2019-1658 REVISED RESOLUTION NO. 2019-1658
RESOLUTION AWARDING $20,020,000 GENERAL OBLIGATION
PROMISSORY NOTES, SERIES 2019A, AND $3,015,000 TAXABLE GENERAL OBLIGATION
PROMISSORY NOTES, SERIES 2019B, ALL 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 $20,020,000 General
Obligation Promissory Notes, Series 2019A (the "Notes") and $3,020,000 Taxable General Obligation
Promissory Notes, Series 2019B (the "Taxable Notes"), in a resolution adopted on May 28, 2019 and entitled
"Resolution Authorizing the Issuance of $20,020,000 General Obligation Promissory Notes, Series 2019A, and
$3,020,000 Taxable General Obligation Promissory Notes, Series 2019B, all 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 24, 2019, by 10:00 a.m., local time:
Names of Bidders True Interest
(Account Manager) Rates
Hutchinson, Shockey, Erley & Co., Chicago, IL 1.967593%*
FTN Financial Capital Markets, New York, NY 1.974441
Fifth Third Securities Inc. Cincinnati, OH 2.044054
Robert W. Baird & Co., Inc., Milwaukee, WI 2.056372
Bank of America Merrill Lynch, New York, NY 2.095197
*Subsequent to bids received, the 2020 and 2029 maturities were adjusted resulting in a True Interest Rate of
1.948379%; and
WHEREAS, pursuant to advertised public sale the following sealed bids were received for the Taxable
Notes on June 24, 2019, by 11:00 a.m., local time:
Names of Bidders True Interest
(Account Manager) Rates
Northern Securities, Inc., Minneapolis, MN 2.455398%*
Mesirow Financial Inc., Chicago, IL 2.487838
Piper Jaffray & Company, Chicago, IL 2.489495
Robert W. Baird & Co., Inc, Milwaukee, WI 2.514647
BOK Financial Securities Inc, Milwaukee, WI 2.607771
UMB Bank, N.A., Kansas City, MO 2.618204
Raymond James &Associates, Inc., Memphis, TN 2.650505
Bankers' Bank, Madison, WI 2.706083
Bernardi Securities, Chicago, IL 2.722417
*Subsequent to bids received, the issue size was revised to $3,015,000, resulting in a True Interest Rate of
2.45493%; and
WHEREAS, it has been determined that the highest and best bid for the Notes was that of Hutchinson,
Shockey, Erley & Co., Chicago, Illinois, and, the highest and best bid for the Taxable Notes was that of
Northland Securities, Inc., Minneapolis, Minnesota, which bids are as follows:
BID FORM
City of Janesville, City Council June 24, 2019
do 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: cawirthwipublicfinance.com
Re: $20,020,000 General Obligation Promissory Notes, Series 2019A ("Notes")
Dated July 9, 2019
(Non-Bank Qualified)
For all or none of the above Notes, in accordance with the Official Notice of Sale, we will pay you
$20,699,497.71 (no less than $20,020,000 nor more than $20,700,000) plus accrued interest to date of
delivery, for Notes bearing interest rates and maturing on February 1, in the stated years as follows:
Maturity Principal* Interest Rate Maturity Principal* Interest Rate
02/01/20 $2,050,000 1.50% 02/01/25 $2,055,000 3.00%
02/01/21 2,150,000 1.50% 02/01/26 1,955,000 2.00%
02/01/22 2,155,000 2.00% 02/01/27 1,800,000 3.00%
02/01/23 2,155,000 2.00% 02/01/28 1,800,000
02/01/24 2,100,000 2.00% 02/01/29 1,800,000 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 relating to
underwriter compensation per$1,000.
The Notes maturing on February 1, 2028 and thereafter shall be subject to redemption prior to maturity, at
the option of the City, beginning February 1, 2027 or on any date thereafter. Said Notes are redeemable
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 issuances of municipal Notes, the
preceding sentence should be crossed out.)
