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City of Beaver Dam, Wisconsin
COMMON COUNCIL PROCEEDINGS
MONDAY, APRIL 15, 2019
The regular meeting of the Common Council was called to order at 8:00 p.m. by
Mayor Becky Glewen. Present: Abfall, Anderson, Appenfeldt, Ballweg, Burnett,
Davidson, Doyle, Fischer, Hansen, Henriksen, Loizzo, Morgan, Nelson, Olson, 14.
Absent and Excused: None.
PLEDGE TO FLAG/SILENT DELIBERATION
Mr. Brooks, a city resident, addressed the council about the 4-way stop sign on
Warren Street and expressed his concern for possibly having a center line where Stone
Street curves on Warren Street as traffic going both ways tend to cross over in the other
lane.
Mayor Glewen had the following announcements: Common Council Inaugural is
April 16 at 7:00 p.m. The Seippel Center for Music & the Arts will hold an open house
April 17 from 4:00-7:00 p.m. Badger Honor Flight welcomes back veterans at Dane Co.
Airport April 20, 7:15 p.m. Focus on Women event held at Juneau Community Center
April 25, 3:30-8:00 p.m. Arbor Day presentation at Jefferson School April 26, 10:30
a.m. Retirement party for John Somers in the Fire Department Training Room April 26
11:00-1:00 p.m. Earth Day celebration for downtown cleanup April 27, 9:00-noon is a
great event for the entire family. There will be a bookstore pop-up at the Chamber for 3
days. Mayor will be out of state May 2-6 and will coordinate coverage with the incoming
council president and city clerk.
Alderperson Ballweg thanked the Council and city personnel for assistance throughout his years of service.
Motion by Davidson, second by Olson, to dispense with the reading and approve
the minutes of the April 1, 2019, meeting of the Common Council, and accept them
as officially recorded into the records in the City Clerk’s office, carried by a vote of 13
“Ayes” and one “Abstention” (Hansen).
There were no communications.
I submit for your approval the invoices in the amount of $489,553.62.
John Somers, City Clerk
Motion by Davidson, second by Burnett, to pay the invoices in the amount of
$489,553.62, carried by acclamation.
Mayor Glewen presented the “Arbor Day” Proclamation to Parks and Forestry Supervisor John Neumann and encouraged everyone to participate in the upcoming Arbor
Day on Saturday, April 27 at 10:00 a.m. across from 209 S. Center Street in conjunction with the Beaver Dam community cleanup. John Neumann outlined the city’s tree
program.
There were no ordinances this evening.
RESOLUTION NO. 44-2019
A RESOLUTION TO APPROPRIATE A DONATION FROM
NORTHWOODS CASKET COMPANY TO THE PARKS DEPARTMENT
WHEREAS, the Beaver Dam Parks Department has received a donation from
Northwoods Casket Company to be used to help replenish the City’s tree nursery stock.
NOW THEREFORE BE IT RESOLVED, that the Common Council of the City of
Beaver Dam does hereby express gratitude to Northwoods Casket Company for their
generous donation and appropriates said donation in the amount of $500.00 from the
Donations and Contributions Account (010000-484100) to Parks Supplies Account
(010968-530010).
Presented by the following Alderpersons, members of the Administrative Committee:
Davidson, Appenfeldt, Burnett, Morgan, Nelson, Anderson,
Hansen
Adopted: April 15, 2019
John Somers, City Clerk
Approved: April 15, 2019
Rebecca Glewen, Mayor
The preceding resolution was adopted by the following roll call vote: Ayes: Abfall,
Anderson, Appenfeldt, Ballweg, Burnett, Davidson, Doyle, Fischer, Hansen, Henriksen, Loizzo, Morgan, Nelson, Olson, 14. Noes: None.
Julie Zahn from Northwoods Casket Company appeared. Ms. Zahn shared their
company’s desire to donate to this important cause.
Motion by Davidson, second by Olson, to suspend the rules and read Resolution
No. 45-2019 by title only, carried by acclamation.
RESOLUTION NO. 45-2019
RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF
$4,170,000 GENERAL OBLIGATION PROMISSORY NOTES
WHEREAS, the Common Council hereby finds and determines that it is necessary,
desirable and in the best interest of the City of Beaver Dam, Dodge County, Wisconsin
(the “City”) to raise funds for public purposes, including paying the cost of 2019 Capital
Improvement Plan projects for general City purposes, wastewater and stormwater utility
projects and projects in Tax Incremental District No. 8 (the “Project”);
WHEREAS, the Common Council hereby finds and determines that the Project is
within the City’s power to undertake and therefore serves a “public purpose” as that
term is defined in Section 67.04(1)(b), Wisconsin Statutes;
WHEREAS, the City is authorized by the provisions of Section 67.12(12), Wisconsin Statutes, to borrow money and issue general obligation promissory notes for such
public purposes;
WHEREAS, the City has directed Wisconsin Public Finance Professionals, LLC
(“WPFP”) to take the steps necessary to sell general obligation promissory notes (the
“Notes”) to pay the cost of the Project;
WHEREAS, WPFP, in consultation with the officials of the City, prepared an Official
Notice of Sale (a copy of which is attached hereto as Exhibit A and incorporated herein
by this reference) setting forth the details of and the bid requirements for the Notes and
indicating that the Notes would be offered for public sale on April 15, 2019;
WHEREAS, the City Clerk (in consultation with WPFP) caused notice of the sale of
the Notes to be published and/or announced and caused the Official Notice of Sale to
be distributed to potential bidders offering the Notes for public sale;
WHEREAS, the City has duly received bids for the Notes as described on the Bid
Tabulation attached hereto as Exhibit B and incorporated herein by this reference (the
“Bid Tabulation”); and
WHEREAS, it has been determined that the bid proposal (the “Proposal”) submitted
by the financial institution listed first on the Bid Tabulation fully complies with the bid
requirements set forth in the Official Notice of Sale and is deemed to be the most advantageous to the City. WPFP has recommended that the City accept the Proposal. A
copy of said Proposal submitted by such institution (the “Purchaser”) is attached hereto
as Exhibit C and incorporated herein by this reference.
NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City that:
Section 1. Ratification of the Official Notice of Sale and Offering Materials. The
Common Council hereby ratifies and approves the details of the Notes set forth in Exhibit A attached hereto as and for the details of the Notes. The Official Notice of Sale
and any other offering materials prepared and circulated by WPFP are hereby ratified
and approved in all respects. All actions taken by officers of the City and WPFP in connection with the preparation and distribution of the Official Notice of Sale and any other
offering materials are hereby ratified and approved in all respects.
Section 1A. Authorization and Award of the Notes. For the purpose of paying the
cost of the Project, there shall be borrowed pursuant to Section 67.12(12), Wisconsin
Statutes, the principal sum of FOUR MILLION ONE HUNDRED SEVENTY THOUSAND
DOLLARS ($4,170,000) from the Purchaser in accordance with the terms and conditions of the Proposal. The Proposal of the Purchaser offering to purchase the Notes for
the sum set forth on the Proposal (as modified on the Bid Tabulation and reflected in the
Pricing Summary referenced below and incorporated herein), plus accrued interest to
the date of delivery, is hereby accepted. The Mayor and City Clerk or other appropriate
officers of the City are authorized and directed to execute an acceptance of the Proposal on behalf of the City. The good faith deposit of the Purchaser shall be retained by
the City Treasurer and applied in accordance with the Official Notice of Sale, and any
good faith deposits submitted by unsuccessful bidders shall be promptly returned. The
Notes shall bear interest at the rates set forth on the Proposal.
Section 2. Terms of the Notes. The Notes shall be designated “General Obligation
Promissory Notes”; shall be issued in the aggregate principal amount of $4,170,000;
shall be dated April 24, 2019; shall be in the denomination of $5,000 or any integral
multiple thereof; shall be numbered R-1 and upward; and shall bear interest at the rates
per annum and mature on April 1 of each year, in the years and principal amounts as set
forth on the Pricing Summary attached hereto as Exhibit D-1 and incorporated herein
by this reference. Interest shall be payable semi-annually on April 1 and October 1 of
each year commencing on April 1, 2020. Interest shall be computed upon the basis
of a 360-day year of twelve 30-day months and will be rounded pursuant to the rules
of the Municipal Securities Rulemaking Board. The schedule of principal and interest
payments due on the Notes is set forth on the Debt Service Schedule attached hereto
as Exhibit D-2 and incorporated herein by this reference (the “Schedule”).
Section 3. Redemption Provisions. The Notes maturing on April 1, 2028 and thereafter are subject to redemption prior to maturity, at the option of the City, on April 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.
Section 4. Form of the Notes. The Notes shall be issued in registered form and
shall be executed and delivered in substantially the form attached hereto as Exhibit E
and incorporated herein by this reference.
Section 5. Tax Provisions.
(A) Direct Annual Irrepealable Tax Levy. For the purpose of paying the principal of
and interest on the Notes as the same becomes due, the full faith, credit and resources
of the City are hereby irrevocably pledged, and there is hereby levied upon all of the
taxable property of the City a direct annual irrepealable tax in the years 2019 through
2028 for payments due in the years 2020 through 2029 in the amounts set forth on the
Schedule.
(B) Tax Collection. So long as any part of the principal of or interest on the Notes
remains unpaid, the City shall be and continue without power to repeal such levy or
obstruct the collection of said tax until all such payments have been made or provided
for. After the issuance of the Notes, said tax shall be, from year to year, carried onto the
tax roll of the City and collected in addition to all other taxes and in the same manner
and at the same time as other taxes of the City for said years are collected, except that
the amount of tax carried onto the tax roll may be reduced in any year by the amount of
any surplus money in the Debt Service Fund Account created below.
(C) Additional Funds. If at any time there shall be on hand insufficient funds from
the aforesaid tax levy to meet principal and/or interest payments on said Notes when
due, the requisite amounts shall be paid from other funds of the City then available,
which sums shall be replaced upon the collection of the taxes herein levied.
Section 6. Segregated Debt Service Fund Account.
(A) Creation and Deposits. There be and there hereby is established in the treasury of the City, if one has not already been created, a debt service fund, separate and
distinct from every other fund, which shall be maintained in accordance with generally
accepted accounting principles. Debt service or sinking funds established for obligations previously issued by the City may be considered as separate and distinct accounts
within the debt service fund.
Within the debt service fund, there hereby is established a separate and distinct account designated as the “Debt Service Fund Account for General Obligation Promissory
Notes, dated April 24, 2019” (the “Debt Service Fund Account”) and such account shall
be maintained until the indebtedness evidenced by the Notes is fully paid or otherwise
extinguished. There shall be deposited into the Debt Service Fund Account (i) all accrued interest received by the City at the time of delivery of and payment for the Notes;
(ii) any premium which may be received by the City above the par value of the Notes
and accrued interest thereon; (iii) all money raised by the taxes herein levied and any
amounts appropriated for the specific purpose of meeting principal of and interest on
the Notes when due; (iv) such other sums as may be necessary at any time to pay principal of and interest on the Notes when due; (v) surplus monies in the Borrowed Money
Fund as specified below; and (vi) such further deposits as may be required by Section
67.11, Wisconsin Statutes.
(B) Use and Investment. No money shall be withdrawn from the Debt Service Fund
Account and appropriated for any purpose other than the payment of principal of and
interest on the Notes until all such principal and interest has been paid in full and the
Notes canceled; provided (i) the funds to provide for each payment of principal of and
interest on the Notes prior to the scheduled receipt of taxes from the next succeeding
tax collection may be invested in direct obligations of the United States of America
maturing in time to make such payments when they are due or in other investments
permitted by law; and (ii) any funds over and above the amount of such principal and
interest payments on the Notes may be used to reduce the next succeeding tax levy,
or may, at the option of the City, be invested by purchasing the Notes as permitted
by and subject to Section 67.11(2)(a), Wisconsin Statutes, or in permitted municipal
investments under the pertinent provisions of the Wisconsin Statutes (“Permitted Investments”), which investments shall continue to be a part of the Debt Service Fund
Account. Any investment of the Debt Service Fund Account shall at all times conform
with the provisions of the Internal Revenue Code of 1986, as amended (the “Code”) and
any applicable Treasury Regulations (the “Regulations”).
