Gilmore & Bell, P.C.

Draft: June 16, 2015

Sale Documents v1

 

 

 

 

 

REVENUE SALE DOCUMENTS

 

 

A.                 Excerpt of Minutes of Meeting authorizing offering for sale of Bonds

B.                 Resolution for a Public Sale

C.                 Certificate Deeming Preliminary Official Statement Final

D.                 Notice of Bond Sale

E.                  Official Bid Form

 

 

 

 

EXCERPT OF MINUTES OF A MEETING

OF THE GOVERNING BODY OF

THE CITY OF LAWRENCE, KANSAS

HELD ON JUNE 23, 2015

 

            The governing body met in regular session at the usual meeting place in the City, at 5:45, 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 authorizing the sale of Water and Sewage System Refunding Revenue Bonds, Series 2015-B, of the City, came on for consideration and was discussed.

 

            Commissioner ________________ presented and moved the adoption of a Resolution entitled:

 

A RESOLUTION AUTHORIZING THE OFFERING FOR SALE OF WATER AND SEWAGE SYSTEM REFUNDING REVENUE BONDS, SERIES 2015-B, OF THE CITY OF LAWRENCE, KANSAS.

 

            Commissioner _______________ seconded the motion to adopt the Resolution.  Thereupon, the Resolution was read and considered, and the question 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. ______

 

A RESOLUTION AUTHORIZING THE OFFERING FOR SALE OF WATER AND SEWAGE SYSTEM REFUNDING REVENUE BONDS, SERIES 2015-B, OF THE CITY OF LAWRENCE, KANSAS.

 

            WHEREAS, the City of Lawrence, Kansas (the “Issuer”), owns and operates a Water and Sewage System (the “System”); and

 

            WHEREAS, the Issuer is authorized under the provisions of K.S.A. 10-1201 et seq., as amended and supplemented (the “Act”), to issue and sell revenue bonds for the purpose of paying all or part of the cost of the acquisition, construction, reconstruction, alteration, repair, improvement, extension or enlargement of the System, provided that the principal of and interest on such revenue bonds shall be payable solely from the Net Revenues derived from the operation of the System; and

 

WHEREAS, due to the current interest rate environment, the Issuer has the opportunity to issue its refunding bonds in order to achieve an interest cost savings on the debt represented by all or a portion of the following described bonds (the “Refunded Bonds”):

 

 

WHEREAS, the Issuer has selected the firm of Springsted Incorporated, Saint Paul, Minnesota (“Municipal Advisor”), as municipal advisor for one or more series of System revenue bonds of the Issuer to be issued in order in order to provide funds to refund all or a portion of the Refunded Bonds; and

 

            WHEREAS, the Issuer desires to authorize the Municipal Advisor to proceed with the offering for sale of said System revenue bonds; and

 

            WHEREAS, one of the duties and responsibilities of the Issuer is to prepare and distribute a preliminary official statement relating to said System revenue bonds; and

 

            WHEREAS, the Issuer desires to authorize the Municipal Advisor, in conjunction with the Clerk and Gilmore & Bell, P.C., Kansas City, Missouri (“Bond Counsel”) to proceed with the preparation and distribution of a preliminary official statement and all other preliminary action necessary to sell said System revenue 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 for sale the Issuer’s Water and Sewage System Refunding Revenue Bonds, Series 2015-B (the “Bonds”) as described in the Notice of Bond Sale, which is hereby approved in substantially the form presented to the governing body this date.  Proposals for the purchase of the Bonds shall be submitted upon the terms and conditions set forth in said Notice of Bond Sale, and shall be reviewed by the Finance Director, Municipal Advisor and Bond Counsel as soon after the submittal hour as possible.  All proposals for the purchase of the Bonds shall be delivered to the governing body at its meeting to be held on the sale date referenced in the Notice of Bond Sale, at which meeting the governing body shall review such bids and award the sale of the Bonds or reject all proposals.

