2506ORDINANCE NO, 2506
COUNCIL MEMBER WILLIS INTRODUCED THE FOLLOWING ORDINANCE:
AN ORDINANCE AUTHORIZING THE ISSUANCE OF HIGHWAY ALLOCATION FUND
PLEDGE BONDS, IN ONE OR MORE SERIES, OF THE CITY OF BLAIR, NEBRASKA, IN
THE PRINCIPAL AMOUNT OF NOT TO EXCEED ELEVEN MILLION DOLLARS
($11,000,000) FOR THE PURPOSE OF PAYING THE COSTS OF CONSTRUCTING CERTAIN
STREET AND RELATED IMPROVEMENTS OF THE CITY; PRESCRIBING THE FORM OF
SAID BONDS; PLEDGING FUNDS TO BE RECEIVED BY THE CITY FROM THE STATE OF
NEBRASKA HIGHWAY ALLOCATION FUND FOR THE PAYMENT OF SAID BONDS;
PROVIDING FOR THE LEVY AND COLLECTION OF TAXES TO PAY THE SAME IF
NECESSARY; AUTHORIZING THE OFFICERS OF THE CITY TO ESTABLISH THE FINAL
TERMS OF THE BONDS WITHIN CERTAIN PARAMETERS; AUTHORIZING THE
DELIVERY OF THE BONDS TO THE PURCHASER; PROVIDING FOR THE DISPOSITION
OF THE BOND PROCEEDS; APPROVING POST -ISSUANCE TAX COMPLIANCE POLICIES;
AUTHORIZING A BOND PURCHASE AGREEMENT AND OTHER RELATED DOCUMENTS;
AND ORDERING THE ORDINANCE PUBLISHED IN PAMPHLET FORM.
BE IT ORDAINED BY THE MAYOR AND COUNCIL OF THE CITY OF BLAIR,
NEBRASKA:
Section 1. The Mayor and Council find and determine as follows:
(a) the City is engaged in the construction of certain road improvements within
the City (the "Project") and that the payment of a portion of the costs of said improvements
is necessary, which costs will constitute valid obligations of the City;
(b) the City does not have funds with which to pay the cost of the improvements
and it is necessary and advisable for the City to borrow money and pledge the funds to be
received from the Highway Allocation Fund to the payment of the bonds issued by the City
for this purpose;
(c) the total estimated cost necessary to be fiinded at this time, as certified by the
engineer for the City and considering the costs of the bonds herein contemplated, is not less
than $11,000,000;
(d) the City has no outstanding obligations issued pursuant to Section 66-4,101,
Reissue Revised Statutes of Nebraska, 2009; and
(e) the City's receipts from the Nebraska Highway Allocation Fund for the fiscal
year ended September 30, 2023 is anticipated to be approximately $1,002,799 and the greatest
annual combined debt service on the Bonds authorized under this Ordinance will not exceed
$900,000 through the final payment of bonds issued under authority of said Section 66-4,101,
Reissue Revised Statutes of Nebraska, 2009.
Section 2. For purposes as set out in Section 1 hereof, there shall be and there are hereby
ordered issued Highway Allocation Fund Pledge Bonds, in one or more series (the `Bonds"), in the
aggregate principal amount of not to exceed $11,000,000 (the "Bonds"). The Bonds shall mature in
such amounts and on such dates, bear interest at such rates per annum and such series designations, be
subject to redemption and shall bear such other terns, as shall be determined in a written designation
of terms for the Bonds (which may consist of the Bond Purchase Agreement or a separate written
designation for such series, in either case sometimes referred to herein as the "Designation") signed on
behalf of the Mayor, the City Administrator, or the City Treasurer (each, an "Authorized Officer") and
agreed to by Piper Sandler & Co. (the "Underwriter"), which Designation may also determine or
modify the principal amount, interest rate or maturity date of the Bonds, mandatory redemption
provisions (if any) and pricing terms as set forth in Section 8 hereof, all within the following
limitations;
(a) the aggregate principal amount of all Bonds shall not exceed the amount stated in
this Section 2 above;
(b) the aggregate amount of original issue premium and original issue discount (if any)
may result in an aggregate net original issue discount (if any) not in excess of two percent
(2.00%) of the stated principal amount of the Bonds;
(c) the longest maturity of any series of Bonds may not be later than twenty years
from the date of issuance;
(d) the trete interest cost of any series of Bonds shall not exceed 6.50%;
(e) two or more of the principal maturities may be combined and issued as "term
bonds" subject to mandatory redemption as and to the extent set out in the Designation; any
Bonds issued as "term bonds" shall be redeemed at a redemption price equal to 100% of the
principal amount thereof plus accrued interest thereon to the date of redemption and may be
selected for redemption by any random method of selection determined appropriate by the
Registrar (as hereinafter designated) or by the Depository (as hereinafter designated).
Each of the Authorized Officers are hereby authorized to make such determinations on behalf of the
City and to evidence the same by execution and delivery of a Designation for each series of Bonds, and
such determinations shall constitute the action of the Mayor and Council without further action of the
Mayor and Council.
