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Advertisement for Sale of $3,720,000 Water Revenue Refunding Bonds, Series 2021CCity of Dubuque City Council Meeting Action Items # 7. Copyrighted July 6, 2021 ITEM TITLE: Proceedings to Direct Advertisement for Sale of $3,720,000 Water Revenue Refunding Bonds, Series 2021 C, Approval of the Preliminary Official Statement, and Approval of Electronic Bidding Procedures SUMMARY: City Manager recommending City Council approval of the suggested proceedings for approving the advertisement for sale, preliminary Official Statement, and electronic bidding procedures for the $3,720,000 Water Revenue Refunding Bonds, Series 2021 C. SUGGESTED DISPOSITION: ATTACHMENTS: Description MVM Memo RESOLUTION Directing the advertisement for sale of $3,720,000* (subject to adjustment per terms of offering) Water Revenue Refunding Bonds, Series 2021 C, and approving electronic bidding procedures and distribution of preliminary official statement Suggested Disposition: Receive and File; Adopt Resolution(s) Staff Memo Resolution Preliminary Official Statement Notice of Advertisement Bond Counsel Letter Type City Manager Memo Staff Memo Resolutions Supporting Documentation Supporting Documentation Supporting Documentation THE CITYOF Dubuque DtUB E All -America CRY 1 Masterpiece on the Mississippi I I 11.1 2007. 2012 • 2013 • 2017 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Proceedings to Direct Advertisement for Sale of $3,720,000 Water Revenue Refunding Bonds, Series 2021 C, Approval of the Preliminary Official Statement, and Approval of Electronic Bidding Procedures DATE: June 29, 2021 Director of Finance and Budget Jennifer Larson recommends City Council approval of the suggested proceedings for approving the advertisement for sale, preliminary Official Statement, and electronic bidding procedures for the $3,720,000 Water Revenue Refunding Bonds, Series 2021 C. $3,720,000 is intended to provide funds to refund previously issued bond series 2008D and 2010D that are now callable to realize estimated interest savings of $374,076 and $80,000 is intended to provide funds for bond issuance costs. Repayments of the debt will be Water user fees. The bond sale will be held on July 19, 2021 at 10:00 a.m. The results will be brought to the July 19, 2021 City Council meeting. A draft copy of the preliminary Official Statement prepared by Ahlers and Cooney, P.C. and City staff is enclosed. Careful review of the draft Official Statement by appropriate City staff and members of the City Council is an important step in the offering of the Bonds for sale to the public. The U.S. Securities and Exchange Commission (the "Commission") has stated that "issuers are primarily responsible for the content of their disclosure documents and may be held liable under the federal securities laws for misleading disclosure." In several recent enforcement proceedings, the Commission has made clear that it expects public officials to generally review disclosure documents in light of their unique knowledge and perspectives on the issuer and its financial circumstances, or else to ensure that appropriate procedures are in place to provide the necessary review. Rule 15c2-12 of the Commission requires prospective purchasers of the Bonds to obtain and review an official statement that has been "deemed final" by the City prior to submitting a bid to purchase the Bonds. For this purpose, the Official Statement may omit certain information that is dependent upon the pricing of the issue (such as interest rates, bond maturities and redemption features), but should otherwise be accurate and complete. I concur with the recommendation and respectfully request Mayor and City Council approval. � kW4 zv�-� Michael C. Van Milligen MCVM/jml Attachment cc: Crenna Brumwell, City Attorney Cori Burbach, Assistant City Manager Jennifer Larson, Director of Finance and Budget THE CF DUUB-�gkFE Masterpiece on the Mississippi TO: Michael C. Van Milligen, City Manager FROM: Jennifer Larson, Director of Finance and Budget Dubuque A&AmMOV r.r i 2007-2012.2013 2017*2019 SUBJECT: Proceedings to Direct Advertisement for Sale of $3,720,000 