 

            Section 2.        The Mayor, City Manager and Finance Director are hereby authorized to cause to be prepared a Preliminary Official Statement, and such officials and other representatives of the Issuer are hereby authorized to use such document in connection with the sale of the Bonds.

 

            Section 3.        The Finance Director, in conjunction with the Municipal Advisor and Bond Counsel, is hereby authorized and directed to give notice of said bond sale by distributing copies of the Notice of Bond Sale and Preliminary Official Statement to prospective purchasers of the Bonds.  Bids for the purchase of the Bonds shall be submitted upon the terms and conditions set forth in the Notice of Bond Sale, and shall be delivered to the governing body at its meeting to be held on the sale date referenced in the Notice of Bond Sale, at which meeting the governing body shall review such bids and shall award the sale of the Bonds or reject all bids.

 

            Section 4.        For the purpose of enabling the purchaser of the Bonds (the “Purchaser”) to comply with the requirements of Rule 15c2-12 of the Securities Exchange Commission (the “Rule”), the Mayor, City Manager, Finance Director and Clerk or other 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 the Municipal Securities Rulemaking Board; and (c) take such other actions or execute such other documents as such officers in their reasonable judgment deem necessary; to enable the Purchaser to comply with the requirement of the Rule.

 

            Section 5.        The Issuer agrees to provide to the Purchaser within seven business days of the date of the sale of Bonds or within sufficient time to accompany any confirmation that requests payment from any customer of the Purchaser, whichever is earlier, sufficient copies of the final Official Statement to enable the Purchaser 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, City Manager, Finance Director and Clerk and the other officers and representatives of the Issuer, the Municipal Advisor and Bond Counsel are hereby authorized and directed to take such other action as may be necessary to carry out the sale of the Bonds.  Such officials are also directed and authorized to make provision for payment and/or redemption of the Refunded Bonds from proceeds of the Bonds, including, if necessary, to subscribe for the United States Treasury Securities to be purchased and deposited in the redemption fund for the Refunded Bonds.

 

            Section 7.        This Resolution shall be in full force and effect from and after its adoption.

 

 

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

 

 

            ADOPTED by the governing body on June 23, 2015.

 

 

 

(SEAL)                                                                                                                                                           

                                                                                                            Mayor

ATTEST:

 

 

 

                                                           

                        Clerk

CERTIFICATE DEEMING

PRELIMINARY OFFICIAL STATEMENT FINAL

 

 

June 23, 2015

 

 

To:       [Purchaser Name]

            [Purchaser City, State]

 

            Re:       $[9,730,000] the City of Lawrence, Kansas, Water and Sewage System Refunding Revenue Bonds, Series 2015-B

 

 

            The undersigned are the duly acting Mayor and Clerk of the City of Lawrence, Kansas (the “Issuer”), and are authorized to deliver this Certificate to the addressee (the “Purchaser”) on behalf of the Issuer.  The Issuer has previously caused to be delivered to the Purchaser copies of the Preliminary Official Statement (the “Preliminary Official Statement”) relating to the above-referenced bonds (the “Bonds”).

 

            For the purpose of enabling the Purchaser 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.

 

 

                                                                        CITY OF LAWRENCE, KANSAS

 

 

 

                                                                        By:                                                      

                                                                        Title:  Mayor

 

 

 

                                                                        By:                                                      

                                                                        Title:  Clerk

 

 

NOTICE OF BOND SALE

 

$[9,730,000][*]

CITY OF LAWRENCE, KANSAS

WATER AND SEWAGE SYSTEM REFUNDING REVENUE BONDS

SERIES 2015-B

 

 

            Bids.  Written, Facsimile and electronic (as explained below) bids for the purchase of the above-referenced bonds (the “Bonds”), of the City of Lawrence, Kansas (the “Issuer”) herein described will be received on behalf of the undersigned Clerk of the Issuer, in the case of written bids, at the address hereinafter set forth, and in the case of electronic bids, via PARITY^® until 11:00 a.m., Central Time (the “Submittal Hour”), on

 

JULY 14, 2015

 

