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HomeMy WebLinkAbout892 - CONSIDERATION of a resolution concerning the proposed Library Capital Improvement Refunding BoR~SOLUTION NO. 892 S~RIES 2002 A RESOLUTION CONCERNING THE PROPOSED CTI'Y OF BOULDER, COLORADO LIBRARY CAPITAL IMPROVEMENT REFUNDING BONDS, SERIES 2002, IN A PRINCIPAL AMOUNT OF NOT TO EXCEED $9,500,000; AUTHORIZING TH~ OFFICIAL NOTICE OF BOND SALE WITH RESPECT TO SAID SERIES 2002 BONDS; PRESCRIBING CERTAIN DETAILS CONCERNING SAID PROPOSED SALE AND SAID SERIES 2002 BONDS; APPROVING THE FORM OF A PRELIMINARY OFFICIAL STATEMENT; AND PROVIDING THE EFFECTIVE DATE OF THIS RESOLUTION. WHEREAS, the City of Boulder, in the County of Boulder and State of Colorado (the "City"), is a municipal corporation duly organized and existing as a home rule city pursuant to Article XX of the Constitution of the State of Colorado (the "Constitution") and the home rule charter of the City (the "Charter"); and WHEREAS, the Council deems it advisable and necessary to issue bonds of the City in an aggregate principal amount of not to exceed $9,500,000, designated Library Capital Improvement Refunding Bonds, Series 2002 (the "Serias 2002 Bonds"), to provide funds with which to defray in whole or in part fhe cost of refunding the City's outstanding Library Capital Improvement and Refunding Bonds, Series 1992 (the "Refunded Bonds") and paying necessary incidental and appurtenant costs in connection therewith, including issuance expenses with respect to the Series 2002 Bonds. NOW, THEREFORE, BE IT RESOLVED BY THE CTI'Y COUNCIL OF THE C1TY OF BOULDER THAT: Section 1. The Series 2002 Bonds shall be, and the same hereby are ordered to be, publicly sold; and the Council shall cause sealed bids to be received and to be opened publicly for the purchase of the Series 2002 Bonds on December 4, 2001 or on such other date as shall be determined by the City Manager of the City (the "City Manager"). Upon making such a public saie date determination, the City Manager shall notify the Director of Finance and Record of the City (the "Director of Finance and Record") as to the date, hour and place that sealed bids shall be received and opened. The City shall indicate in tha notice hereinafter described the date, the hour and the place that sealed bids sha11 be received and opened. Section 2. The Mayor of the City (the "Mayor") and the Director of Finance and Record ara hereby authorized and directed to provide for the publication of the Official Notice of Bond Sale in the (Boulder) Daily Camera at such times as they deem adequate to give reasonable notice of the proposed sale, but no less than once after the date hereof and at least five days prior to the sale date hereinabove designated. The Official Notice of Bond Sale shall be in substantially the following form, with such changes therein, including but not limited to changes in dates, principal amounts and maturities and completions thereto, as the Director of Finance and Record, ex-officio City Clerk shall direct and shall deem to be in the best interest and to the best advantage of the City, the execution of such notice by the Mayor and the Director of Finance and Record to indicate conclusively the approval of any and all such changes: (Form of Official Notice of Bond Sale) OFFICIAL NOTICE OF BOND SALE $9,240,000 City of Boulder, Colorado Library Capital Improvement Refunding Bonds Series 2002 (Payable from certain dedicated City of Boulder sales and use tax revenues and additionally secured by a pledge of the full faith and crediC of the City of Boulder) PUBLIC NOTICE IS HEREBY GIVEN that the City Council of the City of Boulder (the "Council" and "City," respectively), in the County of Boulder and State of Colorado, will, on Tuesday, the 4th day of December, 2001, at the hour of 10:00 a.m., local time, in the Council Chambers, Municipal Building, 1777 Broadway, Boulder, Colorado, receive sealed bids and publicly open the same for the purchase of the bonds of the City, particularly described below: BOND PROVISIONS Issues. The City will issue its "Library Capital Improvement Rofunding Bonds, Series 2002," in a principal amount of not to exceed $9,500,000 (the "Series 2002 Bonds") pursuant to an Ordinance to be adopted by the Council (the "Ordinance"). Form, Dates and Maturities. The Series 2002 Bonds will be issued as fully registered bonds without coupons and shall be executed and delivered only in global book-entry form registered in the name of Cede & Co., as nominee of The Depository Trust Company ("DTC"), New York, New York, acting as securities depository of the Series 2002 Bonds. The Series 2002 Bonds may be purchased in the denominations of $5,000 and any integral multiples thereof. The Series 2002 Bonds will be dated December 1, 