GILMORE & BELL, P.C.
K107973/Sale Documents2
DRAFT: August 8, 2007
G.O. SALE DOCUMENTS
A. Excerpt of Minutes of Meeting authorizing offering for sale of Notes and Bonds
B. Resolution for a Public Sale
C. Certificate Deeming Preliminary Official Statement Final
E. Notice of Sale
F. Summary Notice of Sale
G. Kansas Register Form
H. Official Bid Form – Notes
I. Official Bid Form – Bonds
J. Sure Bid Qualification Form
EXCERPT OF MINUTES OF A MEETING
OF THE GOVERNING BODY OF
THE CITY OF LAWRENCE, KANSAS
HELD ON AUGUST 14, 2007
The governing body met in regular session at the usual meeting place in the City, at 6:35 p.m., the following members being present and participating, to-wit:
Absent:
The Mayor declared that a quorum was present and called the meeting to order.
* * * * * * * * * * * * * *
(Other Proceedings)
The matter of providing for the offering for sale of approximately $10,245,000 General Obligation Temporary Notes, Series 2007-I, and $11,350,000 principal amount of General Obligation Bonds, Series 2007-A, came on for consideration and was discussed.
City Commissioner __________ presented and moved the adoption of a Resolution entitled:
RESOLUTION AUTHORIZING THE OFFERING FOR SALE OF GENERAL OBLIGATION TEMPORARY NOTES, SERIES 2007-I AND GENERAL OBLIGATION BONDS, SERIES 2007-A, OF THE CITY OF LAWRENCE, KANSAS.
City Commissioner __________ seconded the motion to adopt the Resolution. Thereupon, the Resolution was read and considered, and, the question being put to a roll call vote, the vote thereon was as follows:
Aye:
Nay:
The Mayor declared the Resolution duly adopted; the Clerk designating the same Resolution No. ____.
* * * * * * * * * * * * * *
(Other Proceedings)
[BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]
* * * * * * * * * * * * * *
CERTIFICATE
I hereby certify that the foregoing Excerpt of Minutes is a true and correct excerpt of the proceedings of the governing body of the City of Lawrence, Kansas, held on the date stated therein, and that the official minutes of such proceedings are on file in my office.
(SEAL)
Clerk
RESOLUTION NO. 6735
RESOLUTION AUTHORIZING THE OFFERING FOR SALE OF GENERAL OBLIGATION TEMPORARY NOTES, SERIES 2007-I AND GENERAL OBLIGATION BONDS, SERIES 2007-A, OF THE CITY OF LAWRENCE, KANSAS.
WHEREAS, the City of Lawrence Kansas (the "Issuer"), has heretofore authorized certain internal improvements described as follows (the "Note Projects"):
Project |
Resolution No. |
Authority |
Amount |
O’Connell Road Left Turn |
6585 |
K.S.A. 12-6a01 et seq. |
$ 330,446 |
23rd & Harper Geometric Improvements |
6609 |
K.S.A. 12-685 et seq. |
402,805 |
Carnegie Rehab - SAT Grant |
6675 |
Charter Ordinance 32 |
604,207 |
Stone Ridge North |
6702 |
_______________ |
2,759,664 |
Stone Ridge South |
6701 |
_______________ |
1,399,883 |
Overland Drive |
6655 |
K.S.A. 12-6a01 et seq. |
2,235,567 |
2007 KLINK |
6716 |
K.S.A. 12-685 et seq. |
280,980 |
Oregon Trail Stormwater |
6707 |
_______________ |
40,140 |
George Williams Way, North of 6th |
6665 |
_______________ |
250,875 |
George Williams Way, North of Overland |
6661 |
_______________ |
250,875 |
New Hampshire 6th-9th |
6681 |
K.S.A. 12-685 et seq. |
40,140 |
K-10 and O'Connell Right Turn |
6686 |
_______________ |
331,155 |
25th Terrace |
6708 |
_______________ |
220,770 |
19th & Louisiana |
6571 |
K.S.A. 12-685 et seq. |
80,280 |
Riverridge |
6053 |
K.S.A. 68-580 et seq. |
28,098 |
N. 2nd and Locust |
6620 |
K.S.A. 12-685 et seq. |
210,735 |
Sidewalks |
6728 |
K.S.A. 12-685 et seq. |
250,875 |
Kasold 15th to Clinton |
6647 |
K.S.A. 12-685 et seq. |
336,173 |
Delaware Commons |
6637 |
K.S.A. 12-6a01 et seq. |
191,332 |
|
|
Total: |
$10,245,000 |
WHEREAS, the governing body of the Issuer is authorized by law to issue general obligation bonds to pay a portion of the costs of the Note Projects; and
WHEREAS, the Issuer has not issued any general obligation bonds or temporary notes heretofore authorized to pay any costs related to the Note Projects; and
WHEREAS, it is necessary for the Issuer to provide cash funds (from time to time) to meet its obligations incurred in constructing the Improvements prior to the completion thereof and the issuance of the Issuer's general obligation bonds, and it is desirable and in the interest of the Issuer that such funds be raised by the issuance of temporary notes of the Issuer; and
WHEREAS, the Issuer has heretofore authorized certain internal improvements described as follows (the "Bond Projects," collectively referred to with the Note Projects as the “Improvements”):
Project |
Resolution No. |
Authority |
Amount |
Monterey Way South, Stetson Drive to Peterson Road |
6502 |
K.S.A. 12-6a01 et seq. |
$ 2,181,146 |
Monterey Way North, Peterson Road to Grand Vista Drive |
6518 |
K.S.A. 12-6a01 et seq. |
1,481,830 |
23rd Street Access Management |
6568 |
K.S.A. 12-685 et seq. |
168,210 |
Peterson, Kasold to Monterey Way |
6519 |
K.S.A. 12-6a01 et seq. |
2,499,488 |
Kasold & Peterson Road Intersection |
6520 |
K.S.A. 12-6a01 et seq. |
147,664 |
Kasold Drive, Peterson Road North to KTA |
6566/6678 |
K.S.A. 12-685 et seq. |
1,042,867 |
KTA Sidewalks |
6670 |
K.S.A. 12-685 et seq. |
201,402 |
Fire Station #4 2121 Wakarusa |
6546/6606 |
Charter Ordinance 32 |
2,749,104 |
KLINK - Iowa Street and 23rd Street |
6646 |
K.S.A. 12-685 et seq. |
316,328 |
Clinton Park |
6688 |
240,840 |
|
DeVictor Park |
6688 |
Charter Ordinance 27 |
170,595 |
Burroughs Trail |
6688 |
Charter Ordinance 27 |
50,175 |
Sesquicentennial Road |
6688 |
Charter Ordinance 27 |
100,350 |
|
|
Total: |
$ 11,350,000 |
WHEREAS, the Issuer desires to issue its general obligation bonds in order to permanently finance the costs of the Bond Projects and to retire the Issuer's General Obligation Temporary Notes, Series 2007-I, which were issued to temporarily finance a portion of the costs of the Bond Projects; and
WHEREAS, the Issuer desires to approve a preliminary official statement and notice of sale and to authorize the distribution thereof and all other preliminary action necessary to sell said general obligation temporary notes and general obligation bonds.
