HomeMy WebLinkAboutRESOLUTION NO. 2006-78 Fair1'ax/419915-9/2nd%flrg/Sale/Iss
419915-9
(2"a %2 Hearing/'Sale/Issuance - G.O.)
Fairfax, Iowa
October 11,, 2006
The City Council of the City of Fairfax, Iowa, met on October 11, 2006, at 7:00 o'clock.
p.m., at the City Hall, Fairfax, Iowa.
The meeting was called to order by the Mayor, and the roll was called showing the
following Council Members present and absent: `
Preset:
Absent: � 1r
The City Council investigated and found that notice of the proposed action of the City to
enter into a General Obligation Urban Renewal Land Acquisition Loan Agreement (the "Loam
Agreement") had been published according to law and as directed by the City Council and that
no petition had been filed asking that the question of entering into the Loan Agreement be
submitted to the registered voters of the City.
Whereupon after due discussion, the Mayor declared the hearing on the Loan Agreement
closed.
This also being the time and place fixed by the City Council for the consideration of bids
for the purchase of General Obligation Urban Renewal Land Acquisition Notes, Series 2006, to
be issued in evidence of the City's obligation under the Loan Agreement, the Mayor announced
that bids had been received and canvassed on behalf of the City at the time and place fixed
therefor.
Whereupon, such bids were placed on file, and the substance of such bids was noted in
the minutes, as follows:
Final Bid
Name and Address of Bidder (interest cost)
(ATTACH BID TABULATION)
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
10/12/2006 08:24 FAX 319 291 8628 SPEER FINANCIAL 8002
SPEER FINANCIAL, INC.
$800,000
City of Fairfax
Linn County,Iowa
General Obligation Urban Renewal Land
Acquisition Notes, Series 2006
Date of Sale, October 11,2006
Average Life: 3.172 Years
Bond Buyer Index: 4.19%
(Based on TIC)
Bidders* Price Maturities Rates
Bankers' Bank,Madison, Wisconsin 99.700% 2008 3-700% 3-8961%
Fairfax State Savings Bank, Fairfax, Iowa 2009 3,750% 598,735
2010 1800%
2011 3.850%
Ruan Se=ities,Des Moines, Iowa 99.400% 21008-2009 3.700% 3.9548%
2010 3.750% 5100,021
2011 3.800%
UM13 Bank, n.a.,Kansas City,Missouri, 99-330% 2008 3.700% 3.97020/a
2009-2011 3.750% $100,352
Northland Securities, Minneapolis, Mirmesota 99.225% 20108-2009 3.650% 3.9792%
2010-2011 3.750% 100,525
Bernardi Securities, Inc., Chicago,Illinois 99.200% 2008 3.700% 4.0672%
2009 3.750% $102,735
2010 3.800%
2011 3,850%
Wells Fargo Brokerage Services LLC, Minneapolis, 99.000% 210,08-2011 3.850% 4-1904Io
'\4innesota S105,684
*Syndicate information is provided by the underwriter. The information contained in this report is the most current available.
Fa;irfax/419915-9/2°"'/A Hrg/Sale/lss
After due consideration and discussion, Council Member f
introduced the resolution next hereinafter set out and moved its adoption, secone by Co cit
Member (Vo( The Mayor put the question upon the adoption of Mid resolution,
and the rolAbbefficalfled, the following Council Members voted:
AyNa
Whereupon, the Mayor declared the resolution duly adopted as hereinafter set out.
• • f •
At the conclusion of the meeting, and upon motion and vote, the City Council adjourned...