Water Revenue Refunding Bonds, Series 2021 C, Approval of the Preliminary Official Statement, and Approval of Electronic Bidding Procedures DATE: June 29, 2021 INTRODUCTION The purpose of this memorandum is to recommend the advertisement for the sale of the $3,720,000 Water Revenue Refunding Bonds, Series 2021 C, approval of the preliminary official statement, and approval of electronic bidding procedures. DISCUSSION On June 21, 2021, a public hearing was held on a bond issuance not to exceed $3,800,000 Water Revenue Refunding Bonds. The not to exceed amounts include a contingency for fluctuations in the bond market for interest rates and bond issuance costs. $3,720,000 is intended to provide funds to refund previously issued bond series 2008D and 201 OD that are now callable to realize estimated interest savings of $374,076 and $80,000 is intended to provide funds for bond issuance costs. Repayments of the debt will be Water user fees. The bond sale will be held on July 19, 2021. A letter from attorney Kristin Billingsley Cooper detailing information on the bond advertisement is enclosed. A draft copy of the preliminary Official Statement prepared by Ahlers and Cooney, P.C. and City staff is enclosed. Careful review of the draft Official Statement by appropriate City staff and members of the City Council is an important step in the offering of the Bonds for sale to the public. The U.S. Securities and Exchange Commission (the "Commission") has stated that "issuers are primarily responsible for the content of their disclosure documents and may be held liable under the federal securities laws for misleading disclosure." In several recent enforcement proceedings, the Commission has made clear that it expects public officials to generally review disclosure documents in light of their unique knowledge and perspectives on the issuer and its financial circumstances, or else to ensure that appropriate procedures are in place to provide the necessary review. Rule 15c2-12 of the Commission requires prospective purchasers of the Bonds to obtain and review an official statement that has been "deemed final" by the City prior to submitting a bid to purchase the Bonds. For this purpose, the Official Statement may omit certain information that is dependent upon the pricing of the issue (such as interest rates, bond maturities and redemption features), but should otherwise be accurate and complete. RECOMMENDATION I respectfully recommend the adoption of the enclosed resolutions to approve the advertisement for sale of the bonds, approve electronic bidding procedures, and approve the preliminary official statement. JML Attachment cc: Crenna Brumwell, City Attorney Cori Burbach, Assistant City Manager Cassie Ross, Assistant Director of Finance 104 ITEMS TO INCLUDE ON AGENDA CITY OF DUBUQUE, IOWA $3,720,000* (Subject to Adjustment per Terms of Offering) Water Revenue Refunding Bonds, Series 2021 C Resolution directing the advertisement for sale and approving electronic bidding procedures and Distribution of Preliminary Official Statement. NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE CHAPTER 21 AND THE LOCAL RULES OF THE CITY. July 6, 2021 The City Council of the City of Dubuque, State of Iowa, met in regular session, in the Historic Federal Building, 350 West 6th Street, Dubuque, Iowa, at 6:30 P.M., on the above date. There were present Mayor Roy D. Buol, in the chair, and the following named Council Members: Cavanagh, Farber, Jones, Resnick, Roussell, Sprank Absent: Vacant: -1- Council Member Roussell introduced the following Resolution entitled "RESOLUTION DIRECTING THE ADVERTISEMENT FOR SALE OF $3,720,000* (SUBJECT TO ADJUSTMENT PER TERMS OF OFFERING) WATER REVENUE REFUNDING BONDS, SERIES 2021C, AND APPROVING ELECTRONIC BIDDING PROCEDURES AND DISTRIBUTION OF PRELIMINARY OFFICIAL STATEMENT" and moved its adoption. Council Member Cavanagh seconded the Resolution to adopt. The roll was called and the vote was, AYES: Sprank, Buol, Jones, Roussell, Farber, Cavanagh, Resnick NAYS: Whereupon, the Mayor declared the resolution duly adopted as follows: RESOLUTION NO. 237-21 RESOLUTION DIRECTING THE ADVERTISEMENT FOR