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Home My WebLink About830399.tiff AR1927476 2636A 04/21/83 WELD COUNTY, COLORADO RESOLUTION Adopted: May 4 , 1983 SUPPLEMENTING A RESOLUTION ADOPTED MARCH 2, 1983, "' APPROVING AN INDUSTRIAL DEVELOPMENT FINANCING AGREEMENT WITH DAYTON-HUDSON CORPORATION, A TRUST _ - INDENTURE, AN OFFICIAL STATEMENT, AND A BOND PURCHASE AGREEMENT IN CONNECTION WITH THE ISSUANCE OF $2,000 ,000 AGGREGATE PRINCIPAL AMOUNT .J, OF THE COUNTY' S INDUSTRIAL DEVELOPMENT REVENUE BONDS AND AUTHORIZING THE EXECUTION AND DELIVERY _ THEREOF; AUTHORIZING AND DIRECTING THE EXECUTION _ , AND DELIVERY OF SUCH BONDS; PROVIDING FOR THE - PRINCIPAL AMOUNT, NUMBERS, PROVISIONS FOR REDEMPTION AND MATURITY OF, AND RATES OF INTEREST - ON, THE BONDS, REQUESTING THE TRUSTEE TO AUTHENTICATE THE BONDS ; DETERMINING MAXIMUM REVENUES TO BE PAID FOR SUCH PROJECT; AUTHORIZING INVESTMENTS BY THE TRUSTEE; AUTHORIZING _ INCIDENTAL ACTION; AND REPEALING INCONSISTENT ACTIONS. WHEREAS, the County, following a public hearing, by — resolution adopted March 2, 1983 (the "Authorizing Resolution" ) — approved a project (the "Project") consisting of leasehold improvements for an existing building in the City of Greeley to me be operated as a Target Store by Dayton-Hudson Corporation (the "Company" ) , authorized the financing of such Project by the issuance of bonds pursuant to Ordinance No. 69-A, the County 's _ Home Rule Charter and the County and Municipality Development Revenue Bond Act (the "Act") , and determined that such Project will promote the public purposes of the Act; and Vim. WHEREAS, in furtherance of the Authorizing Resolution, the f,—.- County has determined to enter into an Industrial Development Financing Agreement dated as of June 1, 1983 (the "Financing Agreement") with the Company, pursuant to which the County will issue $2, 000, 000 aggregate principal amount of its bonds to be known as "Industrial Development Revenue Bonds (Dayton-Hudson Corporation Project) , Series 1983" (the "Bonds") for the financing of the Project; and WHEREAS, the Bonds are to be issued under and pursuant to a Trust Indenture dated as of June 1, 1983 (the "Indenture" ) to Norwest Bank Minneapolis, National Association, as trustee (the "Trustee") ; and WHEREAS, Dain Bosworth Incorporated (the "Purchaser" ) has offered to purchase the Bonds and is expected to enter into a Bond Purchase Agreement (the "Bond Purchase Agreement") with the County providing, among other things, for the sale of the Bonds to the Purchaser at a price not less than 97% of the principal amount, upon the Company ' s approval of such purchase and joinder in said Bond Purchase Agreement. NOW, THEREFORE, BE IT RESOLVED, by the Board of County Commissioners of Weld County, Colorado, that: Section 1. APPROVAL OF FINANCING AGREEMENT, INDENTURE, OFFICIAL STATEMENT AND BOND PURCHASE AGREEMENT. The forms of the Financing Agreement, the Indenture , the Preliminary Official Statement dated May 2, 1983 in respect of the Bonds, and the Bond Purchase Agreement presented to this meeting (copies of which shall be filed with the records of the County) are hereby approved, and the Chairman or Chairman Pro Tem of the Board of 830399 County Commissioners (the "Chairman") is hereby authorized to execute and deliver , and the County Clerk and Recorder or Deputy _ _ County Clerk (the "Clerk") is hereby authorized to affix the seal of the County to, and attest, documents, including a final Official Statement, in substantially such forms upon the terms and conditions set forth herein and therein, with such changes therein as such officers shall approve (including, such =insertions and variations and changes in dates and amounts necessary to conform such documents to the final terms as approved by the Company and the Purchaser ) , such approval to be evidenced by their execution thereof. In accordance with the requirements of the Act, the County hereby determines that the following provisions shall be as set forth in the form of the Indenture hereinbefore approved, which r,i -_ form is hereby incorporated herein by reference as if set forth in full: (a) Custody of the proceeds from the sale of the Bonds, _ including their investment and reinvestment until used to defray _ the costs of the Project; (b) The creation of funds or accounts into which any Bond _ _ proceeds , revenues and income may be deposited or credited; _ (c) Limitation on the purpose to which proceeds of any Bonds or additional Bond may be applied; (d) Limitation on the issuance of additional Bonds, the terms upon which additional Bonds are issued and secured, the L refunding of Bonds and the replacement of Bonds; ci OM (e) The procedure by which the terms of any contract with _ Bondholders may be amended or abrogated; 0 (f) Vesting in the Trustee such properties, rights, powers and duties in trust as the County determines and limiting the rights, duties and powers of the Trustee; and (g) The rights and remedies available in case of a default to the Bondholders or to the Trustee under the Financing Agreement or the Indenture. In accordance with the requirements of the Act, the County hereby determines that the following provisions shall be as set forth in the from of Financing Agreement hereinbefore approved, which form is hereby incorporated herein by reference as if set forth in full: (a) The fixing and collection of revenues from the Project; and (b) The maintenance and insurance of the Project. Section 2. ISSUANCE OF BONDS. The issuance of the Bonds is hereby authorized. The forms of the Bonds and the form of the interest coupons pertaining thereto set forth in the Indenture are hereby approved; the Bonds shall be executed with the manual or facsimile signatures of the Chairman and the Clerk on the face of the Bonds in substantially such forms with appropriate insertions and variations, and the seal of the County or a facsimile thereof is hereby adopted and authorized to be affixed or imprinted thereon; the facsimile signatures of the Chairman and Clerk are authorized and directed to be printed on the coupons pertaining to the Bonds; and the Chairman is authorized and directed to deliver the Bonds to the Trustee for authentication under the Indenture and, when they have been authenticated, to deliver them or cause them to be delivered to the Purchaser pursuant to the Bond Purchase Agreement against receipt of the purchase price plus any accrued interest due and to deposit the amount so received with the Trustee as provided in the Indenture. -2- Section 3 . TERMS OF BONDS. The Bonds shall be dated June 1, 1983 and shall be issued as coupon bonds registrable as to principal only, in the denomination of $5,000 each, or as fully registered bonds in the denomination of $5,000 or any multiple thereof . Interest on the Bonds shall be payable on — iti June 1 and December 1 of each year , commencing December 1, 1983. The Bonds shall bear interest at such rate or rates, not exceeding 9 1/2% per annum for any maturity, as shall be A' recommended by the Purchaser and approved by the Company. The principal amount and maturities of the Bonds shall be as set a forth below and in the Bond forms and in the form of Indenture: __ Aggregate Maturity Aggregate Maturity L Principal Date Principal Date Amount ( June 1) Amount ( June 1) c $200, 000 1984 $200 ,000 1989 - 200 ,000 1990 200 ,000 1985 v 200, 000 1986 200, 000 1991 LI 200 ,000 1987 200 ,000 1992 200,000 1988 200, 000 1993 2 in o:i The numbers and provisions for redemption of the Bonds, the _ registration and exchangeability privileges, the medium and place of payment, and the priorities in revenues of the County, ? IA shall be as set forth (a) in the aforesaid forms of such Bonds — - which forms are hereby approved and incorporated herein by — reference as if set forth in full, and (b) in the form of the _ Indenture hereinbefore approved and incorporated. In accordance with the Act, the County hereby authorizes the Bonds to be sold m * pursuant to the Bond Purchase Agreement and determines that the price thereunder will be such that the net effective interest = -_ rate of the Bonds does not exceed the maximum net effective — interest rate therefor , which is hereby authorized at 10% . In Section 4. DETERMINATION OF REVENUES. In accordance with the Act, it is hereby determined that (a) in view of the operation of the Project by the Company