Mayor
Attest:
City Clerk
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DORSEY&WHITNEY LLP,ATTORNEYS,DES M(}1N0''S,IOWA
P'airl°ax/419915-9/2nd%Ilrg/Sale/lss
RESOLUTION NO.{ �L
Resolution authorizing and approving a Loan Agreement and providing for the
sale and issuance of $800,000 General Obligation Urban Renewal Land
Acquisition Notes, Series 2006, and providing for the levy of taxes to pay the
same
WHEREAS, pursuant to the provisions of Section 384.24A of the Code of Iowa, the City
of Fairfax, Iowa (the "City"), has heretofore proposed to contract indebtedness and enter into a
loan agreement (the "Loan Agreement") for the purpose of planning, undertaking, and carrying
out an urban renewal project within the Fairfax Urban Renewal Area, consisting of the
acquisition of certain real property for the development and enhancement of City park and
recreational facilities, and has published notice of the proposed action and has held a hearing
thereon, and no petition has been filed asking that the question of entering into the Loan
Agreement be submitted to the registered voters of the City; and
WHEREAS, pursuant to advertisement of sale,bids for the purchase of$800,000 General
Obligation Land Acquisition Notes, Series 2006 (the "Notes"), to be issued in evidence of the
City's obligation under the Loan.Agreement were received and canvassed on behalf of the City
and the substance of such bids noted in the minutes; and
WHEAS, upon fi al consideration of all bids received for the purchase of the Notes,
the bid of AF, C 5. ` 1, b ffO , ; 5°C6 rl (the "Purchaser"),
is the best, such bid proposing the lowest interest cost to the City;
NOW, THEREFORE, Be It Resolved by the City Council of the City of Fairfax, Iowa, as
follows:
Section 1. The bid referred to in the preamble hereof zs hereby accepted, and the City
,shall enter into the Loan Agreement with the Purchaser, in substantially the form as will be
presented to the City Council, providing for a loan to the City in the principal amount of
$800,000 for the purpose or purposes set forth in the preamble hereof.
The Mayor and City Clerk are hereby authorized and directed to sign the Loan
Agreement on behalf of the City„ and the Loan Agreement is hereby approved.
Section 2. The Notes, dated October 15, 2006, maturing on June 1 in each of the
years, in the principal amounts, in the denomination of $5,000 each or any integral multiple
thereof, and bearing interest at the respective rates as follows:
Principal Interest Rate Principal Interest Rate
Year Amount Per Annum Year Amount Per Annum
2008 $190,000 % 2010 $205,000 3. ko %
2009 $195,000 % 2011 $210,000 %
are hereby awarded and authorized to be issued to the Purchaser at the price specified in such
bid, together with accrued interest,
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DORSEY&WEITNEY LLP,ATTORNEYS,DES MOINES,IOWA
E'airfW419915-9/2"%Hrg/Sale/Iss
Section 3. The form of agreement of sale of the Notes to the Purchaser is hereby
approved, and the Mayor and City Clerk are hereby authorized to execute the same for and on
behalf of the City.
Bankers Trust Company, N.A,, Des Moines, Iowa, is hereby designated as the Registrar
and Paying Agent for the Notes and may be hereinafter referred to as the "Registrar" or the
"`Paying Agent". The City shall enter into an agreement (the '""Registrar Agreement") with the
Registrar, in substantially the form as has been placed on file with the City Council; the Mayor
and City Clerk are hereby authorized and directed to sign the Registrar Agreement on behalf of
the City; and the Registrar Agreement is hereby approved.
The City reserves the right to prepay part or all of the Notes maturing in each of the years
2010 and 2011 prior to and in any order of maturity on June 1, 2009, or on any date thereafter
upon terms of par and accrued interest. If less than all of the Notes of any like maturity are to be
redeemed, the particular part of those Notes to be redeemed shall be selected by the Registrar by
lot. The Notes may be called in part in one or more units of $5,000. If less than the entire
principal amount of any Note in a denomination of more than $5,000 is to be redeemed, the
Registrar will issue and deliver to the registered owner thereof, upon surrender of such original
Note, a new Note or Notes, in any authorized denomination, in a total aggregate principal
amount equal to the unredeemed balance of the original Note. Notice of such redemption as
aforesaid identifying the Note or Notes (or portion thereof) to be redeemed shall be mailed by
certified mail to the registered owners thereof at the addresses shown on the City's registration
books not less than 30 nor more than 60 days prior to such redemption date. All of such Notes as
to which the City reserves and exercises the right of redemption and as to which notice as
aforesaid shall have been given and for the redemption of which funds are duly provided, shall
cease to bear interest on the redemption date.
All of the interest on the Notes shall be payable semiannually on the first day of June and
December in each year, commencing June 1, 2007. Interest shall be calculated on the basis of a
360-day year comprised of twelve 30-day months. Payment of interest on the Notes shall be
made to the registered owners appearing on the registration books of the City at the close of
business on the fifteenth day of the month next preceding the interest payment date and shall be
paid by check or draft mailed to the registered owners at the addresses shown on such
registration books. Principal of the Notes shall be payable in lawful money of the United States
of America to the registered owners or their legal representatives upon presentation and
surrender of the Note or Notes at the office of the Paying Agent...