BE IT RESOLVED BY THE GOVERNING BODY OF THE CITY OF LAWRENCE, KANSAS, AS FOLLOWS:
Section 1. The Issuer is hereby authorized to offer at competitive public sale $ 10,245,000 principal amount of General Obligation Temporary Notes, Series 2007-I (the "Notes") and $11,350,000 principal amount of General Obligation Bonds, Series 2007-A (the "Bonds") as described in the Notice of Sale, which is hereby approved in substantially the form presented to the governing body this date.
Section 2. The Preliminary Official Statement, dated August 14, 2007, is hereby approved in substantially the form presented to the governing body this date, with such changes or additions as the Mayor and Clerk shall deem necessary and appropriate, and such officials and other representatives of the Issuer are hereby authorized to use such document in connection with the public sale of the Notes and Bonds.
Section 3. The Finance Director, in conjunction with Gilmore & Bell, P.C., Kansas City ("Bond Counsel"), is hereby authorized and directed to give notice of said note and bond sale by publishing a summary of the Notice of Sale not less than 6 days before the date of the bond sale in a newspaper of general circulation in Douglas County, Kansas, and the Kansas Register and by distributing copies of the Notice of Sale and Preliminary Official Statement to prospective purchasers of the Notes and Bonds. Bids for the purchase of the Notes and Bonds shall be submitted upon the terms and conditions set forth in said Notice of Sale, and shall be delivered to the governing body at its meeting to be held on such date, at which meeting the governing body shall review such bids and shall award the sale of the Notes and Bonds or reject all bids.
Section 4. For the purpose of enabling the purchaser of the Notes and the purchaser of the Bonds (collectively, the "Purchasers") to comply with the requirements of Rule 15c2-12 of the Securities Exchange Commission (the "Rule"), the appropriate officers of the Issuer are hereby authorized: (a) to approve the form of said Preliminary Official Statement, and to execute the "Certificate Deeming Preliminary Official Statement Final", in substantially the form attached hereto as Exhibit A, as approval of the Preliminary Official Statement, such official's signature thereon being conclusive evidence of such official's and the Issuer's approval thereof; (b) covenant to provide continuous secondary market disclosure by annually transmitting certain financial information and operating data and other information necessary to comply with the Rule to certain national repositories and the Municipal Securities Rulemaking Board, as applicable; and (c) take such other actions or execute such other documents as such officers in their reasonable judgment deem necessary; to enable the Purchasers to comply with the requirement of the Rule.
Section 5. The Issuer agrees to provide to the Purchasers within seven business days of the date of the sale of Notes and Bonds or within sufficient time to accompany any confirmation that requests payment from any customer of the Purchasers, whichever is earlier, sufficient copies of the final Official Statement to enable the Purchasers to comply with the requirements of Rule 15c2-12(3) and (4) of the Securities and Exchange Commission and with the requirements of Rule G-32 of the Municipal Securities Rulemaking Board.
Section 6. The Mayor, Clerk, Finance Director, and the other officers and representatives of the Issuer, and Bond Counsel are hereby authorized and directed to take such other action as may be necessary to carry out the public sale of the Bonds. Such officials are also directed and authorized to make provision for payment of the following described temporary notes of the Issuer, at their maturity, from proceeds of the Bonds and other available funds:
Series |
Dated Date |
Maturity Date |
Original Amount |
Outstanding Amount |
Redemption Amount |
2006-I |
September 15, 2006 |
October 1, 2007 |
$16,345,000 |
$16,345,000, plus interest thereon to maturity |
[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
Section 7. This Resolution shall be in full force and effect from and after its adoption.
ADOPTED by the governing body on August 14, 2007.
(SEAL)
Mayor
ATTEST:
Clerk
EXHIBIT A
CERTIFICATE DEEMING
PRELIMINARY OFFICIAL STATEMENT FINAL
August 14, 2007
To: ______________________________
__________, _____________
______________________________
__________, _____________
Re: $10,245,000 principal amount of General Obligation Temporary Notes, Series 2007-I and $11,350,000 City of Lawrence, Kansas, General Obligation Bonds, Series 2007-A
Ladies and Gentlemen:
The undersigneds are the duly acting Mayor and Clerk of the City of Lawrence, Kansas (the "Issuer"), and are authorized to deliver this Certificate to the addressees (the "Purchasers") on behalf of the Issuer. The Issuer has heretofore caused to be delivered to the Purchasers copies of the Preliminary Official Statement (the "Preliminary Official Statement"), relating to the above-referenced notes (the “Notes”) and bonds (the "Bonds").
For the purpose of enabling the Purchasers to comply with the requirements of Rule 15c2-12(b)(1) of the Securities and Exchange Commission (the "Rule"), the Issuer hereby deems the information regarding the Issuer contained in the Preliminary Official Statement to be final as of its date, except for the omission of such information as is permitted by the Rule, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal per maturity, delivery dates, ratings, identity of the underwriters and other terms of the Bonds depending on such matters.