The Bonds shall be issued in the denomination of $5,000 or any integral multiple thereof and shall
be numbered from 1 upwards in the order of their issuance. No Bond shall be issued originally or
upon transfer or partial redemption having more than one principal maturity. The initial bond
numbering and principal amounts for each of the Bonds issued shall be as directed by the initial
purchasers thereof. Interest on the Bonds shall be payable semiannually on June 15 and December
15 of each year, starting December 15, 2023 (or such other date or dates as may be determined in the
Designation). The interest due on each interest payment date shall be payable to the registered
owners of record as of the close of business on the fifteenth day immediately preceding the interest
payment date (or such other record date as may be determined in the Designation, the "Record
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Date"), subject to the provisions of Section 3 hereof. Payment of interest due on the Bonds prior to
maturity or redemption shall be made by the Paying Agent and Registrar, as designated pursuant to
Section 3 hereof, by mailing a check in the amount due for such interest on each interest payment
date to the registered owner of each bond, as of the applicable Record Date, to such owner's
registered address as shown on the books of registration, as required to be maintained in Section 3
hereof. Payment of principal due at maturity or at any date fixed for redemption, together with any
accrued interest then due, shall be made by said Paying Agent and Registrar to the registered owners
upon presentation and surrender of the bonds to said Paying Agent and Registrar. In the event that
bonds of this issue are held in the nominee name of a national clearinghouse or depository, payment
of principal or interest shall be made by wire transfer of funds in accordance with any applicable
regulations governing "Depository Eligible Securities". The City and said Paying Agent and
Registrar may treat the registered owner of any bond as the absolute owner of such bond for the
purpose of making payments thereon and for all other purposes and neither the City nor said Paying
Agent and Registrar shall be affected by any notice or lalowledge to the contrary whether such Bond
or any installment of interest due thereon shall be overdue or not. All payments on account of
interest or principal made to the registered owner of any bond shall be valid and effectual and shall
be a discharge of the City and said Paying Agent and Registrar, in respect of the liability upon the
bonds or claims for interest to the extent of the sum or sums so paid. If any Bond is not paid upon
presentation of the Bond at maturity or any interest installment is not paid when due, the delinquent
Bond or delinquent interest installment shall bear interest thereafter until paid at a rate equal to the
rate assessed against delinquent taxes under Section 45-104.01 R.R.S. Nebraska, 2010, as now
existing or as the same may be amended from time to time by the Nebraska Legislature.
Section 3. The City Treasurer, in Blair, Nebraska, is hereby designated as Paying Agent and
Registrar for the bonds, provided that the Mayor and City Council shall have the right to designate a
bank or trust company as successor paying agent and registrar to serve under the terms of any such
agreement as the Mayor and City Council shall determine to be appropriate. Said Paying Agent and
Registrar shall keep and maintain for the City books for the registration and transfer of the bonds at
the office of the Paying Agent and Registrar in Blair, Nebraska. The names and registered addresses
of the registered owner or owners of the Bonds shall at all times be recorded in such books. Any
Bond may be transferred pursuant to its provisions at the office of the Paying Agent and Registrar
upon surrender of such Bond for cancellation, accompanied by a written instrument of transfer, in
form satisfactory to such Paying Agent and Registrar, duly executed by the registered owner in
person or by such owner's duly authorized agent, and thereupon the Paying Agent and Registrar will
register such transfer upon said registration books and deliver to the transferee registered owner or
owners (or send by registered mail to the transferee owner or owners at such owner's or owners' risk
and expense), registered in the name of such transferee owner or owners, a new Bond or Bonds of
the same interest rate, aggregate principal amount and maturity. To the extent of the denominations
authorized for the Bonds by this Ordinance, one Bond may be transferred for several such Bonds of
the same interest rate and maturity and for a like aggregate principal amount, and several such Bonds
may be transferred for one or several such Bonds, respectively, of the same interest rate and maturity
and for a like aggregate principal amount. In every case of transfer of a Bond, the surrendered Bond
or Bonds shall be cancelled and destroyed. All bonds issued upon transfer of the bonds so
surrendered shall be valid obligations of the City evidencing the same obligations as the bonds
surrendered and shall be entitled to all benefits and protection of this ordinance to the same extent as
the bonds upon transfer of which they were delivered. The City and the Paying Agent and Registrar
shall not be required to transfer Bonds during any period from any Record Date until its inunediately
following interest payment date. In the event that payments of interest due on the Bonds on an
interest payment date are not timely made, such interest shall cease to be payable to the registered
owners as of the Record Date for such interest payment date and shall be payable to the registered
owners of the bonds as of a special date of record for payment of such defaulted interest as shall be
designated by the Paying Agent and Registrar whenever monies for the purpose of paying such
defaulted interest become available.
Section 4. In addition to any mandatory sinking fund redemption as may be determined by the
City by its Authorized Officer, all as set out in Section 2 hereof, the Bonds of this issue shall be
subject to redemption, in whole or in part, prior to maturity at any time on or after the fifth
amiiversary of original issue hereof (or such other date as provided for in the Designation), at par
plus accrued interest on the principal amount redeemed to the date fixed for redemption. The City
may select the Bonds to be redeemed from such optional redemption in its sole discretion but Bonds
shall be redeemed only in the amount of $5,000 or integral multiples thereof. Notice of redemption
of any Bond called for redemption shall be given at the direction of the Mayor and Council by the
Paying Agent and Registrar by mail not less than thirty days prior to the date fixed for redemption,
first class postage prepaid, sent to the registered owner of such Bond at said owner's registered
address. Such notice shall designate the Bond or Bonds to be redeemed by number and maturity, the
date of original issue, the date fixed for redemption and state that such Bond or Bonds are to be
presented for prepayment at the office of the Paying Agent and Registrar. In case of any bond
partially redeemed, such notice shall specify the portion of the principal amount of such Bond to be
redeemed. No defect in the mailing of notice for any bond shall affect the sufficiency of the
proceedings of the Mayor and Council designating the Bonds called for redemption or the
effectiveness of such call for Bonds for which notice by mail has been properly given and the Mayor
and Council shall have the right to further direct notice of redemption for any such Bond for which
defective notice has been given. Any Bonds designated as term bonds in the Designation shall be
subject to mandatory sinking fund redemption as provided in the Designation. Such mandatory
redemptions for such bonds due as term bonds shall be at a price equal to 100% of the principal
amount redeemed, plus accrued interest to the date fixed for redemption.
Section 5. If the date for payment of the principal of or interest on the Bonds shall be a
Saturday, Sunday, legal holiday or a day on which banking institutions in the City of Blair, Nebraska
are authorized by law or executive order to close, then the date for such payment shall be the next
succeeding day which is not a Saturday, Sunday, legal holiday or a day on which such banking
institutions are authorized to close, and payment on such day shall have the same force and effect as
if made on the nominal date of payment.