and the consequent subjection of the Project to ad valorem taxes, no amount is necessary for payments in lieu of taxes; (b) no amount is necessary to be paid into any reserve fund for the Bonds or the Project; and (c) no more than the following amounts are expected to be necessary for the payment of principal and interest on the Bonds: Principal and Principal and Year Interest* Due Year Interest* Due 1983 $ 95, 000 1989 $390 ,000 1984 390 ,000 1990 390 , 000 1985 390, 000 1991 390 ,000 1986 390 ,000 1992 390 ,000 1987 390, 000 1993 390 ,000 1988 390 ,000 * Interest calculated at the maximum authorized rate of 9 1/2% . Section 5. AUTHENTICATION OF BONDS. The Trustee is hereby requested to authenticate the Bonds and to deliver them to, or upon the order of, the Chairman. Section 6 . INVESTMENT OF FUNDS. The Trustee shall be, by virtue of this Resolution and without further authorization from the County, authorized, directed and requested to invest and reinvest all moneys available therefor held by it pursuant to the Indenture which by the terms of said Indenture may be invested, or to deposit and redeposit such moneys in such accounts as may be permitted by the said Indenture, all subject to the terms and limitations contained in the Indenture . -3- Section 7 . LIMITED OBLIGATION. AS REQUIRED BY THE ACT, THE BONDS SHALL BE SPECIAL, LIMITED OBLIGATIONS OF THE COUNTY, PAYABLE SOLELY FROM THE REVENUES DERIVED FROM THE PROJECT, AND SHALL NEVER CONSTITUTE THE DEBT OR INDEBTEDNESS OF THE COUNTY OR THE STATE OF COLORADO OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY PROVISION OR LIMITATION OF THE COLORADO CONSTITUTION, STATUTES, OR ANY HOME RULE CHARTER AND =,:e _t SHALL NOT CONSTITUTE NOR GIVE RISE TO A PECUNIARY LIABILITY OF THE COUNTY OR A CHARGE AGAINST ITS GENERAL CREDIT OR TAXING _ _ POWERS. _ .. Section 8 . INCIDENTAL ACTION. The Chairman and the z Clerk are hereby authorized and directed to execute and deliver such other documents, and to take such other action as may be — necessary or appropriate in order to effectuate the delivery of _ the aforesaid Financing Agreement, Indenture, Official Statement mi and Bond Purchase Agreement, the performance of the County ' s obligations thereunder , and the issuance and sale of the Bonds. Section 9 . REPEAL. This Resolution shall take effect immediately upon its adoption by not less than a majority of the Board of County Commissioners, and all prior resolutions or _ parts thereof inconsistent herewith are hereby repealed. - Duly introduced, read and adopted upon the affirmative vote of five Commissioners at a public meeting of the Board of = County Commissioners of Weld County, Colorado, held this 4th — day of May, 1983. r! ifi [SEAL] BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST: _—12 k Carlso r Weld-Coupe Clerk and Recorder Ch� , Y anClerk tothe Board e ut o nt lerk J T. Martin, Pro Tem ,.11rt D AS r F / /(P) Gene R. Bran ner County Attorney Norman Carlson Ja que e Jo o\ bn�� DAY FILE : May 4, 1983 -4- Or.-ICIAL STATEMENT DATED JUNE 1, _ �3 Rating: Moody's: "Aa2" NEW ISSUE (See "Rating" herein) Interest on the Series 1983 Bonds, in the opinion of Bond Counsel, is exempt from Federal and Colorado income tax as presently enacted and construed, upon the conditions and subject to the limitations set forth herein under the caption "TAX EXEMPTION" vim ('!?rITv ropmit.co D E ,; t7P $2,000,000 JUN 61983 1 : WELD COUNTY, COLORADO ci :t. COLa. Industrial Development Revenue Bonds . (DAYTON-HUDSON CORPORATION PROJECT) Series 1983 The Series 1983 Bonds will be issued under a Trust Indenture and will be special, limited obligations of the Issuer, payable solely from revenues derived by the Issuer from payments to be made under an unsecured Note delivered to the Trustee by DAYTON-HUDSON CORPORATION Dated: June 1, 1983 Due: June 1, as shown below Principal due June 1 and semi-annual interest (payable December 1, 1983 and each June 1 and December 1 thereafter) on the Series 1983 Bonds are payable at the principal corporate trust office of Norwest Bank Minneapolis, National Association, Minneapolis, Minnesota, Trustee, except that interest on fully registered bonds will be paid by check or draft mailed to the registered holders thereof. The Series 1983 Bonds are issuable as coupon bonds in the denominations of $5,000 each, registrable as to principal only,or as fully registered bonds in denominations of$5,000 or any integral multiple thereof, and are registrable at the principal corporate trust office of the Trustee.The Series 1983 Bonds are subject to redemption prior to maturity as described herein. Maturity Amount (June 1) Interest Rate Price $200,000 1984 6.00% 100% $200,000 1985 6.40% 100% $200,000 1986 6.90% 100% $200,000 1987 7.25% 100% $200,000 1988 7.50% 100% $200,000 1989 7.75% 100% $200,000 1990 8.00% 100% $200,000 1991 8.15% 100% $200,000 1992 8.30% 100% $200,000 1993 8.50% 100% (plus accrued interest from June 1, 1983) The Series 1983 Bonds are offered when,as and if issued and received by the Underwriter,subject to the unqualified opinion as to legality by Ballard, Spahr, Andrews & Ingersoll, Denver, Colorado, Bond Counsel, and to certain other conditions. Delivery of the Series 1983 Bonds is expected in Minneapolis, Minnesota on or about June 13, 1983. DAIN BOSWORTH INCORPORATED Kc- f !'% The information contained in this Official Statement has been obtained from Weld County, Colorado, Dayton-Hudson Corporation, and other sources which are deemed reliable. No representation or warranty is made, however, as to the accuracy or completeness of such information, and nothing contained in this Official Statement is, or shall be relied upon as, a promise or representation by the Underwriter.This Official Statement is submitted in connection with the sale of securities referred to herein, and may not be reproduced or used, in whole or in part, for any other purpose. The delivery of this Official Statement at any time does not imply that information herein is correct as of any time subsequent to its date. No dealer, salesman or any other person has been authorized by Weld County, Colorado, Dayton-Hudson Corporation, or the Underwriter to give any information or to make any representation other than as contained in this Official Statement in connection with the offering described herein and,if given or made,such other information or representation must not be relied upon as having been authorized by any of the foregoing.This Official Statement does not constitute an offer of any securities other than those described on the cover page or any offer to sell or a solicitation of an offer to buy in any jurisdiction in which it is unlawful to make such offer, solicitation or sale. TABLE OF CONTENTS Page Introduction 1 The Issuer 2 The Project Facilities 2 The Series 1983 Bonds 3 Redemption of Series 1983 Bonds Before Maturity 3 The Agreement and Note 6 The Indenture 8 Rating 12 Underwriting 13 Tax Exemption 13 Legal Matters 14 Miscellaneous 14 APPENDIX—Dayton-Hudson Corporation A-1 THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN EXEMPTION THEREFROM UNDER THE SECURITIES ACT OF 1933. THE REGISTRATION OR QUALIFICATION OF THESE SECURITIES IN ACCORDANCE WITH THE APPLICABLE PROVISIONS OF SECURITIES LAWS OF THE STATES IN WHICH THESE SECURITIES HAVE BEEN REGISTERED OR QUALIFIED AND THE EXEMPTION FROM REGISTRATION OR QUALIFICATION IN OTHER STATES SHALL NOT BE REGARDED AS A RECOMMENDATION THEREOF. NEITHER THESE STATES NOR ANY OF THEIR AGENCIES HAVE PASSED UPON THE MERITS OF THESE SECURITIES OR THE ACCURACY OR COMPLETENESS OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE. INTRODUCTION This Official Statement is provided for the purpose of setting forth information concerning the Industrial Development Revenue Bonds (Dayton-Hudson Corporation Project) , Series 1983 (the "Series 1983 Bonds" ) to be issued by WELD COUNTY, COLORADO (the "Issuer" ) in the aggregate principal amount of $2,000 ,000 (estimated) . DAYTON-HUDSON CORPORATION, a Minnesota corporation (the "Company") and the Issuer will enter into an Industrial Development Financing Agreement dated as of June 1, 1983 (the "Agreement") providing for the financing of certain commercial facilities (the "Project Facilities") in return for payments equal to the principal amount of the Series 1983 Bonds and any additional parity bonds which may be issued by the Issuer to pay costs of