HomeMy WebLinkAboutResolution 2018 (03) Resolution No. 3 (2018)
ST ROUK,,, RESOLUTION AWARDING THE SALE OF $27,000,000
' �' GENERAL OBLIGATION HIGHWAY MAINTENANCE
FACILITY BONDS, SERIES 2018A; PROVIDING THE FORM
OF THE BONDS; AND LEVYING A TAX IN CONNECTION
THEREWITH
1 WHEREAS, on September 5, 2017, the County Board of St. Croix County, Wisconsin
2 (the"County") adopted a resolution entitled: "Resolution Authorizing the Borrowing of Not to
3 Exceed $27,000,000; and Providing for the Issuance and Sale of General Obligation Bonds
4 Bonds Therefor" (the "Authorizing Resolution")which authorized the issuance and sale of
5 general obligation bonds for the purpose of paying the cost of constructing and equipping a new
6 highway construction and maintenance facility including acquisition of land as the site for said
7 facility (the"Project");
8
9 WHEREAS,pursuant to the Authorizing Resolution, the Finance Director(in
10 consultation with the County's financial advisor, Springsted, Incorporated) caused an Official
11 Notice of Sale to be distributed, offering the aforesaid general obligation bonds for public sale on
12 February 7, 2018; and
13 WHEREAS, sealed bid proposals were received as summarized on Exhibit C attached
14 hereto; and
15 WHEREAS, it has been determined that the bid proposal (the "Proposal") submitted by
16 Northland Securities, Inc., Minneapolis, Minnesota, fully complies with the bid requirements set
17 forth in the Official Notice of Sale and is deemed to be the most advantageous to the County. A
18 copy of said bid is attached hereto as Exhibit A and incorporated herein by this reference.
19 NOW, THEREFORE, BE IT RESOLVED by the County Board of the County that:
20 Section 1. Award of the Bonds. The bid proposal of Northland Securities, Inc.,
21 Minneapolis, Minnesota (the"Purchaser")is hereby accepted, said proposal offering to purchase
22 the TWENTY SEVEN MILLION DOLLARS ($27,000,000) General Obligation Highway
23 Maintenance Facility Bonds, Series 2018A (the "Bonds") for the sum of TWENTY SEVEN
24 MILLION SEVEN HUNDRED TWENTY-SIX THOUSAND SEVEN HUNDRED SIX
25 DOLLARS AND SEVENTY CENTS ($27,726,706.70),resulting in a net interest cost of NINE
26 MILLION SEVEN HUNDRED FOUR THOUSAND TWO HUNDRED SEVENTY-SIX
27 DOLLARS AND FIFTY-NINE CENTS ($9,704,276.59) and a true interest rate of 3.0051%.
28
29 Section 2. Terms of the Bonds. The Bonds shall be designated"General Obligation
30 Highway Maintenance Facility Bonds, Series 2018A"; shall be dated March 8, 2018; shall be in
31 the denomination of$5,000 or any integral multiple thereof, shall bear interest at the rates per
32 annum and mature on March 1 of each year, in the years and principal amounts as set forth in the
33 Pricing Summary attached hereto as Exhibit D and incorporated herein by this reference. Interest
34 is payable semi-annually on March 1 and September 1 of each year commencing March 1, 2019.
35 The schedule of principal and interest payments due on the Bonds is set forth on the Debt
36 Service Schedule attached hereto as Exhibit E and incorporated herein by this reference (the
37 "Schedule").
38 Section 3. Designation of Purchaser as Agent. The County hereby designates the
39 Purchaser as its agent for purposes of distributing the Final Official Statement relating to the
40 Bonds to any participating underwriter in compliance with Rule 15c2-12 of the Securities and
41 Exchange Commission.
42 Section 4. Redemption Provisions. At the option of the County, the Bonds maturing
43 on March 1, 2028 and thereafter shall be subject to redemption prior to maturity on March 1,
44 2027 or on any date thereafter. Said Bonds shall be redeemable as a whole or in part, from
45 maturities selected by the County and within each maturity by lot, at the principal amount
46 thereof,plus accrued interest to the date of redemption.
47 Section 5. Form of the Bonds. The Bonds shall be issued in registered form and shall
48 be executed and delivered in substantially the form attached hereto as Exhibit B and incorporated
49 herein by this reference.
50 Section 6. Direct Annual Irrepealable Tax Levy. For the purpose of paying the
51 principal of and interest on the Bonds as the same becomes due, the full faith, credit and
52 resources of the County are hereby irrevocably pledged and a direct annual irrepealable tax is
53 hereby levied upon all taxable property of the County. Said direct annual irrepealable tax shall
54 be levied in the years 2018 through 2037 for payments due in 2019 through 2038 in the amounts
55 as set forth on the Schedule.
56 The aforesaid direct annual irrepealable tax hereby levied shall be collected in addition to
57 all other taxes and in the same manner and at the same time as other taxes of the County levied in
58 said years are collected. So long as any part of the principal of or interest on the Bonds remains
59 unpaid, the tax herein above levied shall be and continues irrepealable except that the amount of
60 tax carried onto the tax roll may be reduced in any year by the amount of any surplus in the Debt
61 Service Fund Account created herein, including any capitalized interest funded with proceeds of
62 the Bonds.
63 Section 7. Debt Service Fund Account. There is hereby established in the County
64 treasury a fund account separate and distinct from every other County fund or account designated
65 "Debt Service Fund Account for $27,000,000 St. Croix County General Obligation Highway
66 Maintenance Facility Bonds, Series 2018A, dated March 8, 2018." There shall be deposited in
67 said fund account any premium plus accrued interest paid on the Bonds at the time of delivery to
68 the Purchaser, all money raised by taxation pursuant to Section 6 hereof and all other sums as
69 may be necessary to pay interest on the Bonds when the same shall become due and to retire the
70 Bonds at their respective maturity dates. Said fund account shall be used for the sole purpose of
71 paying the principal of and interest on the Bonds and shall be maintained for such purpose until
72 such indebtedness is fully paid or otherwise extinguished.