(C) Remaining Monies. When all of the Notes have been paid in full and canceled,
and all Permitted Investments disposed of, any money remaining in the Debt Service
Fund Account shall be transferred and deposited in the general fund of the City, unless
the Common Council directs otherwise.
Section 7. Proceeds of the Notes; Segregated Borrowed Money Fund. The proceeds of the Notes (the “Note Proceeds”) (other than any premium and accrued interest
which must be paid at the time of the delivery of the Notes into the Debt Service Fund
Account created above) shall be deposited into a special fund separate and distinct
from all other funds of the City and disbursed solely for the purpose or purposes for
which borrowed or for the payment of the principal of and the interest on the Notes.
Monies in the Borrowed Money Fund may be temporarily invested in Permitted Investments. Any monies, including any income from Permitted Investments, remaining in the
Borrowed Money Fund after the purpose or purposes for which the Notes have been
issued have been accomplished, and, at any time, any monies as are not needed and
which obviously thereafter cannot be needed for such purpose(s) shall be deposited in
the Debt Service Fund Account.
Section 8. No Arbitrage. All investments made pursuant to this Resolution shall
be Permitted Investments, but no such investment shall be made in such a manner as
would cause the Notes to be “arbitrage bonds” within the meaning of Section 148 of the
Code or the Regulations and an officer of the City, charged with the responsibility for
issuing the Notes, shall certify as to facts, estimates, circumstances and reasonable
expectations in existence on the date of delivery of the Notes to the Purchaser which
will permit the conclusion that the Notes are not “arbitrage bonds,” within the meaning
of the Code or Regulations.
Section 9. Compliance with Federal Tax Laws. (a) The City represents and covenants that the projects financed by the Notes and the ownership, management and use
of the projects will not cause the Notes to be “private activity bonds” within the meaning
of Section 141 of the Code. The City further covenants that it shall comply with the
provisions of the Code to the extent necessary to maintain the tax exempt status of the
interest on the Notes including, if applicable, the rebate requirements of Section 148(f)
of the Code. The City further covenants that it will not take any action, omit to take any
action or permit the taking or omission of any action within its control (including, without
limitation, making or permitting any use of the proceeds of the Notes) if taking, permitting or omitting to take such action would cause any of the Notes to be an arbitrage
bond or a private activity bond within the meaning of the Code or would otherwise cause
interest on the Notes to be included in the gross income of the recipients thereof for
federal income tax purposes. The City Clerk or other officer of the City charged with
the responsibility of issuing the Notes shall provide an appropriate certificate of the City
certifying that the City can and covenanting that it will comply with the provisions of the
Code and Regulations.
(b) The City also covenants to use its best efforts to meet the requirements and restrictions of any different or additional federal legislation which may be made applicable
to the Notes provided that in meeting such requirements the City will do so only to the
extent consistent with the proceedings authorizing the Notes and the laws of the State
of Wisconsin and to the extent that there is a reasonable period of time in which to
comply.
Section 10. Designation as Qualified Tax Exempt Obligations. The Notes are hereby designated as “qualified tax exempt obligations” for purposes of Section 265 of the
Code, relating to the ability of financial institutions to deduct from income for federal
income tax purposes, interest expense that is allocable to carrying and acquiring tax
exempt obligations.
Section 11. Execution of the Notes; Closing; Professional Services. The Notes shall
be issued in printed form, executed on behalf of the City by the manual or facsimile
signatures of the Mayor and City Clerk, authenticated, if required, by the Fiscal Agent
(defined below), sealed with its official or corporate seal, if any, or a facsimile thereof,
and delivered to the Purchaser upon payment to the City of the purchase price thereof,
plus accrued interest to the date of delivery (the “Closing”). The facsimile signature of
either of the officers executing the Notes may be imprinted on the Notes in lieu of the
manual signature of the officer but, unless the City has contracted with a fiscal agent
to authenticate the Notes, at least one of the signatures appearing on each Note shall
be a manual signature. In the event that either of the officers whose signatures appear
on the Notes shall cease to be such officers before the Closing, such signatures shall,
nevertheless, be valid and sufficient for all purposes to the same extent as if they had
remained in office until the Closing. The aforesaid officers are hereby authorized and

directed to do all acts and execute and deliver the Notes and all such documents, certificates and acknowledgements as may be necessary and convenient to effectuate the
Closing. The City hereby authorizes the officers and agents of the City to enter into, on
its behalf, agreements and contracts in conjunction with the Notes, including but not limited to agreements and contracts for legal, trust, fiscal agency, disclosure and continuing disclosure, and rebate calculation services. Any such contract heretofore entered
into in conjunction with the issuance of the Notes is hereby ratified and approved in all
respects.
Section 12. Payment of the Notes; Fiscal Agent. The principal of and interest on the
Notes shall be paid by the City Clerk or the City Treasurer (the “Fiscal Agent”).
Section 13. Persons Treated as Owners; Transfer of Notes. The City shall cause
books for the registration and for the transfer of the Notes to be kept by the Fiscal Agent.
The person in whose name any Note shall be registered shall be deemed and regarded
as the absolute owner thereof for all purposes and payment of either principal or interest on any Note shall be made only to the registered owner thereof. All such payments
shall be valid and effectual to satisfy and discharge the liability upon such Note to the
extent of the sum or sums so paid.
Any Note may be transferred by the registered owner thereof by surrender of the
Note at the office of the Fiscal Agent, duly endorsed for the transfer or accompanied by
an assignment duly executed by the registered owner or his attorney duly authorized in
writing. Upon such transfer, the Mayor and City Clerk shall execute and deliver in the
name of the transferee or transferees a new Note or Notes of a like aggregate principal
amount, series and maturity and the Fiscal Agent shall record the name of each transferee in the registration book. No registration shall be made to bearer. The Fiscal Agent
shall cancel any Note surrendered for transfer.
The City shall cooperate in any such transfer, and the Mayor and City Clerk are
authorized to execute any new Note or Notes necessary to effect any such transfer.
Section 14. Record Date. The 15th day of the calendar month next preceding
each interest payment date shall be the record date for the Notes (the “Record Date”).
Payment of interest on the Notes on any interest payment date shall be made to the
registered owners of the Notes as they appear on the registration book of the City at the
close of business on the Record Date.
Section 15. Utilization of the Depository Trust Company Book-Entry-Only System.