Very truly yours,
CITY OF LAWRENCE, KANSAS
By:
Title: Mayor
By:
Title: Clerk
NOTICE OF SALE
$10,245,000*
GENERAL OBLIGATION TEMPORARY NOTES
SERIES 2007-I
$11,350,000*
GENERAL OBLIGATION BONDS
SERIES 2007-A
OF THE CITY OF LAWRENCE, KANSAS
(GENERAL OBLIGATIONS PAYABLE
FROM UNLIMITED AD VALOREM TAXES)
Bids. Sealed, facsimile and electronic (as explained below) bids for the purchase of General Obligation Temporary Notes, Series 2007-I (the "Notes") and General Obligation Bonds, Series 2007-A (the "Bonds") of the City of Lawrence, Kansas (the "City") will be received (1) in the case of sealed and facsimile bids by the City's Finance Director at the address and fax number hereinafter set forth and (2) in the case of electronic bids through the PARITY electronic bid submission system (“PARITY”), until 11:00 a.m., local time, for the Notes and until 11:30 a.m., local time, for the Bonds on
Tuesday, September 11, 2007
at which time such bids will be publicly read and will be acted upon by the governing body at its meeting to be held at 6:35 p.m. that day. No oral or auction bids will be considered.
Terms of the Notes. The Notes will consist of fully registered notes in the denomination of $5,000 or any integral multiple thereof (the "Authorized Denomination"). The Notes will be dated September 15, 2007 (the "Dated Date") and will become due on October 1, 2008. The Notes will bear interest from the dated date at the rate determined when the Notes are sold. Interest on the Notes will be payable on April 1, 2008 and at maturity on October 1, 2008.
Redemption of Notes Prior to Maturity. The Notes are not subject to redemption prior to maturity.
Authority, Purpose and Security. The Notes are being issued pursuant to **[K.S.A. 10-123, K.S.A. 12-6a01 et seq., K.S.A. 12-685 et seq., Article 12, § 5 of the Constitution of the State of Kansas and Charter Ordinance Number 32 of the City]**, all as amended and supplemented, and a resolution adopted by the governing body of the City (the "Note Resolution") for the purpose of paying a portion of the cost of certain street, sewer, public building and other improvements. The Notes shall be general obligations of the City payable as to both principal and interest in part from special assessments levied upon the property benefited by the construction of certain improvements, from the proceeds of general obligation bonds of the City, and, if not so paid, from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City. The full faith, credit and resources of the City are irrevocably pledged for the prompt payment of the principal and interest on the Notes as the same become due.
Place of Payment. The principal of and interest on the Notes will be payable in lawful money of the United States of America by check or draft of the Treasurer of the City, Lawrence, Kansas (the "Paying Agent" and "Note Registrar"). The principal of each Note and the interest thereon will be payable at maturity to the owners thereof whose names are on the registration books (the "Note Register") of the Note Registrar (the "Registered Owner") upon presentation and surrender at the principal office of the Paying Agent. Interest on each Note will be payable to the Registered Owner of such Note as of the fifteenth day (whether or not a business day) of the calendar month next preceding each Interest Payment Date (the "Record Date"): (a) mailed by the Paying Agent to the address of such Registered Owner as shown on the Note Register or at such other address as is furnished to the Paying Agent in writing by such Registered Owner; or (b) in the case of an interest payment to Cede & Co. or any Registered Owner of $500,000 or more in aggregate principal amount of Notes, by wire transfer to such Registered Owner upon written notice given to the Paying Agent by such Registered Owner, not less than 15 days prior to the Record Date for such interest, containing the wire transfer address to which such Registered Owner wishes to have such wire directed.
Note Registration. The Notes will be registered pursuant to a plan of registration approved by the City and the Attorney General of the State of Kansas. The City will pay for the fees of the Note Registrar for registration and transfer of the Notes and will also pay for printing a reasonable supply of registered note blanks. Any additional costs or fees that might be incurred in the secondary market, other than fees of the Note Registrar, will be the responsibility of the Registered Owners.
THE BONDS
Terms of the Bonds. The Bonds will consist of fully registered bonds in the denomination of $5,000 or any integral multiple thereof (the "Authorized Denomination"). The Bonds will be dated September 15, 2007 (the "Dated Date") and will become due in principal installments on September 1 in the years as follows:
SERIES 2007-A
MATURITY |
PRINCIPAL AMOUNT* |
MATURITY |
PRINCIPAL AMOUNT* |
|
|
|
|
2008 |
$770,000 |
2014 |
$950,000 |
2009 |
780,000 |
2015 |
990,000 |
2010 |
810,000 |
2016 |
1,035,000 |
2011 |
845,000 |
2017 |
1,075,000 |
2012 |
880,000 |
2018 |
1,125,000 |
2013 |
915,000 |
2019 |
1,175,000 |
The Bonds will bear interest from the dated date at rates to be determined when the Bonds are sold, which interest will be payable semiannually on March 1 and September 1 in each year, beginning on March 1, 2008.
Redemption of Bonds Prior to Maturity.
General. Whenever the City is to select Bonds for the purpose of redemption, it will, in the case of Bonds in denominations greater than the minimum Authorized Denomination, if less than all of the Bonds then outstanding are to be called for redemption, treat each minimum Authorized Denomination of face value of each such fully registered Bond as though it were a separate Bond in the minimum Authorized Denomination.
Optional Redemption. At the option of the City, Bonds or portions thereof maturing on September 1 in the years 2018, and thereafter, will be subject to redemption and payment prior to maturity on September 1, 2017, and thereafter, as a whole at any time or in part (selection of maturities and the amount of Bonds of each maturity to be redeemed to be determined by the City in such equitable manner as it may determine) at any time, at the redemption price of 100% (expressed as a percentage of the principal amount), plus accrued interest to the date of redemption.
Mandatory Redemption. A bidder may elect to have all or a portion of the Bonds scheduled to mature in consecutive years issued as term bonds (the "Term Bonds") scheduled to mature in the latest of said consecutive years and subject to mandatory redemption requirements consistent with the schedule of serial maturities set forth above, subject to the following conditions: (a) not less than all Bonds of the same serial maturity shall be converted to Term Bonds with mandatory redemption requirements; and (b) a bidder shall make such an election by completing the applicable paragraph on the Official Bid Form.