the Project Facilities. The Series 1983 Bonds and such additional parity Bonds are hereinafter referred to collectively as the "Bonds" . The Agreement will provide that the Company is unconditionally obligated to make payments, with premium, if any, and interest, in the amounts and at the times required to pay the principal or redemption price of, and interest on, the Bonds. The Company ' s payment obligations under the Agreement with respect to the Series 1983 Bonds will be evidenced by an unsecured Note payable to the Trustee identified below (the "Note") . The Series 1983 Bonds will be issued under and secured by a Trust Indenture dated as of June 1, 1983 (the "Indenture" ) between the Issuer and Norwest Bank Minneapolis, National Association, as Trustee (the "Trustee") . The Bonds will be special, limited obligations of the Issuer , payable solely from payments to be made by the Company as set forth in the Agreement and the Note. Neither the Series 1983 Bonds nor the interest coupons appurtenant thereto constitute a debt of the Issuer under the Colorado Constitution or statutes or the Issuer ' s Home Rule Charter or constitute or give rise to a pecuniary liability or charge against the general credit or taxing power of the Issuer , the State of Colorado or any political subdivision thereof. No mortgage lien or security interest in the Project Facilities or other tangible property will be granted to the Trustee to secure the Bonds. There follow in this Official Statement brief descriptions of the Issuer , the Project Facilities, the Bonds, the Agreement, the Note, and the Indenture. Such descriptions do not purport to be comprehensive or definitive. All references herein to the Bonds, the Agreement, the Note and the Indenture are qualified in their entirety by reference to such documents, copies of which may be examined at the corporate trust office of the Trustee. During the offering period forms of such documents may be obtained from Dain Bosworth Incorporated (the "underwriter") . Any term used herein as a defined term but not -1- defined herein shall have the same meaning as it is given in the Agreement, the Note or the Indenture. A separate Appendix to this Official Statement has been furnished by the Company and contains or incorporates by reference financial statements and other information concerning the Company ' s business and financial affairs. THE ISSUER WELD COUNTY is a political subdivision of the State of Colorado, duly organized and existing under the Constitution and the laws of the State of Colorado, including its Home Rule Charter . Pursuant to the provisions of the Colorado County and Municipality Development Revenue Bond Act (the "Act" ) the Issuer is authorized and empowered to issue and sell its revenue bonds for the purpose of financing facilities such as the Project Facilities, and in furtherance thereof, to enter into the Agreement and the Indenture. THE PROJECT FACILITIES The Project Facilities consist of leasehold improvements to an existing commercial building and certain equipment, located in the Hillside Shopping Center , in the City of Greeley, Colorado to be operated as a Target store by the Company. The Project Facilities are not mortgaged or otherwise pledged as security for the Bonds. Estimated Use of Proceeds Interest accrued from the date of the Series 1983 Bonds to the date of delivery will be deposited in the Bond Fund established under the Indenture. The balance of the proceeds will be deposited in the Construction Fund established under the Indenture and applied to the costs of the Project Facilities. The Company estimates that the proceeds of the Series 1983 Bonds will be applied as follows: Leasehold Improvements $ 625,000 Equipment 1,150 ,000 Underwriting Discount 52,500 Legal, Printing and 172,500 Miscellaneous Expense $2,000 ,000 -2- THE SERIES 1983 BONDS The total principal amount of Series 1983 Bonds authorized to be issued is $2,000,000. Additional parity bonds (the "Additional Bonds") may be issued pursuant to the terms of the Indenture . The Series 1983 Bonds will be dated June 1 , 1983 and will bear interest payable semiannually on June 1 and December 1 of each year , commencing December 1, 1983, at the respective rates and will mature on June 1 in the years shown on the cover page. Registration; Replacement The Series 1983 Bonds will be issuable as coupon Bonds in the denomination of $5,000 each , registrable as to principal only, and as fully registered bonds without coupons in the denomination of $5,000 or any integral multiple thereof. Series 1983 coupon Bonds may be exchanged for fully registered Series 1983 Bonds without coupons. Fully registered Series 1983 Bonds may similarly be exchanged for Series 1983 coupon Bonds. No service charge will be made for any transfer, registration or discharge from registration, provided that any tax, fee or other governmental charge applicable in connection therewith must be paid as a condition to the exercise of such privilege . In the event any Series 1983 Bond is mutilated , lost , stolen, or destroyed, the Issuer may execute and the Trustee may authenticate a new Series 1983 Bond in accordance with the provisions therefor in the Indenture. The Issuer and the Trustee may charge the holder or owner of such Series 1983 Bond with their reasonable fees and expenses in this connection. REDEMPTION OF SERIES 1983 BONDS BEFORE MATURITY The Series 1983 Bonds are not callable for redemption prior to maturity, except in the limited circumstances described below under "Extraordinary Optional Redemption in Whole" and "Special Mandatory Redemption in Whole . " Extraordinary Optional Redemption In Whole The Series 1983 Bonds are subject to redemption prior to maturity by the Issuer , in whole on any date , upon the exercise by the Company of its option to prepay the Note, at an Extraordinary Optional Redemption Price equal to 100% of the principal amount thereof, plus interest accrued to the redemption date , if one or more of the following events shall have occurred: (a) The damage or destruction of all or substantially all of the Project Facilities to such extent that , in the reasonable opinion of the Company, the repair and restoration thereof would not be economical ; or -3- (b) The condemnation of all or substantially all of the Project Facilities or the taking by condemnation of any part, use or control of the Project Facilities as to render them unsatisfactory to the Company for their intended use ; or (c) In the Company ' s reasonable opinion , unreasonable burdens or excessive liabilities shall have been imposed upon the Company with respect to the Project Facilities or the operation thereof , including , but without being limited to , Federal , state or other ad valorem , property, income or other taxes, not being imposed on the date of the Agreement other than ad valorem taxes presently levied upon privately owned property used for the same general purpose as the Project Facilities; or (d) As a result of material economic changes affecting the location containing the Project Facilities , the Company determines, in its reasonable judgment, that it will be prevented from carrying on its normal operations at the Project Facilities. Special Mandatory Redemption in Whole The Series 1983 Bonds are subject to special mandatory redemption by the Issuer prior to maturity in whole on the earliest practicable date selected by the Trustee and the Company pursuant to the Indenture , but in no event later than the later of ( i) 180 days following the occurence of , or 60 days following receipt by the Trustee of notice of the occurrence of a Determination of Taxability or (ii) receipt of notice from the Company that the Company will not further contest the occurrence of a Determination of Taxability or receipt of notice from any source and a determination by the Trustee that a final determination, decision or decree has been entered in any court or administrative proceeding of appropriate jurisdiction. In no event shall the Trustee proceed with redemption of Bonds if the Company has notified the Trustee in writing that it will contest such Determination of Taxability and that it is actively pursuing such course . In making any determination in respect of the occurrence of an Event of Taxability , as such term is defined hereinbelow, or a redemption relating thereto, the Trustee may rely on an opinion