2002-05-28~i~
~•
AGENDA
MOUND HOUSING AND REDEVELOPMENT AUTHORITY
MAY 28, 2002
6:30 P.M.
6:30 1. OPEN MEETING
2. ACTION APPROVING AGENDA, WITH ANY AMENDMEN'T'S
3. ACTION APPROVING 1~IINUTES: MAY 14, 2002 2-3
4. ACTION ON RESOLUTION 1NTTIATING PROCESS FOR- 4-5
ADOPTION OF REDEVELOPMENT PLAN
• 5. ACTION ON RESOLUTION PROVIDING FOR THE SALE OF 6-15
$6,860,000 PUBLIC SAFETY BUILDING LEASE REVENUE
BONDS, SERIES 2002
6. ADJOURN
C7
CITY OF MOUND
HOUSING AND REDEVELOPMENT AUTHORITY
• MAY 14, 2002
i
The Housing and Redevelopment Authority of and for the City of Mound, Minnesota, met in
regular session on Tuesday, May 14, 2002, at 6;30 p.m: in the council chambers of City
Hall.
Members Present: Chairperson Pat Meisel; Commissioners Bob Brown, Mark Hanus,
David Osrnek and Peter Meyer.
Others Present: City Attorney, John Dean; Executive. Director, Kandis Hanson; City Clerk,
Bonnie Ritter, Community Development Director, Sarah Smith, Keith Mercier, Peter
Johnson, Gino Businaro, Crystal and Cindy Reiter of VIP Properties.
1. OPEN MEETING
Chairperson Meisel .called the meeting to order at 6:35 p.m.
2. APPROVE AGENDA
MOTION by Hanus, seconded by Meyer to approve the agenda. All voted in favor. Motion
carried.
3. APPROVE MINUTES
MOTION by Meyer, seconded by Brown to approve the minutes of the April 23, 2002
• regular meeting. All voted in favor. Motion carried.
4. HOUSING DIRECTOR'S REPORT
Cindy Reiter of VIP Properties introduced Crystal, who is the on-site person at Indian Knoll
Manor.
A & B. April and May Bills.
MOTION by Brown, seconded by Osmek to approve payment of the April and May, 2002
bills. All voted in favor. Motion carried.
C. General update of operations.
Cindy Reiter explained that Crystal is on site daily during posted office hours. Mel the
maintenance man is currently out from a fall that he took on site, and is expected to return
to work on May 16. Various tenant activities are currently being organized.
D. Resident survey results.
There are activites being planned as suggested from the survey, as well as plans for the
garden.
E. Workers Comp review
Cindy stated that a bill was received for Workers' Comp Insurance in the amount of
$3580, which is what has been paid in the past. She is working on getting a better rate for
• this coverage.
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HRA Minutes -May 14, 2002 1
F. Bank Statements S
Bank statements from Wells Fargo and Marquette were presented.
G. Discussion with HUD
Cindy stated that introduction calls have been made to HUD and conversations on how the
capital fund and operation subsidy is handled. They have a handle on when and how
these items need to be dealt with.
Indian Knoll Tenant, Keith Mercier had concerns regarding when the regular maintenance
items are being done and who is handling these tasks. VIP insured that these items are
being taken care of and that there was an amount of time that had to be taken to review
the maintenance plan and how it works. They are on top of these concerns.
Commissioner Meyer left the meeting at this point.
5. AGENCY AGREEMENT ENGAGING THE CITY TO RENDER CERTAIN
ASSISTANCE FOR THE PUBLIC SAFETY FACILITY.
MOTION by Hanus, seconded by Osmek to approve the agency agreement as amended.
All voted in favor. Motion carried.
6. SET SPECIAL MEETING WORKSHOP TO SCREEN DEVELOPER PROPOSALS
MOTION by Osmek, seconded by Hanus to set a special meeting on Tuesday, May 21, to
begin at the earlier of 7:00 p.m., or the conclusion of the City Council meeting. All voted in •
favor. Motion carried.
It is the determination of the HRA to accept all proposals for consideration that were
received on May 9t". The latest arrived at 23 minutes after the deadline, but two others
had extenuating circumstances that also dictated late arrival.
7. METROPLAINS BOND SALE
MOTION by Osmek, seconded by Hanus to approve the Assignment and Subordination of
Development Agreement as it relates to the Retail/Commercial portion of Mound
Marketplace. All voted in favor. Motion carried.
