other than a Saturday, Sunday or legal holiday of the State of Montana.
The principal of and interest on this Bond are payable in lawful money of the
United States of America. For the prompt and full payment of such principal and interest as the
same respectively become due, the full faith, credit and taxing powers of the City have been and
are hereby irrevocably pledged.
Notwithstanding any other provisions of this Bond, so
long as this Bond is
registered in the name of Cede & Co., as nominee of The Depository Trust Company, or in the
name of any other nominee of The Depository Trust Company or other securities depository, the
Registrar shall pay all principal of and interest on this Bond, and shall give an notices with
respect to this Bond, only to Cede & Co. or other nominee in accordance with the operational
arrangements of The Depository Trust Company or other securities depository as agreed to by
the City.
This Bond is one of an issue in the total principal
amount of $3,480,000 (the
"Series 2003B Bonds"), all of like date of original issue and tenor except as to serial number,
denomination, maturity date, interest rate and redemption privilege, issued for the purpose of
refunding ccrtain valid outstanding general obligation bonds of the City, all pursuant to
resolutions duly adopted by the City Commission of the City, including a resolution adopted on
January 27, 2003 (the "Resolution"), and in full conformity with the Constitution and laws of the
State of Montana thereunto enabling. The Series 2003B Bonds are issuable only as fully
registered bonds of single maturities, in denominations of $5,000 or any integral multiple
thereof.
Series 2003B Bonds of this issue maturing in the years
2004 through 2008 are
payable on their respective stated maturity dates without option of prior payment, but Series
2003B Bonds having stated maturity dates in the years 2009 through 2014 are each subject to
redemption at the option ofthe City, in whole or in part, and ifin part from such stated maturities
and in such principal amounts as the City may designate in writing to the Registrar (or, if no
designation is made, in inverse order of maturities and within a maturity in $5,000 principal
amounts selected by the Registrar by lot or other manner it deems fair), on January 1, 2009 and
any day thereafter, at a price equal to the principal amount thereof to be redeemed plus interest
accrued to the redemption date, without premium. The date of redemption and the principal
amount of the Bonds shall be fixed by the Director of Administrative Services who shall give
notice thereof to the Registrar at least forty days prior to the date of redemption. The Registrar,
at least thirty days prior to the designated redemption date, shall cause notice of redemption to be
mailed, by first class mail, or by other means required by the securities depository, to the
registered owners of each Bond to be redeemed at their addresses as they appear on the bond
register. Upon partial redemption of any Series 2003B Bond, a new Bond or Bonds will be
delivered to the registered owner without charge, representing the remaining principal amount
outstanding.
As provided in the Resolution and subject to certain
limitations set forth therein,
this Bond is transferable upon the books of the City in the principal office ofthe Registrar, by the
registered owner hereof in person or by his attorney duly authorized in writing, upon surrender
hereof together with a written instrument oftransfer satisfactory to the Registrar, duly executed
by the registered owner or his attorney, and may also be surrendered in exchange for Series
2003B Bonds of other authorized denominations. Upon any such transfer or exchange, the City
will cause a new Series 2003B Bond or Bonds to be issued in the name of the transferee or
registered owner, of the same aggregate principal amount, bearing interest at the same rate and
B-2
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........ -..--..-.---
maturing on the same date, subject to reimbursement for any tax, fee or governmental charge
required to be paid with respect to such transfer or exchange.
The City and the Registrar may deem and treat the person in whose name this
Bond is registered as the absolute owner hereof, whether this Bond is overdue or not, for the
purpose of receiving payment and for all other purposes, and neither the City nor the Registrar
shall be affected by any notice to the contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that
all acts, conditions and things required by the Constitution and laws of the State of Montana to
be done, to exist, to happen and to be performed precedent to and in the issuance of this Bond, in
order to make it a valid and binding general obligation of the City according to its terms, have
been done, do exist, have happened and have been performed in regular and due form, time and
manner as so required; that the City Commission will annually levy an ad valorem tax on all of
the taxable property in the City sufficient, with available funds then on hand, to pay the interest
hereon when it falls due and also to pay and discharge the principal ofthis Bond at maturity; that
this Bond, together with all other indebtedness of the City outstanding on the date of issuance of
the Series 2003B Bonds, does not exceed any constitutional or statutory limitation of
indebtedness; and that the opinion attached hereto is a true copy of the legal opinion given by
Bond Counsel with reference to the Series 2003B Bonds, dated the date of original issuance and
delivery of the Series 2003B Bonds.
This Bond shall not be valid or become obligatory for any purpose or be entitled
to any security or benefit under the Resolution until the Certificate of Authentication hereon shall
have been executed by the Registrar by the manual signature of one of its authorized
representatives.
IN WITNESS WHEREOF, the City of Bozeman, Gallatin County, Montana, by
its City Commission, has caused this Bond to be executed by the facsimile signatures of the
Mayor, the City Manager and the Clerk of the Commission, and by a facsimile ofthe official seal
of the City.