of Counsel . In the event of any such mandatory redemption, the Series 1983 Bonds outstanding at the time of the Determination of Taxability (except those for which notice of redemption shall have been given prior to the Determination of Taxability) shall be redeemed at a redemption price of 100% of the principal amount thereof , plus (i) accrued interest thereon to the date fixed for redemption (ii) a redemption premium equal to the interest paid (or accrued) on such Series 1983 Bonds during the period beginning on the date of the Event of Taxability, and ending upon the earlier of the date of maturity or the date of redemption of such Series 1983 Bonds . All of the Series 1983 Bonds outstanding on the -4- redemption date shall be redeemed by the Issuer on such date , except that Series 1983 Bonds maturing on or prior to the redemption date but after the selection of a redemption date as aforesaid, shall be retired on their maturity date at the same price as if they had been called for redemption on the redemption date with accrued interest to the date of maturity, and Series 1983 Bonds for the payment or redemption of which sufficient moneys or investments are held by the Trustee shall be redeemed on the redemption date , or paid at earlier maturity, in accordance with the preceding and not otherwise. Any person who was the holder of a Series 1983 Bond both at the time of an Event of Taxability and at the date of maturity or redemption thereof prior to the aforesaid selection of a redemption date shall, upon presentation to the Trustee in writing of proof satisfactory to the Trustee that he was a holder of such Series 1983 Bond at such times, be entitled to an amount equal to the redemption premium referred to in the immediately preceding paragraph. The term "Determination of Taxability" means one of the following determinations , made in regard to Section 103 (b) (6) or Section 103 (c) of the Internal Revenue Code , as then in effect, to the effect that, by reason of any action or inaction by the Company or any violation by the Company of any of its covenants in the Agreement or any misrepresentation by the Company in any certificate furnished in connection with the issuance, sale or delivery of the Series 1983 Bonds , the interest payable on the Series 1983 Bonds is includable in the gross income of the holders of such Bonds (other than a holder who is a substantial user or related person as such terms are used in Section 103 (b) (13) of the Internal Revenue Code of 1954, as amended) : (i) a final determination, decision or decree by the Commissioner or any District Director of Internal Revenue , or by any court of competent jurisdiction, which determination, decision or decree by the Commissioner or any District Director of Internal Revenue, or by such court , is not subject to further review or appeal, in a proceeding in which the Company was afforded the opportunity to contest the issues involving Federal income tax treatment of interest on the Series 1983 Bonds, either directly or in the name of the Bondholder , at the Company' s expense , or (ii) an opinion of nationally recognized bond counsel furnished by the Company to the Trustee. The term "Event of Taxability" means the action or inaction by the Company or the violation by the Company of any of its covenants in the Agreement or the misrepresentation by the Company in any certificate furnished in connection with the issuance , sale or delivery of the Series 1983 Bonds, which a Determination of Taxability shall have found to have occurred and resulted in the circumstances described in Section 103 (b) (6) or Section 103 (c) of the Internal Revenue Code , as then in effect. -5- If the Trustee receives notice from any source that a Determination of Taxability has occurred, the Trustee shall forthwith consult with the Issuer and the Company and thereafter proceed to enforce payments under the Agreement and Note in respect of the necessary redemption price and to redeem the Series 1983 Bonds at the earliest practicable date . In making any determination in respect of the occurrence of a Determination of Taxability or a redemption relating thereto, the Trustee may rely on an opinion of counsel. Notice of Redemption Any redemption shall be made as provided in the Indenture upon not more than 90 days nor less than 30 days ' notice by publication in The Wall Street Journal or other financial newspaper of general circulation in the Borough of Manhattan, City and State of New York . The Trustee shall mail a copy of such notice to the holders of registered Bonds to be redeemed and to the holders of such unregistered Bonds who have filed their names and addresses with the Trustee for the purpose of receiving such notice , but any failure in respect of such mailing will not affect the validity of the redemption; provided, that if all of the Bonds to be redeemed are at the time of such redemption registered , such mailing shall be deemed sufficient and no newspaper publication shall be necessary. No further interest will accrue on Bonds called for redemption, and holders of such Bonds will have no rights except to receive payment of the redemption price and interest accrued to the redemption date. Additional Bonds The Indenture provides that Additional Bonds of series other than the Series 1983 Bonds may be issued to finance costs of additional Project Facilities, including expansion costs, or to refund any series of Bonds. Such Additional Bonds will be equally and ratably secured under the Indenture with the Series 1983 Bonds, without priority or distinction. THE AGREEMENT AND THE NOTE The following , in addition to the information provided elsewhere herein, summarizes certain provisions of the Agreement and the Note , to which documents in their entirety reference is made for the detailed provisions thereof. Issuance of Series 1983 Bonds and Acquisition and Construction of Project Facilities Pursuant to the Agreement, the Issuer will finance the Project Facilities by issuing the Series 1983 Bonds, and will loan the proceeds thereof to the Company in return for its -6- promise to pay an amount sufficient to enable the Issuer to pay debt service on the Series 1983 Bonds. Such payment obligation will be evidenced by the Note . The Note will be made payable to and deposited with the Trustee pursuant to the Indenture . Title to the Project Facilities will remain in the Company. No mortgage lien on or security interest in the Project Facilities will be granted in favor of the Trustee . Under the Agreement, the Company will acquire , construct and install the Project Facilities according to its own specifications and under contracts to be awarded and administered by it. Project costs will be paid upon requisition by the Company, and the Company will pay such costs to the extent not available from Bond proceeds. The Company may make such additions to, deletions from and changes in the Project Facilities as it may deem desirable for its use , subject to the limitations provided in the Agreement. Payments Under the Agreement and Note The obligation of the Company to make payments under the Agreement and the Note is absolute and unconditional without defense or right of set off for any reason. The Note contains provisions for optional and mandatory prepayment corresponding to the redemption provisions of the Bonds. Under the Agreement, the Company also agrees to pay expenses of the Issuer and the Trustee . Certain Covenants of the Company Maintenance of Corporate Existence . Under the Agreement, the Company agrees to maintain its corporate existence , provided that it may consolidate or merge into another corporation, or dissolve or otherwise dispose of all or substantially all of its assets; provided that the surviving , resulting or transferee corporation assumes in writing all of the obligations of the Company under the Agreement, is organized under the laws of one of the States of the United States of America and is qualified to do business in Colorado; and provided that the surviving , resulting or transferee entity has a consolidated net worth equal to at least 90% of that of the Company for the fiscal year preceding such merger, consolidation or disposition of assets. Tax Exemption. The Company covenants that it will not use or direct the use of Bond proceeds in any way , or take or omit to take any other action, which would cause