If the competitive sale requirements are not met, to determine the issue price of the Notes,we elect to use
the:
(select one) 10%test / hold-the offering-price rule X
The successful bidder will be responsible for the cost of obtaining CUSIP 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$400,400, payable to the City Treasurer, 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 sale date.
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.
•
Respectively submitted,
HUTCHINSON, SHOCKEY, ERLEY & CO.
Underwriter(Account Manager)
By
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 24th day of June, 2019 at p.m. central time.
City Manager
NOT A PART OF BID
Our calculation of total net interest cost using the above rates are:
Gross Interest Cost Less: Premium Net Interest Cost True Interest Rate I
$ 2,663,416.39 ($679,497.71 ) $1,983,918.68 1.967593%
Account Members: None
NOTE: Subsequent to receipt of bids, the 2020 and 2029 maturities were adjusted resulting
in a purchase price of$20,670,707.71, gross interest cost of$2,524,208.06, net interest cost
of$1,873,500.35, premium of$650,707.71, and a true interest rate of 1.948379%.
BID FORM
June 24, 2019
City of Janesville, City Council
do 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(a�wipublicfinance.com
Re: $3,020,000*Taxable General Obligation Promissory Notes, Series 2019B ("Taxable Notes")
Dated July 9, 2019
For all or none of the above Taxable Notes, in accordance with the Official Notice of Sale, we
will pay you $3,007,452.00 (no less than $3,000,000) plus accrued interest to date of delivery,
for Taxable Notes bearing interest rates and maturing on February, in the stated years as
follows:
Interest Interest
Maturity Principal* Rate Maturity Principal* Rate
02/01/20 $105,000 2.20% 02/01/25 $395,000 2.20%
02/01/21 115,000 2.05% 02/01/26 410,000 2.30%
02/01/22 115,000 2.00% 02/01/27 440,000 2.40%
02/01/23 135,000 2.05% 02/01/28 455,000 2.50%
02/01/24 385,000 2.15% 02/01/29 465,000 2.60%
*The City reserves the right, after bids are opened and prior to award, to increase or
decrease the principal amount of the Taxable Notes in increments of $5,000, or, to
increase or decrease the amount of any individual maturity of the Taxable Notes in
increments of $5,000. In the event of any such modification, the aggregate purchase
price proposed will be adjusted to maintain the same gross spread relating to
underwriter compensation per$1,000.
The Taxable Notes maturing on February 1, 2028 and thereafter shall be subject to redemption
prior to maturity, at the option of the City, beginning February 1, 2027 or on any date thereafter.
Said Taxable Notes are redeemable 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 Taxable 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.
The successful bidder will be responsible for the cost of obtaining CUSIP 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$60,400, payable to the City Treasurer, 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 sale date.
The Taxable 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 Taxable Notes.
Respectively submitted,
Ctard
Underwriter(Accoun anag
We, the duly authorized officials of the City of Janesville, do hereby accept and award the
Taxable Notes pursuant to the foregoing offer, in legal meeting this 24th day of June, 2019 at
p.m. central time.
City Manager
NOT A PART OF BID
Our calculation of total net interest cost using the above rates are:
Gross Interest Cost Discount/Premium Net Interest Cost True Interest Rate
$ 461,496.15 $ 12,548.00 $ 474,044.15 2.455398 %
Account Members: United Bankers Bbank and DA Ddavidson
NOTE: Subsequent to receipt of bids, the issue size was revised to $3,015,000. The 2029 maturity
was adjusted resulting in a purchase price of$3,002,472.67, gross interest cost of$460,253.21, net
interest cost of$472,780.54, plus discount of$12,527.33, and a true interest rate of 2.45493%.
WHEREAS, it is now necessary to award the Notes and the Taxable Notes (collectively referred to as
the "Securities") to the respective 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 the Securities. The sale of $20,020,000 General Obligation Promissory Notes,
Series 2019A, to Hutchinson, Shockey, Erley & Co., Chicago, Illinois at a price of $20,670,707.71 and accrued
interest to the date of delivery is hereby ratified and confirmed.