In order to make the Notes eligible for the services provided by The Depository Trust
Company, New York, New York (“DTC”), the City agrees to the applicable provisions
set forth in the Blanket Issuer Letter of Representations, which the City Clerk or other
authorized representative of the City is authorized and directed to execute and deliver
to DTC on behalf of the City to the extent an effective Blanket Issuer Letter of Representations is not presently on file in the City Clerk’s office.
Section 16. Official Statement. The Common Council hereby approves the Preliminary Official Statement with respect to the Notes and deems the Preliminary Official
Statement as “final” as of its date for purposes of SEC Rule 15c2-12 promulgated by
the Securities and Exchange Commission pursuant to the Securities and Exchange
Act of 1934 (the “Rule”). All actions taken by officers of the City in connection with
the preparation of such Preliminary Official Statement and any addenda to it or final
Official Statement are hereby ratified and approved. In connection with the Closing,
the appropriate City official shall certify the Preliminary Official Statement and any addenda or final Official Statement. The City Clerk shall cause copies of the Preliminary
Official Statement and any addenda or final Official Statement to be distributed to the
Purchaser.
Section 17. Undertaking to Provide Continuing Disclosure. The City hereby covenants and agrees, for the benefit of the owners of the Notes, to enter into a written
undertaking (the “Undertaking”) if required by the Rule to provide continuing disclosure
of certain financial information and operating data and timely notices of the occurrence
of certain events in accordance with the Rule. The Undertaking shall be enforceable by
the owners of the Notes or by the Purchaser on behalf of such owners (provided that
the rights of the owners and the Purchaser to enforce the Undertaking shall be limited
to a right to obtain specific performance of the obligations thereunder and any failure by
the City to comply with the provisions of the Undertaking shall not be an event of default
with respect to the Notes).
To the extent required under the Rule, the Mayor and City Clerk, or other officer of
the City charged with the responsibility for issuing the Notes, shall provide a Continuing Disclosure Certificate for inclusion in the transcript of proceedings, setting forth the
details and terms of the City’s Undertaking.
Section 18. Record Book. The City Clerk shall provide and keep the transcript of
proceedings as a separate record book (the “Record Book”) and shall record a full and
correct statement of every step or proceeding had or taken in the course of authorizing
and issuing the Notes in the Record Book.
Section 19. Bond Insurance. If the Purchaser determines to obtain municipal bond
insurance with respect to the Notes, the officers of the City are authorized to take all
actions necessary to obtain such municipal bond insurance. The Mayor and City Clerk
are authorized to agree to such additional provisions as the bond insurer may reasonably request and which are acceptable to the Mayor and City Clerk including provisions
regarding restrictions on investment of Note proceeds, the payment procedure under
the municipal bond insurance policy, the rights of the bond insurer in the event of default and payment of the Notes by the bond insurer and notices to be given to the bond
insurer. In addition, any reference required by the bond insurer to the municipal bond
insurance policy shall be made in the form of Note provided herein.
Section 20. Conflicting Resolutions; Severability; Effective Date. All prior resolutions, rules or other actions of the Common Council or any parts thereof in conflict with
the provisions hereof shall be, and the same are, hereby rescinded insofar as the same
may so conflict. In the event that any one or more provisions hereof shall for any reason
be held to be illegal or invalid, such illegality or invalidity shall not affect any other provisions hereof. The foregoing shall take effect immediately upon adoption and approval
in the manner provided by law.
Presented by the following Alderpersons, members of the Administrative Committee: Davidson, Appenfeldt, Burnett, Morgan, Nelson, Anderson,
Hansen
Adopted: April 15, 2019
John Somers, City Clerk
Approved: April 15, 2019
Rebecca Glewen, Mayor
The preceding resolution was adopted by the following roll call vote: Ayes: Anderson, Appenfeldt, Ballweg, Burnett, Davidson, Doyle, Fischer, Hansen, Henriksen,
Loizzo, Morgan, Nelson, Olson, Abfall, 14. Noes: None.
Motion by Davidson, second by Nelson to suspend the rules and read Resolution
No. 46-2019 by title only, carried by acclamation.
RESOLUTION NO. 46-2019
RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF $2,155,000 TAXABLE GENERAL OBLIGATION PROMISSORY NOTES
WHEREAS, the Common Council hereby finds and determines that it is necessary,
desirable and in the best interest of the City of Beaver Dam, Dodge County, Wisconsin
(the “City”) to raise funds for public purposes, including paying the cost of projects
included in the project plans for Tax Incremental Districts No. 8 and No. 9 (the “Project”)
and refunding obligations of the City, including interest on them, specifically, the State
Trust Fund Loan dated December 18, 2018 (the “Refunded Obligation”) (hereinafter the
refinancing of the Refunded Obligation shall be referred to as the “Refunding”);
WHEREAS, the Common Council hereby finds and determines that the Project is
within the City’s power to undertake and therefore serves a “public purpose” as that
term is defined in Section 67.04(1)(b), Wisconsin Statutes;
WHEREAS, the Common Council deems it to be necessary, desirable and in the
best interest of the City to refund the Refunded Obligation for the purpose of providing
permanent financing for the projects financed by the Refunded Obligation;
WHEREAS, the City is authorized by the provisions of Section 67.12(12), Wisconsin Statutes, to borrow money and issue general obligation promissory notes for such
public purposes and to refinance its outstanding obligations;
WHEREAS, due to certain provisions contained in the Internal Revenue Code of
1986, as amended, it is necessary to issue such notes on a taxable rather than taxexempt basis;
WHEREAS, the City has directed Wisconsin Public Finance Professionals, LLC
(“WPFP”) to take the steps necessary to sell taxable general obligation promissory
notes (the “Notes”) to pay the cost of the Project and the Refunding;
WHEREAS, WPFP, in consultation with the officials of the City, prepared an Official
Notice of Sale (a copy of which is attached hereto as Exhibit A and incorporated herein
by this reference) setting forth the details of and the bid requirements for the Notes and
indicating that the Notes would be offered for public sale on April 15, 2019;
WHEREAS, the City Clerk (in consultation with WPFP) caused notice of the sale of
the Notes to be published and/or announced and caused the Official Notice of Sale to
be distributed to potential bidders offering the Notes for public sale;
WHEREAS, the City has duly received bids for the Notes as described on the Bid
Tabulation attached hereto as Exhibit B and incorporated herein by this reference (the
“Bid Tabulation”); and
WHEREAS, it has been determined that the bid proposal (the “Proposal”) submitted
by the financial institution listed first on the Bid Tabulation fully complies with the bid
requirements set forth in the Official Notice of Sale and is deemed to be the most advantageous to the City. WPFP has recommended that the City accept the Proposal. A
copy of said Proposal submitted by such institution (the “Purchaser”) is attached hereto
as Exhibit C and incorporated herein by this reference.
NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City that:
Section 21. Ratification of the Official Notice of Sale and Offering Materials. The
Common Council hereby ratifies and approves the details of the Notes set forth in Exhibit A attached hereto as and for the details of the Notes. The Official Notice of Sale
and any other offering materials prepared and circulated by WPFP are hereby ratified
and approved in all respects. All actions taken by officers of the City and WPFP in connection with the preparation and distribution of the Official Notice of Sale and any other
offering materials are hereby ratified and approved in all respects.
Section 1A. Authorization and Award of the Notes. For the purpose of paying the
cost of the Project and the Refunding, there shall be borrowed pursuant to Section
67.12(12), Wisconsin Statutes, the principal sum of TWO MILLION ONE HUNDRED
FIFTY-FIVE THOUSAND DOLLARS ($2,155,000) from the Purchaser in accordance
with the terms and conditions of the Proposal. The Proposal of the Purchaser offering
to purchase the Notes for the sum set forth on the Proposal (as modified on the Bid
Tabulation and reflected in the Pricing Summary referenced below and incorporated
herein), plus accrued interest to the date of delivery, is hereby accepted. The Mayor
and City Clerk or other appropriate officers of the City are authorized and directed to
execute an acceptance of the Proposal on behalf of the City. The good faith deposit of
the Purchaser shall be retained by the City Treasurer and applied in accordance with
the Official Notice of Sale, and any good faith deposits submitted by unsuccessful bidders shall be promptly returned. The Notes shall bear interest at the rates set forth on
the Proposal.
Section 22. Terms of the Notes. The Notes shall be designated “Taxable General
Obligation Promissory Notes”; shall be issued in the aggregate principal amount of
$2,155,000; shall be dated April 24, 2019; shall be in the denomination of $5,000 or any
integral multiple thereof; shall be numbered R-1 and upward; and shall bear interest
at the rates per annum and mature on April 1 of each year, in the years and principal
amounts as set forth on the Pricing Summary attached hereto as Exhibit D-1 and incorporated herein by this reference. Interest shall be payable semi-annually on April 1 and
October 1 of each year commencing on April 1, 2020. Interest shall be computed upon
the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to
the rules of the Municipal Securities Rulemaking Board. The schedule of principal and
interest payments due on the Notes is set forth on the Debt Service Schedule attached
hereto as Exhibit D-2 and incorporated herein by this reference (the “Schedule”).
Section 23. Redemption Provisions. The Notes maturing on April 1, 2028 and
thereafter are subject to redemption prior to maturity, at the option of the City, on April
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.
Section 24. Form of the Notes. The Notes shall be issued in registered form and
shall be executed and delivered in substantially the form attached hereto as Exhibit E
and incorporated herein by this reference.
Section 25. Tax Provisions.
(A) Direct Annual Irrepealable Tax Levy. For the purpose of paying the principal of
and interest on the Notes as the same becomes due, the full faith, credit and resources
of the City are hereby irrevocably pledged, and there is hereby levied upon all of the
taxable property of the City a direct annual irrepealable tax in the years 2019 through
2028 for payments due in the years 2020 through 2029 in the amounts set forth on the
Schedule.
(B) Tax Collection. So long as any part of the principal of or interest on the Notes
remains unpaid, the City shall be and continue without power to repeal such levy or
obstruct the collection of said tax until all such payments have been made or provided
for. After the issuance of the Notes, said tax shall be, from year to year, carried onto the
tax roll of the City and collected in addition to all other taxes and in the same manner
and at the same time as other taxes of the City for said years are collected, except that
the amount of tax carried onto the tax roll may be reduced in any year by the amount of
any surplus money in the Debt Service Fund Account created below.
(C) Additional Funds. If at any time there shall be on hand insufficient funds from the
aforesaid tax levy to meet principal and/or interest payments on said Notes when due,
the requisite amounts shall be paid from other funds of the City then available, which
sums shall be replaced upon the collection of the taxes herein levied.
Section 26. Segregated Debt Service Fund Account.
(A) Creation and Deposits. There be and there hereby is established in the treasury of the City, if one has not already been created, a debt service fund, separate and
distinct from every other fund, which shall be maintained in accordance with generally
accepted accounting principles. Debt service or sinking funds established for obligations previously issued by the City may be considered as separate and distinct accounts
within the debt service fund.
Within the debt service fund, there hereby is established a separate and distinct
account designated as the “Debt Service Fund Account for Taxable General Obligation
Promissory Notes, dated April 24, 2019” (the “Debt Service Fund Account”) and such
account shall be maintained until the indebtedness evidenced by the Notes is fully paid
or otherwise extinguished. There shall be deposited into the Debt Service Fund Account (i) all accrued interest received by the City at the time of delivery of and payment
for the Notes; (ii) any premium not used for the Refunding which may be received by
the City above the par value of the Notes and accrued interest thereon; (iii) all money
raised by the taxes herein levied and any amounts appropriated for the specific purpose
of meeting principal of and interest on the Notes when due; (iv) such other sums as may
be necessary at any time to pay principal of and interest on the Notes when due; (v)
surplus monies in the Borrowed Money Fund as specified below; and (vi) such further
deposits as may be required by Section 67.11, Wisconsin Statutes.
(B) Use and Investment. No money shall be withdrawn from the Debt Service Fund
Account and appropriated for any purpose other than the payment of principal of and
interest on the Notes until all such principal and interest has been paid in full and the
Notes canceled; provided (i) the funds to provide for each payment of principal of and
interest on the Notes prior to the scheduled receipt of taxes from the next succeeding
tax collection may be invested in direct obligations of the United States of America maturing in time to make such payments when they are due or in other investments permitted by law; and (ii) any funds over and above the amount of such principal and interest
payments on the Notes may be used to reduce the next succeeding tax levy, or may, at
the option of the City, be invested by purchasing the Notes as permitted by and subject
to Section 67.11(2)(a), Wisconsin Statutes, or in permitted municipal investments under
the pertinent provisions of the Wisconsin Statutes (“Permitted Investments”), which investments shall continue to be a part of the Debt Service Fund Account.