the interest on the Bonds to become subject to Federal income tax under the Code. Further , the Company covenants not to make any "capital expenditures" within the meaning of Section 103 (b) (6) (D) of the Code with respect to the Project Facilities or elsewhere in the City of Greeley, Colorado , which, when added to the face amount of the Bonds, would make the total of such face amount, plus all such capital expenditures for the six year period beginning -7- three years prior to the date of the original issuance of the Bonds, exceed $10 million. Operation and Maintenance of the Project Facilities. The Company covenants to maintain and operate the Project Facilities during their useful life and as required to meet the other public purposes of the Act , but the Company is not required to operate any property after it is no longer economical or feasible to do so. Events of Default and Remedies The Agreement specifies certain events of default including (a) failure to pay amounts on the Note when due , (b) failure of the Company to observe other covenants and agreements for a period of 60 days after notice by the Issuer , the Trustee , or the holders of 25% in aggregate principal amount of the Bonds then outstanding , provided that the Trustee may agree to the extension of such time if corrective action is being pursued by the Company, (c) certain events of bankruptcy, liquidation or reorganization of the Company, and (d) acceleration of the Bonds for any reason. If the Company shall fail to pay such amounts forthwith upon demand, the Trustee may institute any proceedings at law or in equity for the collection of the sums due and unpaid. The Trustee is authorized to intervene and file proofs of claim and other documents in bankruptcy or other judicial proceedings relative to the Company to have its claims allowed in such proceedings. Amendment Neither the Agreement nor the Note may be amended except by an instrument in writing signed by the Company and the Issuer and consented to by the Trustee. See "THE INDENTURE- Amendment of Agreement and Note . " THE INDENTURE The following , in addition to the information provided elsewhere herein, summarizes certain provisions of the Indenture, to which document in its entirety reference is made for the detailed provisions thereof. General The Indenture will constitute an assignment to the Trustee of the Issuer ' s rights under the Agreement and the Note (except the right of the Issuer to receive payment of its expenses and indemnity from the Company) , for the equal and proportionate benefit of all Bonds issued under the Indenture , including the Series 1983 Bonds. -8- Funds Created The Indenture will provide for the creation of a Construction Fund and a Bond Fund to be held in trust by the Trustee . The proceeds of the Bonds will be deposited in the Construction Fund, except accrued interest , which will be deposited in the Bond Fund. Moneys in the Construction Fund will be disbursed upon requisition by the Company to pay the costs of the Project Facilities. Payments under the Agreement and the Note , certain surplus Construction Fund moneys and other revenues are to be used solely for the payment of the principal or redemption price of , and interest on, the Bonds. Investment of Fund Moneys Moneys held by the Trustee under the Indenture will, until otherwise used or invested , be deposited with the Trustee , and to the extent not insured, will be secured by a pledge of securities if and as required by law for such trust deposits. Moneys held as part of the Construction Fund or the Bond Fund may, at the direction of the Company , be invested and deposited (including deposits in time certificates established with the Trustee) , as permitted by law. Such investments include (i) obligations issued or guaranteed by the United States of America; (ii) obligations issued or guaranteed by any person controlled or supervised by and acting as an instrumentality of the United States of America pursuant to authority granted by the Congress of the United States; (iii) obligations issued or guaranteed by any state of the United States or the District of Columbia rated within one of the three highest rating categories by any nationally recognized rating service ; (iv) commercial or finance company paper receiving the highest rating of any nationally recognized rating service ; (v) bankers' acceptances drawn on and accepted by commercial banks having combined capital and surplus of not less than $50,000,000. The Trustee , in purchasing securities of the type described in clauses (i) and (ii) in the preceding sentence , may make any such purchase subject to agreement with the seller for repurchase by the seller at a later date on the terms and conditions set forth in each Indenture . The interest and income received upon such investments of the Construction Fund or Bond Fund and any profit or loss resulting from the sale of any investment are to be added or charged to such Fund. Events of Defaults and Remedies If any of the following Events of Default occur, the Trustee may, and upon request of the holders of 25% in aggregate principal amount of the Bonds then outstanding shall , declare the principal of and interest on all Bonds to be immediately due -9- and payable , and upon such acceleration the Trustee shall immediately exercise such rights as it may have under the Agreement and Note to declare all payments thereunder immediately due and payable: (a) If payment of the principal or redemption price of any Bond is not made when it becomes due and payable at maturity or upon call for redemption; or (b) if payment of any installment of interest on any Bond is not made when it becomes due and payable ; or (c) if there is an "Event of Default" as defined in the Agreement. The holders of a majority in aggregate principal amount of the Bonds then outstanding may annul any acceleration if overdue installments of principal which have become due otherwise than by reason of the acceleration, and all arrears of interest upon the Bonds , with interest on overdue installments of principal and interest at the rate borne by the Bonds, together with all expenses arising out of the default, are paid and all other existing defaults under the Indenture are cured. If any proceeding by the Trustee is discontinued or determined adversely to the Trustee , the parties shall be restored to their former positions and rights under the Indenture . Whenever the principal of and interest on the Bonds issued under the Indenture shall have been declared to be immediately due and payable , the Trustee may , and upon the written request of holders of 25% in aggregate principal amount of the Bonds then outstanding and receipt of satisfactory indemnity shall institute appropriate actions at law or in equity to enforce the rights of such Bondholders , to collect all amounts payable under the Agreement and Note, to require the Issuer to account as if it were the trustee of an express trust for such Bondholders, to enjoin any act or things which may be unlawful or in violation of the rights of the Bondholders , and to bring suit upon such Bonds and the Note. The holders of a majority in aggregate principal amount of all Bonds then outstanding under the Indenture , after furnishing satisfactory indemnity, may direct the method and place of conducting all remedial proceedings by the Trustee . No Bondholder shall have any right to pursue remedies under the Indenture or under the Note or the Agreement unless the Trustee shall have been given written notice of an Event of Default, the holders of 25% in principal amount of all Bonds then outstanding under the Indenture shall have requested the Trustee to pursue a remedy, the Trustee shall have been offered satisfactory indemnity against costs, expenses and liabilities, and the Trustee shall have failed to comply with such request within a reasonable time . -10- Any moneys received by the Trustee following an Event of Default are to be applied first to the payment of the reasonable costs of the Trustee including reasonable counsel fees and its reasonable compensation; second, to the payment of the principal or redemption price of and interest then due on the Bonds, without preference or priority; and third, to the payment of the reasonable expenses of the Issuer , including reasonable counsel fees. Any surplus is to be paid to the Company. Concerning