2001. Interest will be payable on the Series 2002 Bonds on each April 1 and October 1, commencing April 1, 2002. The Series 2002 Bonds will mature on October 1 in the designated amounts and years as follows: 2 Date Maturing Amounts (October 1) Maturing 2002 $850,000 2003 830,000 2004 860,000 2005 885,000 2006 910,000 2007 940,000 2008 970,000 2009 965,000 2010 1,000,000 201 ] 1,030,000 $22_ 4~4~94 ~Es[imate, subjecC to change; see "TERMS OF SALE- ADJUSTMENT OP PRINCIPAL AMOUNT." It is permissible for the Purchaser to specify that any Series 2002 Bonds maturing on and after October 1, 2010 be aggregated to form one term Series 2002 Bond as described herein. See "-Term Bond; Mandatory Sinking Fund Redemption" below. Book Entry. The City's financial advisor will make arrangements for custodial deposit of the Series 2002 Bonds with The Depository Trust Company, New York, New York. The Series 2002 Bonds will therefore be registered in the name of Cede & Co., as nominee of The Depository Trust Company, which will act as securities depository for the Series 2002 Bonds. Ownership interest in the Series 2002 Bonds will be transferred only pursuant to the "Book-Entry-Only-System" of The Depository Trust Company in a denomination of $5,000 or any integral multiple thereof, as described in the Official SCatement prepared by the City with respect to the Series 2002 Bonds. After the initial deposit of the Series 2002 Bonds with The Depository Trust Company, they may not be removed from such custodial deposit, transferred or exchanged except as provided in the Ordinance. Interest Rates and Limitations 1. It is permissible to bid different or "split" interest rates for the Series 2002 Bonds; provided, however, that only one interest rate shall be specified for any maturity for any one series of the Series 2002 Bonds. 2. Each rate stated must be in a multiple of one-eighth (1/8) or one-twentieth (1/20) of one percent (1%) per annum. 3. The maximum interest rate named for any Series 2002 Bond shall not exceed the minimum interest rate named for any other Series 2002 Bond of the same series by more than two percent (2.00%) per annum. 4. A zero rate of interest may not be designated. 5. Each Series 2002 Bond will bear interest from its date to its stated maturity at the interest rate stated in the bid. 6. Bids may not provide for registered supplemental or "B" coupons or interesCratos. Purpose of Issue. The Series 2002 Bonds are authorized to be issued for the purpose of defraying the costs of refunding the City's outstanding Library Capital Improvement and Refunding Bonds, Series 1992 (the "Refunded Bonds"), paying necessary incidental and appurtenant costs in connection therewith, including paying issuance expenses with respect to the Series 2002 Bonds. Optional Redemption. The Series 2002 Bonds maturing on and after October 1, 2010 will be callable for redemption at the option of the City on October 1, 2009 and on any date thereafter, in whole or in part, and if in part in such order of maturity as the City shall determine and by lot within a maturity, in the manner designated by the hereinafter defined Paying Agent, at a redemption price equal to the principal amount thereof plus accrued interest to the redemption date. Term Bond; Mandatory Sinking Fund Redemption. A bidder may request that any Series 2002 Bonds maturing on and after October 1, 2010 be aggregated to form one term bond. Such term bond will be subject to mandatory sinking fund redemption in the same amounts and on the same dates as the Series 2002 Bonds would have matured if they were not included in a term bond. Series 2002 Bonds redeemed pursuant to mandatory sinking fund redemption will be redeemed at a redemption price equal to 100% of the principal amount thereof, plus accrued interest to the redemption date, in the manner as otherwise provided in the Indenture. Any election to designate Series 2002 Bonds as being included in a term bond must be made in the Official Bid Form available to the City. See "TERMS OF SALE-Bid Proposals." Tender for Series 2002 Bonds. If the City provides funds to pay the principal of and interest on the Series 2002 Bonds prior to the date such Series 2002 Bonds are subject to optional redemption (i.e., October 1, 2009) as described above, and the City offers to purchase all of the Series 2002 Bonds at a purchase price consented to in writing by the registered or beneficial owners of 90% or more in aggregate principal amount of the Series 2002 Bonds then outstanding, then all other registered or beneficial owners of Series 2002 Bonds will be deemed to have tendered their Series 2002 Bonds for purchase at such price, whether or not actually tendered, and upon deposit of moneys sufficient to purchase all Series 2002 Bonds, interest on the Series 