SALE OF $3,720,000* (SUBJECT TO ADJUSTMENT PER TERMS OF OFFERING) WATER REVENUE REFUNDING BONDS, SERIES 2021C, AND APPROVING ELECTRONIC BIDDING PROCEDURES AND DISTRIBUTION OF PRELIMINARY OFFICIAL STATEMENT WHEREAS, the Issuer is in need of funds to pay costs of refunding outstanding revenue obligations of the City, including Water Revenue Bonds, Series 2010D dated September 21, 2010, and Water Revenue Bonds, Series 2008D dated November 4, 2008, and it is deemed necessary and advisable that Water Revenue Refunding Bonds, to the amount of not to exceed $3,800,000 be authorized for said purpose(s); and WHEREAS, pursuant to notice published as required by Section 384.83 of the Code of Iowa, this Council has held a public meeting and hearing upon the proposal to institute proceedings for the issuance of the Bonds, and the Council is therefore now authorized to proceed with the issuance of said Bonds for such purpose(s); and WHEREAS, in conjunction with its Municipal Advisor, Independent Public Advisors, LLC, and Disclosure Counsel, the City has caused a Preliminary Official Statement to be prepared outlining the details of the proposed sale of the Bonds; and WHEREAS, the Council has received information from its Municipal Advisor evaluating and recommending the procedure hereinafter described for electronic, facsimile and internet bidding to maintain the integrity and security of the competitive bidding process and to facilitate the delivery of bids by interested parties; and -2- WHEREAS, the Council deems it in the best interests of the City and the residents thereof to receive bids to purchase such Bonds by means of both sealed and electronic internet communication. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, STATE OF IOWA: Section 1. That the receipt of electronic bids by facsimile machine, email, and through the Parity Competitive Bidding System described in the Notice of Sale and Official Statement are hereby found and determined to provide reasonable security and to maintain the integrity of the competitive bidding process, and to facilitate the delivery of bids by interested parties in connection with the offering at public sale. Section 2. That Water Revenue Refunding Bonds, Series 2021C, of City of Dubuque, State of Iowa, in the amount of $3,720,000* (Subject to Adjustment per Terms of Offering), to be issued as referred to in the preamble of this Resolution, to be dated August 18, 2021 *, be offered for sale pursuant to the published advertisement. Section 3. That the preliminary Official Statement in the form presented to this meeting be and the same hereby is approved as to form and deemed final for purposes of Rule 15c2-12 of the Securities and Exchange Commission, subject to such revisions, corrections or modifications as the Mayor and City Clerk, upon the advice of Bond Counsel, Disclosure Counsel, and the City's Municipal Advisor, shall determine to be appropriate, and is authorized to be distributed in connection with the offering of the Bonds for sale. Section 4. That the Clerk is hereby directed to publish notice of sale of the Bonds at least once, the last one of which shall be not less than four clear days nor more than twenty days before the date of the sale. Publication shall be made in the Telegraph Herald, a legal newspaper, printed wholly in the English language, published within the county in which the Bonds are to be offered for sale or an adjacent county. The notice is given pursuant to Chapter 75 of the Code of Iowa, and shall state that this Council, on the 191h day of July, 2021, at 6:30 P.M., will hold a meeting to receive and act upon bids for said Bonds, which bids were previously received and opened by City Officials at 10:00 A.M. on said date. The notice shall be in substantially the following form: -3- (To be published between June 29, 2021 and July 14, 2021) NOTICE OF BOND SALE Time and Place of Sealed Bids: Bids for the sale of Bonds of the City of Dubuque, State of Iowa, hereafter described, must be received at the office of the Director of Finance & Budget, City Hall, 50 West 13th Street, Dubuque, Iowa, 52001; Telephone: 563-589-4100 (the "Issuer") before 10:00 