Section 6. The Bonds shall be executed on behalf of the City by being signed by the Mayor
and the City Cleric, both of which signatures may be facsimile signatures, and shall have the City
seal impressed on each Bond. The City Clerk shall make and certify a transcript of proceedings had
and done precedent to the issuance of said Bonds which shall be delivered to the purchaser of said
Bonds. After being executed by the Mayor and City Clerk, said Bonds shall be delivered to the
Treasurer of the City who shall be responsible therefor under his/her official bond. Such Treasurer
shall maintain a record of information with respect to said bonds in accordance with the
requirements of Section 10-140, R.R.S. Neb. 2012, as amended, and shall cause the same to be filed
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with the office of the Auditor of Public Accounts of the State of Nebraska. The Paying Agent and
Registrar shall register each Bond in the name of its initial registered owner as designated by the
initial purchaser. Each Bond shall be authenticated on behalf of the City by the Paying Agent and
Registrar, The Bonds shall be issued initially as "book -entry only" bonds using the services of The
Depository Trust Company (the "Depository"), with one typewritten bond per maturity being issued
to the Depository. In such connection said officers of the City are authorized to execute and deliver
a letter of representations and inducement (the "Letter of Representations") in the form required by
the Depository, for and on behalf of the City, which shall thereafter govern matters with respect to
registration, transfer, payment and redemption of the bonds. Upon issuance of the Bonds as "book-
entty-only" bonds, the following provisions shall apply:
(a) The City and the Paying Agent and Registrar shall have no responsibility
or obligation to any broker-dealer, bank or other financial institution for which the
Depository holds Bonds as securities depository (each, a "Bond Participant") or to
any person who is an actual purchaser of a Bond from a Bond Participant while the
Bonds are in book -entry form (each a `Beneficial Owner") with respect to the
following:
(i) the accuracy of the records of the Depository, any
nominees of the Depository or any Bond Participant with respect to
any ownership interest in the bonds;
(ii) the delivery to any Bond Participant, any Beneficial
Owner or any other person, other than the Depository, of any notice
with respect to the Bonds, including any notice of redemption; or
(iii) the payment to any Bond Participant, any Beneficial
Owner or any other person, other than the Depository, of any amount
with respect to the bonds.
The Paying Agent and Registrar shall make payments with respect to the Bonds only
to or upon the order of the Depository or its nominee, and all such payments shall be
valid and effective frilly to satisfy and discharge the obligations with respect to such
Bonds to the extent of the sum or sums so paid. No person other than the Depository
shall receive an authenticated Bond, except as provided in (e) below.
(b) Upon receipt by the Paying Agent and Registrar of written notice from
the Depository to the effect that the Depository is unable to or unwilling to discharge
its responsibilities, the Paying Agent and Registrar shall issue, transfer and exchange
bonds requested by the Depository in appropriate amounts. Whenever the
Depository requests the Paying Agent and Registrar to do so, the Paying Agent and
Registrar will cooperate with the Depository in taking appropriate action after
reasonable notice (i) to arrange, with the prior written consent of the City, for a
substitute depository willing and able upon reasonable and customary terms to
maintain custody of the Bonds or (ii) to make available bonds registered in whatever
name or names the Beneficial Owners transferring or exchanging such Bonds shall
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designate.
(c) If the City determines that it is desirable that certificates representing the
Bonds be delivered to the ultimate Beneficial Owners of the Bonds and so notifies
the Paying Agent and Registrar in writing, the Paying Agent and Registrar shall so
notify the Depository, whereupon the depository will notify the Bond Participants of
the availability through the Depository of bond certificates representing the Bonds.
In such event, the Paying Agent and Registrar shall issue, transfer and exchange
bond certificates representing the Bonds as requested by the Depository in
appropriate amounts and in authorized denominations.
(d) Notwithstanding any other provision of this Ordinance to the contrary, so
long as any Bond is registered in the name of the Depository or any nominee thereof,
all payments with respect to such Bond and all notices with respect to such Bond
shall be made and given, respectively, to the Depository as provided in the Letter of
Representations.
(e) Registered ownership of the Bonds may be transferred on the books of
registration maintained by the Paying Agent and Registrar, and the Bonds may be
delivered in physical form to the following:
(i) any successor securities depository or its nominee; or
(ii) any person, upon (A) the resignation of the Depository
from its functions as depository or (B) termination of the use of the
Depository pursuant to this Section and the terms of the Paying Agent
and Registrar's Agreement (if any).
(f) In the event of any partial redemption of a Bond unless and until such
partially redeemed Bond has been replaced in accordance with the provisions of this
Ordinance, the books and records of the Paying Agent and Registrar shall govern and
establish the principal amount of such Bond as is then outstanding and all of the
bonds issued to the Depository or its nominee shall contain a legend to such effect.
If for any reason the Depository resigns and is not replaced or upon termination by the City of book-
entty-only form, the City shall immediately provide a supply of bond certificates for issuance upon
subsequent transfers or in the event of partial redemption. In the event that such supply of
certificates shall be insufficient to meet the requirements of the Paying Agent and Registrar for
issuance of replacement bond certificates upon transfer or partial redemption, the City agrees to
order printed an additional supply of bond certificates and to direct their execution by manual or
facsimile signature of its then duly qualified and acting officers. In case any officer whose signature
or facsimile thereof shall appear on any bond shall cease to be such officer before the delivery of
such bond (including any bond certificates delivered to the Paying Agent and Registrar for issuance
upon transfer or partial redemption) such signature or such facsimile signature shall nevertheless be
valid and sufficient for all purposes the same as if such officer or officers had remained in office
until the delivery of such Bond. The Bonds shall not be valid and binding on the City until
authenticated by the Paying Agent and Registrar. The bonds shall be delivered to the Paying Agent
and Registrar for registration and authentication.