2002 Bonds will cease to accrue and the Series 2002 Bonds shall no longer be deemed outstanding. Place of Payment. Principal of the Series 2002 Bonds will be payable to the registered owner (i.e., Cede & Co.) upon presentation and surrender of the Series 2002 Bonds at the office of U.S. Bank National Association in Denver, Colorado as paying agent (the "Paying Agent"). Interest on the Series 2002 Bonds will be payable by check or draft of the City mailed on the interest payment date to the registered owner thereof (i.e., Cede & Co.) as of the close of business on the Record Date (the 15`h day of the 4 month next preceding such interest payment date). All payments of the principal of and interest on the Series 2002 Bonds shall be made in lawful money of the United States of America. Security. The Series 2002 Bonds will be payable from, and will constitute a first and prior (but not exclusive) lien on all Net Pledged Revenues (hereinafter defined) and moneys on deposit in the Bond Fund established and continued by the Ordinance. Net Pledged Revenues means the revenues derived from the City's levy and collection of a 0.38% sales and use tax on the purchase price of tangible personal property or taxable services sold or purchased at retail after deduction of refunds required or permitted by law under the Boulder Revised Code, 1981. As additional security for the payment of the principal of and interest on the Bonds, the City will pledge the full faith and credit of the City. Authorization. The Series 2002 Bonds are authorized to be issued by the Constitution of the State of Colorado, by the Charter of the City and laws of the State of Colorado, an election and by the Ordinance. The Refunded Bonds were issued pursuant to a 1987 election authorizing the issuance of such bonds. Under the City's Charter, no election is necessary for refunding bonds. TERMS OF SALE Bid Proposals. Any bidder is required to submit an unconditional and written bid for the entire issue, specifying the interest rate or rates and specifying the prices at which the bidder will purchase the Series 2002 Bonds, which price shall each be at or above par plus accrued interest. The bid form attached hereto must be used. Each bid must be in a sealed envelope addressed to: Ms. Cappie I. Fine, Office of Director of Finance and Record, City of Boulder, Municipal Building, 1777 Broadway, Boulder, Colorado 80302. Good Faith Deposit. A good faith deposit (the "Deposit") in the form of a certified or cashier's check or a financial surety bond (the "Financial Surety Bond") in the amount of $180,000, payable to the order of the City of Boulder, Colorado, is required for each bid to be considered. If a check is used, it must accompany each bid. If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Colorado, and such bond must be submitted to the City or its financial advisor prior to the opening of the bids. The Financial Surety Bond must identify each bidder whose Deposit is guaranteed by such Financial Surety Bond. If the Series 2002 Bonds are awarded to a bidder utilizing a Financial Surety Bond, then that purchaser (the "Purchaser") is required to submit its Deposit to the City or its financial advisor in the form of a cashier's check (or wire transfer such amount as instructed by the City or its financial advisor) not later than 3:30 p.m. M.S.T. on the next business day following the award. If such Deposit is not received by that time, the Financial Surety Bond may be drawn by the City to satisfy the Deposit requirement. No interest ou the Deposit will accrue to the Purchaser. The Deposit of the Purchaser will either be applied to the purchase price of the Series 2002 Bonds or returned to the Purchaser on the closing date upon payment of the full purchase price of the Series 2002 Bonds. In the event the Purchaser fails to honor its accepted bid, the Deposit will be retained by the City. 5 Deposits of all bidders other than the Purchaser shall be promptly returned to each such bidder. Tax Status. Kutak Rock LLP, Denver, Colorado, bond counsel, will opine that under existing laws, regulations, rulings and judicial decisions, the interest on the Series 2002 Bonds (a) is not includible in gross income for federal income tax purposes and is not includible in gross income for Colorado income tax purposes, (b) is not includible in alternative minimum taxable income for the purpose of the Colorado alternative minimum tax and (c) is not a specific preference item for purposes of the alternative minimum tax provisions contained in the Internal Revenue Code of 1986, as amended (the "Code"); however, such opinion will also state that interest on the Series 2002 Bonds will be included in the adjusted current earnings of certain corporations, and such corporations are required