8. ADJOURN
MOTION by Hanus, seconded by Brown to adjourn at 7:20 p.m. All voted in favor. Motion
carried.
Chairperson Pat Meisel
Attest: Executive Director, Kandis Hanson
2
•
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MAY. 23. 2002 2:55PM FREERS & ASSOCIATES N0. 0319 P. 2
HOUSING AND REDEVELOPMENT AUTFIORITY IN AND FOR THE CI'T'Y OF 1v10UND,
• MINNESOTA
RESOLUTION ZNITYATING PROCESS FOR ADOPTION OF REDEVELOPMENT PEAN
BE IT RESOLVED by the Board of Commissioners of the Housing a><zd Redevelopment
Authority in and for the City of Mound, Minnesota (the''Authority"), as follows:
1. Recitals.
(a) The Authority is authorizEd to exercise redevelopment powers under
Minnesota Statutes, Sections 469.001 through 469.047, among other statutory powers;
and
(b) It has been proposed that the Authority establish a Redevelopment Project
Area as described herein (the "Redevelopment Project Area"), in connection with
construction of a new Public Safety Facility and adopt the Redevelopment Plan fvr the
I2.edevelopment Project Axea (the "Plan"); all pursuant to and in conformity with
applicable law.
2. Cit Council Public Hearin • Plannin Commission Written Co ent. Under
applicable law, it is necessary for the City Council of the City of Mound, Minnesota to hold a
public hearing on the Plan, and the Authority hereby requests the Council to hold the public
hearing, Following notice thereof having bee><z published not less than 10 and not more than 30
days prior thereto, and to consider thereafter the Plan for approval at a meeting of the Council ozt
• June 25, 2002. The Authority also requests the Mound Planning Commission to plrovide written
comme><rt on the Plan.
Adapted by the Board on May 28, 2002.
President
Secretary
The xlnotion fox the adoption of the foregoing resolution was duly seconded by 1Vlember
azld upon vote being taken thereon, the following voted in favor
thereof:
and the following voted against the same:
Whereupon the resolution was declared passed and adopted.
•
14055301
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MAY, 23. 2002 2:55PM FREERS & ASSOCIATES
N0, 0319 P,3
STATE OF 1vIINNESOTA
COUNTX OF HENNEPIN e
HOUSING AND REDEVELOPMENT AiLJTHORITY
IN AND FOR THE CITX OF 1vI0UND, MINNESOTA
I, the undersigned, being the duly qualified aztd acting Secretary of the Housing and
Redevelopment ,Authority in and for the City of Mound, Minnesota, DO I~EREBX CERTIFY
that T have compared the attached and foregoing extract of minutes with the original thereof on
file iz~ my office, and that the same is a full, tzue and complete transcript of the minutes of a
zr~eeting of the Board of Commissioners, duly called and hEld on the date therein indicated,
insofar as such minutes relate to the I~aitiating Process for Adoption of Redevelopment Plan.
WITNESS My hand officially on May 2S, 2002.
Secretary
Housing and Redevelopment Authority •
ire and for the City of Mound, Minnesota
•
1405830vf 2
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RESOLUTION NO.
• Resolution Providing for the Sale of
$6,860,000 Public Safety Building Lease Revenue Bonds, Series 2002
BE IT RESOLVED by the Board of Commissioners (the "Board") ofthe City of Mound Housing and
Redevelopment Authority, Minnesota (the "Authority") as follows:
1. Background
1.1. The City Council of the City of Mound, Minnesota, has heretofore determined that it is necessary and
expedient to issue the Authority's $6,860,000 Public Safety Building Lease Revenue Bonds (the
"Bonds"), to finance a public safety building.
1.2. The Authority has the statutory authority to issue bonds to finance the Proj ect and to enter into a lease
with the City to provide security for the Bonds.
1.3. The Authority has designated Ehlers & Associates, Inc., in Roseville, Minnesota ("Ehlers"), as its
independent fmancial advisor and is therefore authorized to solicit proposals in accordance with
Minnesota Statutes, Section 475.60, Subdivision 2(9).
2. Action
• 2.1. Authorization; Findings. The Authority hereby authorizes Ehlers to solicit proposals for the sale of
the Bonds.