73 Section 8. Segregated Borrowed Money Fund. The proceeds of the Bonds (the "Bond
74 Proceeds") (other than any premium and accrued interest which must be paid at the time of the
75 delivery of the Bonds into the Debt Service Fund Account created above) shall be deposited into
76 an account separate and distinct from all other funds and be disbursed solely for the purposes for
77 which borrowed or for the payment for the principal of and the interest on the Bonds.
78 Section 9. Arbitrage Covenant. The County shall not take any action with respect to
79 the Bond Proceeds which, if such action had been reasonably expected to have been taken, or
80 had been deliberately and intentionally taken on the date of the delivery of and payment for the
81 Bonds (the "Closing"), would cause the Bonds to be "arbitrage bonds"within the meaning of
82 Section 148 of the Internal Revenue Code of 1986, as amended (the "Code") and any income tax
83 regulations promulgated thereunder(the"Regulations").
84 The Bond Proceeds may be temporarily invested in legal investments until needed,
85 provided however, that the County hereby covenants and agrees that so long as the Bonds remain
86 outstanding, moneys on deposit in any fund or account created or maintained in connection with
87 the Bonds, whether such moneys were derived from the Bond Proceeds or from any other source,
88 will not be used or invested in a manner which would cause the Bonds to be "arbitrage bonds"
89 within the meaning of the Code or Regulations.
90 The County Clerk, or other officer of the County charged with responsibility for issuing
91 the Bonds, shall provide an appropriate certificate of the County, for inclusion in the transcript of
92 proceedings, setting forth the reasonable expectations of the County regarding the amount and
93 use of the Bond Proceeds and the facts and estimates on which such expectations are based, all as
94 of the Closing.
95 Section 10. Additional Tax Covenants, Exemption from Rebate. The County hereby
96 further covenants and agrees that it will take all necessary steps and perform all obligations
97 required by the Code and Regulations (whether prior to or subsequent to the issuance of the
98 Bonds) to assure that the Bonds are obligations described in Section 103(a) of the Code, the
99 interest on which is excluded from gross income for federal income tax purposes, throughout
100 their term. The County Clerk or other officer of the County charged with the responsibility of
101 issuing the Bonds, shall provide an appropriate certificate of the County as of the Closing, for
102 inclusion in the transcript of proceedings, certifying that it can and covenanting that it will
103 comply with the provisions of the Code and Regulations.
104 Further, it is the intent of the County to take all reasonable and lawful actions to comply
105 with any new tax laws enacted so that the Bonds will continue to be obligations described in
106 Section 103(a) of the Code, the interest on which is excluded from gross income for federal
107 income tax purposes.
108 The County anticipates that the Bonds will qualify for the two year expenditure
109 exemption from the rebate requirements of the Code. The County Clerk or other officer of the
110 County charged with the responsibility of issuing the Bonds, shall provide an appropriate
111 certificate of the County as of the Closing, for inclusion in the transcript of proceedings, with
112 respect to said exemption from the rebate requirements, and said County Clerk or other officer is
113 hereby authorized to make any election on behalf of the County in order to comply with the
114 rebate requirements of the Code. If, for any reason, the County did not qualify for any
115 exemption from the rebate requirements of the Code, the County covenants that it would take all
116 necessary steps to comply with such requirements.
117 Section 11. Persons Treated as Owners, Transfer of Bonds. The fiscal agent appointed
118 in Section 15 hereof shall keep books for the registration and for the transfer of the Bonds. The
119 person in whose name any Bond shall be registered shall be deemed and regarded as the absolute
120 owner thereof for all purposes and payment of either principal or interest on any Bond shall be
121 made only to the registered owner thereof. All such payments shall be valid and effectual to
122 satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid.
123 Any Bond may be transferred by the registered owner thereof by surrender of the Bond at
124 the office of said fiscal agent, duly endorsed for the transfer or accompanied by an assignment
125 duly executed by the registered owner or his attorney duly authorized in writing. Upon such
126 transfer, said fiscal agent shall deliver in the name of the transferee or transferees a new Bond or
127 Bonds of a like aggregate principal amount, series and maturity and said fiscal agent shall record
128 the name of each transferee in the registration book. No registration shall be made to bearer.
129 Said fiscal agent shall cancel any Bond surrendered for transfer.
130 The County shall cooperate in any such transfer, and the County Board Chairperson and
131 County Clerk are authorized to execute any new Bond or Bonds necessary to effect any such
132 transfer.
133 The fifteenth day of each calendar month next preceding each interest payment date shall
134 be the record date for the Bonds. Payment of interest on the Bonds on any interest payment date
135 shall be made to the registered owners of the Bonds as they appear on the registration book of the
136 County maintained by said fiscal agent at the close of business on the corresponding record date.
137 Section 12. Utilization of The Depository Trust Company Book-Entry-Only-System.
138 In order to make the Bonds eligible for the services provided by The Depository Trust Company,
139 New York, New York("DTC"), the County has heretofore agreed to the applicable provisions
140 set forth in the DTC Blanket Issuer Letter of Representation and an official of the County has
141 executed such Letter of Representation and delivered it to the DTC on behalf of the County.
142 Section 13. Official Statement. The County Board hereby approves the Preliminary
143 Official Statement with respect to the Bonds and deems the Preliminary Official Statement as
144 "final" as of its date for purposes of SEC Rule 15c2-12 promulgated by the Securities and
145 Exchange Commission pursuant to the Securities and Exchange Act of 1934 (the"Rule"). All
146 actions taken by officers of the County in connection with the preparation of such Preliminary
147 Official Statement and any addenda to it or Final Official Statement are hereby ratified and
148 approved. In connection with Closing, the appropriate County official shall certify the
149 Preliminary Official Statement and any addenda or Final Official Statement. The appropriate
150 County official shall cause copies of the Preliminary Official Statement and any addenda or Final
151 Official Statement to be distributed to the Purchaser.
152 Section 14. Execution of the Bonds. The Bonds shall be issued in typewritten form,
153 one Bond for each maturity, executed on behalf of the County by the manual or facsimile
154 signatures of the County Board Chairperson and County Clerk(except that one of the foregoing
155 signatures shall be manual), sealed with its official or corporate seal, if any, and delivered to the
156 Purchaser upon payment to the County of the purchase price thereof,plus accrued interest to the
157 date of delivery. In the event that either of the officers whose signatures appear on the Bonds
158 shall cease to be such officers before the delivery of the Bonds, such signatures shall,
159 nevertheless, be valid and sufficient for all purposes to the same extent as if they had remained in
160 office until such delivery. The aforesaid officers are hereby authorized to do all acts and execute
161 and deliver all documents as may be necessary and convenient to effectuate the Closing.