A.M., on the 19th day of July, 2021. The bids will then be publicly opened and referred for action to the meeting of the City Council in conformity with the Terms of Offering. The Bonds: The Bonds to be offered are the following: WATER REVENUE REFUNDING BONDS, SERIES 2021C, in the amount of not to exceed $3,720,000*, to be dated August 18, 2021* (the "Bonds"). Bid to be received before 10:00 A.M. C.D.T. *Subject to principal adjustment pursuant to official Terms of Offering. Manner of Bidding: Open bids will not be received. Bids will be received in any of the following methods: Sealed Bidding: Sealed bids may be submitted and will be received at the office of the Director of Finance & Budget at City Hall, 50 W. 13th St., Dubuque, IA 52001. Electronic Internet Bidding: Electronic internet bids will be received at the office of the Director of Finance & Budget at City Hall, 50 W. 13th St., Dubuque, IA 52001. The bids must be submitted through the PARITY® competitive bidding system. Electronic Facsimile/Email Bidding: Electronic facsimile or email bids will be received at the office of the Director of Finance & Budget at City Hall, 50 W. 13th St., Dubuque, IA 52001 (facsimile number: (563) 589-4149) or via email to the City's Municipal Advisor, Independent Public Advisors, West Des Moines, Iowa (tionna@ipamuni.com). Electronic facsimile and email bids will be treated as sealed bids. Consideration of Bids: After the time for receipt of bids has passed, the close of sealed bids will be announced. Sealed bids will then be publicly opened and announced. Finally, electronic internet bids will be accessed and announced. Sale and Award: The sale and award of the Bonds will be held at the Historic Federal Building, 350 West 6th Street, Dubuque, Iowa at a meeting of the City Council on July 19, 2021 at 6:30 P.M. It's possible the meeting may be held electronically. Please see the agenda in advance of the meeting for details on how to access the meeting. Official Statement: The Issuer has issued an Official Statement of information pertaining to the Bonds to be offered, including a statement of the Terms of Offering and an Official Bid Form, which is incorporated by reference as a part of this notice. The Official Statement may be obtained by request addressed to the City Clerk, City Hall, 50 West 13th Street, Dubuque, Iowa, 52001; Telephone: 563-589-4100 or the Issuer's Municipal Advisor, Independent Public Advisors, LLC, 8805 Chambery Blvd, Suite 300 #114, Johnston, Iowa, 50131, Telephone: (515) 259-8193. Terms of Offering: All bids shall be in conformity with and the sale shall be in accordance with the Terms of Offering as set forth in the Official Statement. Legal Opinion: The Bonds will be sold subject to the opinion of Ahlers & Cooney, P.C., Attorneys of Des Moines, Iowa, as to the legality and their opinion will be furnished together with the printed Bonds without cost to the purchaser and all bids will be so conditioned. Except to the extent necessary to issue their opinion as to the legality of the Bonds, the attorneys will not examine or review or express any opinion with respect to the accuracy or completeness of documents, materials or statements made or furnished in connection with the sale, issuance or marketing of the Bonds. Rights Reserved: The right is reserved to reject any or all bids, and to waive any irregularities as deemed to be in the best interests of the public. By order of the City Council of the City of Dubuque, State of Iowa. Adrienne Breitfelder, City Clerk, City of Dubuque, State of Iowa (End of Notice) -5- PASSED AND APPROVED this 6Ih day of July, 2021. ATTEST: Adrienne Breitfelder, City Clerk ame 214 p'. X�/ Roy b. 1, Mayor CERTIFICATE STATE OF IOWA ) ) SS COUNTY OF DUBUQUE ) 1, the undersigned, do hereby certify that I am now and was at the times hereinafter mentioned, the duly qualified and acting Clerk of the City of Dubuque, in the County of Dubuque, State of Iowa, and that as such Clerk and by full authority from the Council of the City, I have caused a NOTICE OF BOND SALE ($3,720,000* (Subject to Adjustment per Terms of Offering) Water Revenue Refunding Bonds, Series 2021C) of which