2018-1539 RESOLUTION NO. 2018-1539
RESOLUTION AWARDING $21,905,000 GENERAL OBLIGATION
PROMISSORY NOTES, SERIES 2018, OF THE CITY
OF JANESVILLE, WISCONSIN, ESTABLISHING INTEREST RATES
THEREON AND LEVYING TAXES THEREFOR
WHEREAS, this City Council has heretofore authorized the issuance and sale of $21,905,000
General Obligation Promissory Notes, Series 2018 (the "Notes"), in a resolution adopted on May
29, 2018 and entitled "Resolution Authorizing the Issuance of $21,905,000 General Obligation
Promissory Notes, Series 2018, of the City of Janesville, Wisconsin, and Providing the Details
Thereof'; and
WHEREAS, pursuant to advertised public sale the following sealed bids were received
for the Notes on June 25, 2018, by 10:00 a.m., local time:
Names of Bidders True Interest
(Account Manager) Rates
J.P. Morgan Securities LLC, New York, NY 2.444999%*
* Subsequent to receipt of bids, the 2019 and 2028 maturities were adjusted
resulting in a net interest cost of$2,592,032.62 and a true interest rate of
2.423611%.
George K. Baum & Co., Denver, CO 2.446777%
Mesirow Financial, Inc., Chicago, IL 2.447415%
Hutchinson, Shockey, Erley & Co., Chicago, IL 2.447840%
Fifth Third Securities, Inc., Cincinnati, OH 2.463359%
Robert W. Baird & Co., Inc., Red Bank, NJ 2.472965%
Morgan Stanley & Co, LLC, New York, NY 2.515695%
J.J.B. Hilliard, W.L. Lyons, Inc., Indianapolis, IN 2.581805%
; and
WHEREAS, it has been determined that the highest and best bid for the Notes was that of J.P.
Morgan Securities LLC, which bid is as follows:
1
BID FORM
City of Janesville, City Council June 25,2018.
c/o Wisconsin Public Finance Professionals,LLC, Municipal Advisor
1025 South Moorland Road, Suite 504
Brookfield,WI 53005
(414)434-9644—Office (414) 226-2014—Fax.
Email: cawirth@wipublicfinanco.com
Re: $21,905,000 General Obligation Promissory Notes, S+ ries 2018("Notes")
Dated July 11, 2018
(Non-Bank Qualified)
For all or none of the above Notes, in accordance with the Official Notice of Sale, we will pay you
$22,505,417.30 (no less than $21,905,000 nor more than $22,550,000) plus accrued interest to date of
delivery,for Notes bearing interest rates and maturing on February 1, in this stated years as follows:
Maturity Principal* Interest Rate Maturity Principal* Interest Rate
02/01/19. $2,065,000 1.50% 02/01/24 $2,260,000 3.00%
02/01/20 2,250,000 3.00%. 02/01/25 2,180,000 3.00%
02/01/21 2,275,000 4.00% 02101/26 2,000,000 3.00%
02/01/22 2,300,000 3.00% 02101/27 2,100,000 3.00%
02/01/23 2,225,000 3.00% 02/.01128 2,250,000 3.00%
*The.City reserves the right, after bids are opened and prior to award, to increase or decrease the
amount of any individual maturity of the Notes in increments of $5,000 on the day of sale. The
purchase price proposed will be adjusted to maintain the same gross spread per$1,000.
The Notes maturing on February 1, 2027 and thereafter shall be subject to redemption prior to maturity, at
the option of the City, beginning February 1, 2026 or on any date thereafter. Said Notes areredeemable
as a whole or in part,and if in part; from maturities selected by the City and within each maturity by lot, at
the principal amount thereof, plus accrued interest to the date of redemption.
This bid is a firm offer for the purchase of the Notes identified in the Official Notice of Sale, on the terms as
set forth in this bid form and the Official Notice of Sale, and is not subject to any conditions, except as
permitted by the Official Notice of Sale. By submitting this bid, we confirm that we have an
established industry reputation for underwriting new issuances of municipal Notes.. (If the bidder
cannot confirm an established industry reputation for underwriting new isJsuances of municipal Notes, the
preceding sentence should be crossed out.)
If the competitive sale requirements are not met,to determinetheissue price of the Notes, we elect to use
the: / s
(select one) 10%test / hold-the offering- rice rule
The successful bidder will be responsible for the cost of obtaining CIJSIP numbers.
Per the.Official Notice of Sale, the winning bidder must submit a certified or cashier's check on a solvent
bank or trust company, in the amount of$438,100, payable to the City Trasurer, with the delivery of a bid
to the office of WPFP, prior to the time established for bid opening; OR alternatively, successful bidder
shall submit a wire transfer to the City no later than 2 p.m. (Central Time)on the sate date.
2
1
1
The Notes are to be accompanied by the unqualified approving legal. opinion of Kutak Rock LLP, Bond
Counsel, and a certificate evidencing that no litigation is pending against the City, which.will affect the
validity or security of these Notes.
8
Respectively submitted,
Underwriter(Accou"t Manager)
,t. ------Z,,::-7/..-4`,-L___ . —
1
We, the duly authorized officials of the City of Janesville, do hereby accept and award the Notes pursuant
to the foregoing offer, in legal meeting this 25th day of June, 2018 at 1 p.m, central time.