the Trustee The Trustee may act on any requisition, resolution, notice, or other paper or document which it in good faith believes to be genuine and to have been passed or signed by the proper persons, and the Trustee shall be under no duty to make any investigation as to any statement contained in any such instrument. The Trustee may in good faith buy, sell, own and hold any of the Bonds or coupons and may join in any action which any Bondholders may be entitled to take with like effect as if the Trustee were not a party to the Indenture. The Trustee may also engage in or be interested in financial or other transactions with the Issuer and the Company. Norwest Bank Minneapolis , National Association, Trustee under the Indenture, is one of the banks with which the Company maintains depository and other banking relationships. In addition, K.N. Dayton, a director of the Company, is a member of the board of directors of such Bank; and E. Peter Gillette, Chairman of such Bank, is a nominee to the position of director of the Company. Supplemental Indentures and Amendment of Agreement and Note The Indenture may be amended or supplemented in connection with the issuance of any series of Additional Bonds, or at any other time, without notice to or the consent of the Bondholders, for purposes of (a) setting forth matters in connection with the issuance of Additional Bonds, (b) adding additional covenants of the Issuer or surrendering any right or power conferred upon the Issuer , and (c) curing any ambiguity or defective provision of the Indenture in such manner as shall not be inconsistent with the Indenture or adversely affect the Bondholders. The Indenture may be amended from time to time, except with respect to (1) the principal or interest payable upon any Bond issued thereunder , (2) the date of maturity or redemption provisions of any such Bond, and ( 3) the provisions regarding amendments, by a supplemental Indenture approved by the holders of at least a majority in aggregate principal amount of the Bonds of the series affected. The Agreement and Note may be amended without notice to or consent of the Bondholders, but only with the consent of the Trustee. If the Issuer or the Company propose to amend the Agreement or the Note in such a way as would adversely affect the Bondholders, the Trustee is to notify the Bondholders of the -11- proposed amendment and may consent thereto with the consent of at least a majority in aggregate principal amount of the Bonds; provided that no amendment shall be consented to by the Trustee which would (a) decrease any amount payable under the Agreement or the Note , (b) change the date of payment or prepayment provisions under the Agreement or the Note , or (c) change the amendment provisions of the Agreement. Defeasance When the principal or redemption price of, and the interest on, all Bonds issued under the Indenture have been paid , or provision has been made for payment of the same , together with all other sums payable by the Issuer under the Indenture , the Trustee ' s right, title and interest in the Agreement and Note and the moneys payable thereunder shall thereupon cease; and the Trustee shall release the Indenture in respect to such rights, and turn over to the Company all balances remaining in any funds not required for the payment of the Bonds. Provision for payment of the Bonds may be made by delivery to the Trustee of (a) cash , (b) non-callable direct obligations of the United States of America maturing on or before the dates when payments in respect of the Bonds become due , and the principal amount of which and interest thereon when due will be in the aggregate sufficient without reinvestment to make all payments on the Bonds when due, or (c) any combination of cash and such obligations. RATING As noted on the cover page of this Official Statement , Moody' s Investors Service ( "Moody' s") has assigned a rating of "Aa2" to the Series 1983 Bonds. A rating of "Aa2" ranks second in Moody' s system of nine ratings for corporate and municipal bonds. The rating reflects only the view of Moody' s which offers the following explanation of an Aa rating: "Bonds which are rated Aa are judged to be of high quality by all standards. Together with the Aaa group they comprise what are generally known as high grade bonds. They are rated lower than the best bonds because margins of protection may not be as large as in Aaa securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long term risks appear somewhat larger than in Aaa securities. " The rating is based on information furnished by the Company or obtained from other sources considered reliable by Moody ' s. Reference is made to Moody's publications for a complete description of its other rating categories. -12- A security rating is not a recommendation to buy, sell or hold securities . There is no assurance that the rating will remain in effect for any given period of time or that it will not be revised downward or withdrawn entirely by Moody' s if, in their judgment, circumstances so warrant. Any such downward revision or withdrawal of the rating may have an adverse effect on the market price of the Series 1983 Bonds. UNDERWRITING Dain Bosworth Incorporated has agreed to purchase the Series 1983 Bonds from the Issuer upon the satisfaction of certain conditions and at the offering price shown on the cover page hereof, less a discount of 2-5/8% . The Underwriter is committed to take and pay for all of the Series 1983 Bonds if any of the Bonds of such issue are taken. Tne Company has agreed to indemnify the Issuer and the Underwriter against certain civil liabilities. TAX EXEMPTION Generally, interest on obligations of a state or a political subdivision of a state is exempt from Federal income taxation. Section 103 (b) of the Internal Revenue Code of 1954 , as amended (the "Code") , however , provides that interest on any such obligation which is an "industrial development bond" shall not be exempt. Exceptions to this provision are created by Section 103 (b) (6) for an issue of industrial development bonds which is an "exempt small issue" when substantially all of the proceeds are used for the acquisition, construction, reconstruction, or improvement of land or property of a character subject to the allowance for depreciation under Section 167 of the Code and the issue also complies with certain Code limitations concerning prior issues of bonds, use of bond proceeds, use of the facilities being financed, and maturities of such issue related to the economic life of the facilities being financed. In order to achieve tax-exempt status , the issuer of such bonds must also comply with certain procedural requirements , and such bonds may not be held by a "substantial user" of the facilities, as provided in Code Section 103 (b) , or a "related person, " as defined in Code Section 103 (b) . The Issuer will make the election provided by Section 103 (b) ( 6) (D) of the Code to have the provisions as to the $10 million limit in Section 103 (b) ( 6) (D) apply to the Series 1983 Bonds. In the opinion of Ballard, Spahr , Andrews & Ingersoll , Denver , Colorado, Bond Counsel, interest on the Series 1983 Bonds is exempt from Federal income tax as presently enacted and construed, provided that the $10 million limit in Section 103 (b) (6) (D) of the Code is not and will not be exceeded by the Company or otner principal users of the Project and further -13- provided that the restrictions relating to the use of the Project set forth in Section 103 (b) (6) (0) of the Code are not violated (except that no opinion is expressed with respect to interest on any Series 1983 Bond for any period during which the Series 1983 Bond is held by a person who is a "substantial user" of the Project Facilities or a "related person") . Such $10 million limit may be exceeded by capital expenditures made by the Company, or another "principal user" of the Project Facilities (or a related person) , at any time during the six year period beginning three years prior to the date the Series 1983 Bonds are issued and ending three years after such date. If such $10 million limit is exceeded or such a use prohibited or restricted under Section 103 (b) ( 6) (O) is made of the Project, interest on the Series 1983 Bonds would become taxable. The Company will represent that such limit has not been exceeded as of the date the Series 1983 Bonds are