2.2. Meeting; Proposal Opening. The Board shall meet at the time and place to be specified in the Terms
of Proposal for the purpose of considering sealed proposals for, and awarding the sale ofthe Bonds.
The City Clerk or designee, shall open proposals at the time and place to be specified in such Terms
of Proposal.
2.3. Terms of Proposal. The terms and conditions of the Bonds and the sale thereof are fully set forth in
the Bond Sale Report and are hereby approved and made a part hereof.
2.4. Official Statement. In connection with said sale, the officers or employees of the Authority are hereby
authorized to cooperate with Ehlers and participate in the preparation of an official statement for the
Bonds and to execute and deliver it on behalf of the Authorityupon its completion.
Adopted this day of , 2002.
Director
•
Chair
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•
BOND SALE REPORT
$6,860,000
Public Safety Building Lease Revenue Bonds,
Series 2002
City of Mound
Housing and Redevelopment Authority,
Minnesota
May 28, 2002
Ehlers & Associates, Inc.
_7_
OVERVIEW
•
This report describes the proposed plan for the City of Mound Housing and Redevelopment
Authority (the "HRA") to issue $6,860,000 Public Safety Building Lease Revenue Bonds,
Series 2002 (the "Bonds"). This report has been prepared by Ehlers and Associates, in
consultation with City Staff and bond counsel. This report deals with:
• Purpose and components of bond issue.
• Structure.
• Other considerations in issuing bonds.
• Market conditions.
• Issuing process.
PURPOSE
. The Bonds are being issued by the HRA pursuant to Minnesota Statutes, Chapters 475 and
469 and a Trust Indenture (the "Indenture") between the City of Mound (the "City") and a
bank to be named as Trustee for the purpose of providing funds to construct the public safety
building (the "Project").
DebtLimit: This type bonds is subject to the total statutory limit on debt. Subject to specific
statutory exceptions, the total debt of the City cannot exceed 2% of taxable market value.
The current debt limit is approximately $12,254,830.
For this issue, the portion of this issue attributable to financing the Fire Department facilities
(61 %) is exempt from the counting against the City's debt limit because that portion of the
Bonds is being issued to "finance a public revenue producing convenience." Therefore, the
portion of this issue NOT subject to -the City's statutory debt limit is the portion that is
financing the fire and emergency services for which the City has contracts with five other
communities to pay for these services. With this issue, the City will have approximately
$9,579,430 in remaining debt capacity. This amount will increase as the tax base expands and
existing debt matures.
The Proj ect will be leased by the HRA to the City, pursuant to aLease-Purchase Agreement
(the "Lease") between the City and the HRA and under the statutory authority of Minnesota
Statutes, Section 465.71. The City will assign to the Trustee its interest in the Lease and the
• Lease Payments (except for certain rights of the City to indemnification and payment of
expenses) and will grant to the Trustee a security interest in the financed Project.
Page 1
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Financing these projects requires a bond issue in the amount of $6,860,000. The
proposed finance plan consists of the following sources and uses of funds: •
Sources
Par Amount of Bonds $6,860,000
Interest Earned 36.646
Total Sources $6,896,646
Uses
Total Project Costs $5,850,000
Debt Reserve 595,200
Discount Allowance 130,340
Capitalized Interest 225,420
Finance Related Expenses 54,000
Bond Insurance Premium 38,055
Rounding Amount 3.631
$6,896,646
STRUCTURE AND REPAYMENT
The Bonds are special obligations of the HRA and are payable solely from lease a ents •
P Ym
received from the City pursuant to a lease agreement between the HRA and the City. The
City's obligation to make payments under the lease is subject to annual appropriations by the
City Council. The Bonds are not general obligations of the City or the Authority.
To gain the authority to issue the Bonds, it is necessary for the HRA to establish a
redevelopment project area for this site and to adopt a redevelopment plan. This action
requires a public hearing. The hearing will be held prior to actions on the Bond sale on June
25, 2002.
The annual appropriations provision of the lease allows the City to undertake the financing
without an election. It also creates the need for several elements that are not present in the
typical G.O. bond issue. In addition, the nature of this Project creates several factors that
need to be addressed in the finance plan:
• The HRA will designate a Trustee and deposit the Bond proceeds with the Trustee. For
the protection of the bondholders, the Trustee will only disburse the proceeds for actual
project costs. The terms for disbursement will be described in the Trust Agreement.