the clipping annexed to the publisher's affidavit hereto attached is in words and figures a correct and complete copy, to be published as required by law in the Telegraph Herald, a legal newspaper published at least once weekly, printed wholly in the English language, published regularly and mailed through the post office of current entry for more than two years and which has had for more than two years a bona fide paid circulation recognized by the postal laws of the United States, and has a general circulation in the City, and that the Notice was published in all of the issues thereof published and circulated on the following date: July 9, 2021 , 2021. WITNESS my official signature this 20th day of July , 2021. Trish Gleason, Assistant City Clerk, City of Dubuque, State of Iowa .(SFAL) i w ra r 01899837-1110422-215 CERTIFICATE STATE OF IOWA ) ) SS COUNTY OF DUBUQUE ) I, the undersigned Assistant City Clerk of the City of Dubuque, State of Iowa, do hereby certify that attached is a true and complete copy of the portion of the records of the City showing proceedings of the Council, and the same is a true and complete copy of the action taken by the Council with respect to the matter at the meeting held on the date indicated in the attachment, which proceedings remain in full force and effect, and have not been amended or rescinded in any way; that meeting and all action thereat was duly and publicly held in accordance with a notice of meeting and tentative agenda, a copy of which was timely served on each member of the Council and posted on a bulletin board or other prominent place easily accessible to the public and clearly designated for that purpose at the principal office of the Council pursuant to the local rules of the Council and the provisions of Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at least twenty-four hours prior to the commencement of the meeting as required by law and with members of the public present in attendance; I further certify that the individuals named therein were on the date thereof duly and lawfully possessed of their respective City offices as indicated therein, that no Council vacancy existed except as may be stated in the proceedings, and that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City or the right of the individuals named therein as officers to their respective positions. WITNESS my hand and the seal of the Council hereto affixed this 20th day of July , 2021. L noa Trish Gleason, Assistant City Clerk, City of Dubuque, State of Iowa (SEAL) STATE OF IOWA SS: DUBUQUE COUNTY CERTIFICATE OF PUBLICATION I, Kathy Goetzinger, a Billing Clerk for Woodward Communications, Inc., an Iowa corporation, publisher of the Telegraph Herald, a newspaper of general circulation published in the City of Dubuque, County of Dubuque and State of Iowa; hereby certify that the attached notice was published in said newspaper on the following dates: 07/09/2021 and for which the charge is 62.34 Subscribed to efore me, a Notary lic in and for Dubuque County, Iowa, this 9th day of July, 2021 Not t1n blic in and for Dubuque County, Iowa. JANET K. PAPE . Commission IN tB9869 Ny Comm. Esp. DEC 11, 2022 Ad text : CITY OF DUBUQUE, IOWA OFFICIAL NOTICE 1►tell I14 telW.10121OKIa� Time and Place of Sealed Bids: Bids for the sale of Bonds of the City of Dubuque, State of Iowa, hereafter described, must be received at the office of the Director of Finance & Budget, City Hall, 50 West 13th Street, Dubuque, Iowa, 52001; Telephone: 563-589-4100 (the "Issuer") before 10:00 A.M., on the 19th day of July, 2021. The bids will then be publicly opened and referred for action to the meeting of the City Council in conformity with the Terms of Offering. The Bonds: The Bonds to be offered are the following: WATER REVENUE REFUNDING BONDS, SERIES 2021C, in the amount of not to exceed $3,720,000*, to be dated August 18, 2021* (the "Bonds"). Bid to be received before 10:00 A.M. C.D.T. *Subject to principal adjustment pursuant to official Terms of Offering. Manner of Bidding: Open bids will not be received. Bids will be received in any of the following methods: - Sealed Bidding: Sealed bids may be submitted