Section 7. Said Bonds shall be in substantially the following form:
UNITED STATES OF AMERICA
STATE OF NEBRASKA
CITY OF BLAIR
HIGHWAY ALLOCATION FUND PLEDGE BOND
SERIES 2023
Interest Rate Maturity Date Date of Original Issue CUSIP
% 2023
Registered Owner:
Principal Amount:
KNOW ALL PERSONS BY THESE PRESENTS: That the City of Blair, in the State of
Nebraska (the "City"), hereby acknowledges itself to owe and for value received promises to pay to
the registered owner specified above the principal amount specified above in lawful money of the
United States of America on the maturity date specified above, with interest thereon from date of
original issue specified above or most recent interest payment date to which interest has been paid or
provided for, whichever is later, to maturity (or earlier redemption) at the rate per amium specified
above. Said interest shall be payable semiannually on the day of and
in each year, starting , 2023. If this bond is not paid upon presentation
at maturity or any interest installment hereon is not paid when due, the bond or interest installment
shall bear interest thereafter until paid at a rate equal to the rate assessed against delinquent taxes
under Section 45-104.01 R.R.S. Nebraska 2010, as now existing or as the same may be amended
from time to time by the Nebraska Legislature. The interest hereon due prior to maturity or earlier
redemption shall be paid on each interest payment date by the City Treasurer of Blair, Nebraska by
wire transfer (but only in accordance with the limited terms of the authorizing ordinance), check or
draft mailed to the registered owner hereof, as shown on the records of the Paying Agent and
Registrar as of the close of business on the fifteenth day immediately preceding the interest payment
date, at such owner's registered address as it appears on the books of registration of the City (the
"Record Date"). The principal of this bond and the interest due at maturity are payable on
presentation and surrender to said Paying Agent and Registrar at the office of the Paying Agent and
Registrar in Blair, Nebraska. Any interest not so timely paid shall cease to be payable to the person
entitled thereto as of the Record Date such interest was payable, and shall be payable to the person
who is the registered owner of this bond (or of one or more predecessor bonds hereto) on such
special record date for payment of such defaulted interest as shall be fixed by the Paying Agent and
Registrar whenever monies for such purpose become available.
The City, however, reserves the right and option of paying bonds of this, in whole or in part,
on the fifth anniversary of original issue or at any time thereafter, at the principal amount thereof
plus accrued interest to the date fixed for redemption. Notice of any such redemption shall be given
by mail, sent to the registered owner of any bond to be redeemed at said registered owner's address
in the mamler provided in the ordinance authorizing said bonds. Individual bonds may be redeemed
in part but only in the amount of $5,000 or integral multiples thereof. Any bond redeemed in part
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only shall be surrendered to the Paying Agent and Registrar in exchange for a new bond or bonds
evidencing the unredeemed principal thereof.
This bond is one of an issue of frilly registered bonds of the total principal amount of
$ , of like tenor herewith except as to denomination, date of maturity and rate of
interest issued by said City for the purpose of paying the cost of road improvements constructed
within the City, and is issued pursuant to Section 66-4,101, R.R.S. Neb. 2009. The issuance of said
bonds has been authorized by an ordinance duly passed by the Mayor and Council of said City.
This bond is transferable by the registered owner or such owner's attorney duly authorized in
writing at the office of the Paying Agent and Registrar upon surrender and cancellation of this bond,
and thereupon a new bond or bonds of the same aggregate principal amount, interest rate and
maturity will be issued to the transferee as provided in the ordinance authorizing said issue of bonds,
subject to the limitations therein prescribed. The City, its Paying Agent and Registrar and any other
person may treat the person in whose name this bond is registered as the absolute owner hereof for
the purpose of receiving payment hereof and for all purposes and shall not be affected by any notice
to the contrary, whether this bond be overdue or not.
AS PROVIDED IN THE ORDINANCE REFERRED TO HEREIN, UNTIL THE
TERMINATION OF THE SYSTEM OF BOOK -ENTRY -ONLY TRANSFERS THROUGH THE
DEPOSITORY TRUST COMPANY, NEW YORK, NEW YORK (TOGETHER WITH ANY
SUCCESSOR SECURITIES DEPOSITORY APPOINTED PURSUANT TO THE ORDINANCE,
"DTC"), AND NOTWITHSTANDING ANY OTHER PROVISIONS OF THE ORDINANCE TO
THE CONTRARY, A PORTION OF THE PRINCIPAL AMOUNT OF THIS BOND MAY BE
PAID OR REDEEMED WITHOUT SURRENDER HEREOF TO THE PAYING AGENT AND
REGISTRAR. DTC ORA NOMINEE, TRANSFEREE OR ASSIGNEE OF DTC OF THIS BOND
MAY NOT RELY UPON THE PRINCIPAL AMOUNT INDICATED HEREON AS THE
PRINCIPAL AMOUNT HEREOF OUTSTANDING AND UNPAID. THE PRINCIPAL
AMOUNT HEREOF OUTSTANDING AND UNPAID SHALL FOR ALL PURPOSES BE THE
AMOUNT DETERMINED IN THE MANNER PROVIDED IN THE ORDINANCE.
UNLESS THIS BOND IS PRESENTED BY AN AUTHORIZED OFFICER OF DTC (A)
TO THE PAYING AGENT AND REGISTRAR FOR REGISTRATION OF TRANSFER OR
EXCHANGE OR (B) TO THE PAYING AGENT AND REGISTRAR FOR PAYMENT OF
PRINCIPAL, AND ANY BOND ISSUED IN REPLACEMENT HEREOF OR SUBSTITUTION
HEREFOR IS REGISTERED IN THE NAME OF DTC AND ANY PAYMENT IS MADE TO
DTC OR ITS NOMINEE, ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE
OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL BECAUSE ONLY THE
REGISTERED OWNER HEREOF, DTC OR ITS NOMINEE, HAS AN INTEREST HEREIN.
This bond shall not be valid and binding on the City until authenticated by the Paying Agent
and Registrar.
IT IS HEREBY CERTIFIED AND WARRANTED that all conditions, acts and things
required by law to exist or to be done precedent to and in the issuance of this bond did exist, did
happen and were done and performed in regular and due form and time as required by law, and that
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the indebtedness of said City, including this bond, does not exceed any limitation imposed by law.
For the prompt payment of this bond, the City has pledged and hereby pledges funds received and to
be received from the Highway Allocation Fund of the State of Nebraska with receipts from such
fund to be allocated by the City to payment of principal and interest as the same fall due. In
addition, the City hereby covenants and agrees that it shall levy ad valorem taxes upon all the taxable
property in the City at such rate or rates, within applicable statutory limitations as provided in
Section 66-4,101, R.R.S. Neb., 2009, as will provide funds which together with receipts from the
Highway Allocation Fund, as pledged to the payment of such principal and interest and any other
money made available and used for such purpose, will be sufficient to make payment of the principal
of and interest on this bond and the other bonds of the same issue as the same fall due. The City has
reserved the right to issue additional bonds payable from receipts from the Highway Allocation Fund
of the State of Nebraska.