Notice and Effect of Call for Redemption. Unless waived by any owner of Bonds to be redeemed, if the City shall call any Bonds for redemption and payment prior to the maturity thereof, the City shall give written notice of its intention to call and pay said Bonds to the Bond Registrar. In addition, the City shall cause the Bond Registrar to give written notice of redemption to the registered owners of said Bonds. The Bond Registrar shall deposit said written notice in United States first class mail not less than 30 days prior to the date fixed for redemption. All notices of redemption shall state the date of redemption, the redemption price, the Bonds to be redeemed, the place of surrender of Bonds so called for redemption and a statement of the effect of the redemption. The City shall also give such additional notice as may be required by Kansas law or regulation of the Securities and Exchange Commission in effect as of the date of such notice. If any Bond be called for redemption and payment as aforesaid, all interest on such Bond shall cease from and after the date for which such call is made, provided funds are available for its payment at the price hereinbefore specified.
Authority, Purpose and Security. The Bonds are being issued pursuant to and in full compliance with the Constitution and statutes of the State of Kansas, including, without limitation, **[K.S.A. 10-101 et seq., K.S.A. 12-110c, K.S.A. 12-6a01 et seq., K.S.A. 12-685 et seq., Article 12, § 5 of the Constitution of the State of Kansas and Charter Ordinance Numbers 28 and 32 of the City]**, all as amended and supplemented, and an ordinance and resolution adopted by the governing body of the City (jointly the "Bond Resolution") for the purpose of paying the costs of certain street, sewer, public building, and other improvements in the City and paying the costs of issuing the Bonds. The Bonds shall be general obligations of the City payable as to both principal and interest in part from special assessments levied upon the property benefited by the construction of certain improvements, and, if not so paid, from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City, with the balance payable from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City. The full faith, credit and resources of the City are irrevocably pledged for the prompt payment of the principal and interest on the Bonds as the same become due.
Place of Payment. The principal of and interest on the Bonds will be payable in lawful money of the United States of America by check or draft of the Treasurer of the State of Kansas, Topeka, Kansas (the "Paying Agent" and "Bond Registrar"). The principal of each Bond will be payable at maturity [or earlier redemption] to the owners thereof whose names are on the registration books (the "Bond Register") of the Bond Registrar (the "Registered Owner") upon presentation and surrender at the principal office of the Paying Agent. Interest on each Bond will be payable to the Registered Owner of such Bond as of the fifteenth day (whether or not a business day) of the calendar month next preceding each Interest Payment Date (the "Record Date"): (a) mailed by the Paying Agent to the address of such Registered Owner as shown on the Bond Register or at such other address as is furnished to the Paying Agent in writing by such Registered Owner; or (b) in the case of an interest payment to Cede & Co, by wire transfer to such Registered Owner upon written notice given to the Paying Agent by such Registered Owner, not less than 15 days prior to the Record Date for such interest, containing the wire transfer address to which such Registered Owner wishes to have such wire directed.
Bond Registration. The Bonds will be registered pursuant to a plan of registration approved by the City and the Attorney General of the State of Kansas. The City will pay for the fees of the Bond Registrar for registration and transfer of the Bonds and will also pay for printing a reasonable supply of registered bond blanks. Any additional costs or fees that might be incurred in the secondary market, other than fees of the Bond Registrar, will be the responsibility of the Owners.
THE BONDS AND THE NOTES
Book-Entry-Only System. The Notes and the Bonds (the "Securities") shall be initially registered in the name of Cede & Co., as the nominee of DTC and no beneficial owner will receive certificates representing their interests in the Securities. During the term of the Securities, so long as the book-entry-only system is continued, the City will make payments of principal of, premium, if any, and interest on the Securities to DTC or its nominee as the Registered Owner of the Securities, DTC will make book-entry-only transfers among its participants and receive and transmit payment of principal of, premium, if any, and interest on the Securities to is participants who shall be responsible for transmitting payments to beneficial owners of the Securities in accordance with agreements between such participants and the beneficial owners. The City will not be responsible for maintaining, supervising or reviewing the records maintained by DTC, its participants or persons acting through such participants. In the event that (i) DTC determines not to continue to act as securities depository for the Securities, or (ii) the City determines that continuation of the book-entry-only form of evidence and transfer of ownership of the Securities would adversely affect the interests of the beneficial owners of the Securities, the City will discontinue the book-entry-only form of registration with DTC. If the City fails to identify another qualified securities depository to replace DTC, the City will cause to be authenticated and delivered to the beneficial owners replacement Securities in the form of fully registered certificates. Reference is made to the Preliminary Official Statement for further information regarding the book-entry-only system of registration of the Securities and DTC.
Ratings. The City has applied to Moody's Investors Service, Inc. for ratings on the Securities.
CUSIP Numbers. CUSIP identification numbers will be printed on or assigned to the Securities, but neither the failure to print such number on or assign such number to any Security nor any error with respect thereto will constitute cause for failure or refusal by the purchaser thereof to accept delivery of and pay for the Securities in accordance with the terms of this Notice. All expenses in relation to the assignment and printing of CUSIP numbers on the Securities will be paid by the City.
Delivery and Payment. The City will pay for printing the Securities and will deliver the Securities properly prepared, executed and registered without cost on or about September 27, 2007, at DTC for the account(s) of the successful bidder(s). The successful bidders will be furnished with a certified transcript of the proceedings evidencing the authorization and issuance of the Securities and the usual closing documents, including a certificate that there is no litigation pending or threatened at the time of delivery of the Securities affecting their validity and a certificate regarding the completeness and accuracy of the Official Statement. Payment for the Securities shall be made in federal reserve funds, immediately available for use by the City.
Certification as to Offering Prices. To provide the City with information necessary for compliance with Section 148 of the Internal Revenue Code of 1986, as amended (the "Code"), the successful bidders will be required to complete, execute and deliver to the City prior to the delivery of the Securities, a certificate regarding the "issue price" of the Securities (as defined in Section 148 of the Code), reflecting the initial offering prices (excluding accrued interest and expressed as dollar prices) at which a substantial amount (i.e., 10% or more) of the Notes or Bonds of each maturity have been or are expected to be sold to the public. The term "public" excludes bond houses, brokers or similar persons or organizations acting in the capacity of underwriters or wholesalers. Such certificate shall state that 10% or more of the Notes or Bonds of each maturity have been or are expected to be sold to the public at prices no higher than such initial offering prices. However, such certificate may indicate that the successful bidder will not offer the Securities for sale to the public.