Section 4. The Notes shall be executed on behalf of the City with the official manual
or facsimile signature of the Mayor and attested with the official manual or facsimile signature of
the City Clerk and shall have the City's seal impressed or printed thereon, and shall be fully
registered Notes without interest coupons. In case any officer whose signature or the facsimile
of whose signature appears on the Notes shall cease to be such officer before the delivery of the
Notes, such signature or such facsimile signature shall nevertheless be valid and sufficient for all
purposes, the same as if such officer had remained in office until delivery.
The Notes shall not be valid or become obligatory for any purpose until the Certificate of
Authentication thereon shall have been signed by the Registrar.
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DORSEY&,WHrrNEY LLP,ATTORNEYS,DES MOINES,IOWA
E'aiTfax/419915-9/2"d%Hrg/Saledss
The Notes shall be fully registered as to principal and interest in the names of the owners
on the registration books of the City kept by the Registrar, and after such registration,payment of
the principal thereof and interest thereon shall be made only to the registered owners or their
legal representatives or assigns. Each Note shall be transferable only upon the registration books
of the City upon presentation to the Registrar, together with either a written instrument of
transfer satisfactory to the Registrar or the assignment form thereon completed and duly
executed by the registered owner or the duly authorized attorney for such registered owner.
The record and identity of the owners of the Notes shall be kept confidential as provided
by Section 22.7 of the Code of Iowa.
Section 5. Notwithstanding anything above to the contrary, the Notes shall be issued
initially as Depository Bonds, with one fully registered Note for each maturity date, in principal
amounts equal to the amount of principal maturing on each such date, and registered in the name
of Cede& Co., as nominee for The Depository Trust Company,New York, New York ("DTC").
On original issue, the Notes shall be deposited with DTC for the purpose of maintaining a book-
entry system for recording the ownership interests of its participants and the transfer of those
interests among its participants (the "Participants"). In the event that DTC determines not to
continue to act as securities depository for the Notes or the City determines not to continue the
book-entry system for recording ownership interests in the Notes with DTC, the City will.
discontinue the book-entry system with DTC. If the City does not select another qualified
securities depository to replace DTC (or a successor depository) in order to continue a book-
entry system, the City will register and deliver replacement Notes in the form of fully registered.
certificates, in authorized denominations of$5,000 or integral multiples of$5,000,in accordance
with instructions from Cede & Co., as nominee for DTC. In the event that the City identifies a
qualified securities depository to replace DTC, the City will register and deliver replacement.
Notes, fully registered in the name of such depository, or its nominee, in the denominations as
set forth above, as reduced from time to time prior to maturity in connection with redemptions or
retirements by call or payment, and in such event, such depository will then maintain the book-
entry system for recording ownership interests in the Notes.
Ownership interest in the Notes may be purchased by or through Participants. Such.
Participants and the persons for whom they acquire interests in the Notes as nominees will not
receive certificated Notes, but each such Participant will receive a credit balance in the records of
DTC in the amount of such Participant's interest in the Notes" which will be confirmed in
accordance with DTC's standard.. procedures. Each such person for which a Participant has an
interest in the Notes, as nominee„may desire to make arrangements with such Participant to have
all notices of redemption or other communications of the City to DTC, which may affect such
person, forwarded in writing by such Participant and to have notification made of all interest
payments.
The City will have no responsibility or obligation to such Participants or the persons for
whom they act as .nominees with respect to payment to or providing of notice for such
Participants or the persons for whom they act as nominees.
As used herein, the term ""Beneficial Owner" shall hereinafter be deemed to include the
person for whom the Participant acquires an interest in the Notes..
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
P'aiu iaxf4199i5-9/2nd HrglSalt.
DTC will receive payments from the City, to be remitted by DTC to the Participants for
subsequent disbursement to the Beneficial Owners. The ownership interest of each Beneficial.
Owner in the Notes will be recorded on the records of the Participants whose ownership interest
will be recorded on a computerized book-entry system kept by DTC.
When reference is made to any action which is required or permitted to be taken by the
Beneficial Owners, such reference shall only relate to those permitted to act (by statute,
regulation or otherwise) on behalf of such Beneficial Owners for such purposes. When notices
are given, they shall be sent by the City to DTC, and DTC shall forward (or cause to be
forwarded) the notices to the Participants so that the Participants can forward the same to the
Beneficial Owners.
