2.0. ERMUSR 08-29-2018 - Laserfiche WebLink

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enumerated in the Rule to the Municipal Securities Rulemaking Board and to any state information depository. The specific nature of the Undertaking, as well as the information to be contained in the annual report or the notices of material events, is set forth in the Undertaking in substantially the form attached her.to as Appendix II, subject to such modifications thereof or additions thereto as: (i) consistent with req irements under the Rule, (ii)required by the purchaser of the Bonds from the City, and (iii)acceptable to tie City and the Commission. Th. City and the Commission believe they have complied for the past five years in accordance with the ter s of their previous continuing disclosure undertakings entered into pursuant to the Rule, except to the ext:nt the following are deemed to be material. In reviewing its past disclosure practices, the City notes the ollowing: • The Economic Development Authority of the City of Elk River, Minnesota's General Obligation Bonds, Series 2007 (the "Series 2007 Bonds") were originally insured by MBIA Insurance Corp. ("MBIA") and subsequently became part of the insured portfolio of National Public Finance Guarantee ("NPFG"), an MBIA Public Finance Subsidiary. Material event notices regarding certain insurance rating changes within the past five years have not been filed; however, the information was publicly available through other sources. The Series 2007 Bonds were redeemed in full on February 1, 2017 and are no longer outstanding. • Prior continuing disclosure undertakings entered into by the City and the Commission included language stating that the City's and the Commission's audited financial statements would be filed"as soon as available." Although not always filed"as soon as available,"the audited financial statements were filed within the required twelve (12) month timeframe as required in the undertaking. A :ilure by the City or the Commission to comply with the Undertakings will not constitute an event of def.ult on the Bonds(although holders or other beneficial owners of the Bonds will have the sole remedy of bri ging an action for specific performance). Nevertheless, such a failure must be reported in accordance wit' the Rule and must be considered by any broker, dealer or municipal securities dealer before recommending the purchase or sale of the Bonds in the secondary market. Consequently, such a failure ma adversely affect the transferability and liquidity of the Bonds and their market price. THE BONDS Ge 1 eral Description The Bonds are dated as of the date of delivery and will mature annually on August 1 as set forth on the front cover of this Official Statement. The Bonds are issued in book entry form. Interest on the Bonds is payable on February 1 and August 1 of each year, commencing February 1, 2019. Interest will be payable to the holder(initially Cede&Co.)registered on the books of the Registrar as of the fifteenth day of ti e calendar month next preceding such interest payment date. Interest will be computed on the basis of : 360-day year of twelve 30-day months. Principal of and interest on the Bonds will be paid as des ribed in the section herein entitled "Book Entry System." U.S. Bank National Association, Saint Pa 1, Minnesota will serve as Registrar for the Bonds, and the City will pay for registrar services. Re ii emption Provisions Ma led notice of redemption shall be given to the registered owner(s) of the Bonds in accordance with the req irements of DTC which currently requires no less than twenty (20) days nor more than sixty (60) da s prior to the redemption date. Failure to give such written notice to any registered owner of the Bonds or any defect therein shall not affect the validity of any proceedings for the redemption of the Bo ds. All Bonds or portions thereof called for redemption will cease to bear interest after the specified red mption date,provided funds for their redemption are on deposit at the place of payment. -2- 11