Adjustment of Issue Size. The Issuer reserves the right to increase or decrease the total principal amount of the Notes or the Bonds, depending on the purchase price and interest rates bid and the offering prices specified by the successful bidder. The principal amount of any maturity may be adjusted by the Issuer in order to properly size the Note issue or the Bond issue based on the discount and interest rates bid on the Bonds. The successful bidder may not withdraw its bid or change the interest rates bid as a result of any changes made to the principal amount of the Bonds or principal of any maturity as described herein. If there is an increase or decrease in the final aggregate principal amount of the Bonds or the schedule of principal payments as described above, the Issuer will notify the successful bidder by means of telephone or facsimile transmission, subsequently confirmed in writing, no later than 2:00 p.m., central daylight time, on the Sale Date. The actual purchase price for the Notes or the Bonds shall be calculated by applying the percentage of par value bid by the successful bidder against the final aggregate principal amount of the Notes or the Bonds, as adjusted, plus accrued interest from the date of the Notes or the Bonds to the date of delivery.
BIDS FOR NOTES AND BONDS
Submission of Bids. All bids must be made on forms which may be procured from the Director of Finance. No additions or alterations in such forms shall be made and any erasures may cause rejection of any bid. Bids must be in writing, submitted in sealed envelopes by mail or hand delivery or by facsimile, addressed to the undersigned, and marked "Proposal for General Obligation Temporary Notes, Series 2007-I" or "Proposal for General Obligation Bonds, Series 2007-A", as applicable. Written bids submitted by facsimile should not be preceded by a cover sheet and should be sent only once to (785)832-3405. Confirmation of receipt of facsimile bids may be made by contacting the Director of Finance at the number listed below. Bids for the Notes must be received prior to 11:00 a.m. on the Sale Date. Bids for the Bonds must be received prior to 11:30 a.m. on the Sale Date, accompanied by the Deposit (as hereinafter defined), which may be submitted separately, provided such Deposit is received by the City prior to 11:30 a.m. on the Sale Date. The City shall not be responsible for failure of transmission of facsimile or delivery by mail or in person of any bid.
PARITY®. Information about the electronic bidding services of PARITY® may be obtained from i-Deal LLC at 1359 Broadway, 2nd Floor, New York, New York 10018, Phone No. (212) 849-5000.
Conditions of Bids. Bids may be submitted for the Notes and/or for the Bonds. A separate bid must be submitted for the Notes and for the Bonds. Proposals will be received for the Notes and the Bonds bearing such rate or rates of interest as may be specified by the bidders, subject to the following conditions:
For the Notes: (a) the same rate shall apply to all Notes; (b) no interest rate may exceed a rate equal to the daily yield for the 10-year Treasury Bond published by THE BOND BUYER, in New York, New York, on the Monday next preceding the day on which the Notes are sold, plus 3%; and (c) no supplemental interest payments will be considered. No bid shall be for less than 99.50% of the principal amount of the Notes and accrued interest thereon to the date of delivery will be considered. Each bid shall specify the total interest cost (expressed in dollars) during the term of the Notes on the basis of such bid, the discount, if any, the premium, if any, offered by the bidder, the net interest cost (expressed in dollars) on the basis of such bid on the basis of such bid.
For the Bonds: (a) the same rate shall apply to all Bonds of the same maturity year; (b) no interest rate may exceed a rate equal to the daily yield for the 10-year Treasury Bond published by THE BOND BUYER, in New York, New York, on the Monday next preceding the day on which the Bonds are sold, plus 3%; and (c) no supplemental interest payments will be considered; and (d) each interest rate specified shall be a multiple of 1/8 or 1/20 of 1%. The difference between the highest rate specified and the lowest rate specified cannot exceed 2.00%. No bid shall be for less than 100% of the principal amount of the Bonds and accrued interest thereon to the date of delivery will be considered. Each bid shall specify the total interest cost (expressed in dollars) during the term of the Bonds on the basis of such bid, the premium, if any, offered by the bidder, the net interest cost (expressed in dollars) on the basis of such bid and an estimate of the TIC (as hereinafter defined) on the basis of such bid.
Each bidder shall certify to the City the correctness of the information contained on the Official Bid Form; the City will be entitled to rely on such certification. Each bidder agrees that, if it is awarded the Notes, it will provide the certification as to initial offering prices described under the caption "Certification as to Offering Price" in this Notice.
Good Faith Deposit.
For the Notes: A good faith deposit is not required for bids on the Notes.
For the Bonds: Each bid for the Bonds shall be accompanied by a good faith deposit (the Deposit") in the amount of 2% of the principal amount of the Bonds payable to the order of the City to secure the City from any loss resulting from the failure of the bidder to comply with the terms of its bid. The Deposit may be in the form of a certified or cashier's check drawn on a bank located in the United States of America or a financial surety bond (the "Surety Bond") and shall be delivered to the City at the address hereinafter set forth. All Surety Bonds must be from an insurance or surety company rated "AAA" by Standard and Poor's Ratings Services, a division of The McGraw Hill Companies, Inc., and "Aaa" by Moody's Investors Service and licensed to issue such a surety bond in the State of Kansas. The Surety Bond must be submitted to the City prior to the Submittal Hour on the Sale Date and must identify each bidder whose deposit is guaranteed by such Surety Bond. Good Faith checks submitted by unsuccessful bidders will be returned. If the sale of the Bonds is awarded to a bidder utilizing a Surety Bond, the successful bidder is required to submit to the City a cashier's or certified check or wire transfer of immediately available federal funds to such financial institution requested by the City, not later than 2:00 p.m., Central Daylight Time on the next business day following the Sale Date. If such funds are not received by such time, the Surety Bond may be drawn on by the City to satisfy the Deposit requirement. No interest on the Deposit will be paid by the City. If a bid is accepted, the Deposit, or the proceeds thereof, will be held by the City until the successful bidder has complied with all of the terms and conditions of this Notice at which time the amount of said Deposit shall be returned to the successful bidder or deducted from the purchase price at the option of the City. If a bid is accepted but the City fails to deliver the Bonds to the successful bidder in accordance with the terms and conditions of this Notice, said Deposit, or the proceeds thereof, will be returned to the successful bidder. If a bid is accepted but the bidder defaults in the performance of any of the terms and conditions of this Notice, the proceeds of such Deposit will be retained by the City as and for liquidated damages.