issued and will covenant in the Agreement not to exceed such limit or permit such use of the Project. In the opinion of Bond Counsel, under the laws of the State of Colorado as presently enacted and construed, interest on the Series 1983 Bonds is exempt from Colorado income tax. LEGAL MATTERS Legal matters incident to the authorization and issuance of the Series 1983 Bonds by the Issuer are subject to the approving opinion of Ballard, Spahr , Andrews & Ingersoll, Denver , Colorado, Bond Counsel. Copies of such opinion will be available at the time of the delivery of the Series 1983 Bonds. Certain legal matters will be passed upon for the Company by James T. Hale, Esq. , Senior Vice President, General Counsel and Corporate Secretary of the Company, and for the Issuer by Thomas O. David, Esq. , Greeley, Colorado, Weld County Attorney. MISCELLANEOUS The foregoing summaries do not purport to be complete and are expressly made subject to the exact provisions of the complete documents. For details of all terms and conditions of such documents prospective purcnasers are referred to the Bonds, the Agreement, the Note and the Indenture, copies of which may be obtained from the Trustee or , during the offering period, from the Underwriter . This Official Statement has been approved by the Board of County Commissioners of the Issuer . WELD COUNTY, COLORADO By: Chuck Carlson, Chairman Board of County Commissioners -14- APPENDIX DAYTON-HUDSON CORPORATION Dayton-Hudson Corporation was incorporated in 1902 under the laws of the State of Minnesota. Its principal executive offices are located at 777 Nicollet Mall, Minneapolis, Minnesota 55402 (612-370-6948). Dayton-Hudson Corporation,together with its consolidated subsidiaries,is hereinafter sometimes referred to as the "Company" or "Dayton-Hudson". alk; 'S. The information contained in this Appendix to the Official Statement relates to and has been obtained from Dayton-Hudson Corporation. Neither the Issuer nor the Underwriter makes any representation as to the accuracy or the completeness of such information.The delivery of the Official Statement shall not create any implication that there has been no change in the affairs of the Company since the date hereof,or that the information contained or incorporated by reference in this Appendix is correct as of any time subsequent to its date. A-1 BUSINESS OF DAYTON-HUDSON Dayton-Hudson Corporation is a national diversified retail company operating through four principal business segments:Target low-margin stores, Mervyn's softlines stores, department stores (Hudson's, Dayton's, Diamond's,John A. Brown) and specialty merchandisers (B. Dalton Bookseller, Lechmere). At January 29, 1983, these business segments operated 981 stores in 47 states, Puerto Rico and the District of Columbia. For the fiscal year ended January 29, 1983 Dayton-Hudson had revenues of $5.7 billion, net earnings from continuing retail operations of$198 million and total shareholders'equity of$1.3 billion. For additional information on the Company's business and financial condition see "Information Incorporated by Reference" and "Additional Information" herein. INFORMATION INCORPORATED BY REFERENCE The following documents filed by the Company with the Securities and Exchange Commission (the "Commission") are incorporated in and made a part of this Official Statement by reference: (1) The Company's Annual Report on Form 10-K for the year ended January 29, 1983(which incorporates by reference certain portions of the Company's 1982 Annual Report to Shareholders, including financial statements and accompanying information, and certain portions of the Company's definitive Notice and Proxy Statement for the Company's Annual Meeting of Shareholders to be held on May 25, 1983),filed by the Company with the Securities and Exchange Commission (the "Commission") pursuant to Section 13 of the Securities Exchange Act of 1934 (the "Exchange Act"). (2) The Company's definitive Notice and Proxy Statement dated April 22, 1983 for the Company's Annual Meeting of Shareholders to be held on May 25, 1983, filed pursuant to Section 14 of the Exchange Act. All reports and any definitive proxy or information statements filed by the Company with the Commission pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date of this Official Statement and prior to the termination of the offering of the Bonds shall be deemed to be incorporated by reference in this Official Statement and to be a part hereof from the date of filing of such documents. ADDITIONAL INFORMATION The Company is subject to the informational requirements of the Exchange Act and in accordance therewith files reports, proxy statements and other information with the Commission. Such reports, proxy statements and other information can be inspected and copied at the public reference facilities of the Commission at Room 1024, 450 Fifth Street N.W., Washington, D.C. 20549; Room 1100, Jacob K.Javits Federal Building,26 Federal Plaza,New York,New York 10007;Suite 500 East,5757 Wilshire Boulevard, Los Angeles, California 90036; and Room 1228, Everett McKinley Dirksen Building, 219 South Dearborn Street, Chicago, Illinois 60604; and copies of such materials can be obtained from the public reference section of the Commission at 450 Fifth Street N.W., Washington, D.C. 20549, at prescribed rates. The Common Stock of the Company is listed on the New York Stock Exchange and on the Pacific Stock Exchange, and reports, proxy statements and other information concerning the Company can also be inspected at the offices of the New York Stock Exchange, 20 Broad Street,New York, New York 10005, and the offices of the Pacific Stock Exchange, 301 Pine Street, San Francisco, California 94104. The Company will furnish without charge to each person to whom this Official Statement is delivered, upon written request, a copy of any or all of the documents described above under Information Incorporated by Reference, other than exhibits to such documents. Requests should be addressed to: Director,Financial Relations,Dayton-Hudson Corporation,777 Nicollet Mall,Minneapo- lis, Minnesota 55402. A-2 • Affidavit of Publication STATE OF COLORADO, 1 G ) sap of Weld. �y/j r. -1 C� //7Qia ter of said County of Wela coin; dcly'sworn, say that- 1 am oubbllluuhheer of p �/ t_--' 4___ %E-P-6 .mss?/!./%e-L/ that the same is a weekly newspaper of Genera: corm I. ation And\ pn;yd ens published in the town of '5/O_,,e in said county and state: that the notice at cdver tuement, of which the annexed is a Ira. copy, has been published in said weekly newspaper / for •onsecotive weeks- that the notice was published in the regular and enure issue ci every number of said newspaper during the period and tine of publ:- cation of said notice and in the newspaper proper and not in a supplement thereof: ;hot the first publication of said notice was contained in the ��ii/ssue of said new�sspaper beanna date. the 2t day of /newspaper A.0., 19 and the last pubiicauen thert in the issue of scid�.�wsssPeper hearing date. t.`. /a day et . /i'/ 19 a�3 that to said s ,1 A. J� has been published continuously and =interrupt- o. !,*41 T eat? during the period a.' at !east fifty-two co n- . n SDLORADo '* us. L ONd secutive weeks eeks ten prior to the first issue :hereof containing sofa nice cc cavernsement acova e" ' referred to: and that said newspaper was c: to a # TI� '?7(fitCH f,�1 ,? L NT FINANCING time of each of the pubiicanona of said notice. A U • ��E 3, duly qualified '.or that. purpose within the neon. -CT ' CE OF' frig at an act. enrded. "An Ac. Concerning Legal PA NADU .OF THE CODNTY'SF Notices. Adveriaemeors and Publicanans. and - ,EE DS AND AUTHOR= b, a ADTNOR the Feeape of Patters and P•:alEsners thereof, and ��ER Y Or to Repeal all Acs and Ports of Acts in Confbc: F AMOUNT,. with the Provisions of this Act." approved April i, - PO I!ST T SDEIT THE=, 1921, and all amendments thereof, and portico- . �.; TWA E I ERM/NINE ratty as =tended by an set approved. )pica:: 30. `TO a PROJECT 1923, groat a-;proved May 8, L93:. A 1DEM • TN AUTXORiY A ND. INCONSISTENT% /f .- +'�� .S.MI NaWWIen"i Seise*• D= Ma .aL = Nlryq Jer ee Suhson:Ted -rid :•warn :a before tie this ._._7_. lit ATer• ithre iY •. I eteelheflttel�Me coy of LiJ9i=_.___.__ .i. ..^,.. 