162 Section 15. Payment of the Bonds. The principal of and interest on the Bonds shall be
163 paid by U.S. Bank National Association, St. Paul, Minnesota, which is hereby appointed as the
164 County's registrar and fiscal agent pursuant to the provisions of Section 67.10(2), Wisconsin
165 Statutes (the"Fiscal Agent"). The Fiscal Agency Agreement between the County and the Fiscal
166 Agent shall be substantially in the form attached hereto as Exhibit F and incorporated herein by
167 this reference.
168 Section 16. Continuing Disclosure. The County hereby covenants and agrees that it
169 will comply with and carry out all of the provisions of its Continuing Disclosure Certificate,
170 which the County will execute and deliver on the Closing Date. Any Bondholder may take such
171 actions as may be necessary and appropriate, including seeking mandate or specific performance
172 by court order, to cause the County to comply with its obligations under this Section.
173 Section 17. Conflicting Resolutions, Severability; Effective Date. All prior
174 resolutions, rules or other actions of the County or any parts thereof in conflict with the
175 provisions hereof shall be, and the same are,hereby rescinded insofar as the same may so
176 conflict. In the event that any one or more provisions hereof shall for any reason be held to be
177 illegal or invalid, such illegality or invalidity shall not affect any other provisions hereof. The
178 foregoing shall take effect immediately upon adoption and approval in the manner provided by
179 law.
Resolution No. 3 (2018)
ST ROI.,w ~[~w� RESOLUTION AWARDING THE SALE OF $27,000,000
' Y GENERAL OBLIGATION HIGHWAY MAINTENANCE
FACILITY BONDS, SERIES 2018A; PROVIDING THE FORM
OF THE BONDS; AND LEVYING A TAX IN CONNECTION
THEREWITH
Legal-Fiscal-Administrative Approvals:
Legal Note:
Fiscal Impact: Debt payments will increase the debt tax levy for the next twenty years.
7`9
L 92
C Coo,Corpora o o el ] 120I8 bert M' 1�°rn�nce Directm 1 12018
(2.7or-I Amm -a2 �f
Pa ck T1 County Admini 1.11.9/2018
01/24/18 Administration Committee RECOMMENDED
......... ......... ......... ......... ......... ......... ......... ......... ......... ......... ......... ......... ......... ......... ......... ..........
RESULT: RECOMMENDED [UNANIMOUS]
MOVER: Jill Ann Berke, Vice Chair
SECONDER: Shaela Leibfried, Supervisor
AYES: Sjoberg, Moothedan, Berke, Ard, Leibfried
Vote Confirmation.
J.
Ray�'a 9.S
e1upecvwr 1/25/2018
St. Croix County Board of Supervisors Action:
Roll Call -Vote Requirement— Majority of Supervisors Present
RESULT: ADOPTED [14 TO 2]
MOVER: Jill Ann Berke, Supervisor
SECONDER: Scott Nelson, Supervisor
AYES: Matter, Babbitt, Long, Moothedan, Nelson, Berke, Ostness, Larson, Hansen, Ard,
Peterson, Anderson, Achterhof, Peavey
NAYS: Tom Coulter, Andy Brinkman
ABSENT: Ryan S. Sicard, Roy Sjoberg, Shaela Leibfried
This Resolution was Adopted by the St. Croix County Board of Supervisors on February 8, 2018
Cindy Campbell, County Clerk
EXHIBIT A
Northland Securities, Inc. - Minneapolis, MN's Bid
St. Croix County, Wisconsin
$27,000,000 General Obligation Highway Maintenance Facility Bonds,
Series 2018A
For the aggregate principal amount of$27,000,000.00,we will pay you$27,726,706.70, plus accrued
interest from the date of issue to the date of delivery.The Bonds are to bear interest at the following
rate(s):
Maturity Date;Amount$ Coupon%;Yield%'Dollar Price'Bond Insurance#
03/01/2019 515M 3.0000 ;1.4200101.532 j
03/01/2020 1 995M 3.0000 31.6000 102.718
03/01/2021 1,035M 4.0000 1.7200 106.596 i
03/01/2022 j 1,075M 25000 11.8700 102.405 !
/2023 1,120M 4.0-00-0--i-
03/01 2 0000 109.435 ,v T
__._.
03/01/2024 1,165M 4.0000 12.1300 ' 110.448
63/01/2025 1,215M 5.0000 j2.2700 117.531 !
03/01/2026 1,260M 5.0000 12.4000 118.780
03/01/2027 J 1,295M 2.6000 2.6000 : 100.000
03/01/2028 1,335M 2.7000 12.7000 100.000 ,
03/01/2029 1,375M 2.9000 (2.9000 100.000
_
03/01/2030 1 1,420M 3.0000 '3.0000 100.000
03/01/2031 1,465M 3.050_0 3.0500 100.000_! 1
03/01/2032 '; 1,510M -3.1000 !3 1000 100.000 —
03/01/2033 ; 1,560M 3.1500 13.1500 100.000
03/01/2034 j 1,615M 3.2000 13.2000 100.000
- ..._.........
03/01/2035 1,670M 3.2500 j 3.2500 100.000 !
03/01/2036 1,730M 3.3000 13.3000 100.000
03/01/2037 1,790M 3.3500 13.3500 100.000 1
03/01/2038 1,855M 3.2500 (3.3100 1 99.127 i E
Total Interest Cost: $10,430,983.29
Premium: $726,706.70
Net Interest Cost: $9,704,276.59
TIC: 3.005149
Total Insurance Premium: $0.00
Time Last Bid Received On:02/07/2018 11:28:37 CST
This proposal is made subject to all of the terms and conditions of the Official Bid Form,the Official Notice
of Sale,and the Preliminary Official Statement,all of which are made a part hereof.
Bidder: Northland Securities, Inc., Minneapolis, MN
Contact: Dustin Siehr
Tele phone:414-908-0422
Fax: 414-755-1831
Issuer Name: St. Croix County, Wisconsin Company Name: Northland Securities, Inc.