Basis of Award.
For the Notes: The award of the Notes will be made on the basis of the lowest net interest cost (expressed in dollars), which will be determined by subtracting the amount of the premium bid, if any, from or adding the amount of the discount bid, if any, to the total interest cost to the City. If there is any discrepancy between the net interest cost specified and the interest rates specified, the specified net interest cost shall govern and the interest rates specified in the bid shall be adjusted accordingly. If two or more proper bids providing for identical amounts for the lowest net interest cost are received, the governing body of the City will determine which bid, if any, will be accepted, and its determination is final.
For the Bonds: The award of the Bonds will be made on the basis of the lowest true interest cost ("TIC"), which will be determined as follows: the TIC is the discount rate (expressed as a per annum percentage rate) which, when used in computing the present value of all payments of principal and interest to be paid on the Bonds, from the payment dates to the Dated Date, produces an amount equal to the price bid, including any adjustments for premium, if any. Present value will be computed on the basis of semiannual compounding and a 360-day year of twelve 30-day months. Bidders are requested to supply an estimate of the TIC for the Bonds on the Official Bid Form, computed as specified herein on the basis of their respective bids, which shall be considered as informative only and not binding on either the bidder or the City. If there is any discrepancy between the true interest cost specified and the bid price and interest rates specified, the specified bid price and interest rates shall govern and the true interest rates specified in the bid shall be adjusted accordingly. If two or more proper bids providing for identical amounts for the lowest TIC are received, the governing body of the City will determine which bid, if any, will be accepted, and its determination is final.
The City reserves the right to reject any and/or all bids and to waive any irregularities in a submitted bid. Any bid for the Notes received after 11:00 a.m. on the Sale Date and any bid for the Bonds received after 11:30 a.m. on the Sale Date will be returned to the bidder. Any disputes arising hereunder shall be governed by the laws of Kansas, and any party submitting a bid agrees to be subject to jurisdiction and venue of the federal and state courts within Kansas with regard to such dispute.
ADDITIONAL INFORMATION
Preliminary Official Statement and Official Statement. The City has prepared a Preliminary Official Statement dated August 14, 2007, "deemed final" by the City except for the omission of certain information as provided in Securities and Exchange Commission Rule 15c2-12, copies of which may be obtained from the Director of Finance. Upon the sale of the Securities, the City will adopt the final Official Statement and will furnish the successful bidders, without cost, within seven business days of the acceptance of the successful bidders’ proposal, with a sufficient number of copies thereof in order for the successful bidders to comply with the requirements of Rule 15c2-12(b)(3) and (4) of the Securities and Exchange Commission and Rule G-32 of the Municipal Securities Rulemaking Board (jointly the "Rules"). Additional copies may be ordered by the successful bidders at their expense. The City's acceptance of the successful bidder's proposal for the purchase of the Note or Bonds, as applicable, shall constitute a contract between the City and the successful bidder for purposes of the Rules.
Continuing Disclosure. The Securities and Exchange Commission (the "SEC") has promulgated amendments to its Rule 15c2-12 (the "Rule") requiring continuous secondary market disclosure for certain issues. In the Note Resolution and the Bond Resolution, the City has covenanted to provide annually certain financial information and operating data and other information necessary to comply with the Rule, and to transmit the same to certain national repositories, the State repository, if any, and the Municipal Securities Rulemaking Board, as applicable. This covenant is for the benefit of and is enforceable by any Registered Owner of the Securities. For further information, reference is made to the caption "CONTINUING DISCLOSURE" in the Preliminary Official Statement.
Assessed Valuation and Indebtedness. The equalized assessed tangible valuation of property within the City for computation of bonded debt limitations is $897,731,218 as of December 31, 2006. The total general obligation bonded indebtedness of the City as of the date of the Bonds and Notes, including the Securities being sold, but excluding the temporary notes to be retired with the proceeds of the Securities being sold, is $97,025,000.
Legal Opinion. The Securities will be sold subject to the approving legal opinion of Gilmore & Bell, P.C., Kansas City, Missouri, Bond Counsel, which opinion will be furnished and paid for by the City and will accompany the Bonds and Notes, as applicable, and will be delivered to the successful bidder when the Securities are delivered. The opinion will also include the opinion of Bond Counsel relating to the exclusion of the interest on the Securities from gross income for federal income tax purposes and from computation of Kansas adjusted gross income. Reference is made to the Preliminary Official Statement for further discussion of federal and Kansas income tax matters relating to the interest on the Securities.
Additional Information. Additional information regarding the Securities may be obtained from the City Clerk, from the City's Director of Finance or from Gilmore & Bell, P.C., Bond Counsel, 2405 Grand Boulevard, Suite 1100, Kansas City , Missouri 64108 (816)221-1000.
DATED: August 14, 2007.
CITY OF LAWRENCE, KANSAS
By: A. Ed Mullins, Director of Finance
Written and Facsimile Bid and Good Faith Deposit Delivery Address:
Lawrence City Hall
Six East Sixth Street
Post Office Box 708
Lawrence, Kansas 66044
Phone No. (785)832-3000
Fax No. (785)832-3405
SUMMARY NOTICE OF SALE
$10,245,000*
GENERAL OBLIGATION TEMPORARY NOTES
SERIES 2007-I
$11,350,000*
GENERAL OBLIGATION BONDS
SERIES 2007-A
OF THE CITY OF LAWRENCE, KANSAS
(GENERAL OBLIGATIONS PAYABLE
FROM UNLIMITED AD VALOREM TAXES)
Bids. SUBJECT to the Notice of Sale and Preliminary Official Statement dated August 14, 2007, sealed, facsimile and electronic bids for the purchase of General Obligation Temporary Notes, Series 2007-I (the "Notes") and General Obligation Bonds, Series 2007-A (the "Bonds") of the City of Lawrence, Kansas (the "City") will be received (1) in the case of sealed and facsimile bids by the City's Finance Director at the address and fax number hereinafter set forth and (2) in the case of electronic bids, via PARITY®, until 11:00 a.m., local time, for the Notes and until 11:30 a.m., local time, for the Bonds on Tuesday, SEPTEMBER 11, 2007. No bid of less than 99.50% of the principal amount of the Notes and accrued interest thereon to the date of delivery will be considered. No bid of less than 100% of the principal amount of the Bonds and accrued interest thereon to the date of delivery will be considered.