and will be received at the office of the Director of Finance & Budget at City Hall, 50 W. 13th St., Dubuque, IA 52001. - Electronic Internet Bidding: Elec-tronic internet bids will be received at the office of the Director of Finance & Budget at City Hall, 50 W. 13th St., Dubuque, IA 52001. The bids must be submitted through the PARITY* competitive bidding system. - Electronic Facsimile/Email Bid -ding: Electronic facsimile or email bids will be received at the office of the Director of Finance & Budget at City Hall, 50 W. 13th St., Dubuque, IA 52001 (facsimile number: (563) 589-4149) or via email to the City's Municipal Advisor, Independent Public Advisors, West Des Moines, Iowa (tionna@ipamuni.com). Electronic facsimile and email bids will be treated as sealed bids. Consideration of Bids: After the time for receipt of bids has passed, the close of sealed bids will be announced. Sealed bids will then be publicly opened and announced. Finally, electronic internet bids will be accessed and announced. Sale and Award: The sale and award of the Bonds will be held at the Historic Federal Building, 350 West 6th Street, Dubuque, Iowa at a meeting of the City Council on July 19, 2021 at 6:30 P.M. It's possible the meeting may be held electronically. Please see the agenda in advance of the meeting for details on how to access the meeting. Official Statement: The Issuer has issued an Official Statement of information pertaining to the Bonds to be offered, including a statement of the Terms of Offering and an Official Bid Form, which is incorporated by reference as a part of this notice. The Official Statement may be obtained by request addressed to the City Clerk, City Hall, 50 West 13th Street, Dubuque, Iowa, 52001; Telephone: 563-589-4100 or the Issuer's Municipal Advisor, Independent Public Advisors, LLC, 8805 Chambery Blvd, Suite 300 #114, Johnston, Iowa, 50131, Telephone: (515) 259-8193. Terms of Offering: All bids shall be in conformity with and the sale shall be in accordance with the Terms of Offering as set forth in the Official Statement. Legal Opinion: The Bonds will be sold subject to the opinion of Ahlers & Cooney, P.C., Attorneys of Des Moines, Iowa, as to the legality and their opinion will be furnished together with the printed Bonds without cost to the purchaser and all bids will be so conditioned. Except to the extent necessary to issue their opinion as to the legality of the Bonds, the attorneys will not examine or review or express any opinion with respect to the accuracy or completeness of documents, materials or statements made or furnished in connection with the sale, issuance or marketing of the Bonds. Rights Reserved: The right is reserved to reject any or all bids, and to waive any irregularities as deemed to be in the best interests of the public. By order of the City Council of the City of Dubuque, State of Iowa. Adrienne Breitfelder, City Clerk, City of Dubuque, State of Iowa It 7/9 PRELIMINARY OFFICIAL STATEMENT DATED JULY, 2021 Refunding Issue Moody's Investors Service � 3 Assuming compliance with certain covenants, in the opinion of Ahlers & Cooney, P.C., Bond Counsel, under present law and assuming continued compliance with the a.p requirements of the Internal Revenue Code of 1986, as amended (the "Code'), interest on the Bonds is excludable from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax.. The Bonds will NOT be designated as "qualified tax-exempt" obligations. Interest on the Bonds is NOT exempt from present Iowa income taxes. See " TAXMATTERS" herein for a more detailed discussion t >, THECITY OF a° MasteTiece on the Mississippi CITY OF DUBUQUE, IOWA $3,720,000* Water Revenue Refunding Bonds, Series 2021C T BIDS RECEIVED: July 19, 2021, 10:00 o'clock A.M., Central Time AWARD: July 19, 2021, 6:30 o'clock P.M., Central Time o� Dated: Date of Delivery Principal Due: June 1 as shown on inside front cover �N The $3,720,000* Water Revenue Refunding Bonds, Series 2021C (the "Bonds") are being issued pursuant to Chapter 384 of the Code of oIowa, a Master Resolution (the "Master Resolution") approved by the City Council of the City of Dubuque, Iowa (the "City") on October ° 20, 