IN WITNESS WHEREOF, the Mayor and Council of the City of Blair, Nebraska, have
caused this bond to be executed on behalf of the City by being signed by the Mayor and Clerk of the
City, both of which signatures may be facsimile signatures, and by causing the official seal of the
City to be affixed hereto, all as of the date of original issue shown above.
ATTEST:
(Do not sign)
City Clerk
(S E A L)
CITY OF BLAIR, NEBRASKA
By (Do not sign)
Mayor
CERTIFICATE OF AUTHENTICATION
This bond is one of the series authorized by an ordinance passed and approved by the Mayor
and Council of the City of Blair as described in said bonds.
(Do not sign)
City Treasurer, Paying Agent
and Registrar for the City of Blair, Nebraska
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(FORM OF ASSIGNMENT)
For value received hereby sells, assigns and transfers unto
the within bond and hereby irrevocably constitutes and
appoints , Attorney, to transfer the same on the books of
registration in the office of the within mentioned Paying Agent and Registrar with full power of
substitution in the premises.
Date:
SIGNATURE GUARANTEED
Authorized Officer
Registered Owner
Note: The signature(s) of this assignment MUST CORRESPOND with the name as written
on the face of the within bond in every particular without alteration, enlargement or any change
whatsoever, and must be guaranteed by a commercial bank or a trust company or by a firm having
membership on the New York, Midwest or other stock exchange.
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Section 8. Said Bonds are hereby authorized to be sold to Piper Sandler & Co. at an
aggregate purchase price of not less than 99.00% of the principal amount thereof, plus or minus
original issue premium or discount, plus accrued interest, all as set out in the Designation, and the
City Treasurer is authorized to deliver the Bonds to said purchaser upon receipt of the said amount
plus accrued interest (if any) to the date of payment. Said Bonds are sold to the purchaser subject to
the opinion of independent bond counsel that said Bonds are lawfully issued; that said Bonds
constitute a valid obligation of the City; and that under existing laws and regulations the interest on
said Bonds is exempt from both Nebraska state and federal income taxes. Such purchaser and its
agents, representative and counsel (including its bond counsel) are hereby authorized to take such
actions on behalf of the City as are necessary to effectuate the closing of the issuance and sale of the
Bonds, including, without limitation, authorizing the release of the Bonds by the Depository (as
defined herein) at closing. The Authorized Officers are each individually hereby authorized to
approve, execute and deliver a Bond Purchase Agreement for and on behalf of the City. The
proceeds of the Bonds herein authorized shall be applied to pay the costs of construction of the
improvements described in Section 1 hereof and to the payment of issuance costs. Accrued interest,
if any, received from the sales of the Bonds shall be applied to pay interest first falling due on the
Bonds.
Section 9. For the payment of the Bonds, principal and interest as the same fall due, there are
hereby pledged all receipts by the City which are attributable to the Highway Allocation Fund of the
State of Nebraska. So long as the City has in each year made adequate provision for the payments of
principal and interest due on the Bonds falling due in such year, monies received by the City
attributable to the Highway Allocation Fund may be applied for any other permitted purpose. The
City reserves the right to issue additional bonds pursuant to Section 66-4,101, R.R.S. Neb., 2009
which shall also be secured equally and ratably with the Bonds by a pledge of funds to be received
by the City attributable to the Highway Allocation Fund without limitation. The City hereby agrees
that, in the event that receipts by the City in any year attributable to the Highway Allocation Fund
are insufficient to meet the payments of principal and interest falling due on the Bonds, the City shall
levy ad valorem taxes upon all taxable property in the City, at such rate or rates, within applicable
statutory limitations, as will provide fiends which, together with receipts from the Highway
Allocation Fund, will be sufficient to pay principal and interest on the Bonds as they become due.
Section 10. The City's obligations under this Ordinance shall be fully discharged and satisfied
as to the Bonds authorized and issued hereunder, and said Bonds shall no longer be deemed
outstanding hereunder when payment of the principal thereof plus interest thereon to the date of
maturity or redemption thereof (a) shall have been made or caused to have been made in accordance
with the terms thereof and hereof, or (b) shall have been provided for by depositing with the Paying
Agent and Registrar, or in escrow with a national or state bank having trust powers in trust solely for
such payment, (i) sufficient monies to make such payment or (ii) direct general obligations of, or
obligations the principal and interest of which are unconditionally guaranteed by, the United States of
America, or obligations of any agency of the United States of America (herein referred to as
"Govermnent Obligations"), in such amount and with such maturities as to principal and interest as
will insure the availability of sufficient monies to make such payment, and thereupon such Bonds shall
cease to draw interest from the date of their redemption or maturity and, except for the purposes of
such payments, shall no longer be entitled to the benefits of this Ordinance; provided that, with respect
to any Bonds called or to be called for redemption prior to the stated maturity thereof, notice of
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redemption shall have been duly given or provided for. If monies shall have been deposited in
accordance with the terms hereof with the Paying Agent and Registrar or escrow agent in trust for that
purpose sufficient to pay the principal of such Bonds and all interest due thereon to the due date
thereof or to the date fixed for the redemption thereof, all liability of the City for such payment shall
forthwith cease, determine and be completely discharged, and all such Bonds shall no longer be
considered outstanding.
Section 11. The City hereby covenants to the purchasers and holders of the Bonds hereby
authorized that it will make no use of the proceeds of said bond issue, including monies held in any
sinking firnd for the payment of said Bonds, which would cause said Bonds to be arbitrage bonds
within the meaning of Sections 103(b) and 148 of the Internal Revenue Code of 1986, as amended
(the "Code") and further covenants to comply with said Sections 103 and 148 and all applicable
regulations thereunder throughout the term of said bond issue. The City hereby covenants and
agrees to take all actions necessary under the Code to maintain the tax-exempt status of interest
payable on the Bonds with respect to taxpayers generally but not including insurance companies or
corporations subj ect to the additional minimum tax. Unless otherwise provided in the Designation,
the City hereby designates the Bonds as its "qualified tax-exempt obligations" pursuant to Section
265(b)(3)(13)(i)(III) of the Code and covenants and warrants that it does not anticipate issuing tax-
exempt obligations in the calendar year that the Bonds are issued in an amount in excess of
$10,000,000.