(the “Sale Date”) All bids will be publicly evaluated at said time and place and the award of the Bonds to the Successful Bidder (the “Successful Bidder”) will be acted upon by the governing body at its meeting to be held at 5:45 p.m. on the date of sale.  No oral or auction bids will be considered.  Capitalized terms not otherwise defined herein shall have the meanings set forth in the hereinafter referenced Preliminary Official Statement relating to 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 August 18, 2015 (the “Dated Date”), and will become due in principal installments on November 1 in the years as follows:

 

 

            The Bonds will bear interest from the Dated Date at rates to be determined when the Bonds are sold as hereinafter provided, which interest will be payable semiannually on May 1 and November 1 in each year, beginning on November 1, 2015 (the “Interest Payment Dates”).

 

            Adjustment of Issue Size.  The Issuer reserves the right to increase or decrease the total principal amount of 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 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 time, on the Sale Date.  The actual purchase price for 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 Bonds, as adjusted, plus accrued interest from the date of the Bonds to the date of delivery.

 

            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 the Bonds 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. and any Registered Owner of $500,000 or more in aggregate principal amount of Bonds, 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 Issuer and the Attorney General of the State of Kansas.  The Issuer 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.

 

            Book-Entry-Only System.  The Depository Trust Company, New York, New York (“DTC”), will act as securities depository for the Bonds.  The Bonds will initially be issued exclusively in “book entry” form and 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 Bonds.  During the term of the Bonds, so long as the book-entry-only system is continued, the Issuer will make payments of principal of, premium, if any, and interest on the Bonds to DTC or its nominee as the Registered Owner of the Bonds, 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 Bonds to its participants who shall be responsible for transmitting payments to beneficial owners of the Bonds in accordance with agreements between such participants and the beneficial owners.  The Issuer 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:  (a) DTC determines not to continue to act as securities depository for the Bonds, or (b) the Issuer determines that continuation of the book-entry-only form of evidence and transfer of ownership of the Bonds would adversely affect the interests of the beneficial owners of the Bonds, the Issuer will discontinue the book-entry-only form of registration with DTC.  If the Issuer fails to identify another qualified securities depository to replace DTC, the Issuer will cause to be authenticated and delivered to the beneficial owners replacement Bonds in the form of fully registered certificates.  Reference is made to the Official Statement for further information regarding the book-entry-only system of registration of the Bonds and DTC.

 

            Redemption of Bonds Prior to Maturity.

 

            General.  Whenever the Issuer 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.  The Bonds will not be subject to optional redemption and payment prior to maturity.

 

            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:  not less than all Bonds of the same serial maturity shall be converted to Term Bonds with mandatory redemption requirements and a bidder shall make such an election by completing the applicable paragraph on the Official Bid Form or completing the applicable information on PARITY^®.

 

            Authority, Purpose and Security.  The Bonds are being issued pursuant to K.S.A. 10-101 to 10-125, inclusive, specifically including K.S.A. 10-116a, K.S.A. 10-620 et seq., and K.S.A. 10-427 et seq., all as amended and supplemented (the “Act”), for the purpose of refunding a portion of the Issuer’s outstanding Water and Sewage System Refunding and Improvement Revenue Bonds, Series 2005, dated August 1, 2005.  The Bonds and the interest thereon will constitute special obligations of the Issuer, payable solely from, and secured as to the payment of principal and interest by a pledge of, the net revenues of the water and sewage system (the “Net Revenues”) as prescribed by the Act, on a parity with the Issuer’s future water and sewage system revenue bonds and the outstanding: Water and Sewage System Refunding and Improvement Revenue Bonds, Series 2005, dated August 1, 2005; Water and Sewage System Improvement Revenue Bonds, Series 2007, dated June 15, 2007; Water and Sewage System Improvement Revenue Bonds, Series 2008, dated October 1, 2008; Taxable Water and Sewage System Improvement Revenue Bonds, Series 2009-A (Build America Bonds – Direct Pay), dated August 6, 2009; and Water and Sewage System Improvement Revenue Bonds, Series 2015.  The taxing power of the Issuer is not pledged to the payment of the Bonds either as to principal or interest.  The Bonds shall not be or constitute a general obligation of the Issuer, nor shall they constitute an indebtedness of the Issuer within the meaning of any constitutional, statutory or charter provision, limitation or restriction.