to include in the calculation of alternative minimum taxable income 75% of the excess of each such corporation's adjusted current earnings over its alternative minimum taxable income (determined without regard to this adjustment and prior to reduction for certain net operating losses); and that the opinions described in clauses (a) through (c) above are subject to continuing compliance by the City with the covenants regarding federal tax law contained in the Ordinance and that failure to comply with such covenants could cause interest on the Series 2002 Bonds to be so included in federal and Colorado gross income retroactive to the date of issue of the Series 2002 Bonds. Bond counsel's opinion will also state that the accrual or receipt of interest on the Series 2002 Bonds may otherwise affect the federal income tax liability of the recipient, and that the extent of these other tax consequences will depend upon the recipient's particular tax status or other items of income or deduction. If, prior to the delivery of the Series 2002 Bonds to the successful bidder therefor, the income received by private owners of obligations of the same type and character as the Series 2002 Bonds shall be includible in gross income for federal or State of Colorado purposes, the successful bidder, at its election made prior to the tender by the Council of the Series 2002 Bonds for delivery, may be relieved of any obligation under the contract to purchase the Series 2002 Bonds. In such case, the contract to purchase all the Series 2002 Bonds shall terminate, and the deposit accompanying the Purchaser's bid will be returned to the Purchaser upon written request therefor. Any such option shall be exercised by a letter addressed to the Director of Finance and Record and bond counsel, and deposited in the United States mails, as first-class mail, postage prepaid. Sale Reservations. The City reserves the privilege: (a) of waiving any irregularity or informality in any bid; (b) of rejecting any and all bids for the Series 2002 Bonds; and (c) of reoffering the Series 2002 Bonds for sale in any manner permitted by law. Adjustment of Principal Amount. Upon acceptance of bids, the Council, after consultation with its Financial Advisor, shall compute the yield restriction applicable to the escrow for the Refunded Bonds, and shall determine the composition of the escrow 6 (which shall be invested in United States Treasury Obligations). To the extent more or less Series 2002 Bond proceeds are required to establish such escrow, the principal amount of the Series 2002 Bonds shall be adjusted upward or downward as the City shall in its discretion determine. Such adjustment shall not exceed $20,000 for any one year and shall not exceed $100,000 in total principal amount. Further, the Council reserves the discretion, notwithstanding the foregoing, to vary the principal amount of Series 2002 Bonds in excess of the parameters set forth above if the Council deems it necessary to accomplish the refunding, and notice thereof will be given over Bloomberg prior to the time bids are to be received. Basis of Award. The Series 2002 Bonds, subject to such sale reservations, shall be sold to the highest responsible bidder, and to the best advantage of the City. The highest bid shall be determined by computing the actuarial yield on the Series 2002 Bonds (i.e., using an actuarial or True Interest Cost method) for each bid received, and an award will be made (if any is made) to the responsible bidder submitting the bid that results in the lowest actuarial yield on the Series 2002 Bonds. "Actuarial yield" on the Series 2002 Bonds as used herein means that yield which, if used to compute the present worth as of the date of the Series 2002 Bonds (i.e., December 1, 2001) of all payments of principal and interest to be made on the Series 2002 Bonds from their date to their respective maturity dates (including mandatory sinking fund redemption dates, if any) using the interest rates specified in the bid, produces an amount equal to the aggregate principal amount of the Series 2002 Bonds plus any premium bid and any accrued interest to be paid. Such calculation shall be based on a 360-day year and a semiannual compounding interval. If there are two or more equal bids for the Series 2002 Bonds and such equal bids are the highest responsible bids received and for not less than the principal amount of the Series 2002 Bonds and accrued interest, the Council of the City shall determine in its discretion which bid will be accepted. No Sale Below Par or Discount or Commission. The Series 2002 Bonds shall not be sold by the City at less than their principal amount and accrued interest thereon to the date of their delivery, nor will any discount or commission be allowed or paid on the sale