Beneficial Owners will receive written confirmations of their purchases from the
Participants acting on behalf of the Beneficial Owners detailing the terms of the Notes acquired.
Transfers of ownership interests in the Notes will be accomplished by book entries made by
D'TC and the Participants who act on behalf of the Beneficial Owners. Beneficial Owners will
not receive certificates representing their ownership interest in the Notes, except as specifically
provided herein. Interest and principal will be paid when due by the City to DTC, then paid by
DTC to the Participants and thereafter paid by the Participants to the Beneficial Owners.
Section 6. The Notes shall be in substantially the following form:
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
Fairfax/4199 t 5-9/2n' Hrg/Sale/ass
(Form of Note)
UNITED STATES OF AMERICA
STATE OF IOWA COUNTY OF LINN
CITY OF FAIRFAX
GENERAL OiBLIGATION LAND ACQUISITION NOTE,
SERIES 2006
No. $
RATE MATURITY DATE NOTE DATE CUSIP
% June 1, October 15, 2006
The City of Fairfax (the "City"), in the County of Linn, State of Iowa, for value received,
promises to pay on the maturity date of this Note to
or registered assigns, the principal sum of
DOLLARS
in lawful money of the United States of America upon presentation and surrender of this Note at.
the office of Bankers Trust Company, N.A., Des Moines, Iowa (hereinafter referred to as the
"'Registrar" or the "Paying Agent"), with interest on said sura, until paid, at the rate per annum
specified above from the date of this Note, or from the most recent interest payment date on
which interest has been paid, on June 1 and December 1 of each year, commencing June 1, 20017,
except as the provisions hereinafter set forth with respect to redemption prior to maturity may be
or become applicable hereto. Interest on this Note is payable to the registered owner appearing
on the registration books of the City at the close of business on the fifteenth day of the month
next preceding the interest payment date, and shall be paid by check or draft mailed to the
registered owner at the address shown on such registration books, Interest shall be calculated on
the basis of a 360-day year comprised of twelve 30-day months.
This Note shall not be valid or become obligatory for any purpose until the Certificate of
Authentication hereon shall have been signed by the Registrar.
This Note is one of a series of General Obligation Urban Renewal Land Acquisition
Notes, Series 2006 (the "Notes:"'), issued in the aggregate principal amount of$800,000 by the
City to evidence its obligation under a certain loan agreement, darted as of October 15, 2006 (the
""Loan Agreement"), for the purpose of providing funds to pay costs of planning, undertaking,
and carrying out an urban renewal project within the Fairfax Urban Renewal Area, consisting of
the acquisition of certain real property for the development and enhancement of City park and
recreational facilities.
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
F'airfax/419915-912id V2 HrglSalellss
The Notes are issued pursuant to and in strict compliance with the provisions of
Chapters 384 and 76 of the Code of Iowa, 2005, and all other laws amendatory thereofand
supplemental thereto, and in conformity with a resolution of the City Council authorizing and
approving the Loan Agreement .and providing for the issuance and securing the payment of the
Notes (the "Resolution'), and reference is hereby made to the Resolution and the Loan
Agreement for a more complete statement as to the source of payment of the Notes and the rights
of the owners of the Notes.
The City reserves the right to prepay part or all of the Notes maturing in each of the years
2010 and 2011 prior to and in any order of maturity on June 1, 2009, or on any date thereafter
upon terms of par and accrued interest. If less than all of the Notes of any like maturity are to be
redeemed, the particular part of those Notes to be redeemed shall be selected by the Registrar by
lot. The Notes may be called in part in one or more units of $5,000. If less than the entire
principal amount of any Note in a denomination of more than $5,000 is to be redeemed, the
Registrar will issue and deliver to the registered owner thereof, upon surrender of such original
Nate, a new Note or Notes, in any authorized denomination,, in a total aggregate principal
amount equal to the unredeemed balance of the original Note. Notice of such redemption as
aforesaid identifying the Note or,Notes (or portion thereof] to be redeemed shall be mailed by
certified mail to the registered owners thereof at the addresses shown on the City's registration
books not less than 30 nor more than 60 days prior to such redemption date. All of such Notes as
to which the City reserves and exercises the right of redemption and as to which notice as
aforesaid shall have been given .and for the redemption of which funds are duly provided, shall
cease to bear interest on the redemption date.