 

            Submission of Bids.  Written bids must be made on forms which may be procured from the Clerk or the Municipal Advisor and shall be addressed to the undersigned, and marked “Proposal for Water and Sewage System Refunding Revenue Bonds, Series 2015-B.”  Written bids submitted by facsimile should not be preceded by a cover sheet and should be sent only once to 651-223-3046.  Confirmation of receipt of facsimile bids may be made by contacting the Municipal Advisor at the number listed below.  Electronic bids via PARITY^® must be submitted in accordance with its Rules of Participation, as well as the provisions of this Notice of Bond Sale.  If provisions of this Notice of Bond Sale conflict with those of PARITY^®, this Notice of Bond Sale shall control.  Bids must be received prior to the Submittal Hour on the Sale Date accompanied by the Deposit (as hereinafter defined), which may be submitted separately. The Issuer shall not be responsible for any failure, misdirection or error in the means of transmission selected by any bidder.

 

            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) 849-5023.

 

            Conditions of Bids.  Proposals will be received on the Bonds bearing such rate or rates of interest as may be specified by the bidders, subject to the following conditions:  (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 6%; (c) no supplemental interest payments will be considered; and (d) each interest rate specified shall be a multiple of 1/8 or 1/100 of 1%.  The initial reoffering price to the public for each maturity shall be 98.0% or greater.  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 Issuer the correctness of the information contained on the Official Bid Form; the Issuer will be entitled to rely on such certification.  Each bidder agrees that, if it is awarded the Bonds, it will provide the certification as to initial offering prices described under the caption “Reoffering Prices” in this Notice.

 

            Good Faith Deposit.  Each bid shall be accompanied by a good faith deposit (the Deposit”) in the amount of $[194,600.00] payable to the order of the Issuer to secure the Issuer from any loss resulting from the failure of the bidder to comply with the terms of its bid.  The Deposit must be received by the Issuer by 3:00 p.m. Central Time on the Sale Date.  The Deposit shall be submitted by wire transfer in Federal Reserve funds, immediately available for use by the Issuer (wire transfer information may be obtained from the Issuer or the Municipal Advisor at the addresses set forth below).

 

No interest on the Deposit will be paid by the Issuer.  The Deposit will be held by the Issuer 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 Issuer.  If the Issuer fails to deliver the Bonds to the Successful Bidder in accordance with the terms and conditions of this Notice, said Deposit will be returned to the Successful Bidder.  If the Successful 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 Issuer as and for liquidated damages.

 

            Basis of Award.  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 Issuer.  The Issuer or its Municipal Advisor will compute the TIC based on such bids.  If there is any discrepancy between the TIC specified and the bid price and interest rates specified, the specified bid price and interest rates shall govern and the TIC 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 Issuer will determine which bid, if any, will be accepted, and its determination is final.

 

            The Issuer reserves the right to reject any and/or all bids and to waive any irregularities in a submitted bid.  Any bid received after the Submittal Hour on the date of sale 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.  The award of the Bonds is predicated upon the Issuer achieving a certain level of savings in conjunction with the refunding issue, such amount to be solely determined by the Issuer.

 

            Bond Ratings.  The outstanding water and sewage revenue bonds of the Issuer are rated “Aa2” by Moody’s Investors Service.  The Issuer has applied to Moody’s Investor Service, Inc. for a rating on the Bonds herein offered for sale.

 

            Optional Bond Insurance.  The Issuer has not applied for any policy of municipal bond insurance with respect to the Bonds.  If the Bonds qualify for municipal bond insurance, and any bidder desires to purchase such policy, such indication and the name of the desired insurer must be set forth on the bidder’s Official Bid Form.  The Issuer specifically reserves the right to reject any bid specifying municipal bond insurance, even though such bid may result in the lowest TIC to the Issuer.  All costs associated with the issuance of such policy and associated ratings and expenses (other than any independent rating requested by the Issuer) shall be paid by the Successful Bidder.  Failure of the municipal bond insurer to issue the policy after the award of the Bonds shall not constitute cause for failure or refusal by the Successful Bidder to accept delivery of the Bonds.