(C) Remaining Monies. When all of the Notes have been paid in full and canceled,
and all Permitted Investments disposed of, any money remaining in the Debt Service
Fund Account shall be transferred and deposited in the general fund of the City, unless
the Common Council directs otherwise.
Section 27. Proceeds of the Notes; Segregated Borrowed Money Fund. The proceeds of the Notes (the “Note Proceeds”) (other than any premium not used for the
Refunding and accrued interest which must be paid at the time of the delivery of the
Notes into the Debt Service Fund Account created above) shall be deposited into a
special fund separate and distinct from all other funds of the City and disbursed solely
for the purpose or purposes for which borrowed or for the payment of the principal of
and the interest on the Notes. Monies in the Borrowed Money Fund may be temporarily
invested in Permitted Investments. Any monies, including any income from Permitted
Investments, remaining in the Borrowed Money Fund after the purpose or purposes
for which the Notes have been issued have been accomplished, and, at any time, any
monies as are not needed and which obviously thereafter cannot be needed for such
purpose(s) shall be deposited in the Debt Service Fund Account.
Section 28. Execution of the Notes; Closing; Professional Services. The Notes
shall be issued in printed form, executed on behalf of the City by the manual or facsimile
signatures of the Mayor and City Clerk, authenticated, if required, by the Fiscal Agent
(defined below), sealed with its official or corporate seal, if any, or a facsimile thereof,
and delivered to the Purchaser upon payment to the City of the purchase price thereof,
plus accrued interest to the date of delivery (the “Closing”). The facsimile signature of
either of the officers executing the Notes may be imprinted on the Notes in lieu of the
manual signature of the officer but, unless the City has contracted with a fiscal agent

to authenticate the Notes, at least one of the signatures appearing on each Note shall
be a manual signature. In the event that either of the officers whose signatures appear
on the Notes shall cease to be such officers before the Closing, such signatures shall,
nevertheless, be valid and sufficient for all purposes to the same extent as if they had
remained in office until the Closing. The aforesaid officers are hereby authorized and
directed to do all acts and execute and deliver the Notes and all such documents, certificates and acknowledgements as may be necessary and convenient to effectuate the
Closing. The City hereby authorizes the officers and agents of the City to enter into, on
its behalf, agreements and contracts in conjunction with the Notes, including but not limited to agreements and contracts for legal, trust, fiscal agency, disclosure and continuing disclosure, and rebate calculation services. Any such contract heretofore entered
into in conjunction with the issuance of the Notes is hereby ratified and approved in all
respects.
Section 29. Payment of the Notes; Fiscal Agent. The principal of and interest on the
Notes shall be paid by the City Clerk or the City Treasurer (the “Fiscal Agent”).
Section 30. Persons Treated as Owners; Transfer of Notes. The City shall cause
books for the registration and for the transfer of the Notes to be kept by the Fiscal Agent.
The person in whose name any Note shall be registered shall be deemed and regarded
as the absolute owner thereof for all purposes and payment of either principal or interest on any Note shall be made only to the registered owner thereof. All such payments
shall be valid and effectual to satisfy and discharge the liability upon such Note to the
extent of the sum or sums so paid.
Any Note may be transferred by the registered owner thereof by surrender of the
Note at the office of the Fiscal Agent, duly endorsed for the transfer or accompanied by
an assignment duly executed by the registered owner or his attorney duly authorized in
writing. Upon such transfer, the Mayor and City Clerk shall execute and deliver in the
name of the transferee or transferees a new Note or Notes of a like aggregate principal
amount, series and maturity and the Fiscal Agent shall record the name of each transferee in the registration book. No registration shall be made to bearer. The Fiscal Agent
shall cancel any Note surrendered for transfer.
The City shall cooperate in any such transfer, and the Mayor and City Clerk are
authorized to execute any new Note or Notes necessary to effect any such transfer.
Section 31. Record Date. The 15th day of the calendar month next preceding each
interest payment date shall be the record date for the Notes (the “Record Date”). Payment of interest on the Notes on any interest payment date shall be made to the registered owners of the Notes as they appear on the registration book of the City at the
close of business on the Record Date.
Section 32. Utilization of The Depository Trust Company Book-Entry-Only System.
In order to make the Notes eligible for the services provided by The Depository Trust
Company, New York, New York (“DTC”), the City agrees to the applicable provisions
set forth in the Blanket Issuer Letter of Representations, which the City Clerk or other
authorized representative of the City is authorized and directed to execute and deliver
to DTC on behalf of the City to the extent an effective Blanket Issuer Letter of Representations is not presently on file in the City Clerk’s office.
Section 33. Official Statement. The Common Council hereby approves the Preliminary Official Statement with respect to the Notes and deems the Preliminary Official
Statement as “final” as of its date for purposes of SEC Rule 15c2-12 promulgated by
the Securities and Exchange Commission pursuant to the Securities and Exchange
Act of 1934 (the “Rule”). All actions taken by officers of the City in connection with
the preparation of such Preliminary Official Statement and any addenda to it or final
Official Statement are hereby ratified and approved. In connection with the Closing,
the appropriate City official shall certify the Preliminary Official Statement and any addenda or final Official Statement. The City Clerk shall cause copies of the Preliminary
Official Statement and any addenda or final Official Statement to be distributed to the
Purchaser.
Section 34. Undertaking to Provide Continuing Disclosure. The City hereby covenants and agrees, for the benefit of the owners of the Notes, to enter into a written
undertaking (the “Undertaking”) if required by the Rule to provide continuing disclosure
of certain financial information and operating data and timely notices of the occurrence
of certain events in accordance with the Rule. The Undertaking shall be enforceable by
the owners of the Notes or by the Purchaser on behalf of such owners (provided that
the rights of the owners and the Purchaser to enforce the Undertaking shall be limited
to a right to obtain specific performance of the obligations thereunder and any failure by
the City to comply with the provisions of the Undertaking shall not be an event of default
with respect to the Notes).