13 3 tyrthe COWRY t irti flnplYunlV '�1f 1NMeRIRent R (WL''ACW);4110 _ Project will the peWa,Rurlmtee MuIIIe �) `+RA ,•,.ante of iM `1y c__rr—omen ezpin� �J� �-G Mb adI Of RHip•: Notary Pr„-h- Jape 1,1 I "fiMR[IMAfilebient').with EL�ZgBEzli et D tiT SW Sao�p :tt InI.00i 22019 W.C RD BEY e• '1 Webb* N af14" � �', CO 80631•er b LA SALLE LEADER May 12, 1983 Page 17 THE BONDS SHALL BE SPECIAL, LIMITED OBLIGATIONS OF THE COUNTY, PAYABLE SOLELY FROM THE REVENUES DERIVED FROM THE PROJECT, AND SHALL NEVER CONSTI- TUTE THE DEBT OR INDEBTEDNESS OF THE COUNTY OR THE STATE OF,COLORADO OR ANY POLITICAL SUBDIVISION WHEREAS, Damn Bosworth Incorporated (the "Purchaser") has THEREOF WITHIN THE MEANING OF ANY PROVISION OR offered to purchase the Bonds and is expected to enter into a Bond LIMITATION OF THE COLORADO CONSTITUTION,STATUTES,OR Purchase Agreement (the "Bond Purchase Agreement") with the ANY HOME RULE CHARTER AND SHALL NOT CONSTITUTE NOR County providing,among other things,for the sale of the Bonds to the GIVE RISE TO A PECUNIARY LIABILITY OF THE COUNTY OR A Purchaser at a price not less than 97%of the principal amount,upon the CHARGE AGAINST ITS GENERAL CREDIT OR TAXING POWERS. Company's approval of such purchase and joinder in said Bond Purchase Agreement. Section.8.INCIDENTAL ACTION.The Chairman and the Clerk are hereby authorized end directed to execute and deliver such other NOW,THEREFORE, BE IT RESOLVED, by the Board of County documents, and to take such other action as may be necessary or Commissioners of Weld County, Colorado, that: appropriate in order to effectuate the delivery of the aforesaid Financing Agreement, Indenture, Official Statement and Bond Section 1. APPROVAL OF FINANCING AGREEMENT, INDEN• Purchase Agreement, the performance of the County's obligations TURE,OFFICIAL STATEMENT AND BOND PURCHASE AGREE- thereunder,and the issuance and sale of the Bonds. MENT. The forms of the Financing Agreement, the Indenture, the Preliminary Official Statement dated May 2, 1983 in respect of the Section 9. REPEAL.This Resolution shall take effect immediately Bonds,and the Bond Purchase Agreement presented to this meeting upon its adoption by not less than a majority of the Board of County (copies of which shall be filed with the records of the County) are Commissioners,and all prior resolutions or parts thereof inconsistent hereby approved,and the Chairman or Chairman Pro Tem of the Board herewith are hereby repealed. of County Commissioners (the "Chairman") is hereby authorized to execute and deliver,and the County Clerk and Recorder or-Deputy Duly introduced,read and adopted upon the affirmative vote of five County Clerk(the"Clerk")is hereby authorized to affix the seal of the Commissioners at a public meeting of the Board of County County to,and attest,documents,including a final Official Statement, Commissioners of Weld County, Colorado, held this 4th day of May, In substantially such forms upon the terms and conditions set forth 1903. • herein and therein,with such changes therein as such officers shall approve(including,such insertions and variations and changes in dates (SEAL) BOARD OF COUNTY COMMISSIONERS and amounts necessary to conform such documents to the final terms WELD COUNTY,COLORADO as approved by the Company and the Purchaser),such approval to be ATTEST: evidenced by their execution thereof. Mary Ann Feuerstein Chuck Carlson,Chairman In accordance with the requirements of the Act,the County hereby Weld County Clerk and Recorder determines that the following provisions shall be as set forth in the form and Clerk to the Board of the Indenture hereinbefore approved, which form is hereby incorporated herein by reference as if set forth in full: By:Jeannette Sears John T.Martin,Pro Tem Deputy County Clerk (a) Custody of the proceeds from the sale of the Bonds, including their investment and reinvestment until used to defray the costs of the APPROVED AS TO FORM Gene R.Brantner Project; Thomas O.Davis Norman Carlson (b)The creation o1 funds or accounts into which any Bond proceeds, County Attorney revenues and income may be deposited or credited; Jacqueline Johnson (c) Limitation on the purpose to which proceeds of any Bonds or additional Bond may be applied; Published in the La Salle Leader Thursday, May 12, 1983. (d) Limitation on the issuance.of additional Bonds,the terms upon which additional Bonds are issued and secured,the refunding of Bonds and the replacement of Bonds; -! (e) The procedure by which the terms of any contract with Bondholders may he amended or abrogated; (O Vesting in the Trustee such properties,rights,powers and duties in trust as the County determines and limiting the rights,duties and powers of the Trustee;and (g) The rights and remedies available in case of a default to the Bondholders or to the Trustee under the Financing Agreement or the Indenture. In accordance with the requirements of the Act,the County hereby determines that the following provisions shall be as set forth in the form of Financing Agreement hereinbefore approved,which form is hereby incorporated herein by reference as if set forth in full: (a) The fixing and collection of revenues from the Project;and (b)'The maintenance and insurance of the Project. Section 2. ISSUANCE OF BONDS. The Issuance of the Bonds is hereby authorized.The forms of the Bonds and the form of the interest coupons pertaining thereto set forth in the Indenture are hereby approved;the Bonds shall be executed with the manual or facsimile signatures of the Chairman and the Clerk on the face of the Bonds in substantially such forms with appropriate insertions and variations, and the seal of the County or a facsimile thereof is hereby adopted and authorized to be affixed or imprinted thereon;the facsimile signatures of the Chairman and Clerk are authorized and directed to be printed on the coupons pertaining to the Bonds;and the Chairman is authorized and directed to deliver the Bonds to the Trustee for authentication under the Indenture and,when they have been authenticated,to deliver them or cause them to be delivered to the Purchaser pursuant to the Bond Purchase Agreement against receipt of the purchase price plus any accrued interest due and to deposit the amount so received with the Trustee as provided in the Indenture. Section 3.TERMS OF BONDS.The Bonds shall be dated June I,1903 and shall be issued as coupon bonds registrable as to principal only,in the denomination of $5,000 each, or as fully registered bonds in the denomination of$5,000 or any multiple thereof. Interest on the Bonds shall be payable on June 1 end December 1 of each year,commencing December 1,1983.The Bonds shall bear interest of such rate or rates, not exceeding 9V% per annum for any maturity, as shall be recommended by the Purchaser and approved by the Company. The principal amount and maturities of the Bonds shall be as set forth below and in the Bond forms and in the form of Indenture: Aggregate Maturity Aggregate Maturity Principal Date Principal Date Amount (June 1) Amount (June 1) $200,000 1984 $200,000 1989 200,000 1985 200,000 1990 200,000 1986 200,000 1991 200,000 1987 200,000 1992 200,000 1988 200,000 1993 The numbers and provisions for redemption of the Bonds, the registration and exchangeability privileges,the medium and place of payment,and the priorities In revenues of the County,shall be as set forth(a)In the aforesaid forms of such Bonds which forms are hereby approved and incorporated herein by reference as if set forth in full, and (b) in the form of the Indenture hereinbefore approved and incorporated.In accordance with the Act,the County hereby authorizes the Bonds to be sold pursuant lo the Bond Purchase Agreement and determines that the price thereunder will be such that the net effective interest rate of the Bonds does not exceed the maximum net effective interest rate therefor,which is hereby authorized at 10%. Section 4.DETERMINATION OF REVENUES.'In accordance with the Act,it is hereby determined that(a)in view of the operation of the ad valorem taxes,no amount is necessary for payments in lieu of faxes; (b) no amount is necessary to be paid into any reserve fund for the Bonds or the Project;and(c)no more than the following amounts are expected to be necessary for the payment of principal and interest on the Bonds: Principal and Principal and Year Interest*Due Year Interest'Due 1983 $95,000 1989 $390,000 1984 390,000 1990 390,000 1985 390.000 1991 390,000 1986 390,000 1992 390,000 1987 390,000 1993 390,000 1988 390,000 Hello