The sale of $3,015,000 Taxable General Obligation Promissory Notes, Series 2019B, to Northland
Securities, Inc., Minneapolis, Minnesota, at a price of $3,002,472.67 and accrued interest to the date of delivery
is hereby ratified and confirmed.
Section 2. Interest Rates. The Notes shall mature on February 1 of the following years, and bear
interest at the following rates, payable on February 1, 2020 and each August 1 and February 1 thereafter
Maturities Amounts ($) Interest Rates (%)
2020 2,550,000 1.50
2021 2,150,000 1.50
2022 2,155,000 2.00
2023 2,155,000 2.00
2024 2,100,000 2.00
2025 2,055,000 3.00
2026 1,955,000 2.00
2027 1,800,000 3.00
2028 1,800,000 4.00
2029 1,300,000 3.00
The Taxable Notes shall mature on February 1 of the following years, and bear interest at the following
rates, payable on February 1, 2020 and each August 1 and February 1 thereafter
Maturities Amounts ($) Interest Rates (%)
2020 105,000 2.20
2021 115,000 2.05
2022 115,000 2.00
2023 135,000 2.05
2024 385,000 2.15
2025 395,000 2.20
2026 410,000 2.30
2027 440,000 2.40
2028 455,000 2.50
2029 460,000 2.60
Section 3. Redemption Provisions. The Securities maturing on or after February 1, 2028 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, 2027, 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 Securities 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 Note purchaser and the Taxable Note purchaser upon payment of the
respective purchase price. The principal proceeds from the sale of the Securities 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 2019A Borrowed Money Fund" and "Taxable General Obligation
Promissory Notes, Series 2019B Borrowed Money Fund." Money in said funds shall be used solely for the
purposes for which the Securities were issued, including repayment of any temporary loan or reimbursement of
any temporary advance made in anticipation of the issuance of said Securities.
Section 5. Tax Levy. For the purpose of paying the principal amounts of the Securities 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 Securities shall be outstanding, direct, annual, irrepealable taxes in amounts fully sufficient
to pay such principal and interest, and the specific amounts levied for each year are as follows:
TOTAL
NOTES TAXABLE NOTES SECURITIES
Year Amount ($) of Amount ($) of Amount ($) of
of Levy Principal and Principal and Principal and
Interest Interest Interest
2019 3,023,708.06 178,151.96 3,201,860.02
2020 2,560,075.00 181,538.75 2,741,613.75
2021 2,527,400.00 179,210.00 2,706,610.00
2022 2,484,300.00 196,676.25 2,680,976.25
2023 2,386,750.00 441,153.75 2,827,903.75
2024 2,289,925.00 442,670.00 2,732,595.00
2025 2,139,550.00 448,610.00 2,588,160.00
2026 1,938,000.00 468,615.00 2,406,615.00
2027 1,875,000.00 472,647.50 2,347,647.50
2028 1,319,500.00 465,980.00 1,785,480.00
Section 6. Extension of Taxes. The amounts of taxes levied pursuant to Section 5 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 2019A Debt Service Fund," and, a fund to be known as "Taxable General Obligation
Promissory Notes, Series 2019B Debt Service Fund" to be established and maintained in accordance with
generally accepted accounting principles.
Into the respective Debt Service Fund there shall be deposited the following: (a) all premium and
accrued interest from the sale of the respective Notes or Taxable Notes; (b) all allocable money raised by
taxation pursuant to Section 5 hereof; (c) any surplus in the respective Borrowed Money Fund created in
Section 4 hereof; and (d) such additional amounts as may at any time be necessary to pay the principal of and
interest on the respective Notes or Taxable Notes, as the same shall become due.
Section 8. Dated Date. The Securities 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.
ADOPTED: June 24, 2019 Motion by: Williams
Second by: Wolfe
APPROVED: Councilmember Aye Nay Pass Absent
Benson X
Conley X
Mark A. Vreitag, City Manager Farrell X
Gruber X
ATT Marklein X
Williams X
Wolfe X
avid T. Godek, City Clerk-Treasurer
APPROVED AS TO FORM:
City Attorney
Proposed by: Finance Office
Prepared by: Kevin Barney, Bond Counsel