1
1
a
City Manager I
I
1
NOT A PART OF BID
Our calculation of total net interest cost using the abo Ve rates are:
Gross Interest Cost Less: Premium Net Interest Cost True Interest Rate
i
$3,346,913.89 1$600,4.17.30) $2,746,496.591 2.444999%
1
NOTE: Subsequent to receipt of bids,the 2019 and 2028 maturities were adjusted resulting in a net
interest cost of$2,592,032.62, a true interest rate of 2.423611%, and a purchase price of
$22;4.95,664:60
1
1
Account Members: 1
1
Estrada Hinojosa &Co 1
Academy Securities 6
I
f
I
1
i
4
1
1
i
l
S
i
I
1
I
i
1
1
iy
3 1
1
WHEREAS, it is now necessary to award the Notes to the successful bidder and to establish the
interest rates thereon;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Janesville,
Wisconsin, as follows:
Section 1. Sale of Notes. The sale of $21,905,000 General Obligation Promissory
Notes, Series 2018, to J.P. Morgan Securities LLC, at a price of $22,495,664.60 and accrued
interest to the date of delivery is hereby ratified and confirmed.
Section 2. Interest Rates. The Notes shall mature on February 1 of the following
years, and bear interest at the following rates, payable on February 1, 2019 and each August 1
and February 1 thereafter:
Maturities Amounts ($) Interest Rates (%)
2019 2,655,000 1.500%
2020 2,250,000 3.000%
2021 2,275,000 4.000%
2022 2,300,000 3.000%
2023 2,225,000 3.000%
2024 2,260,000 3.000%
2025 2,180,000 3.000%
2026 2,000,000 3.000%
2027 2,100,000 3.000%
2028 1,660,000 3.000%
Section 3. Redemption Provisions. The Notes maturing on or after February 1, 2027
shall be subject to redemption prior to maturity as a whole or in part at the option of the City
upon notice as therein provide, in any order of maturity and by lot within a single maturity, on
February 1, 2026, and on any date thereafter, at a redemption price equal to 100% of the
principal amount thereof to be redeemed plus accrued interest to the redemption date and
without premium.
Section 4. Execution and Delivery; Borrowed Money Fund. The Notes shall be
executed by the City Manager and the City Clerk in the manner heretofore provided, and upon
authentication by Associated Trust Company, National Association, City of Green Bay,
Wisconsin, as note registrar, shall thereupon be delivered by the City Clerk to the purchaser
upon payment of the purchase price. The principal proceeds from the sale of the Notes shall be
paid into the City treasury and entered in a fund separate and distinct from all other funds, which
fund shall be designated "General Obligation Promissory Notes, Series 2018, Borrowed Money
Fund." Money in said funds shall be used solely for the purposes for which the Notes were
issued, including repayment of any temporary loan or reimbursement of any temporary advance
made in anticipation of the issuance of said Notes.
Section 5. Tax Levy. For the purpose of paying the principal amounts of the Notes as
the same shall mature, and to pay the interest thereon as the same shall come due, there is
hereby levied, for each year in which any of the Notes shall be outstanding, direct, annual,
4
irrepealable taxes in amounts fully sufficient to pay such principal and interest, and the specific
amounts levied for each year are as follows:
Amount of
Year of Levy Principal and
Interest
2018 3,310,722.22
2019 2,816,500.00
2020 2,762,250.00
2021 2,707,250.00
2022 2,564,375.00
2023 2,532,100.00
2024 2,385,500.00
2025 2,142,800.00
2026 2,181,300.00
2027 1,684,900.00
Section 6. Extension of Taxes. The amounts of taxes levied pursuant to Section 4
hereof shall be carried onto the tax roll by the City from year to year and collected as other
taxes are collected, and such amounts may be reduced in any year only by any amount of
surplus money in the Debt Service Fund created pursuant to Section 67.11, Wisconsin Statutes.
Section 7. Debt Service Fund. There is hereby created a fund to be known as
"General Obligation Promissory Notes, Series 2018, Debt Service Fund" to be established and
maintained in accordance with generally accepted accounting principles.
Into the Debt Service Fund there shall be deposited the following: (a) all premium and
accrued interest from the sale of the respective Notes; (b) all allocable money raised by taxation
pursuant to Section 4 hereof; (c) any surplus in the Borrowed Money Fund created in Section 3
hereof; and (d) such additional amounts as may at any time be necessary to pay the principal of
and interest on the respective Notes as the same shall become due.
Section 8. Dated Date. The Notes shall be initially dated the date of their delivery.
Section 9. Continued Validity. If any section, paragraph, clause or provision of this
resolution shall be invalid or ineffective for any reason, the remainder of this resolution shall
remain in full force and effect, it being expressly hereby found and declared that the remainder
of this resolution would have been adopted by the City Council despite the invalidity of such
section, paragraph, clause or provision.
Section 10. Effective Date. All orders or resolutions in conflict herewith are hereby
repealed insofar as such conflict exists, and this resolution shall take effect immediately upon its
passage, the public welfare requiring it.
5
ADOPTED: June 25, 2018 Motion by: Gruber
Second by: Conley
APPROV D: / Councilmember Aye Nay Pass Absent
Conley X
Farrell X
Mark A. -reitag, City Manager Gruber X
Jorgensen X
ATT : Inv Marklein X
' '-��i�►� Williams X
Wolfe X
4. f: ' . o i ek, City Cler -Treasurer
APPROVED AS TO FORM:
Wald Klimc yk, City Attorney
Proposed by: Finance Office
Prepared by: Kevin Barney, Bond Counsel
6