To the extent required under the Rule, the Mayor and City Clerk, or other officer of
the City charged with the responsibility for issuing the Notes, shall provide a Continuing Disclosure Certificate for inclusion in the transcript of proceedings, setting forth the
details and terms of the City’s Undertaking.
Section 35. Redemption of the Refunded Obligation. The City hereby calls the
Refunded Obligation for redemption on May 17, 2019. The City hereby directs the City
Clerk to work with WPFP to cause timely notice of redemption to be provided to the
Board of Commissioners of Public Lands. Any and all actions heretofore taken by the
officers and agents of the City to effectuate the redemption of the Refunded Obligation
are hereby ratified and approved.
Section 36. Record Book. The City Clerk shall provide and keep the transcript of
proceedings as a separate record book (the “Record Book”) and shall record a full and
correct statement of every step or proceeding had or taken in the course of authorizing
and issuing the Notes in the Record Book.
Section 37. Bond Insurance. If the Purchaser determines to obtain municipal bond
insurance with respect to the Notes, the officers of the City are authorized to take all
actions necessary to obtain such municipal bond insurance. The Mayor and City Clerk
are authorized to agree to such additional provisions as the bond insurer may reasonably request and which are acceptable to the Mayor and City Clerk including provisions
regarding restrictions on investment of Note proceeds, the payment procedure under
the municipal bond insurance policy, the rights of the bond insurer in the event of default and payment of the Notes by the bond insurer and notices to be given to the bond
insurer. In addition, any reference required by the bond insurer to the municipal bond
insurance policy shall be made in the form of Note provided herein.
Section 38. Conflicting Resolutions; Severability; Effective Date. All prior resolutions, rules or other actions of the Common Council or any parts thereof in conflict with
the provisions hereof shall be, and the same are, hereby rescinded insofar as the same
may so conflict. In the event that any one or more provisions hereof shall for any reason
be held to be illegal or invalid, such illegality or invalidity shall not affect any other provisions hereof. The foregoing shall take effect immediately upon adoption and approval
in the manner provided by law.
Presented by the following Alderpersons, members of the Administrative Committee:
Davidson, Appenfeldt, Burnett, Morgan, Nelson, Anderson,
Hansen
Adopted: April 15, 2019
John Somers, City Clerk
Approved: April 15, 2019
Rebecca Glewen, Mayor
City Clerk John Somers advised the Council that the total borrowing being approved
in Resolution 46-2019 was amended at the Administrative Committee meeting to two
million one hundred fifty-five thousand dollars ($2,155,000), which reflects savings
resulting from favorable bids from underwriters. Carol Wirth with Wisconsin Public
Finance Professionals summarized both bond resolutions. After questions from the
Council, the preceding resolution was adopted by the following roll call vote: Ayes: Appenfeldt, Ballweg, Burnett, Davidson, Doyle, Fischer, Hansen, Henriksen, Loizzo,
Morgan, Nelson, Olson, Abfall, Anderson, 14. Noes: None.
Motion by Davidson, second by Olson to move Resolution No. 58-2019 next on the
agenda, carried by acclamation.
RESOLUTION NO. 58-2019
A RESOLUTION APPROVING THE INDEPENDENT CONTRACTOR POSITION OF
COMMUNITY DEVELOPMENT MANAGER AND THE ATTACHED
INDEPENDENT CONTRACTOR AGREEMENT WITH EXHIBIT A
WHEREAS, the City of Beaver Dam wishes to create an independent contractor
position of Community Development Manager pursuant to the terms of the attached
Independent Contractor Agreement with Exhibit A; and
WHEREAS, the wage rate will be $21.00 per hour for 29 hours per week pursuant
to the terms of the Agreement.
NOW THEREFORE BE IT HEREBY RESOLVED, that the City of Beaver Dam approves the independent contractor position of Community Development Manager and
the attached Independent Contractor Agreement with Exhibit A and the appropriate City
officials are authorized to execute the Agreement upon the hiring of this position.
Presented by the following Alderpersons, members of the Administrative Committee:
Davidson, Appenfeldt, Burnett, Morgan, Nelson, Hansen
Adopted: April 15, 2019
John Somers, City Clerk
Approved: April 15, 2019
Rebecca Glewen, Mayor
Alderpersons discussed concerns that creation of this position should have been
addressed at budget time. After discussion, motion by Fischer, second by Morgan, to
postpone voting on this position until the May 5th Council meeting was defeated by
the following roll call vote: Ayes: Fischer, Morgan, Anderson, 3. Noes: Ballweg,
Burnett, Davidson, Doyle, Hansen, Henriksen, Loizzo, Nelson, Olson, Abfall, Appenfeldt, 11.
After continued discussion relative to funding for the position, a motion was made
by Nelson, seconded by Ballweg, to amend the contract to limit the contract term to
one year from date of signing was approved by the following roll call vote: Ayes: Burnett, Doyle, Hansen, Henriksen, Loizzo, Morgan, Nelson, Olson, Abfall, Anderson,
Ballweg, 11. Noes: Davidson, Fischer, Appenfeldt, 3.
After further discussion, the preceding resolution including the amended contract
was adopted by the following roll call vote: Ayes: Davidson, Hansen, Henriksen,
Loizzo, Morgan, Nelson, Olson, Abfall, Appenfeldt, Ballweg, Burnett, 11. Noes:
Doyle, Fischer, Anderson, 3.
Motion by Olson, second by Davidson to suspend the rules and read Resolution
No. 47-2019 by title only, carried by acclamation.