THE NOTES
Note Details. The Notes will consist of fully registered notes in the denomination of $5,000 or any integral multiple thereof. The Notes will be dated September 15, 2007 and will become due on October 1, 2008. Notes will bear interest from the dated date at the rate determined when the Notes are sold. Interest on the Notes will be payable on April 1, 2008 and at maturity on October 1, 2008.
Book-Entry-Only System. The Notes will be registered under a book-entry-only system administered through DTC.
Paying Agent and Note Registrar. Treasurer of the City, Lawrence, Kansas.
Good Faith Deposit. No good faith deposit is required for the Notes.
THE BONDS
Bond Details. The Bonds will consist of fully registered bonds in the denomination of $5,000 or any integral multiple thereof. The Bonds will be dated September 15, 2007, and will become due in principal installments on September 1 in the years as follows:
MATURITY |
PRINCIPAL AMOUNT* |
MATURITY |
PRINCIPAL AMOUNT* |
|
|
|
|
2008 |
$770,000 |
2014 |
$950,000 |
2009 |
780,000 |
2015 |
990,000 |
2010 |
810,000 |
2016 |
1,035,000 |
2011 |
845,000 |
2017 |
1,075,000 |
2012 |
880,000 |
2018 |
1,125,000 |
2013 |
915,000 |
2019 |
1,175,000 |
The Bonds will bear interest from the dated date at rates to be determined when the Bonds are sold, which interest will be payable semiannually on March 1 and September 1 in each year, beginning on March 1, 2008.
Book-Entry-Only System. The Bonds will be registered under a book-entry-only system administered through DTC.
Redemption of Bonds Prior to Maturity. The Bonds will be subject to optional redemption prior to maturity as provided in the Notice of Sale and Preliminary Official Statement.
Good Faith Deposit. Each bid for the Bonds shall be accompanied by a good faith certified or cashier's check drawn on a bank located in the United States of America or a financial surety bond in the amount of 2% of the principal amount of the Bonds.
THE NOTES AND THE BONDS
Delivery. The City will pay for printing the Notes and the Bonds (the "Securities") and will deliver the same properly prepared, executed, and registered without cost to the successful bidder on or about September 27, 2007 at DTC for the account of the successful bidder.
Assessed Valuation and Indebtedness. The Equalized Assessed Tangible Valuation for Computation of Bonded Debt Limitations for the year 2006 is $897,731,218. The total general obligation bonded indebtedness of the City as of the date of the Securities, including the Securities being sold, but excluding the temporary notes to be retired with the proceeds of the Securities being sold, is $97,025,000.
Approval of Bonds. The Securities will be sold subject to the legal opinion of Gilmore & Bell, P.C., Kansas City, Missouri, Bond Counsel, whose approving legal opinion as to the validity of the Securities will be furnished and paid for by the City and delivered to the successful bidder as and when the Securities are delivered.
Additional Information. Additional information regarding the Securities may be obtained from the City's Director of Finance or from Gilmore & Bell, P.C., Bond Counsel, 2405 Grand Boulevard, Suite 1100, Kansas City, Missouri 64108 (816)221-1000.
DATED: August 14, 2007.
CITY OF LAWRENCE, KANSAS
By: A. Ed Mullins, Director of Finance
Written and Facsimile Bid and Good Faith Deposit Delivery Address:
Lawrence City Hall
Six East Sixth Street
Post Office Box 708
Lawrence, Kansas 66044
Phone No. (785)832-3000
Fax No. (785)832-3405
KANSAS REGISTER
DOCUMENT NO. _______
(Above space for Register Office Use)
Submission Form
Municipal Bond Sale Notice
(K.S.A. 10-106 as amended)
TITLE OF NOTICE OF SALE
DOCUMENT Re: $10,245,000 General Obligation Temporary Notes, Series 2007-I and $11,350,000 General Obligation Bonds, Series 2007-A, Dated September 15, 2007 of the City of Lawrence, Kansas
NUMBER OF PAGES __2___ DESIRED PUBLICATION DATE __August 30, 2007__________
BILL TO: A. Ed Mullins, Director of Finance
Six East Sixth Street, Lawrence, Kansas 66044
Please forward 3 Affidavits of Publication of same to Gilmore & Bell, P.C., 2405 Grand Blvd., Suite 1100, Kansas City, Missouri 64108 at your earliest opportunity.
Any questions regarding this document should be directed to:
NAME Gina M. Riekhof PHONE (816)221-1000 ________
Certification
I hereby certify that I have reviewed the attached and herein described document, and that it conforms to all applicable Kansas Register publication guidelines. I further certify that submission of this item for publication in the Kansas Register is authorized by the municipality which has issued the notice.
Authorized Signature
Typed Name of Signer
Position
TRANSMIT TO: Kansas Register; Secretary of State; State Capitol, Topeka, KS 66612
PHONE: (785) 296-3489; FAX: (785) 291-3051; EMAIL: nancyr@kssos.org
THIS SPACE FOR REGISTER OFFICE USE ONLY
OFFICIAL BID FORM
PROPOSAL FOR THE PURCHASE OF CITY OF LAWRENCE, KANSAS
GENERAL OBLIGATION TEMPORARY NOTES
TO: A. Ed Mullins, Finance Director September 11, 2007
City of Lawrence, Kansas
For $10,245,000* principal amount of General Obligation Temporary Notes, Series 2007-I, of the City of Lawrence, Kansas, to be dated September 15, 2007, as described in your Notice of Note Sale dated August 14, 2007, said Notes to bear interest as follows:
MaturityOctober 1 |
Principal Amount* |
Interest Rate |
2008 |
$10,245,000 |
________% |
the undersigned will pay the par value of the Notes plus accrued interest to the date of delivery, less a total discount, plus a total premium in the amount set forth below.