This Note is fully negotiable but shall be fully registered as to both principal and interest
in the name of the owner on the books of the City in the office of the Registrar, after which no
transfer shall be valid unless made on said books and then only upon presentation of this Note to
the Registrar, together with either a written instrument of transfer satisfactory to the Registrar or
the assignment form hereon completed and duly executed by the registered owner or the duly
authorized attorney for such registered owner.
The City, the Registrar and the Paying Agent may deem and treat the registered owner
hereof as the absolute owner for the purpose of receiving payment of or on account of principal
hereof, premium, if any, and interest due hereon and for all other purposes, and the City, the
Registrar and the Paying Agent shall not be affected by any notice to the contrary.
And It Is Hereby Certified and Recited that all acts, conditions and things required by the
laws and Constitution of the State of Iowa, to exist, to be had, to be done or to be performed
precedent to and in the issue of this Note were and have been properly existent, had, done and
performed in regular and due form and time; that provision has been made for the levy of a.
sufficient continuing annual tax on all the taxable property within the City for the payment of the
principal of and interest on this Note as the same will respectively become due; that the faith,
credit, revenues and resources and all the real and personal property of the City are irrevocably
pledged for the prompt payment hereof, both principal and interest; and that the total
indebtedness of the City, including this Note, does not exceed .any constitutional or statutory
limitations.
DORSEY&WHITNEY LLP,ATTORNEYS,AES MOINES,IOWA
F'airfaxf419915-912nd V,HrglSalellss
IN TESTIMONY WHEREOF, the City of Fairfax, Iowa,by its City Council, has caused
this Note to be sealed with the facsimile of its official seat, to be executed with the duly
authorized facsimile signature of its Mayor and attested with the duly authorized facsimile
signature of its City Clerk, all as of October 15, 2006.
CITY OF FAIRFAX, IOWA
By(DO NOT SIGN
Mayor
Attest:
O NOT SIG
City Clerk
(Facsimile Seal)
Registration Date: {Registration]date)
REGISTRAR"S CERTIFICATE OF AUTHENTICATION
This Note is one of the Notes described in the within-mentioned Resolution.
BANKERS TRUST COMPANY,N.A.
Des Moines„Iowa
Registrar
By (Authorized Signature)
Authorized Officer
ABBREVIATIONS
The following abbreviations, when used in this Note, shall be construed as though they
were written out in full according to applicable laws or regulations:
TEN COM - as tenants in conunon UTMA
"TEN ENT - as tenants by the entireties (Custodian)
.1T'TEN - as joint tenants with right of As Custodian for
survivorship and not as (Minor)
tenants in common under Unifonn Transfers to Minors Act
(,State)
Additional abbreviations may also be used though not in the list above.
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DORSEY WHITNEY LLP,ATTORNEYS,DES MOMES,IOWA
Fairfax/419915-9/2"'%Hrg/SaIdIss
ASSIGNMENT
For valuable consideration, receipt of which is hereby acknowledged, the undersigned
assigns this Note to
(Please print or type name and address of Assignee)
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
and does hereby irrevocably appoint , Attorney, to transfer
this Note on the books kept for registration thereof with full power of substitution.
Dated;
Signature guaranteed;
s
('Signature guarantee must be provided in accordance
with the prevailing standards and procedures of the
Registrar and Transfer Agent. Such standards and
procedures may require signatures to be guaranteed by
certain eligible guarantor institutions that participate in
a recognized signature guarantee program,)
NOTICE: The signature to this Assignment roust
correspond with the name of the registered owner as
it appears on this Note in every particular, without
alteration or enlargement or any change whatever.
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DORSEY WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
Fairfax/419915-9/2"%Ilrg/Sale/lss
Section 7. The Notes shall be executed as herein provided as soon after the adoption
of this resolution as may be possible, and thereupon they shall be delivered to the Registrar for
registration, authentication and delivery to or upon the direction of the Purchaser, upon receipt of
the loan proceeds, and all action heretofore taken in connection with the Loan Agreement is
hereby ratified and confirmed in all respects,
Section 8. For the purpose of providing for the levy and collection of a direct annual
tax sufficient to pay the principal of and interest on the Notes as the same become due, there is
hereby ordered levied on all the taxable property in the City in each of the years while the Notes
are outstanding, a tax sufficient for that purpose, and in furtherance of this provision, but not in.