Accepted By: Accepted By: C; Z leowCe--,
Date: February 7, 2018 Date: February 7,2018
EXHIBIT B
(Form of Bond)
UNITED STATES OF AMERICA
REGISTERED STATE OF WISCONSIN
NO. R- ST. CROIX COUNTY
GENERAL OBLIGATION HIGHWAY MAINTENANCE
FACILITY BOND, SERIES 2018A
MATURITY DATE: ORIGINAL DATE OF ISSUE: INTEREST CUSIP:
RATE:
MARCH 1, 20_ MARCH 8, 2018 _ % 789228
DEPOSITORY OR ITS NOMINEE NAME: CEDE& CO.
PRINCIPAL AMOUNT: DOLLARS
KNOW ALL MEN BY THESE PRESENTS, that St. Croix County, Wisconsin (the
"County"), hereby acknowledges itself to owe and for value received promises to pay to the
Depository or its Nominee Name (the "Depository")identified above(or to registered assigns),
on the maturity date identified above, the principal amount identified above, and to pay interest
thereon at the rate of interest per annum identified above all subject to the provisions set forth
herein regarding redemption prior to maturity. Interest is payable semi-annually on March 1 and
September 1 of each year commencing March 1, 2019 until the aforesaid principal amount is
paid in full. Both the principal of and interest on this Bond are payable in lawful money of the
United States by U.S. Bank National Association, the fiscal agent appointed by the County
pursuant to the provisions of Section 67.10(2), Wisconsin Statutes, to act as bond registrar and
paying agent(the "Bond Registrar"). The principal of this Bond shall be payable only upon
presentation and surrender of the Bond at the office of the Bond Registrar. Interest payable on
any interest payment date shall be paid by wire transfer to the Depository in whose name this
Bond is registered on the Bond Register maintained by the Bond Registrar at the close of
business on the 15th day of the calendar month next preceding the semi-annual interest payment
date (the"Record Date").
For the prompt payment of this Bond together with interest hereon as aforesaid and for
the levy of taxes sufficient for that purpose, the full faith, credit and resources of the County are
hereby irrevocably pledged.
This Bond is one of an issue of Bonds aggregating the principal amount of$27,000,000,
all of which are of like tenor, except as to denomination, interest rate, maturity date and
redemption provision, issued by the County pursuant to the provisions of Chapter 67, Wisconsin
Statutes, for the purpose of paying the cost of constructing and equipping a new highway
construction and maintenance facility including acquisition of land as the site for said facility, all
as authorized by resolutions of the County Board duly adopted by said governing body at
meetings held on September 5, 2017 and February 8, 2018. Said resolutions are recorded in the
official minutes of the County Board for said dates.
At the option of the County, the Bonds maturing on March 1, 2028 and thereafter are
subject to redemption prior to maturity on March 1, 2027 or on any date thereafter. Said Bonds
are redeemable as a whole or in part, from maturities selected by the County and within each
maturity by lot(as selected by the Depository), at the principal amount thereof,plus accrued
interest to the date of redemption.
In the event the Bonds are redeemed prior to maturity, as long as the Bonds are in
book-entry-only form, official notice of the redemption will be given by mailing a notice by
registered or certified mail, or overnight express delivery, to the Depository not less than thirty
(30) days nor more than sixty (60) days prior to the redemption date. If less than all the Bonds of
a maturity are to be called for redemption, the Bonds of such maturity to be redeemed will be
selected by lot. Such notice will include but not be limited to the following: the designation,
date and maturities of the Bonds called for redemption, CUSIP numbers, and the date of
redemption. Any notice mailed as provided herein shall be conclusively presumed to have been
duly given, whether or not the Depository receives the notice. The Bonds shall cease to bear
interest on the specified redemption date,provided that federal or other immediately available
funds sufficient for such redemption are on deposit at the office of the Depository at that time.
Upon such deposit of funds for redemption the Bonds shall no longer be deemed to be
outstanding.
It is hereby certified and recited that all conditions, things and acts required by law to
exist or to be done prior to and in connection with the issuance of this Bond have been done,
have existed and have been performed in due form and time; that the aggregate indebtedness of
the County, including this Bond and others issued simultaneously herewith, does not exceed any
limitation imposed by law or the Constitution of the State of Wisconsin; and that a direct annual
irrepealable tax has been levied sufficient to pay this Bond, together with the interest thereon,
when and as payable.
This Bond is transferable only upon the books of the County kept for that purpose at the
office of the Bond Registrar. In the event that the Depository does not continue to act as
depository for the Bonds, and the County Board appoints another depository, new fully
registered Bonds in the same aggregate principal amount shall be issued to the new depository
upon surrender of the Bonds to the Bond Registrar, in exchange therefor and upon the payment
of a charge sufficient to reimburse the County for any tax, fee or other governmental charge
required to be paid with respect to such registration. The Bond Registrar shall not be obliged to
make any transfer of the Bonds (i) after the Record Date, (ii) during the fifteen (15) calendar
days preceding the date of any publication of notice of any proposed redemption of the Bonds, or
(iii)with respect to any particular Bond, after such Bond has been called for redemption. The
County and the Bond Registrar may treat and consider the Depository in whose name this Bond
is registered as the absolute owner hereof for the purpose of receiving payment of, or on account
of, the principal or redemption price hereof and interest due hereon and for all other purposes
whatsoever.
2
IN WITNESS WHEREOF, St. Croix County, Wisconsin, by its governing body, has
caused this Bond to be executed for it and in its name by the signatures of its duly qualified
County Board Chairperson and County Clerk; and to be sealed with its official or corporate seal,
if any, all as of the 8t' day of March, 2018.
ST. CROIX COUNTY, WISCONSIN
By:
Roger Larson, County Board Chairperson
(SEAL)
By:
Cindy Campbell, County Clerk
3
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto
(Name and Address of Assignee)
(Social Security or other Identifying Number of Assignee)
the within Bond and all rights thereunder and hereby irrevocably constitutes and appoints
, Legal Representative, to transfer said Bond on the books kept for
registration thereof, with full power of substitution in the premises.