Total interest cost to maturity at the rates specified ............................................................................ $_______________________
Discount (if any) (not to exceed 0.50%) .................................................................................................... $______________________
Premium (if any) ......................................................................................................................................... ($______________________)
Net interest cost.......................................................................................................................................... $_______________________
Average annual net interest rate ...................................................................................................................................... ____________%
This proposal is subject to all terms and conditions contained in said Notice of Note Sale, and if the undersigned is the successful bidder, the undersigned will comply with all of the provisions contained in said Notice. The acceptance of this proposal by the City shall constitute a contract between the City and the successful bidder.
Submitted by:_________________________________
[LIST ACCOUNT MEMBERS ON REVERSE] By:__________________________________
Telephone No.(____)___________________________
ACCEPTANCE
Pursuant to action duly taken by the Governing Body of the City of Lawrence, Kansas, the above proposal is hereby accepted on September 11, 2007.
Attest:
___________________________________________ ___________________________________________
Clerk Mayor
NOTE: No additions or alterations in the above proposal form shall be made, and any erasures may cause rejection of any bid. Sealed bids may be filed with the Director of Finance, A. Ed Mullins, Six East Sixth Street, Lawrence, Kansas 66044, facsimile bids may be filed with the Clerk, Fax No. (785)832-3405, electronic bids may be submitted via PARITY®, at or prior to 11:00 a.m., Central Daylight Time, on September 12, 2006. Any bid received after such time will be returned to the bidder.
OFFICIAL BID FORM
PROPOSAL FOR THE PURCHASE OF CITY OF LAWRENCE, KANSAS
GENERAL OBLIGATION BONDS
TO: A. Ed Mullins, Finance Director September 11, 2007
City of Lawrence, Kansas
For $11,350,000* principal amount of General Obligation Bonds, Series 2007-A, of the City of Lawrence, Kansas, to be dated September 15, 2006, as described in your Notice of Sale dated August 14, 2007, said Bonds to bear interest as follows:
Stated Maturity September 1 |
Principal Amount* |
Annual Rate of Interest |
|
Stated Maturity September 1 |
Principal Amount* |
Annual Rate of Interest |
2008 |
$770,000 |
__________% |
|
2014 |
$950,000 |
__________% |
2009 |
780,000 |
__________% |
|
2015 |
990,000 |
__________% |
2010 |
810,000 |
__________% |
|
2016 |
1,035,000 |
__________% |
2011 |
845,000 |
__________% |
|
2017 |
1,075,000 |
__________% |
2012 |
880,000 |
__________% |
|
2018 |
1,125,000 |
__________% |
2013 |
915,000 |
__________% |
|
2019 |
1,175,000 |
__________% |
the undersigned will pay the par value of the Bonds plus accrued interest to the date of delivery, plus a total premium in the amount set forth below.
Total interest cost to maturity at the rates specified ............................................................................................ $_______________________
Premium (if any) .................................................................................................................................................. ($______________________)
Net interest cost.................................................................................................................................................... $_______________________
Average annual net interest rate ................................................................................................................................................. ____________%
True Interest Cost ..................................................................................................................................................................... ____________%
o The Bidder elects to have the following Term Bonds:
Maturity Date |
Years |
Amount |
September 1, ____ |
_________ to _________ |
$______________ |
September 1, ____ |
_________ to _________ |
$______________ |
subject to mandatory redemption requirements in the amounts and at the times shown above.
This proposal is subject to all terms and conditions contained in said Notice of Sale, and if the undersigned is the successful bidder, the undersigned will comply with all of the provisions contained in said Notice. A cashier's or certified check or a qualified financial surety bond in the amount of $228,000 payable to the order of the City, accompanies this proposal as an evidence of good faith. The acceptance of this proposal by the City shall constitute a contract between the City and the successful bidder.
Submitted by:_________________________________
[LIST ACCOUNT MEMBERS ON REVERSE] By:__________________________________
Telephone No.(____)___________________________
ACCEPTANCE
Pursuant to action duly taken by the Governing Body of the City of Lawrence, Kansas, the above proposal is hereby accepted on September 11, 2007.
Attest:
___________________________________________ ___________________________________________
Clerk Mayor
NOTE: No additions or alterations in the above proposal form shall be made, and any erasures may cause rejection of any bid. Sealed bids may be filed with the Finance Director, A. Ed Mullins, Six East Sixth Street, Lawrence, Kansas 66044, facsimile bids may be filed with the Clerk, Fax No. (785)832-3405, electronic bids may be submitted via PARITY®, at or prior to 11:30 a.m., Central Daylight Time, on September 12, 2006. Any bid received after such time will be returned to the bidder.
Notice of Sale of Sure-Bid Qualified Issue
Appendix B
Facsimile: 212/339-3488
Phone: 212/339-3423
E-Mail: surebid@fsa.com
TO: Sure-Bid
FROM:
Gilmore & Bell, P.C.
2405 Grand Blvd., Suite 1100
Kansas City, MO 64108
Attn: Gina M. Riekhof
RE: Sure-Bid Qualified Issue
Issue Information:
Name of City & State City of Lawrence, Kansas
Name of Issue: General Obligation Bonds,
Series 2007-A
Par Amount of Issue: $11,350,000 Sale Date: September 11, 2007
Principal Maturity Dates (years, from -to): September 1, 2008 to September 1, 2019
Good Faith Deposit Amount: $228,000 Sale Time: 11:30 a.m., Central Time
Advisor's Name: Telephone: Facsimile:
N/A
Principal Contact (if other than advisor): Telephone: Facsimile:
Ed Mullins, City of Lawrence (785) 832-3214 (785) 832-3405
Wiring Instructions (Account where good faith deposit should be sent)
Bank's Name: Credit to:
Central National Bank City of Lawrence, KS
ABA#: Account #:
101101293 245001544
Contact Name & Phone # @ Bank: Angie Gish (785) 838-1970
Send Sure-Bid Surety Bond To (name, address, city, state, zip):
Attention: Gina M. Riekhof Telephone: (816) 221-1000 Facsimile: (816) 221-1018
Gilmore & Bell, P.C.
2405 Grand Blvd., Suite 1100
Kansas City, MO 64108