limitation thereof, there is hereby levied on all the taxable property in the City,the following
direct annual tax for collection in each of the following fiscal years,to-wit:
For collection in the fiscal year beginning July 1, 2007,
sufficient to produce the net annual sum of$ 9,2 7.Z;b
For collection in the fiscal year beginning July 1, 2008,
sufficient to produce the net annual sum of$ ' ", ,
For collection in the fiscal year beginning July 1, 2009,
sufficient to produce the net annual sum of$ '. Fe
,
For collection in the fiscal year beginning July 1, 2010,
sufficient to produce the net annual sum of$ A AV, .g.no
Section 9. A certified copy of this resolution shall be filed with the County Auditor
of Linn County, and the County Auditor is hereby instructed to enter for collection and assess the
tax hereby authorized. When annually entering such taxes for collection, the County Auditor
shall include the same as a part of the tax levy for Debt Service Fund purposes of the City and
when collected, the proceeds of the taxes shall be converted into the Debt Service fund of the
City and set aside therein as a special account to be used solely W-1 d. only for the payment of the
principal of and interest on the Notes hereby authorized and for no other purpose whatsoever,.
Any amount received by the City as accrued interest on the Notes shall be deposited into such.
special account and used to pay interest due on the Notes on the first interest payment date.
Section 10. The interest or principal and both of them falling due in any year or years
shall, if necessary, be paid promptly from current funds on hand in advance of taxes levied and
when the taxes shall have been collected, reimbursement shall be made to such current funds in
the sum thus advanced.
The City hereby pledges the faith, credit, revenues and resources and all of the real and
personal property of the City for the full and prompt payment of the principal of and interest on
the Notes.
Section 11. It is the intention of the City that interest on the Notes be and remain
excluded from gross income for federal income tax purposes pursuant to the appropriate
provisions of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations in
effect with respect thereto (all of the foregoing herein referred to as the "Internal Revenue
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
Ea1a1"YJ419915-912"1/Hrg/SaIcAss
Code"). In furtherance thereof, the City covenants to comply with the provisions of the Internail
Revenue Code as they may from time to time be in effect or amended and further covenants to
comply with the applicable future laws,regulations,published rulings and court decisions as may
be necessary to insure that the interest on the Notes will remain excluded from gross income for
federal income tax purposes. Any and all of the officers of the City are hereby authorized and
directed to take any and all actions as may be necessary to comply with the covenants herein
contained.
The City hereby designates the Notes as "Qualified Tax Exempt Obligations" as that term
is used in Section 265(b)(3)(B) of the hiternal Revenue Code.
Section 12. Continuing„ Disclosure. The Securities and Exchange Commission (the
"SEC")has promulgated certain amendments to Rule 15c2-12 under the Securities Exchange Act
of 1934 (17 C.F.R. § 240.15c2-12) (the "Rule") that make it unlawful for an underwriter to
participate in the primary offering of municipal securities in a principal amount of$1,000,000 or
more unless, before submitting a bid or entering into a purchase contract for the bonds, it has
reasonably determined that the issuer or an obligated person has undertaken in writing for the
benefit of the bondholders to provide certain disclosure information to prescribed information
repositories on a continuing basis or unless and to the extent the offering is exempt from the
requirements of the Rule.
The principal amount of the Notes is less than $1,000,000. The City hereby represents
that it has not issued within the six months before the date of issuance of the Notes, and that it
reasonably expects that it will not issue within six months after the date of issuance of the Notes,
other securities of the City of substantially the same security and providing financing for the
same general purpose or purposes as the Notes. Consequently, the City Council hereby finds
that the Rule is inapplicable to the Notes, because the aggregate principal amount of the Notes
and any other securities required to be integrated with the Notes under the Rule is less than.
$'1,000,000.
Section 13. All resolutions or parts thereof in conflict herewith are hereby repealed to
the extent of such conflict.
Passed and approved October 11, 2006,
Mayor
Attest;
City Cler
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
E'airfaYJ47 997 5-9/2"d'/a Ilrg/Sale/Iss
STATE OF IOWA
COUNTY OF LINK SS:
CITY OF FAIRFAX
I, the undersigned, City Clerk of the aforementioned City„ do hereby certify that as such
City Clerk I have in my possession or have access to the complete corporate records of the City
and of the City Council and officers and that I have carefully compared the transcript hereto
attached with the aforesaid corporate records and that the transcript hereto attached is a true,
correct and complete copy of all the corporate records showing the hearing on a certain Loan
Agreement referred to therein and the adoption of a resolution entitled, "Resolution authorizing
and approving a Loan Agreement and providing for the sale and issuance of$800,000 General
Obligation Land Acquisition Notes, Series 2006, and providing for the levy of taxes to pay the
same," and that the transcript hereto attached contains a true, correct and complete statement of
all the measures adopted and proceedings, acts and things had, done and performed up to the
present time with respect thereto.