Section 12. In accordance with the requirements of Rule 15c2-12 of the Securities Exchange
Act of 1934, as amended (the "Rule") promulgated by the Securities and Exchange Commission, the
City, being the only "obligated person" with respect to the Bonds, agrees that it will provide the
following continuing disclosure information to the Municipal Securities Rulemaking Board (the
"MSRB") in an electronic format as prescribed by the MSRB:
(a) not later than seven (7) months after the end of each fiscal year of the City (the
"Delivery Date"), financial information or operating data for the City of the type
accompanying the audited financial statements of the City entitled "Management's
Discussion and Analysis" ("Annual Financial Information");
(b) when and if available prior to the Delivery Date, audited financial statements for
the City ("Audited Financial Statements"); audited financial information shall be prepared on
the basis of generally accepted accounting principles; and
(c) in a timely mamier not in excess of ten (10) business days after the occurrence of
the event, notice of the occurrence of any of the following events with respect to the Bonds:
(1) principal and interest payment delinquencies;
(2) non-payment related defaults, if material;
(3) unscheduled draws on debt service reserves reflecting financial
difficulties;
15
(4) unscheduled draws on credit enhancements reflecting financial
difficulties;
(5) substitution of credit or liquidity providers, or their failure to perform;
(6) adverse tax opinions, the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form
5701-TEB) or other material notices or determinations with respect to the tax status
of the Bonds, or other material events affecting the tax status of the Bonds;
(7) modifications to rights of the holders of the Bonds, if material;
(8) bond calls, if material, and tender offers;
(9) defeasances;
(10) release, substitution, or sale of property securing repayment of the
Bonds, if material;
(11) rating changes;
(12) bankruptcy, insolvency, receivership or similar events of the City (this
event is considered to occur when any of the following occur: the appointment of a
receiver, fiscal agent or similar officer for the City in a proceeding under the U.S.
Bankruptcy Code or in any other proceeding under state or federal law in which a
court or governmental authority has assumed jurisdiction over substantially all of the
assets or business of the City, or if such jurisdiction has been assumed by leaving the
existing governing body and officials or officers in possession but subject to the
supervision and orders of a court or govermnental authority, or the entry of an order
confirming a plan of reorganization, arrangement or liquidation by a court or
governmental authority having supervision or jurisdiction over substantially all of the
assets or business of the City);
(13) the consummation of a merger, consolidation, or acquisition involving
the City or the sale of all or substantially all of the assets of the City, other than in the
ordinary course of business, the entry into a definitive agreement to undertake such
an action or the termination of a definitive agreement relating to any such actions,
other than pursuant to its terms, if material;
(14) appointment of a successor or additional trustee or the change of name
of a trustee, if material;
(15) incurrence of a Financial Obligation, if material, or agreement to
covenants, events of default, remedies, priority rights or other similar terms of a
Financial Obligation, any of which affect security holders, if material. The terra
"Financial Obligation" for this subsection (15) is defined as (i) a debt obligation, (ii)
16
derivative instrument entered into in comlection with, or pledged as security or a
source of payment for, an existing or planned debt obligation; or (iii) guarantee of a
debt obligation or any such derivative instrument; provided that "Financial
Obligation" shall not include municipal securities as to which a final official
statement (as defined in the Rule) has been provided to the MSRB consistent with the
Rule; or
(16) default, event of acceleration, termination event, modification of
terms, or other similar events under the terms of a financial obligation, any of which
reflect financial difficulties.
(d) in a timely manner, notice of any failure on the part of the City to provide Annual
Financial Information or Audited Financial Statements to the extent available not later than
the Delivery Date.
The City has not undertaken to provide notice of the occurrence of any other event, except
the events listed above.
The City agrees that all documents provided to the MSRB under the terms of this continuing
disclosure undertaking shall be in such electronic format and accompanied by such identifying
information as shall be prescribed by the MSRB. The City reserves the right to modify from time to
time the specific types of information provided or the format of the presentation of such information
or the accounting methods in accordance with which such information is presented, to the extent
necessary or appropriate in the judgment of the City, consistent with the Rule. The City agrees that
such covenants are for the benefit of the registered owners of the Bonds (including Beneficial
Owners) and that such covenants may be enforced by any registered owner or Beneficial Owner,
provided that any such right to enforcement shall be limited to specific enforcement of such
undertaking and any failure shall not constitute an event of default under the Ordinance. The
continuing disclosure obligations of the City, as described above, shall cease when none of the
Bonds remain outstanding.
Section 13. In order to promote compliance with certain federal tax and securities laws
relating to the bonds herein authorized (as well as other outstanding bonds) the policy and
procedures attached hereto as Exhibit "A" (the "Post -Issuance Compliance Policy and Procedures")
are hereby adopted and approved in all respects. To the extent that there is any inconsistency
between the attached Post -Issuance Compliance Policy and Procedures and any similar policy or
procedures previously adopted and approved, the Post -Issuance Compliance Policy and Procedures
shall control.
Section 14. The Authorized Officers are hereby authorized to prepare and deem final on
behalf of the City a Preliminary Official Statement for the Bonds and are further authorized to
approve on behalf of the City a final Official Statement with any changes deemed appropriate by
such officers.
Section 15. Without in any way limiting the power, authority or discretion elsewhere herein
granted or delegated, the Mayor and the City Council hereby authorize and direct all of the officers,
17
employees and agents of the City to carry out, or cause to be carried out, and to perform such
obligations of the City and such other actions as they, or any one of them, shall consider necessary,
advisable, desirable, or appropriate in comlection with this ordinance, and the issuance, sale and
delivery of the Bonds, including, without limitation and whenever appropriate, the execution and
delivery thereof and of all other related documents, instruments, certifications and opinions; and
delegates, authorizes and directs the Authorized Officers (or any one of them) the right, power and
authority to exercise his or her own independent judgment and discretion in determining and finalizing
the terms, provisions, form and contents of each of the foregoing. The execution and delivery by the
Authorized Officers or by any such other officer, officers, agent or agents of the City of any such
documents, instruments, certifications and opinions, or the doing by him or her of any act in
connection with any of the matters which are the subject of this ordinance, shall constitute conclusive
evidence of both the City's and his or her approval of all changes, modifications, amendments,
revisions and alterations made therein, and shall conclusively establish his or her authority with respect
thereto from the City and the authorization, approval and ratification by the City of the documents,
instruments and certifications so executed and the action so taken.