Dated:
Signature Guaranteed:
(e.g. Bank, Trust Company (Depository or its Nominee
or Securities Firm) Name)
(Authorized Officer) NOTICE: The above-named
Depository or its Nominee Name must
correspond with the name as it appears upon
the face of the within Bond in every
particular, without alteration or enlargement
or any change whatever.
4
EXHIBIT
Springsted Incorporated
380 Jackson Street, Suite 300
Sp1'ingSt+ d Saint Paul,MN 55101-2887
Tel: 651-223-3000
Fax: 651-223-3002
Email: advisors@springsted.com
www.springsted.com
$27,000,000*
ST. CROIX COUNTY,WISCONSIN
GENERAL OBLIGATION HIGHWAY MAINTENANCE FACILITY BONDS, SERIES 2018A
(BOOK ENTRY ONLY)
AWARD: NORTHLAND SECURITIES, INC.
AND SYNDICATE
SALE: February 7, 2018 Moody's Rating: Aa1
Interest Net Interest True Interest
Bidder Rates Price Cost Rate
NORTHLAND SECURITIES, INC. 3.00% 2019-2020 $27,726,706.70 $9,704,276.59 3.0051%
STIFEL, NICOLAUS &COMPANY, 4.00% 2021
INCORPORATED 2.50% 2022
BOK FINANCIAL SECURITIES, INC. 4.00% 2023-2024
J.J.B. HILLIARD &W.L. LYONS 5.00% 2025-2026
GATES CAPITAL 2.60% 2027
2.70% 2028
2.90% 2029
3.00% 2030
3.05% 2031
3.10% 2032
3.15% 2033
3.20% 2034
3.25% 2035
3.30% 2036
3.35% 2037
3.25% 2038
PIPER JAFFRAY&CO. 2.00% 2019-2022 $27,806,812.75 $9,903,114.63 3.0505%
3.00% 2023-2025
4.00% 2026-2030
3.00% 2031
3.125% 2032
3.25% 2033-2035
3.375% 2036-2038
MORGAN STANLEY&CO, LLC 2.00% 2019 $27,802,433.36 $9,889,619.78 3.0592%
RAYMOND JAMES &ASSOCIATES, INC. 2.50% 2020
FTN FINANCIAL CAPITAL MARKETS 4.00% 2021-2024
JEFFERIES &COMPANY, INC. 5.00% 2025-2026
ZIEGLER 3.00% 2027-2031
RAMIREZ &GUERRERO LLP 3.125% 2032
3.25% 2033-2035
3.375% 2036-2038
Subsequent to bid opening, the issue size was not changed.
Publlic Sector Advisors
Interest Net Interest True Interest
Bidder Rates Price Cost Rate
BANK OF AMERICA MERRILL LYNCH 2.00% 2019-2020 $27,721,127.55 $9,892,001.77 3.0625%
4.00% 2021-2027
3.00% 2028-2031
3.125% 2032
3.25% 2033-2035
3.375% 2036-2038
J.P. MORGAN SECURITIES LLC 2.00% 2019 $27,810,000.00 $9,936,678.75 3.0716%
ACADEMY SECURITIES, INC. 3.00% 2020
ESTRADA HINOJOSA&COMPANY, INC. 4.00% 2021-2027
3.00% 2028-2029
3.25% 2030
3.375% 2031
3.125% 2032
3.25% 2033-2035
3.375% 2036-2038
ROBERT W. BAIRD &COMPANY, 2.00% 2019 $27,787,398.26 $10,113,352.80 3.1323%
INCORPORATED 3.00% 2020
C.L. KING &ASSOCIATES WMBE 4.00% 2021
FIDELITY CAPITAL MARKETS 3.00% 2022
EDWARD JONES 4.00% 2023-2024
LOOP CAPITAL MARKETS 5.00% 2025
DOUGHERTY& COMPANY, LLC 4.00% 2026-2028
WNJ CAPITAL 3.00% 2029
CREWS &ASSOCIATES, INC. 3.25% 2030
DAVENPORT &CO. L.L.0 3.375% 2031
DUNCAN-WILLIAMS, INC. 3.50% 2032
SIERRA PACIFIC SECURITIES 3.125% 2033-2034
ISAAK BOND INVESTMENTS, INC. 3.25% 2035-2036
VINING-SPARKS IBG, 3.375% 2037-2038
LIMITED PARTNERSHIP
ROSS, SINCLAIRE &ASSOCIATES, LLC
BERNARDI SECURITIES, INC.
OPPENHEIMER &CO.
WAYNE HUMMER &CO.
SUMRIDGE PARTNERS
COUNTRY CLUB BANK
ALAMO CAPITAL WMBE
BNYMELLON CAPITAL MARKETS
IFS SECURITIES
FIRST EMPIRE SECURITIES
R. SEELAUS &COMPANY., INC.
UMB BANK, N.A.
W.H. MELL ASSOCIATES
MIDLAND SECURITIES
FMS BONDS INC.
FIRST KENTUCKY SECURITIES CORP.
RBC CAPITAL MARKETS
MULTI-BANK SECURITIES INC.
FIRST SOUTHERN SECURITIES
WEDBUSH SECURITIES INC.
WILLIAMS CAPITAL GROUP L.P.