I further certify that no appeal has been taken to the District Court from the decision of
the City Council to enter into the Loan Agreement, to issue the Notes or to levy taxes to pay the
principal of and interest on the Notes,
WITNESS MY HAND and the seal of the City hereto affixed this day of
October, 2006.
ez�
&�
City Clerk
(Seal)
(Attach here a copy of the bid of the successful bidder.)
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
OCT'-11-06 10:06AM FROM-Bankers` Bank (Investments 608 829 5589 T-306 P.00110011 F-394
OMM4L BED FORM
City ofFairfim October l 1,2006
PO Box 337,525 Vanderbih St Speer Financial, Inc.
Farr t,1A 52225-0337 Phone(319' 291-2077
Fa,r("319) 291-8628
Members of the City Council:
For the$800,000 General Obliption Urban Renewal Land Acqu i ices Notes(Tax ExemM),Series 2D06(the``Notes")
ofthe City of? irfiM Linn County,Io' (the"City's as described in the annexed Preliminary Term Sheet,Which is expressly
made a part herw�we will pay you$ !7 9 ,.�a t�__ _ (no less than$792,000)plug accrued interest from October 1.5,
20116 to the date of delivery. The Now my W bear interest at rhe fallowing rapectivo rates(each rate a multiple of 118 or 1.1100
of I 9A)far Notes of each designated ma hulty.
MAT[1M ES-JUNN I
Interest In#crest
Rate Rate
$190,000..,........20083-7o :�/0 $'205,000..........2010 ?,'90 %
$195,D00.........2009 _3�� 101000..........2011 -S.'99 0A
The Notes are to be mooted and delivered ta us m accordance with the terms of ibis bid accompanied by the approving le l
apiniami ofDorsey&Whitney LLP,Des Moines,Iowa. The City is to pay for The gd 01=n on. The PumbAsor a"s to apply for CUSEP
numbers and spay the fee charged by the+C US'IP Service Bureau.
FA'1 r" oX `t -2 Sa%J iY1O S ry PURCffAML2MEMO AL TCDb[
Neale is",,,K era' Din=t Telepimna No_ (00,Y
Sy .S a. D ewf—t— Fax Number , 5
Address Signature 4L,
City /Vl i Erin!Addrew
State}Lip w t 6M 7
The f orasuigg bid was accepted and dw 8800,000 General Obllgaraoa Urban Renewal Land Acquisition,Notes CTxtx Exrmpt),
Series 2006,sold by resolution of the Chy ofFaizfa Town,on October 11,2006.
CfTY OF FAIRFAX
A � T: 1 L1NN COLT1Vl'Y,10WH
City Clark Mcyor,
NOT PART Of TIM 131D -
Galattlario1:Of true truerast COS
c 9 40, 33 1_/1 %T/
Less 1?Tmelus Discot , q00, o�
as
TOTAL,BONA YEARS 2.537.22
AVERAGE LWE 3.172 Y=s
Fairfax/419915-9/2°d'/2 Hrg/Sale/Iss
S'T'ATE OF IOWA
SS:
COUNTY OF LIMN
I, the undersigned, County Auditor of the aforementioned County, in the State of Iowva,
do hereby certify that on the /-/ day of October, 2006, the City Clerk of the City of Fairfax
filed in my office a certified copy of a resolution of such City shown to have been adopted by the
City Council and approved by the Mayor thereof on October 11, 2006, entitled: "Resolution
authorizing and approving a Loan Agreement and providing for the sale and issuance of
$800,000 General Obligation Land Acquisition Notes, Series 2006, and providing for the levy of
taxes to pay the same," and that I have duly placed the copy of the resolution on file in my
records.
I further certify that the taxes provided for in that resolution will in due time, manner acrd
season be entered on the State and County tax lists of this County for collection in the fiscal year
beginning July 1, 2007, and subsequent years as provided in the resolution.
WITNESS MY HAND and the seal of the County hereto affixed this � - day of
October, 2006.
ounty Audi or
Seal) ll
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DORSEY&WIJITNEY LLP,ATTORNEYS,DES MOINES,IOWA