 

            CUSIP Numbers.  CUSIP identification numbers will be assigned and printed on the Bonds, but neither the failure to print such number on any Bond nor any error with respect thereto shall constitute cause for failure or refusal by the purchaser thereof to accept delivery of and pay for the Bonds in accordance with the terms of this Notice.  All expenses in relation to the assignment and printing of CUSIP numbers on the Bonds will be paid by the Issuer.

 

            Delivery and Payment.  The Issuer will pay for printing the Bonds and will deliver the Bonds properly prepared, executed and registered without cost on or about August 18, 2015 (the “Closing Date”) to DTC for the account of the Successful Bidder.  The Successful Bidder will be furnished with a certified transcript of the proceedings evidencing the authorization and issuance of the Bonds and the usual closing documents, including a certificate that there is no litigation pending or threatened at the time of delivery of the Bonds affecting their validity and a certificate regarding the completeness and accuracy of the Official Statement.  Payment for the Bonds shall be made in federal reserve funds, immediately available for use by the Issuer.  The Issuer will deliver one Bond of each maturity registered in the nominee name of DTC.

 

            Reoffering Prices.  To provide the Issuer with information necessary for compliance with Section 148 of the Internal Revenue Code of 1986, as amended (the “Code”), the Successful Bidder will be required to complete, execute and deliver to the Issuer prior to the delivery of the Bonds, a written certification (the “Issue Price Certificate”) containing the following:  (a) the initial offering price and interest rate for each maturity of the Bonds; (b) that all of the Bonds were offered to the public in a bona fide public offering at the initial offering prices on the Sale Date; and (c) on the Sale Date the Successful Bidder reasonably expected that at least 10% of each maturity of the Bonds would be sold to the “public” at prices not higher than the initial offering prices.  For purposes of the preceding sentence “public” means persons other than bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters or wholesalers.  However, such Issue Price Certificate may indicate that the Successful Bidder has purchased the Bonds for its own account in a capacity other than as an underwriter or wholesaler, and currently has no intent to reoffer the Bonds for sale the public. 

 

            Subsequent to the Submittal Hour, such initial offering prices to the public shall be provided to the Issuer or the Municipal Advisor not more than 20 minutes after requested by the Issuer or the Municipal Advisor. 

 

            At the request of the Issuer, the Successful Bidder will provide information explaining the factual basis for the Purchaser’s Issue Price Certificate.  This agreement by the Purchaser to provide such information will continue to apply after the Closing Time if:  (a) the Issuer requests the information in connection with an audit or inquiry by the Internal Revenue Service (the “IRS”) or the Securities and Exchange Commission (the “SEC”) or (b) the information is required to be retained by the Issuer pursuant to future regulation or similar guidance from the IRS, the SEC or other federal or state regulatory authority.

 

            Preliminary Official Statement and Official Statement.  The Issuer has prepared a Preliminary Official Statement dated _________ ___, 2015, “deemed final” by the Issuer 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 Clerk or from the Municipal Advisor.  Upon the sale of the Bonds, the Issuer will adopt the final Official Statement and will furnish the Successful Bidder, without cost, within seven business days of the acceptance of the Successful Bidder’s proposal, with a sufficient number of copies thereof, which may be in electric format, in order to comply with the requirements of Rule 15c2-12(3) and (4)  of the Securities and Exchange Commission and Rule G-32 of the Municipal Securities Rulemaking Board (collectively, the “Rules”).  Additional copies may be ordered by the Successful Bidder at its expense.  The Issuer’s acceptance, including electronic acceptance through PARITY®, of the Successful Bidder’s proposal for the purchase of the Bonds shall constitute a contract between the Issuer 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 Bond Resolution, the Issuer 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 the Municipal Securities Rulemaking Board.  This covenant is for the benefit of and is enforceable by any Registered Owner of the Bonds.  For further information, reference is made to the caption “CONTINUING DISCLOSURE” in the Preliminary Official Statement.