Section 16. If any section, paragraph, clause or provision of this Ordinance shall be held
invalid, the invalidity of such section, paragraph, clause or provision shall not affect any of the other
provisions of this Ordinance.
by law.
Section 17. This ordinance shall be published in pamphlet form and take effect as provided
PASSED AND APPROVED this
ATTEST:
&1�, 0 )/
City Clerk
18
Exhibit A
Policy and Procedures
Federal Tax Law and Disclosure Requirements for
Tax-exempt Bonds and/or Tax Advantaged Bonds
ISSUER NAME: The City of Blair, Nebraska
COMPLIANCE OFFICER (BY TITLE):City Administrator
POLICY
It is the policy of the Issuer identified above (the "Issuer") to comply with all Federal tax requirements and securities law
continuing disclosure obligations for its obligations issued as tax-exempt bonds (or as tax credit, direct pay subsidy or
other tax -advantaged bonds, as applicable) to ensure, as applicable (a) that interest on its tax-exempt bonds remains
exempt from Federal income tax, (b) that the direct payments or tax credits associated with its bonds issued as tax
advantaged bonds are received in a timely manner and (c) compliance with any continuing disclosure obligations of the
Issuer with respect to its outstanding bonds.
PROCEDURES
Compliance Officer. Review of compliance with Federal tax requirements and securities law continuing disclosure
obligations as generally outlined below shall be conducted by the Compliance Officer identified above (the "Compliance
Officer"). To the extent more than one person has been delegated specific responsibilities, the Compliance Officer shall
be responsible for ensuring coordination of all compliance review efforts.
Training. The Compliance Officer shall evaluate and review educational resources regarding post -issuance compliance
with Federal tax and securities laws, including periodic review of resources published for issuers of tax-exempt
obligations by the Internal Revenue Service (either on its website at http://www.irs.gov/taxexeinptbond, or elsewhere)
and the Municipal Securities Rulemaking Board (either on its Electronic Municipal Market Access website ["EMMA"]
at htip://www,ernrna.msrb.org, or elsewhere).
Compliance Review. A compliance review shall be conducted at least annually by or at the direction of the Compliance
Officer. The review shall occur at the time the Issuer's annual audit takes place, unless the Compliance Officer
otherwise specifically determines a different time period or frequency of review would be more appropriate.
Scope of Review.
DocurnentRevieiv. At the compliance review, the following documents (the "Bond Documents") shall be reviewed for
general compliance with covenants and agreements and applicable regulations with respect to each outstanding bond
issue:
(a) the resolution(s) and/or ordinance(s), as applicable, adopted by the governing body of the Issuer authorizing the
issuance of its outstanding bonds, together with any documents setting the final rates and terms of such bonds (the
"Authorizing Proceedings"),
(b) the tax documentation associated with each bond issue, which may include some or all of the following (the "Tax
Documents"):
(i) covenants, certifications and expectations regarding Federal tax requirements which are described in the
Authorizing Proceedings;
(ii) Foran 8038 series fled with the Internal Revenue Service;
(iii) tax certificates, tax compliance agreements, tax regulatory agreement or similar documents;
(iv) covenants, agreements, instructions or memoranda with respect to rebate or private use;
(v) any reports from rebate analysts received as a result of prior compliance review or evaluation efforts; and
19
(vi) any and all other agreements, certificates and documents contained in the transcript associated with the
Authorizing Proceedings relating to federal tax matters.
(c) the Issuer's continuing disclosure obligations, if any, contained in the Authorizing Proceedings or in a separate
agreement (the "Continuing Disclosure Obligations"), and
(d) any communications or other materials received by the Issuer or its counsel, from bond counsel, the underwriter or
placement agent or its counsel, the IRS, or any other material correspondence relating to the tax-exempt status of the
Issuer's bonds or relating to the Issuer's Continuing Disclosure Obligations.
Use and Timely Expenditure of Bond Proceeds. Expenditure of bond proceeds shall be reviewed by the Compliance
Officer to ensure (a) such proceeds are spent for the purpose stated in the Authorizing Proceedings and as described in
the Tax Documents and (b) that the proceeds, together with investment earnings on such proceeds, are spent within the
timeframes described in the Tax Documents, and (c) that any mandatory redemptions from excess bond proceeds are
timely made if required under the Authorizing Proceedings and Tax Documents.
Arbitrage Yield Restrictions and Rebate Matters. The Tax Documents shall be reviewed by the Compliance Officer to
ensure compliance with any applicable yield restriction requirements under Section 148(a) of the Internal Revenue Code
(the "Code") and timely calculation and payment of any rebate and the filing of any associated returns pursuant to
Section 148(f) of the Code. A qualified rebate analyst shall be engaged as appropriate or as may be required under the
Tax Documents.
Use of Bond Financed Property. Expectations and covenants contained in the Bond Documents regarding private use
shall be reviewed by the Compliance Officer to ensure compliance. Bond -financed properties shall be clearly identified
(by mapping or other reasonable means). Prior to execution, the Compliance Officer (and bond counsel, if deemed
appropriate by the Compliance Officer) shall review (a) all proposed leases, contracts related to operation or
management of bond -financed property, sponsored research agreements, take -or -pay contacts or other agreements or
arrangements or proposed uses which have the potential to give any entity any special legal entitlement to the bond -
financed property, (b) all proposed agreements which would result in disposal of any bond -financed property, and (c) all
proposed uses of bond -financed property which were not anticipated at the time the bonds were issued. Such actions
could be prohibited by the Authorizing Proceedings, the Tax Documents or Federal tax law.
Continuing Disclosure. Compliance with the Continuing Disclosure Obligations with respect to each bond issue shall be
evaluated (a) to ensure thnely compliance with any annual disclosure requirement, and (b) to ensure that any material
events have been properly disclosed as required by the Continuing Disclosure Obligation.
Record Keeping. If not otherwise specified in the Bond Documents, all records related to each bond issue shall be kept
for the life of the indebtedness associated with such bond issue (including all tax-exempt refundings) plus six (6) years.
Incorporation of Tax Documents. The requirements, agreements and procedures set forth in the Tax Documents, now or
hereafter in existence, are hereby incorporated into these procedures by this reference and are adopted as procedures of
the Issuer with respect to the series of bonds to which such Tax Documents relate.