of the Series 2002 Bonds; provided that the foregoing provision shall not preclude original issue discount so long as the total purchase price paid by the Purchaser to the City is at least equal to the par amount of the Series 2002 Bonds plus accrued interest. Time of Award. The City shall open the bids at the time hereinabove specified. It intends to determine the highest responsible bid which is to the best advantage of the City and to award the Series 2002 Bonds or reject all bids for the Series 2002 Bonds by action of the Council at a meeting to be held not later than 24 hours after the expiration of the time herein specified for opening bids. Such meeting is currently scheduled for 7:00 p.m., local time on December 4, 2001. 7 Offering Price and Yields. On the date herein stated for opening bids, the successful bidder shall notify the Director of Finance and Record in writing of: (a) the initial offering price of the Series 2002 Bonds to the public (excluding bond brokers and other intermediaries) at which a substantial portion of the Series 2002 Bonds of each maturity were sold, and (b) the initial offering yield to maturity for each maturity of the Series 2002 Bonds in a stated percentage for the Council's use in making any necessary arbitrage bond investment yield calculations for federal income tax purposes, and shall furnish to the Director of Finance and Record, ex-officio City Clerk a copy of the successful bidder's reoffering yield production printout with respect to the Series 2002 Bonds. In addition, the successful bidder will be required to sign and deliver an exhibit to the no arbitrage certificate of the City with respect to the public offering price and yield of the Series 2002 Bonds, in form and substance required by the City's bond counsel. Manner and Time of Delivery. The deposit of the successful bidder shall be credited to the Purchaser at the time of delivery of the Series 2002 Bonds (without accruing interest). If the successful bidder for the Series 2002 Bonds fails or neglects to complete the purchase of the Series 2002 Bonds within three days after the Series 2002 Bonds are made ready and are tendered by the City for delivery, the amount of this deposit shall be forfeited (as liquidated damages for noncompliance with the bid) to the City, except as hereinafter provided. In that event, the City may reoffer the Series 2002 Bonds for sale. The Purchaser shall not be required to accept delivery of any of the Series 2002 Bonds if they are not tendered for delivery within 60 days from the date herein stated for opening bids; and if the Series 2002 Bonds are not so tendered within said period of time, the good faith deposit shall be returned to the Purchaser upon its request and without interest. Unless the City shall otherwise notify the Purchaser, the Series 2002 Bonds will be tendered to the Purchaser for delivery on January 8, 2002. Payment and Place of Delivery. The successful bidder shall be required to make payment of the balance due for the Series 2002 Bonds by wire transfer in immediately available funds to an account designated by the City. Such balance of the purchase price, including any premium, must be paid in such immediately available funds and not by any waiver of interest, nor by any other concession as a substitution for such immediately available funds. The successful bidder shall be required to accept delivery of the Series 2002 Bonds at the office of The Depository Trust Company in New York. CUSIP Numbers. CUSIP numbers shall be printed on the Series 2002 Bonds at the expense of the City. If an incorrect number is imprinted on any Series 2002 Bond or if a number is not printed thereon, any such error or omission shall not constitute cause for the successful bidder to refuse delivery of any Series 2002 Bond. Legal Opinion, Series 2002 Bonds and Transcript. The legality of the Series 2002 Bond issue will be approved by the firm of Kutak Rock LLP, 717 Seventeenth 8 Street, Suite 2900, Denver, Colorado 80202, whose unqualified approving opinion, together with the Series 2002 Bonds, a certified transcript of the proceedings, including a certificate stating that there is no litigation pending affecting the validity of the Series 2002 Bonds as of the date of their delivery, and other closing documents, will be furnished to the Purchaser without charge by the City. The City will deliver to the successful bidder at closing a certificate stating that to the best of its knowledge, the information included in the Official Statement does not contain any untrue statement of a material fact and does not omit to state a material fact necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading. Financial Advisor. U.S. Bancorp Piper Jaffrey Inc. is acting as financial advisor to the City in