RESOLUTION NO. 47-2019
A RESOLUTION APPROVING A LOAN FOR EQUIPMENT AND SERVICES
FOR THE POLICE DEPARTMENT
WHEREAS the City of Beaver Dam, Dodge County, Wisconsin (“City”), is presently
in need of funds aggregating $37,997.67 for public purpose(s) of: Office equipment
and services for the Police Department; and
WHEREAS, the Council deems it necessary and in the best interests of the City that,
pursuant to the provisions of Section 67.12(12), Wisconsin Statutes, the sum Thirty
Seven Thousand Nine Hundred Ninety-Seven Dollars and 67/100 ($37,997.67) be borrowed for such purpose(s) upon the terms and conditions hereinafter set forth:
NOW, THEREFORE, BE IT RESOLVED, that for the purpose(s) hereinabove set
forth the City, by its Mayor (or City Manager), and Clerk, pursuant to Section 67.12(12),
Wisconsin Statutes, borrow from American Bank of Beaver Dam (“Lender”), the sum
of $37,997.67 and, to evidence such indebtedness, said Mayor (or City Manager) and
City Clerk shall make, execute and deliver to the Lender for and on behalf of the City
the promissory note of the City to be dated April 22, 2019, in said principal amount with
interest at the rate of 4 percent (4%) per annum and payable as follows:
Installments of Principal and Interest in 59 equal payments of $ 699.89 due on May
22, 2019, and on the same day(s) of each month thereafter PLUS a final payment of
the unpaid balance and accrued interest due on April 22, 2024. All payments include
principal and interest.
Interest is payable at the times so indicated. Interest is com¬puted for the actual
number of days principal is unpaid on the basis of a 365 day year. Said interest to be
payable on the dates set forth above on the outstanding principal balance, with prepayment privileges on any principal or interest payment date on or after May 22, 2019. A
copy of the promissory note shall be attached to this resolution.
BE IT FURTHER RESOLVED, that for the purpose of paying principal and interest
on the promissory note as the same becomes due, the full faith, cred¬it and resources
of the City are irrevocably pledged, and that there be, and there hereby is, levied on all
the taxable property of the City, a direct annual irrepealable tax sufficient in amount to
pay the principal and interest on said note as the same becomes due and payable, said
tax to be in the following minimum amounts:
Amount of Tax
Year of Levy
(principal and
To Meet Note Payments
(must be in year(s)
interest) to due date
Due On
prior)
$5,599.12
May 22, 2019 – December 22, 2019
For the year 2019
$8,398.68
January 22, 2020 – December 22, 2020 For the year 2020
$8,398.68
January 22, 2021 – December 22, 2021 For the year 2021
$8,398.6
January 22, 2022 – December 22, 2022 For the year 2022
$11,197.85
January 22, 2023 – April 22, 2024
For the year 2023
If at any time there shall be on hand insufficient funds from the aforesaid tax levy
to meet principal and/or interest payments on said note when due, the requisite amount
shall be paid from other funds of the City then available, which sums shall be replaced
upon the collection of the taxes herein levied.
In the event that the City exercises its prepayment privilege, if any, then no such
direct annual tax shall be included on the tax rolls for the prepayments made and the
amount of direct annual tax hereinabove levied shall be reduced accordingly for the
year or years with respect to which said note was prepaid. So long as any part of the
principal of, or interest on, the promissory note remains unpaid, the City shall be, and
continue without power to, repeal such levy or obstruct the collection of said tax until
such payments have been made or provided for.
In each of said levy years, the direct annual tax so levied shall be carried into the
tax rolls each year and shall be collected in the same manner and at the same time as
other taxes of the City for such years are collected; provided, that the amount of tax
carried into the tax roll may be reduced in any year by the amount of any surplus in the
debt service account for the note. So long as any part of the principal of, or interest on,
said note remains unpaid, the proceeds of said tax shall be segregated in a special fund
used solely for the payment of the principal of, and interest on, said note.
BE IT FURTHER RESOLVED, that there be and there hereby is established in
the treasury of the City, if one has not already been established, a debt service fund,
separate and distinct from every other fund, which shall be maintained in accordance
with generally accepted accounting principles. Sinking funds established for obligations
previously issued by the City may be considered as separate and distinct accounts
within the debt service fund. Within the debt service fund, there be and there hereby is
established a separate and distinct account designated as the “Debt Service Account
for Promissory
Note dated April 22, 2019”, which account shall be used solely for the purpose of
paying principal of and interest on said note.
There shall be deposited in said account any accrued interest paid on said note at
the time it is delivered to the Lender, all money raised by taxation or appropriated pursuant hereto, and such other sums as may be necessary to pay principal and interest on
said note when the same shall become due.
BE IT FURTHER RESOLVED, that the proceeds of said note shall be used solely
for the purposes for which it is issued, but may be temporarily invest¬ed until needed in
legal investments, provided that no such investment shall be in such a manner as would
cause said note to be an “arbitrage bond” with¬in the meaning of Section 148 of the
Internal Revenue Code of 1986, as amended, or the Regulations of the Commissioner
of Internal Revenue there¬under; and an officer of the City, charged with the responsibility for issuing the note, shall certify by use of an arbitrage certificate, if required, that,
on the basis of the facts, estimates and circumstances in existence on the date of the
delivery of the note, it is not expected that the proceeds will be used in a manner that
would cause said note to be an “arbitrage bond.”
BE IT FURTHER RESOLVED, that the projects financed by the note and their ownership, management and use will not cause the note to be a “private activity bond”
within the meaning of Section 141 of the Internal Revenue Code of 1986, as amended,
and that the City shall comply with the provisions of the Code to the extent necessary to
maintain the tax-exempt status of the interest on the note.
BE IT FURTHER RESOLVED, that the City Clerk shall keep records for the registration and for the transfer of the note. The person in whose name the note shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes and
payment of either principal or interest on the note shall be made only to the registered
owner thereof. All such payments shall be valid and effectual to satisfy and discharge
the liability upon such note to the extent of the sum or sums so paid. The note may be
transferred by the registered owner thereof by presentation of the note at the office of
the City Clerk, duly endorsed for the transfer or accompanied by an assignment duly
executed by the registered owner or his legal representative duly authorized in writing. Upon such presentation, the note shall be transferred by appropriate entry in the
registration records and a similar notation, including date of registration, name of new
registered owner and signature of the City Clerk, shall be made on such note.
BE IT FURTHER RESOLVED, that the note is hereby designated as a “qualified taxexempt obligation” for purposes of Section 265 of the Internal Revenue Code of 1986,
as amended, relating to the ability of financial institutions to deduct from income, for
federal income tax purposes, interest expense that is allocable to carrying and acquiring
tax-exempt obligations.
BE IT FURTHER RESOLVED, that the City officials are hereby authorized and directed, so long as said note is outstanding, to deliver to the Lender any audit statement
or other financial information the Lender may reasonably request and to discuss its

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