This step ensures that the Project that secures the Bonds will be built before proceeds
are spent.
• The Bonds will be secured with a Lease Agreement between the HRA and the City. •
The entire Project site will be pledged through the Lease. The pledge of both existing
Page 2
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and improved properties increases the security for the bondholders. The essential
• nature of the Project lessens the perceived risk to the investor and works to lower
interest rates.
• Since the Lease is subject to non-appropriation by the City, it is often recommended
that lease revenue bonds carry a debt service reserve fund for the protection for the
bondholder. We recommend that the City fund from Bond proceeds a reserve fund for
this issue.
• The Ground Lease is another element of the underlying security for the Bonds. The
City owns the site of the Project. The City and the HRA will enter into a ground lease
for the site with a term to February 1, 2028. The term of the Ground Lease extends
beyond the term of the Bonds to allow the Trustee flexibility if the City chooses not to
appropriate funding for the Lease. Regardless of the term, the Ground Lease terminates
upon retirement of the Bonds.
• It is the intent of the City to make lease payments and retire the Bonds through the levy
of general property taxes and payments received from other cities for fire protection
services provided to them by the City of Mound Fire Department. The City will include
a levy for debt service in its preliminary levy for taxes payable 2004. Under current levy
limits, taxes for this purpose qualify as a special levy and are not subject to levy limits.
This levy is for the payment of debt of another political subdivision (the HRA). The
ability to levy without limitation is an essential element of the finance plan.
•
Approximately 61 % of the prof ect cost will be attributed to the Mound Fire Department
who provides fire and emergency related services to portions of five cities (member
cities) including Minnetrista, Shorewood, Minnetonka Beach, Spring Park and Orono.
The services have been provided on three-year renewable contracts since 1975.
Member cities have been provided the option to "pre-pay" their share of building lease
costs. The lease costs related to the Mound Fire Department portion of the Project will
be included as an operating cost of the Mound Fire Department. These costs are shared
by member cities in accordance with existing contracts. Those member communities
electing not to pre-pay will be billed semi-annually for their proportional shaze of
building debt service cost. Lease payments allocable to each member city are
determined in the same manner as operating cost established within the existing
contracts. If any member city decides not to renew their contract, the lease payment
costs will be redistributed to the City of Mound and the remaining member cities.
The Bonds would be sold June 25, 2002 and be dated July 1, 2002. The first interest payment
on the Bonds will be February 1, 2003, and semiannually thereafter. Principal on the Bonds
will be due on February 1 in the years 2004 through 2023. The projected debt service and
flow of funds can be found in Exhibit 1.
•
Page 3
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OTHER CONSIDERATIONS
Following is a summ of ke factors in the finance lan•
azY Y p
• We recommend the following call feature:
Bonds maturing February 1, 2013 and thereafter will be subject to prepayment at the
discretion of the City on February 1, 2012.
Because the City in combination with the HRA is issuing more than $5,000,000 intax-exempt
obligations during this calendaz yeaz, the debt will not qualify for the small issuer exemption
from arbitrage rebate. However, you will be exempt from federal arbitrage rebate if the Net
Proceeds, which will be defined in the final arbitrage documents, are expended within two
years. In the event the expenditure schedule is not met, you will be required to pay a 1.5%
penalty and:
(1) Prepare a calculation of the penalty due;
(2) Pay the amount of penalty as required by the Regulations;
(3) Retain records or the calculations required until 6 years after these Bonds are retired.
The Bonds will be global bookentry with a bankdesignated as the trustee andpaying agent.
As "paperless" bonds, you will avoid the costs of bond printing and annual registraz charges.
The Trustee/Paying Agent will invoice you for the interest semi-annually and on an annual •
basis for the principal coming due. You will be charged only for paying agent/transfer agent
services provided by the bank.
Bidders on this issue may submit a bid which contains a maturity schedule providing for any
combination of serial bonds and term bonds, subject to mandatory redemption. If the
purchaser of the Bonds designates certain of the maturities as Term Bonds, subject to a
mandatory call, the City will be responsible for providing a Notice of Call to holders of the
Bonds at least 45 days prior to the call date. Allowing potential purchasers the term bond
option results in increased bidder interest in this issue and possible lower interest rates.