connection with the issuance of the Series 2002 Bonds. Pursuant to its contract with the City, it is required to submit a bid to purchase the Series 2002 Bonds. Rule ISc2-12 Compliance. The City covenants and agrees to enter into a written agreement or contract, constituting an undertaking to provide ongoing disclosure about the City, for the benefit of the registered and beneficial owners of the Series 2002 Bonds on or before the date of delivery of the Series 2002 Bonds as required by Section (b)(5} of Securities and Exchange Commission Rule 15c2-12 (17 CFR § 240.15c2-12) (the "Rule"), which undertaking shall be a part of the Ordinance and in the form summarized in the Preliminary Official Statement. The form of the Preliminary Official Statement has been approved by the Council. The City has not previously failed to supply any annual financial intention as required under the Rule. The Preliminary Official Statement which will be delivered pursuant to the sale of the Series 2002 Bonds is, except for Permitted Omissions (as defined below), final as of its date, within the meaning of the Rule, and the information therein is accurate and complete except for the Permitted Omissions. "Permitted Omissions" shall mean the offering prices, interest rates, selling compensation, delivery date, ratings, any other terms required by the City to be specified in the competitive bid, the identity of the underwriters and other terms of the Series 2002 Bonds depending on such matters, all with respect to the Series 2002 Bonds. To enable the successful bidder to comply with the Rule, after the award of the Series 2002 Bonds and within seven business days following receipt by the City of written advice from the successful bidder of the full name or names of the successful bidder (if the same cannot be readily ascertained from the Official Bid Form submitted thereby), the offering prices of the Series 2002 Bonds and the amount of selling compensation realized, the City will furnish thereto, in reasonable quantities as requested, copies of a final Official Statement. Failure by the successful bidder to provide (or delay by the successful bidder in providing) such information will prevent the City from furnishing such Official Statement as described above, and the City shall not be responsible or liable in any manner for the accuracy of the information provided by the successful bidder or failure to furnish such Official Statement as described above which results from a failure by the successful bidder to provide the aforementioned information within the time specified. 9 Information. This Official Notice of Bond Sale and a Preliminary Official Statement relating to the Series 2002 Bonds may be obtained from Mr. Jonathan Heroux, U.S, Bancorp Piper Jaffray Inc., Suite 2100, 1050 Seventeenth Street, Denver, Colorado 80202, (303) 820-5808, or from Ms. Cappie I. Fine, Office of the Director of Finance and Record, City of Boulder, Municipal Building, 1777 Broadway, Boulder, Colorado 80302, (303) 441-3014. 10 By order of the City Council of the City of Boulder, Colorado, dated this 20"' day of November, 2001. By /s/ Will Toor Mayor By /s/ Cappie I. Fine Acting on behalf of the Director of Finance and Record (End of Form of Official Notice of Bond Sale) Section 3. Bids for the Series 2002 Bonds shall be opened at the time and place and in the manner provided in the Official Notice of Bond Sale as herein prescribed. Section 4. The Council hereby approves the distribution and use in connection with the offering of the Series 2002 Bonds of the Preliminary Official Statement in substantially the form presented to the Council at this meeting, with such changes therein, if any, as are approved by the Director of Finance and Record or the City Attorney. Section 5. The Official Bid Form in substantially the following form is hereby approved, with such changes thereto as the Mayor and the Director of Finance and Record shall approve consistent with changes to the Official Notice of Sale. OFFICIAL BTD FORM $9,240,000 City of Boulder, Colorado Library Capital Improvement Refunding Bonds Series 2002 Ms. Cappie L Fine Office of the Director of Finance and Record City of Boulder Municipal Building 1777 Broadway Boulder, CO 80306 Dear Ms. Fine: For $9,240,000 (subject to adjustment as provided in the Official Notice of Sale) of your legally issued City of Boulder, Colorado Library Capital Improvement Refunding Bonds, Series 2002 (the "Series 2002 Bonds"), described in the Official Notice of Bond Sale dated November 2Q 2001, included with the Preliminary Official Statement of the City of Boulder, Colorado (the "City") pertaining to the Series 2002 Bonds, which Notice is by reference made a part hereof, we will pay you par plus a premium of $ plus accrued interest to