OFFICIAL NOTICE OF
INTENT TO SELL BONDS
Upon not less
than twenty-four (24) hours' notice given by telephone or otherwise as
provided below, the undersigned Clerk-Treasurer of the City of Portage,
Indiana ("City") will receive and consider bids for the purchase of the
bonds described below. Any person interested in submitting a bid for the
bonds must furnish in writing to the undersigned Clerk-Treasurer of the
City, c/o O.W. Krohn & Associates, LLP, 231 East Main Street, Westfield,
Indiana 46074, (317) 867-5888, (317) 867-5898 (facsimile) or via e-mail to
jhall@owkcpa.com, on or before 11:00 a.m. (EDT) on April 12, 2010, the
person's name, address, and telephone number. The persons may also furnish a
telex or telecopy number or an e-mail address. The undersigned
Clerk-Treasurer will notify (or cause to be notified) each person so
registered of the date and time bids will be received not less than
twenty-four (24) hours before the date and time of sale. The notification
shall be made by telephone at the number furnished by such person and also
by telex or telecopy or e-mail if a telex or telecopy number or e-mail
address has been received. The sale is expected to take place on or about
April 13, 2010.
At the time
designated for the sale, the Clerk-Treasurer will receive and consider bids
for the purchase of the bonds of the City designated as "Sewage Works
Revenue Bonds of 2010" in the aggregate amount of $16,500,000. Bidders may
bid a discount not to exceed 2% of the par value of the bonds. The bonds
will bear interest at a rate or rates not to exceed 7.5% per annum (the
exact interest rate or rates will be determined by bidding). Interest will
be payable semiannually on April 1 and October 1 of each year, beginning on
October 1, 2010. Interest will be calculated on a 360-day year consisting of
twelve 30-day months. Said bonds will be dated as of their date of delivery,
will be in the denominations of $5,000 or integral multiples thereof and
will mature semiannually on April 1 and October 1 on the dates and in the
amounts as follows:
Date Amount
04/01/11 10,000
10/01/11 10,000
04/01/12 10,000
10/01/12 10,000
04/01/13 10,000
10/01/13 10,000
04/01/14 10,000
10/01/14 10,000
04/01/15 15,000
10/01/15 15,000
04/01/16 15,000
10/01/16 15,000
04/01/17 15,000
10/01/17 15,000
04/01/18 410,000
10/01/18 420,000
04/01/19 430,000
10/01/19 440,000
04/01/20 450,000
10/01/20 465,000
04/01/21 475,000
10/01/21 490,000
04/01/22 500,000
10/01/22 510,000
04/01/23 525,000
10/01/23 540,000
04/01/24 550,000
10/01/24 565,000
04/01/25 580,000
10/01/25 595,000
04/01/26 610,000
10/01/26 625,000
04/01/27 640,000
10/01/27 655,000
04/01/28 670,000
10/01/28 685,000
04/01/29 700,000
10/01/29 725,000
04/01/30 740,000
10/01/30 760,000
04/01/31 780,000
10/01/31 800,000
All or a portion
of the bonds may be issued as one or more term bonds, upon election of the
successful bidder. Such term bonds shall have a stated maturity or
maturities of April 1 and October 1, on the dates as determined by the
successful bidder through the final maturity as described above for the
bonds. The term bonds shall be subject to mandatory sinking fund redemption
and final payment(s) at maturity at 100% of the principal amount thereof,
plus accrued interest to the redemption date, on dates consistent with the
above schedule.
The bonds of this
issue maturing on October 1, 2020, and thereafter, are redeemable at the
option of the City on April 1, 2020, or any date thereafter, on thirty (30)
days' notice, in whole or in part, in the order of maturity as determined by
the City and by lot within a maturity, at face value, without any premium,
plus in each case accrued interest to the date fixed for redemption.
Principal is
payable at the office of a registrar and paying agent to be designated by
the City. Interest shall be paid by check mailed to the registered owners or
by wire transfer to depositories. The bonds will be issued in fully
registered form.
Each bid must be
for all of the bonds and must state the rate or rates of interest in
multiples of 1/8 or 1/20 of 1%. Any bids specifying two or more interest
rates shall also specify the amount and maturities of the bonds bearing each
rate, but all bonds maturing on the same date shall bear the same single
interest rate. The rate on any maturity shall be equal to or greater than
the rate on the immediately preceding maturity. The award will be made to
the best bidder complying with the terms of sale and offering the lowest net
interest cost to the City, to be determined by computing the total interest
on all of the bonds to their maturities and adding thereto the discount bid,
if any, and deducting therefrom the premium bid, if any. Although not a term
of sale, it is requested that each bid show the net dollar interest cost to
final maturity and the net effective average interest rate on the entire
issue. No conditional bid or bids for less than 98% of the par value of the
bonds will be considered. The right is reserved to reject any and all bids.
In the event no satisfactory bids are received at the time of the sale, the
sale will be continued from day to day thereafter, without further
advertisement for a period of thirty (30) days during which time no bid
which provides a higher net interest cost to the City than the best bid
received at the time of the advertised sale will be considered.
Each bid must be
on a customary bid form which shall be enclosed in a sealed envelope
addressed to the undersigned Clerk-Treasurer and marked "Bid for City of
Portage Sewage Works Revenue Bonds of 2010." The winning bidder will be
notified and instructed to submit a good faith deposit which may consist of
either a certified or cashier's check in the amount of $165,000 ("Deposit").
The check shall be drawn on a bank or trust company which is insured by the
Federal Deposit Insurance Corporation and shall be submitted to the City (or
shall wire transfer such amount as instructed by the City) within
twenty-four hours of the award. In either case, the Deposit shall be payable
to the "City of Portage," and shall be held as a guaranty of the performance
of the bid. No interest on the Deposit will accrue to the successful bidder.