GEORGE K. BAUM &COMPANY
Interest Net Interest True Interest
Bidder Rates Price Cost Rate
MESIROW FINANCIAL INC. 2.50% 2019-2020 $27,802,449.99 $10,118,235.29 3.1348%
4.00% 2021
3.00% 2022
4.00% 2023-2024
5.00% 2025-2026
4.00% 2027-2028
3.00% 2029
3.25% 2030
3.375% 2031
3.00% 2032
3.125% 2033
3.25% 2034-2036
3.375% 2037-2038
HUTCHINSON, SHOCKEY, ERLEY& CO. 2.00% 2019 $27,803,906.64 $10,352,711.05 3.1911%
1.00% 2020
2.00% 2021
2.25% 2022
4.00% 2023-2026
5.00% 2027
3.00% 2028
4.00% 2029
3.00% 2030
3.375% 2031
3.50% 2032
3.20% 2033
3.25% 2034
4.00% 2035
3.35% 2036
3.50% 2037-2038
WELLS FARGO BANK, 3.00% 2019-2020 $27,810,000.00 $10,318,892.99 3.1982%
NATIONAL ASSOCIATION 4.00% 2021-2024
5.00% 2025
4.00% 2026-2030
3.00% 2031-2032
3.125% 2033
3.25% 2034-2036
3.375% 2037
3.50% 2038
----------------------------------------------------------------------------------------------------------------------------------------------------------------
REOFFERING SCHEDULE OF THE PURCHASER
Rate Year Yield
3.00% 2019 1.42%
3.00% 2020 1.60%
4.00% 2021 1.72%
2.50% 2022 1.87%
4.00% 2023 2.00%
4.00% 2024 2.13%
5.00% 2025 2.27%
5.00% 2026 2.40%
2.60% 2027 Par
2.70% 2028 Par
2.90% 2029 Par
3.00% 2030 Par
3.05% 2031 Par
3.10% 2032 Par
3.15% 2033 Par
3.20% 2034 Par
3.25% 2035 Par
3.30% 2036 Par
3.35% 2037 Par
3.25% 2038 3.31%
BBI: 3.72%
Average Maturity: 11.770 Years
EXHIBIT D
FINAL
$27,000,000
St. Croix County, Wisconsin
General Obligation Highway Maintenance Facility Bonds, Series 2018A
Pricing Summary
Maturity Type of Bond Coupon Yield Maturity Value Price Dollar Price
03/01/2019 Serial Coupon 3.000% 1.420% 515,000.00 101.532% 522,889.80
03/01/2020 Serial Coupon 3.000% 1.600% 995,000.00 102.718% 1,022,044.10
03/01/2021 Serial Coupon 4.000% 1.720% 1,035,000.00 106.596% 1,103,268.60
03/01/2022 Serial Coupon 2.500% 1.870% 1,075,000.00 102.405% 1,100,853.75
03/01/2023 Serial Coupon 4.000% 2.000% 1,120,000.00 109.435% 1,225,672.00
03/01/2024 Serial Coupon 4.000% 2.130% 1,165,000.00 110.448% 1,286,719.20
03/01/2025 Serial Coupon 5.000% 2.270% 1,215,000.00 117.531% 1,428,001.65
03/01/2026 Serial Coupon 5.000% 2.400% 1,260,000.00 118.780% 1,496,628.00
03/01/2027 Serial Coupon 2.600% 2.600% 1,295,000.00 100.000% 1,295,000.00
03/01/2028 Serial Coupon 2.700% 2.700% 1,335,000.00 100.000% 1,335,000.00
03/01/2029 Serial Coupon 2.900% 2.900% 1,375,000.00 100.000% 1,375,000.00
03/01/2030 Serial Coupon 3.000% 3.000% 1,420,000.00 100.000% 1,420,000.00
03/01/2031 Serial Coupon 3.050% 3.050% 1,465,000.00 100.000% 1,465,000.00
03/01/2032 Serial Coupon 3.100% 3.100% 1,510,000.00 100.000% 1,510,000.00
03/01/2033 Serial Coupon 3.150% 3.150% 1,560,000.00 100.000% 1,560,000.00
03/01/2034 Serial Coupon 3.200% 3.200% 1,615,000.00 100.000% 1,615,000.00
03/01/2035 Serial Coupon 3.250% 3.250% 1,670,000.00 100.000% 1,670,000.00
03/01/2036 Serial Coupon 3.300% 3.300% 1,730,000.00 100.000% 1,730,000.00
03/01/2037 Serial Coupon 3.350% 3.350% 1,790,000.00 100.000% 1,790,000.00
03/01/2038 Serial Coupon 3.250% 3.310% 1,855,000.00 99.127% 1,838,805.85
Total - - $27,000,000.00 $27,789,882.95
Bid Information
ParAmount of Bonds............................................................................................................................................................... $27,000,000.00
Reoffering Premium or(Discount)............................................................................................................................................ 789,882.95
GrossProduction..................................................................................................................................................................... $27,789,882.95
Total Underwriter's Discount (0.234%).................................................................................................................................... $(63,176.25)
Bid(102.692%)........................................................................................................................................................................ 27,726,706.70
TotalPurchase Price................................................................................................................................................................ $27,726,706.70
BondYear Dollars.................................................................................................................................................................... $317,795.00
AverageLife............................................................................................................................................................................. 11.770 Years
AverageCoupon...................................................................................................................................................................... 3.2822994%
NetInterest Cost(NIC)............................................................................................................................................................ 3.0536278%
TrueInterest Cost(TIC)........................................................................................................................................................... 3.0051492%
2018A GO Bonds-PS I SINGLE PURPOSE 1 2/7/2018 1 12:22 PM
S p II" i In g sP e il'.