Consultation Regarding Questions or Concerns. Any questions or concerns which arise as a result of any review by the
Compliance Officer shall be raised by the Compliance Officer with the Issuer's counsel or with bond counsel to
determine whether non-compliance exists and what measures should be taken with respect to any non-compliance.
VCAP and Remedial Actions. The Issuer is aware of (a) the Voluntary Closing Agreement Program (known as
"VCAP") operated by the Internal Revenue Service which allows issuers under certain circumstances to voluntarily enter
into a closing agreement in the event of certain non-compliance with Federal tax requirements and (b) the remedial
actions available to issuers of certain bonds under Section 1.141-12 of the Income Tax Regulations for private use of
bond financed property which was not expected at the time the bonds were issued.
End of Exhibit A
20
MINUTES OF MEETING
(Highway Allocation Fund Pledge Bonds, Series 2023)
A meeting of the Mayor and City Council of the City of Blair, Nebraska, was held at the
Blair City Council Chambers in said City on the 9th day of May, 2023, at 7:00 o'clock P.M. Present
were: Melinda Rump, Mayor. Council Members: Kirk Highfill, Katelyn Ferrari, Jim Sandvold,
Kevin Willis, Frank Wolff, Andrew Schank, Rick Paulsen and Holly Hafer. Absent: None. Notice
of the meeting was given in advance thereof by publication or posting, the designated method for
giving notice as shown by the Affidavit of Publication or Certificate of Posting attached to these
minutes. Notice of this meeting was given to the Mayor and all members of the Council and a copy
of their acknowledgment of receipt of notice and the agenda is attached to the minutes. Availability
of the agenda was communicated in the advance notice and in the notice to the Mayor and Council
of this meeting. All proceedings hereafter shown were taken while the convened meeting was open
to the attendance of the public. At the beginning of the meeting, the Mayor publicly stated to all in
attendance that a current copy of the Nebraska Open Meetings Act was available for review and
indicated the location of such copy posted in the room where the meeting was being held.
Council Member Willis introduced Ordinance No. 2506 entitled:
AN ORDINANCE AUTHORIZING THE ISSUANCE OF HIGHWAY ALLOCATION
FUND PLEDGE BONDS, IN ONE OR MORE SERIES, OF THE CITY OF BLAIR, NEBRASKA,
IN THE PRINCIPAL AMOUNT OF NOT TO EXCEED ELEVEN MILLION DOLLARS
($11,000,000) FOR THE PURPOSE OF PAYING THE COSTS OF CONSTRUCTING CERTAIN
STREET AND RELATED IMPROVEMENTS OF THE CITY; PRESCRIBING THE FORM OF
SAID BONDS; PLEDGING FUNDS TO BE RECEIVED BY THE CITY FROM THE STATE OF
NEBRASKA HIGHWAY ALLOCATION FUND FOR THE PAYMENT OF SAID BONDS;
PROVIDING FOR THE LEVY AND COLLECTION OF TAXES TO PAY THE SAME IF
NECESSARY; AUTHORIZING THE OFFICERS OF THE CITY TO ESTABLISH THE FINAL
TERMS OF THE BONDS WITHIN CERTAIN PARAMETERS; AUTHORIZING THE
DELIVERY OF THE BONDS TO THE PURCHASER; PROVIDING FOR THE DISPOSITION
OF THE BOND PROCEEDS; APPROVING POST -ISSUANCE TAX COMPLIANCE POLICIES;
AUTHORIZING A BOND PURCHASE AGREEMENT AND OTHER RELATED DOCUMENTS;
AND ORDERING THE ORDINANCE PUBLISHED IN PAMPHLET FORM.
and moved that the statutory rule requiring reading on three different days be suspended. Council
Member Kevin Willis seconded the motion to suspend the rules and upon roll call vote on the motion
the following Council Members voted YEA: Kirk Highfill, Katelyn Ferrari, Jim Sandvold, Kevin
Willis, Frank Wolff, Andrew Schank, Rick Paulsen and Holly Hafer. The following voted NAY:
None. The motion to suspend the rules was adopted by three-fourths of the Council and the statutory
rule was declared suspended for consideration of said ordinance.
Said ordinance was then read by title and thereafter Council Member Kevin Willis moved for
final passage of the ordinance, which motion was seconded by Council Member Katelyn Ferrari.
The Mayor then stated the question was "Shall Ordinance No. 2506 be passed and adopted?" Upon
roll call vote, the following Council Members voted YEA: Kirk Highfill, Katelyn Ferrari, Jim
Sandvold, Kevin Willis, Frank Wolff, Andrew Schanlc, Rick Paulsen and Holly Hafer. The following
voted NAY: None. The passage and adoption of said ordinance having been concurred in by a
majority of all members of the Council, the Mayor declared the ordinance adopted and the Mayor in
the presence of the Council signed and approved the ordinance and the Cleric attested the passage
and approval of the same and affixed her signature thereto and ordered the Ordinance to be
published in pamphlet form as provided therein. A true, correct and complete copy of said ordinance
is as follows:
2
State of Nebraska, County of Washington
Chris Rhoades, Being by me first duly sworn,
deposes and says that he is the Associate
Publisher of the Pilot -Tribune , a legal weekly'
newspaper printed and published at Blair, in
Washington County, Nebraska and of general
circulation in said County and State: that said
newspaper has a bona fide circulation of more
than 3000 copies weekly, in said County: and
has been published in said County for more
than 52 successive weeks prior to the first
publication of the attached notice, that the
attached notice was published in said
newspaper for 1 consecutive week(s) being
the issues of.
5/16/2023
Date(s)
Chris oades, Associate Publisher
Subscribed in my presence, and sworn to
before me this date:
May 16, 2023
0. - 1
Notary
GENERAL NOTARY • State of Nebraska
TRACY A. PRETTYMAN
ALL
My Comm, Exp, Sept. 10, 2025
Cost information
Printers Fee
Aff & billing prep fee
Notary Fee
Copy Fee
Additional Affidavits
25% mins discount
Total Amount Due
$ 32.85
$ 32.85
(Affidavit of Publication:
ENTERPRISE
f IEDIA GROUP