In the event the successful bidder fails to honor its accepted bid, the
Deposit will be retained by the City. The successful bidder will be required
to make payment for such bonds in Federal Reserve funds or other immediately
available funds and accept delivery of the bonds within five days after
being notified that the bonds are ready for delivery, at such bank in the
City of Indianapolis, Indiana, or the City, as the purchaser shall
designate, or at such other location which may be mutually agreed to by the
City and such bidder. It is anticipated that the bonds will be ready for
delivery within thirty days after the date of the sale and if not ready for
delivery within forty-five days after the sale date, the purchaser shall be
entitled to rescind the sale and obtain the return of the Deposit. The
successful bidder is expected to apply to a securities depository registered
with the SEC to make such bonds depository-eligible. The successful bidder
will also be required to certify as to the price at which a substantial
amount of bonds of each maturity was reoffered to the public. The opinion of
Ice Miller LLP, bond counsel of Indianapolis, Indiana, approving the
legality of said bonds, together with a transcript of the bond proceedings,
and closing certificates in the usual form showing no litigation, will be
furnished to the successful bidder at the expense of the City.
The bonds may be
issued by means of a book-entry-only system with no physical distribution of
bond certificates made to the public. In this case, one bond certificate for
each maturity will be issued to and registered in the name of Cede & Co., as
nominee of The Depository Trust Company, New York, New York ("DTC"), and
immobilized in its custody. The successful bidder, as a condition of
delivery of the bonds, may be required to deposit the bond certificates with
DTC, registered in the name of Cede & Co., nominee of DTC.
It is anticipated
that CUSIP identification numbers will be printed on the bonds, but neither
the failure to print such numbers on any bond nor any error with respect
thereto shall constitute cause for failure or refusal by the successful
bidder therefor to accept delivery of and pay for the bonds in accordance
with the terms of its bid. No CUSIP identification number shall be deemed to
be a part of any bond or a part of the contract evidenced thereby and no
liability shall hereafter attach to the City or any of its officers or
agents because of or on account of such numbers. All expenses in relation to
the printing of CUSIP identification numbers on the bonds shall be paid for
by the City; provided, however, that the CUSIP Service Bureau charge for the
assignment of said numbers shall be the responsibility of and shall be paid
for by the successful bidder. The successful bidder will also be responsible
for any other fees or expenses it incurs in connection with the resale of
the bonds.
The bonds are
being issued under the provisions of Indiana Code 36-9-23 for the purpose of
providing funds to be applied on the costs of the construction of
improvements and additions to the municipal sewage works of the City
consisting of certain storm water improvements. The bonds will be payable
solely out of a special fund from the net revenues of the sewage works of
the City. In the opinion of bond counsel, under the federal statutes,
decisions, regulations and rulings existing on this date, the interest on
the bonds is excludable from gross income for purposes of federal income
taxation.
The City has
outstanding certain: (i) Sewage Works Refunding Revenue Bonds of 1996, dated
February 1, 1996, now outstanding in the amount of $570,000 and maturing
semiannually over a period ending October 1, 2010; and (ii) Sewage Works
Revenue Bonds of 1996, Series A, dated December 16, 1996, now outstanding in
the amount of $7,310,000 and maturing semiannually over a period ending
October 1, 2017 (collectively, "Outstanding Bonds"). The bonds now being
offered will rank on a parity with the Outstanding Bonds. The City has
reserved the right to issue additional bonds ranking on a parity with the
bonds now being offered, upon certain terms and conditions specifically set
forth in the ordinance authorizing issuance of the bonds.
The bonds are
subject to the Internal Revenue Code of 1986 as in effect on the date of
their issuance ("Code") which imposes limitations on the issuance of
obligations like the bonds under federal tax law. The City has covenanted to
comply with those limitations to the extent required to preserve the
exclusion of interest on the bonds from gross income for federal income tax
purposes. The City has designated the bonds for purposes of Section 265(b)
of the Code to qualify for the $30,000,000 annual exception from the 100%
disallowance, in the case of banks and other financial institutions, of the
deduction for interest expense allocable to tax-exempt obligations.
The City has
prepared an Official Statement relating to the bonds which it deems to be
nearly final. A copy of the nearly final Official Statement may be obtained
from the City's Financial Advisor, O.W. Krohn & Associates, LLP, 231 East
Main Street, Westfield, Indiana 46074.
Within seven (7)
business days of the sale, the City will provide the successful bidder with
50 copies of the final Official Statement at the City’s expense and such
additional copies as may be requested, within five (5) business days of the
sale, by the successful bidder at the expense of the successful bidder.
Inquiries concerning matters contained in the nearly final Official
Statement must be made and pricing and other information necessary to
complete the final Official Statement must be submitted by the successful
bidder within two (2) business days following the sale to be included in the
final Official Statement.
In the ordinance
approving the bonds and pursuant to a Continuing Disclosure Undertaking to
be delivered by the City upon delivery of the bonds, the City will covenant
to comply with Securities and Exchange Commission Rule 15c2-12, as in effect
of the date of delivery of the bonds ( "Rule 15c2-12"). The City will
covenant to provide the most recent annual financial information and
operating data relating to the City as described in the Preliminary Official
Statement prepared in connection with the sale of the bonds. Further, with
respect to the bonds, the City will undertake to provide notice of those
material events required by Rule 15c2-12.
Dated this 29th
day of March, 2100.
Donna M. Pappas
Clerk-Treasurer,
City of Portage
(March 29, April
5, 2010)