EXHIBIT E
FINAL
$27,000,000
St. Croix County, Wisconsin
General Obligation Highway Maintenance Facility Bonds, Series 2018A
Debt Service Schedule
Date Principal Coupon Interest Total P+I
03/01/2019 515,000.00 3.000% 887,250.79 1,402,250.79
09/01/2019 - - 444,697.50 444,697.50
03/01/2020 995,000.00 3.000% 444,697.50 1,439,697.50
09/01/2020 - - 429,772.50 429,772.50
03/01/2021 1,035,000.00 4.000% 429,772.50 1,464,772.50
09/01/2021 - 409,072.50 409,072.50
03/01/2022 1,075,000.00 2.500% 409,072.50 1,484,072.50
09/01/2022 - 395,635.00 395,635.00
03/01/2023 1,120,000.00 4.000% 395,635.00 1,515,635.00
09/01/2023 - 373,235.00 373,235.00
03/01/2024 1,165,000.00 4.000% 373,235.00 1,538,235.00
09/01/2024 - 349,935.00 349,935.00
03/01/2025 1,215,000.00 5.000% 349,935.00 1,564,935.00
09/01/2025 - 319,560.00 319,560.00
03/01/2026 1,260,000.00 5.000% 319,560.00 1,579,560.00
09/01/2026 - 288,060.00 288,060.00
03/01/2027 1,295,000.00 2.600% 288,060.00 1,583,060.00
09/01/2027 - 271,225.00 271,225.00
03/01/2028 1,335,000.00 2.700% 271,225.00 1,606,225.00
09/01/2028 - 253,202.50 253,202.50
03/01/2029 1,375,000.00 2.900% 253,202.50 1,628,202.50
09/01/2029 - 233,265.00 233,265.00
03/01/2030 1,420,000.00 3.000% 233,265.00 1,653,265.00
09/01/2030 - 211,965.00 211,965.00
03/01/2031 1,465,000.00 3.050% 211,965.00 1,676,965.00
09/01/2031 - 189,623.75 189,623.75
03/01/2032 1,510,000.00 3.100% 189,623.75 1,699,623.75
09/01/2032 - 166,218.75 166,218.75
03/01/2033 1,560,000.00 3.150% 166,218.75 1,726,218.75
09/01/2033 - 141,648.75 141,648.75
03/01/2034 1,615,000.00 3.200% 141,648.75 1,756,648.75
09/01/2034 - 115,808.75 115,808.75
03/01/2035 1,670,000.00 3.250% 115,808.75 1,785,808.75
09/01/2035 - 88,671.25 88,671.25
03/01/2036 1,730,000.00 3.300% 88,671.25 1,818,671.25
09/01/2036 - 60,126.25 60,126.25
03/01/2037 1,790,000.00 3.350% 60,126.25 1,850,126.25
09/01/2037 - 30,143.75 30,143.75
03/01/2038 1,855,000.00 3.250% 30,143.75 1,885,143.75
Total $27,000,000.00 - $10,430,983.29 $37,430,983.29
2018A GO Bonds-PS I SINGLE PURPOSE 1 2/7/2018 1 12:22 PM
piiw° ii is q 15 t e d
Page 1 of 2
EXHIBIT F
FISCAL AGENCY AGREEMENT
THIS AGREEMENT is made and entered into the day of March, 2018, by and
between St. Croix County, Wisconsin (the "Issuer"), and U.S. Bank National Association, a
national banking association with trust powers located in St. Paul, Minnesota(the "Agent").
WITNESSETH:
WHEREAS, the Issuer has authorized the borrowing of the sum of TWENTY-SEVEN
MILLION DOLLARS ($27,000,000)pursuant to Section 67.04, Wisconsin Statutes, and
resolutions adopted by the Issuer's governing body on September 5, 2017 and February 8, 2018
and has authorized the issuance and sale of$27,000,000 principal amount of general obligation
bonds to evidence such indebtedness (the "Obligations"). The Obligations shall be designated
"General Obligation Highway Maintenance Facility Bonds, Series 2018A"; shall be dated March
8, 2018; shall bear interest at the rates; and shall mature on the dates and in the years and
principal amounts as set forth on Exhibit A attached hereto and incorporated herein by this
reference. Interest shall be payable semi-annually on March 1 and September 1 of each year
commencing on March 1, 2019 until the principal of the Obligations is paid in full or discharged;
WHEREAS, the Issuer is issuing the Obligations in registered form pursuant to Section
149 of the Internal Revenue Code of 1986, as amended, and any applicable income tax
regulations; and,
WHEREAS,pursuant to the aforesaid resolution or resolutions and Section 67.10(2),
Wisconsin Statutes, the governing body of the Issuer has authorized the appointment of the
Agent as Fiscal Agent of the Issuer for the purpose of performing any or all of the following
functions with respect to the Obligations: paying the principal of and interest on the Obligations;
accounting for such payments; registering, authenticating, transferring, and canceling the
Obligations; and maintaining a registration book in addition to other applicable responsibilities
all in accordance with the provisions of Section 67.10(2), Wisconsin Statutes.
NOW, THEREFORE, the Issuer and the Agent do hereby agree as follows:
L APPOINTMENT
The Agent is hereby appointed Fiscal Agent of the Issuer with respect to the Obligations
for the purpose of performing such of the responsibilities stated in Section 67.10(2)(a),
Wisconsin Statutes, as are delegated herein or as may be otherwise specifically delegated in
writing to the Fiscal Agent by the Issuer.
II. INVESTMENT RESPONSIBILITY
The Fiscal Agent shall not be under any obligation to invest funds held for the payment
of interest or principal on the Obligations.
III. PAYMENTS
At least one(1)business day before each semi-annual interest payment date
(commencing with the first interest payment date and continuing thereafter until the principal of
and interest on the Obligations should have been fully paid or prepaid in accordance with their
terms) the Issuer agrees to and shall pay to the Fiscal Agent, in immediately available funds, a
sum equal to the amount payable as principal of and the premium, if any, and interest on the
Obligations on such semi-annual interest payment date. Said semi-annual interest and/or
principal payment dates and amounts are set forth in Exhibit A, which is attached hereto and
incorporated herein by this reference.
IV. CANCELLATION
In every case of the surrender of any Obligation for the purpose of payment, the Fiscal
Agent shall cancel and destroy the same and deliver to the Issuer a certificate regarding such
cancellation, setting forth an accurate description of the Obligation, specifying its number, date,
purpose, amount, rate of interest, and payment date and stating the date and amount of each
payment of principal or interest thereon. The Fiscal Agent shall also cancel and destroy
Obligations presented for transfer or exchange and deliver a certificate with respect to such
transfer or exchange to the Issuer. The Fiscal Agent shall be permitted to microfilm, or
otherwise photocopy and record said canceled Obligations.
V. REGISTRATION BOOK
Fiscal Agent shall maintain in the name of the Issuer a Registration Book containing the
names and addresses of all registered owners of the Obligations. The Fiscal Agent shall keep
confidential said information in accordance with applicable banking and governmental
regulations.
VI. INTEREST PAYMENT
Payment of each installment of interest shall be made to the registered owner who shall
appear on the Registration Book at the close of business on the 15th day of the calendar month
next preceding the interest payment date and shall be paid by check or draft of the Fiscal Agent
mailed to such registered owner at his address as it appears in such Registration Book or at such
other address as may be furnished in writing by such registered owner to the Fiscal Agent.
VII. PAYMENT OF PRINCIPAL
Principal shall be paid to the registered owner of an Obligation upon surrender of the
Obligation on or after its maturity or redemption date.