 

            Legal Opinion.  The Bonds 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 Issuer, will be printed on the Bonds, if the Bonds are printed, and will be delivered to the Successful Bidder when the Bonds are delivered.  Said opinion will also include the opinion of Bond Counsel relating to the interest on the Bonds being excludable from gross income for federal income tax purposes and exempt from income taxation by the State of Kansas.  Reference is made to the Preliminary Official Statement for further discussion of federal and Kansas income tax matters relating to the interest on the Bonds.

 

            Additional Information.  Additional information regarding the Bonds may be obtained from the undersigned, or from the Municipal Advisor, at the addresses set forth below:

 

            DATED:  June 23, 2015.

 

 

                                                                                    CITY OF LAWRENCE, KANSAS

                                                                                    By:       Bryan Kidney, Finance Director

                                                                                                City Hall

6 East 6th Street

Lawrence, Kansas 66044

                                                                                                Phone No.:  (785) 832-3214

                                                                                                Fax No.:  (785) 832-3405

                                                                                                Email:  bkidney@lawrenceks.org

 

Municipal Advisor- Facsimile Bid and Good Faith Deposit Delivery Address:

 

            Springsted Incorporated

            380 Jackson Street, Suite 300

            Saint Paul, Minnesota 55101

            Attn:  Bond Services

            Phone No.:  651-226-3000

            Fax No.:  651-223-3046

            Email:  bond_services@springsted.com

 

 

OFFICIAL BID FORM

PROPOSAL FOR THE PURCHASE OF CITY OF LAWRENCE, KANSAS

WATER AND SEWAGE SYSTEM REFUNDING REVENUE BONDS

 

TO:          Bryan Kidney, Finance Director                                                                                                                                                        July 14, 2015

                City of Lawrence, Kansas

 

                For $[9,730,000][†] principal amount of Water and Sewage System Refunding Revenue Bonds, Series 2015-B, of the City of Lawrence, Kansas, to be dated August 18, 2015, as described in your Notice of Bond Sale dated June 23, 2015, said Bonds to bear interest as follows:

 

 

the undersigned will pay the purchase price of the Bonds set forth below, plus accrued interest to the date of delivery:

 

                Principal Amount ......................................................................................................................................................... $[9,730,000].00

                Plus Premium (if any) ............................................................................................................................... ______________________

                Total Purchase Price .............................................................................................................................. $_______________________

 

                Total interest cost to maturity at the rates specified ................................................................................ $_______________________

                Net interest cost (adjusted for Discount and/or Premium)...................................................................... $_______________________

 

o            The Bidder elects to purchase Municipal Bond Insurance from:  [Assured] [AGM] [BAM] [____________]. Circle one or complete blank.

o            The Bidder elects to have the following Term Bonds:

Maturity Date	Years	Amount*
November 1, ____	_________ to _________	$______________
November 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 Bond Sale, and if the undersigned is the Successful Bidder, the undersigned will comply with all of the provisions contained in said Notice, including delivery of a wire transfer in the amount of $[194,600.00] payable to the order of the Issuer, to be delivered by 3:00 p.m. Central Time, as an evidence of good faith.  The acceptance of this proposal by the Issuer shall constitute a contract between the Issuer and the Successful Bidder for purposes of complying with Rule 15c2-12 of the Securities and Exchange Commission and a bond purchase agreement for purposes of the laws of Kansas.

 

                                                                                                                                                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 July 14, 2015.

 

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, Bryan Kidney, City Hall, 6 East 6th Street, Lawrence, Kansas 66044, facsimile bids may be filed with the Municipal Advisor, Fax No. 651-223-3046 or electronic bids may be submitted via PARITY^®, at or prior to 11:00 a.m., Central Time, on July 14, 2015.  Any bid received after such time will not be accepted or shall be returned to the bidder.