The City currently has an outstanding Moody's Investors Service "A2" rating on its
outstanding general obligation bonds. Because this issue is a limited obligation of the HRA
and would most likely be rated lower than the general obligation debt, we recommend that
the City consider selling this issue insured.
Therefore, we sent materials to four municipal bond insurance companies requesting that the
issue be considered for bond insurance and requesting quotes for premiums. If granted bond
insurance, the issue will be rated "Aaa" by Moody's Investors Service and/or "AAA" by
Standard & Poor's. The estimated cost of the premium and the associated rating fee should
be offset by the lower interest rates the community will receive by offering this issue as "Aaa"
rated and insured. We will evaluate the cost once we receive quotes from each insurer.
•
Page 4
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• Current regulations of the Securities and Exchange Commission on the continuing disclosure
• of municipal securities apply to long-term securities with an aggregate principal amount of
$1,000,000 or more.
Because the aggregate amount of this issue is over $1,000,000 and once issued, the City will
have more than $10,000,000 in total municipal obligations outstanding, you will be obligated
to comply with Full Continuing Disclosure requirements as required by paragraph (b)(5)
of Rule 15c2-12 promulgated by the Securities and Exchange Commission under the
Securities Exchange Act of 1934. You will be required to provide certain financial
information and operating data relating to the City annually and to provide notices of the
occurrence of certain material events. The specific nature of the Undertaking, as well as the
information to be contained in the notices of material events will be set forth in the Continuing
Disclosure Certificate that you will enter into at the time of closing for this issue.
You are responsible for reporting any of the material events listed below .and in the
Undertaking.
1. Principal and interest payment delinquencies;
2. Non-payment related defaults;
3. Unscheduled draws on debt service reserves reflecting financial difficulties;
4. Unscheduled draws on credit enhancements reflecting financial difficulties;
5. Substitution of credit of liquidity providers, or their failure to perform;
6. Adverse tax opinions or events affecting the tax-exempt status of the
• securities;
7. Modification to rights of holders of the Securities;
8. Securities calls;
9. Defeasances;
10. Release, substitution or sale of property securing repayment of the
Securities;
11. Rating changes;
12. Failure to provide annual financial information as required; and
13. Other material events.
REFUNDING OPPORTUNITIES
We have reviewed all outstanding indebtedness for the City and find that there are no immediate
refunding opportunities for the City at this time. We will continue to monitor the market and the
call dates for the City and alert you to any future opportunities.
Page 5
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FURTHER CONSIDERATIONS
The Ci lans to issue a •
ty p pproximately $4,000,000 of G.O. Improvement Bonds by the end
of this year or early in 2003. The Bonds will finance improvements to County Road 15 and
related improvements. Approximately 20% of the project will be assessed to benefitted
property owners and the balance will be paid from an ad valorem tax levy.
MARKET CONDITIONS
The following graph shows the trends in the Bond Buyer's 20-Year G:O. Index (BBI) since 1993.
TEN-YEAR BOND BUYER INDEX
~~ ~
9
8
5
.
8
7
5
.
m 6
5
.
5
a ~5
4
.~
93 94 95 96 97 98 99 00 01 02
1993 - 2002
April 2002 Bond Buyer Index
Page 6
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ISSUING PROCESS
•
Following is a tentative schedule for the steps in the issuing process.
May 28, 2002 HRA adopts Resolution Initiating Process for
Establishment of a Redevelopment Plan
May 28, 2002 Cit Council adops Resolution Initiating Process for
Adoption of Redevelopment Project Area and Calls for
Public Hearing
May 28, 2002 HRA Board of Commissioners and City Council approve
Bond Sale Report and adopt resolutions authorizing
soliciting bids for the sale of the Bonds
June 1, 2002 Publish Notice of Public Hearing on Redevelopment Plan
June 3, 2002 Planning Commission adopts Resolution Concerning
Redevelopment Project ARea and recommends approval
to City
• Week of June 10, 2002 Distribute Official Statement
June 25, 2002 City Council Holds Hearing on Redevelopment Plan and
Adopts Resolution Approving Redevelopment Project
Area and Redevelopment Plan
June 25, 2002 HRA Adopts Resolution Approving Redevelopment
Project Area and Redevelopment Plan
June 25, 2002 City adopts Resolution Authorizing Execution and
Delivery of a Lease
June 25, 2002 HRA adopts resolution approving sale of the Bonds
Week of July 8, 2002 (est.) Bond closing
•
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