date of delivery to us for said Series 2002 Bonds to bear interest and mature as fblIows: 11 Maturity Interest (October 1) Amount Rate 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 $850,000 825,000 855,000 885,000 905,000 935,000 970,000 960,000 995,000 1,030,000 $9.240.00 _°J° "Principal amount of Series 2002 Bonds may be adjusted upward or downward for such maturity or maturities as the City shall in its discretion determine in an aggregate amount not to exceed $20,000 in any year and not [o exceed $100,000 in total, in order to fund the refunding escrow fund to an amount sufficient to accomplish the refunding. Further, notwithstanding the foregoing, the City reserves the right, in its discretion, to vary the principal amount of any maturity or maturities beyond the parameters described above if the City deems it necessary in order to accomplish the refunding. Notice thereof shall be given over Bloomberg prior to the time bids are to be received. We will buy the actual principal amount of Series 2002 Bonds so issued for par plus the premium specified above. Check one of the following (if none is checked, Series 2002 Bonds shall all be serial bonds): _ All serial bonds. All serials for the years 2002 through 2009, and one term bond for the years 2010 through 2011. Our calculation (which is not a part of this bid) of the actuarial yield from the above, computed from the date of the Series 2002 Bonds (December 1, 2001) and giving effect to mandatory sinking fund redemption and assuming semiannual compounding, as set forth above, is: Actuarial Yield (as defined under "BASIS OF AWARD" in the Official Notice of Sale): Prior to our accepting delivery of said bonds, you agree to furnish a certified transcript of all legal proceedings requisite to their issuance and delivery, including a signature and no-litigation certificate in the customary form evidencing the legality of said bonds and the security provisions relating thereto in form satisfactory to Kutak Rock LLP, Denver, Colorado, whose unqualified approving legal opinion in the customary form shall accompany said bonds at delivery. You also agree to provide us with a reasonable quantity of final Official Statements within seven business days from the date this bid is accepted, and we hereby request of such final Official Statements. These bonds are to be delivered to us on or about January 8, 2002. 12 The cost of typing the Series 2002 Bonds for delivery in book-entry form at The Depository Trust Company and the fees of the approving attorneys will be paid by the City. Unless we have provided for use of a Financial Surety Bond to evidence our good faith deposit, we herewith hand you a cashier's check or certified check for $180,000 as evidence of our good faith in complying with the terms and conditions of this proposal which is to apply as partial payment (without interest thereon) for said Series 2002 Bonds when the legality of same has been approved, and to be forfeited as fully liquidated damages should we fail or refuse to take up said Series 2002 Bonds as above provided. Said check is to be returned to us (without interest thereon) if this proposal is not accepted, or if the above attorneys should decline to approve the legality or tax-exempt status of the issue and as otherwise described in the Official Notice of Sale. If in lieu of said check, we furnished a Financial Surety Bond, we agree to furnish the required deposit no later than 3:30 p.m. M.S.T. on the day following acceptance of our bid, in accordance with the Official Notice of Sale. This offer is for immediate acceptance unless otherwise specified above. We understand that U.S. Bancorp Piper Jaffray Inc. is acting as financial advisor to the City in connection with the issuance of the Series 2002 Bonds and that, pursuant to its contract with the City, it is required to submit a bid to purchase the Series 2002 Bonds. 13 Dated this 4th day of December, 2001. Respectfully submitted, By (Firm Name) By Name Title The foregoing proposal accepted by the City Council as the governing body of the City this 4th day of December, 2001. By Mayor Section 6. The officers of the City and its financial advisor are hereby authorized and directed to take all other action necessary or appropriate to effectuate the provisions of this resolution. All action heretofore taken (not inconsistent with this resolution) is hereby ratified, approved and confirmed. Section 7. If any section, paragraph, clause or provision of this resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this resolution. 14 Section 8. This resolution shall take effect immediately upon its introduction and passage. INTRODUCED, READ, PASSED AND ADOPTED this 20°i day of November, 2001. [SEAL] At[est: a or Y B Y ~. ~ Director of Finance and Record 15