2
VIII. REDEMPTION NOTICE
In the event the Issuer exercises its option, if any, to redeem any of the Obligations, the
Issuer shall direct the Fiscal Agent to give notice of such redemption by registered or certified
mail at least thirty days prior to the date fixed for redemption to the registered owner of each
Obligation to be redeemed in whole or in part at the address shown in the Registration Book.
Such direction shall be given at least thirty-five days prior to such redemption date.
In addition, in accordance with the recommendations of the Securities and Exchange
Commission, the Fiscal Agent shall give notice of any call for redemption to all registered
securities depositories and to a national information service that disseminates notices of
redemption of such Obligations, but neither a defect in this additional notice nor any failure to
give all or any portion of such additional notice shall in any manner defeat the effectiveness of a
call for redemption.
IX. UTILIZATION OF THE DEPOSITORY TRUST COMPANY
The Depository Trust Company's Book-Entry-Only system is to be utilized for the
obligations. The Fiscal Agent agrees to comply with the provisions of the attached Blanket
Issuer Letter of Representation, which has been executed and delivered to The Depository Trust
Company by the Issuer.
X. TRANSFER AND EXCHANGE OF OBLIGATIONS
The Fiscal Agent shall transfer Obligations upon presentation of a written assignment
duly executed by the registered owner or by such owner's duly authorized legal representative.
Upon such transfer, a new registered Obligation of authorized denomination or denominations in
the same aggregate principal amount shall be issued to the transferee in exchange thereof, and
the name of such transferee shall be entered as the new registered owner in the Registration
Book. Upon request of the registered owner, the Fiscal Agent shall exchange Obligations of the
issue for a like aggregate principal amount of Obligations of the same maturity in authorized
whole integral multiples of$5,000.
The Obligations shall be numbered 1 and upward. Upon any transfer or exchange, the
Obligation or Obligations issued shall bear the next highest consecutive unused number or
numbers.
XI. STATEMENTS
The Fiscal Agent shall furnish the Issuer with an accounting of payments received and
made and funds on hand annually.
XII. FEES
The Issuer agrees to pay the Fiscal Agent fees in accordance with the fee schedule
provided by the Fiscal Agent which is attached hereto as Exhibit B and incorporated herein by
this reference until the final principal payment(or redemption date in the event the Issuer
exercises its option, if any, to redeem the Obligations). Such fees are payable on the dates
3
principal is due or pursuant to statements provided to the Issuer by the Fiscal Agent. In the event
the Issuer exercises its option, if any, to redeem the Obligations, the Fiscal Agent shall be
reimbursed for mailing costs related therewith.
XIII. MISCELLANEOUS
(a) Nonpresentment of Checks. In the event the check or draft mailed by the Fiscal
Agent to the registered owner is not presented for payment within six years of its date, then the
monies representing such nonpayment shall be returned to the Issuer or to such board, officer or
body as may then be entitled by law to receive the same, together with the name of the registered
owner of the Obligation and the last mailing address of record. Thereafter, the Fiscal Agent shall
not be responsible for the payment of such check or draft.
(b) Resignations, Successor Fiscal Agent. Fiscal Agent may at any time resign by
giving not less than sixty days written notice to Issuer. Upon receiving such notice of
resignation, the Issuer shall promptly appoint a successor Fiscal Agent by an instrument in
writing executed by order of its governing body. If no successor Fiscal Agent shall have been so
appointed and have accepted appointment within sixty days after such notice of resignation, the
resigning Fiscal Agent may petition any court of competent jurisdiction for the appointment of a
successor fiscal agent. Such court may thereupon, after such notice, if any, as it may deem
proper and prescribes, appoint a successor fiscal agent.
Any successor fiscal agent shall be qualified to act pursuant to Section 67.10(2),
Wisconsin Statutes, as amended.
Any successor fiscal agent shall execute, acknowledge and deliver to the Issuer and to its
predecessor fiscal agent an instrument accepting such appointment hereunder, and thereupon the
resignation of the predecessor fiscal agent shall become effective and such successor fiscal agent,
without any further act, deed or conveyance, shall become vested with all the rights,powers,
trusts, duties and obligations of its predecessor, with like effect as if originally named as fiscal
agent herein; but nevertheless, on written request of Issuer, or on the request of the successor, the
fiscal agent ceasing to act shall execute and deliver an instrument transferring to such successor
fiscal agent, all the rights,powers, and trusts of the fiscal agent so ceasing to act. Upon the
request of any such successor fiscal agent, the Issuer shall execute any and all instruments in
writing for more fully and certainly vesting in and confirming to such successor fiscal agent all
such rights,powers and duties. Any predecessor fiscal agent shall pay over to its successor fiscal
agent any funds of the Issuer.
(c) Indemnification. The Issuer agrees to hold the Agent harmless and to indemnify
the Agent against any loss, liability, expenses (including attorney's fees and expenses), claims,
or demand arising out of or in connection with the performance of its obligations in accordance
with the provisions of this Agreement, except for negligence or willful misconduct of the Agent.
The foregoing indemnities in this paragraph shall survive the resignation of the Agent or the
termination of this Agreement.
4
(d) Termination. This Agreement shall terminate six years after the last principal
payment on the Obligations is due whether by maturity or earlier redemption or the final
discharge of the Issuer's responsibilities for payment of the Obligations, whichever is later. The
parties realize that any funds hereunder as shall remain upon termination shall be turned over to
the Issuer after deduction of any unpaid fees and disbursements of Fiscal Agent. Termination of
this Agreement shall not, of itself, have any effect on Issuer's obligation to pay the outstanding
Obligations in full in accordance with the terms thereof.
(e) Execution. This Agreement shall be executed on behalf of the Issuer and the
Agent by their duly authorized officers. This Agreement may be executed in several
counterparts, each of which shall be an original and all of which shall constitute but one and the
same agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement, being duly
authorized so to do, each in the manner most appropriate to it, on the date first above written.
5
SIGNATURE PAGE TO THE FISCAL AGENCY AGREEMENT
ST. CROIX COUNTY, WISCONSIN
By:
Roger Larson,
County Board Chairperson
(SEAL)
And:
Cindy Campbell,
County Clerk
6
SIGNATURE PAGE TO THE FISCAL AGENCY AGREEMENT
U.S. BANK NATIONAL ASSOCIATION
ST. PAUL, MINNESOTA
(SEAL) By:
And:
7