(F acsimile Signature)
Mayor
(Facsimile Signature)
City Manager
(Facsimile Seal) (F acsimile Signature)
Clerk of the Commission
B-3
-- ------------
Date of Authentication:
CERTIFICATE OF AUTHENTICATION
This is one ofthe Series 2003B Bonds delivered pursuant to the Resolution
mentioned within.
WELLS FARGO BANK MINNESOTA,
NATIONAL ASSOCIATION,
as Bond Registrar, Transfer Agent and
Paying Agent
By
Its Authorized Representative
B-4
The following abbreviations, when used in the inscription
on the face of this
Bond, shall be construed as though they were written out in full according to applicable laws or
regulations:
TEN COM -- as tenants UTMA.. ........ ..Custodian...............
... ...
m common
(Cust) (Minor)
TEN ENT -- as tenants
by the entireties
under Unifonn Transfers to
JT TEN -- as joint tenants
Minors Act............................................
with right of
(State)
survivorship and
not as tenants in
common
Additional abbreviations may also be used.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns
and transfers
unto
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
OR OTHER IDENTIFYING NUMBER NOTICE: The signature to
this assignment
OF ASSIGNEE: must correspond with the name as
it appears
upon the face of the within Bond in every
/ /
particular, without alteration, enlargement
or any change whatsoever.
SIGNA TURE GUARANTEED
Signature(s) must be guaranteed by an
"eligible guarantor institution" meeting
the requirements of the Registrar,
whieh requirements include membership
or participation in STAMP or such other
"signature guaranty program" as may be
determined by the Registrar in
addition to or in substitution for STAMP,
all in accordance with the Securities
Exchange Act of 1934, as amended.
B-5
EXHIBIT C
NOTICE OF REDEMPTION
General Obligation Bonds
Series 1995
Dated, as originally issued, as of April 15, 1995
City of Bozeman, Montana
NOTICE IS HEREBY GIVEN that the City of Bozeman, Montana, has called for
redemption all bonds of the issue of its General Obligation Bonds, Series 1995, dated, as originally
issued, as of April 15, 1995, which mature on July 1 in the years and bear interest, serial numbers and
CUSIP numbers as set forth below:
Year Interest Rate
CUSIP No. Serial No.
2005 5.20%
103637 CZ5
2006 5.30
103637 DA9
2007 5.40
103637 DB7
2008 5.50
103637 DC5
2009 5.50
103637 DD3
2010 5.60
103637 DEI
2011 5.60
103637 DF8
2012 5.70
103637 DG6
2013 5.70
103637 DH4
2014 5.75
103637 DJO
Such bonds have been called for redemption on January 1, 2005, at a redemption price of
100% ofthe principal amount thereof plus interest thereon accrued to January 1,2005, and without
premium.
Holders of such bonds maturing in said years should surrender their bonds for payment to
Wells Fargo Bank Montana, National Association (formerly Norwest Bank Montana, National
Association), of Billings, Montana, as paying agent, for payment on January 1,2005. Bonds must be sent
to the principal office of the paying agent at Wells Fargo Bank, Corporation Trust Operations, Sixth and
Marquette Avenue, Minneapolis, Minnesota 55479-0113.
In compliance with the Interest and Dividend Compliance Act of 1983, as amended,
certain amounts will be withheld unless the Paying Agent is furnished with a completed IRS W-9 Form.
A W -9 Form may be obtained from the Paying Agent or other bank or financial institution.
Interest on such Bonds shall cease to accrue on January 1, 2005, and the holders thereof
shall have no further rights with respect thereto except to receive the redemption price so deposited.
Dated: ,2004.
BY ORDER OF CITY COMMISSION
__._____.____.____..u_.. . u_.n ._..____.. ___ ____.._
CERTIFICATE AS TO RESOLUTION AND ADOPTING VOTE
I, the undersigned, being the duly qualified and acting recording officer of the City of
Bozeman, Montana (the "City"), hereby certify that the attached resolution is a true copy of a
Resolution entitled: "RESOLUTION RELATING TO $3,480,000 GENERAL OBLIGATION
REFUNDING BONDS, SERIES 2003B; DETERMINING THE FORM AND DETAILS,
AUTHORIZING THE EXECUTION AND DELIVERY AND LEVYING TAXES FOR THE
PAYMENT THEREOF" (the "Resolution"), on file in the original records of the City in my
legal custody; that the Resolution was duly adopted by the City Commission of the City at a
regular meeting on January 27,2003, and that the meeting was duly held by the City
Commission and was attended throughout by a quorum, 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 Commissioners voted in favor thereof: Commi 55i oner Youngman. Commi 5si oner
Hietala. Commissioner Brown and Mayor Kirchhoff
; voted against the
same: None
; abstained from voting
thereon: None
; or were absent: Commi ss i oner tetra ro .
WITNESS my hand and seal officially this 28th
day of January, 2003.
(SEAL)
Q~J~
- Clerk of the Commission
-
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