2008, and a 2021C Series Resolution (the "Series Resolution") to be approved by the City on August 2, 2021. Proceeds of the Bonds o will be used to current refund, on August 19, 2021, outstanding revenue obligations of the City, including Water Revenue Bonds, Series 2010D dated September 21, 2010, and Water Revenue Bonds, Series 2008D dated November 4, 2008 as described fully under "AUTHORITY AND PURPOSE" herein. o .s :o The Bonds and the interest thereon shall be payable solely and only out of the Net Revenues (defined herein) of the City's „ .,3 municipal water utility System and from amounts on deposit in the Sinking Fund and Reserve Fund (each as defined herein). The o � Bonds are not payable in any manner by taxation, and the Issuer shall not be liable by reason of the failure of the Net Revenues to C O .4 5 be sufficient for the payment of the Bonds. See "SECURITY AND SOURCE OF PAYMENT FOR THE BONDS" herein. w ; The Bonds will be issued as fully registered Bonds without coupons and, when issued, will be registered in the name of Cede & Co., as onominee of The Depository Trust Company ("DTC"). DTC will act as securities depository for the Bonds. Individual purchases may be made in book -entry form only, in the principal amount of $5,000 and integral multiples thereof. Purchasers will not receive certificates s - representing their interest in the Bonds purchased. Principal of the Bonds payable annually on each June 1, and interest thereon, payable ° initially on December 1, 2021 and thereafter on each June 1 and December 1, will be paid to DTC by the City's Registrar/Paying Agent, N UMB Bank, n.a. of West Des Moines, Iowa (the "Registrar"). DTC will in turn remit such principal and interest to its participants for subsequent disbursements to the beneficial owners of the Bonds as described herein. Interest and principal shall be paid to the registered holder of a Bond as shown on the records of ownership maintained by the Registrar on the 151 day of the month preceding rF a said interest payment date (the "Record Date"). o�� � THE BONDS WILL MATURE AS LISTED ON THE INSIDE FRONT COVER V O 6 . w Series 2021 C Bonds MINIMUM BID: $3,690,240 o GOOD FAITH DEPOSIT: 1 % (Required of Purchaser Only) N TAX MATTERS: Federal: Tax -Exempt p U d State: Taxable .0 8 o See "TAX MATTERS" section for details. 3 The Bonds are offered for delivery, when, as and if issued and subject to the legal opinion of Ahlers & Cooney, P.C., Bond Counsel, of Des Moines, Iowa, to be furnished upon delivery of the Bonds. The Bonds will be available for delivery through DTC in New York, New b 20 5 York, on or about August 18, 2021. This Preliminary Official Statement will be further supplemented by offering prices, interest rates, 2 2, aggregate principal amount, principal amount per maturity, anticipated delivery date and underwriter, together with any other information o required by law, and shall constitute a "Final Official Statement" of the City with respect to the Bonds, as defined in Rule 15c2-12. p2 v, � y *Preliminary; subject to change. -5 o w b o c V o O MATURITY: CITY OF DUBUQUE, IOWA $3,720,000* Water Revenue Refunding Bonds, Series 2021C June 1, Amount* 2022 $375,000 2023 395,000 2024 405,000 2025 405,000 2026 410,000 2027 420,000 2028 425,000 2029 435,000 2030 450,000 PRINCIPAL Preliminary; subject to change. The City reserves the right to ADJUSTMENT*: increase or decrease the aggregate principal amounts of the Bonds. Such change will be in increments of $5,000 and may be made in any of the maturities. The purchase prices will be adjusted proportionately to reflect any changes in issue size. INTEREST: December 1, 2021 and semiannually thereafter. REDEMPTION: Bonds due after June 1, 2028 will be subject to call prior to maturity in whole, or from time to time in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the City, upon terms of par plus accrued interest to date of call. Written notice of such call shall be given at least thirty (30) days prior to the date fixed for redemption to the registered owners of the Bonds to be redeemed at the address shown on the registration books. COMPLIANCE WITH S.E.C. RULE 15c2-12 Municipal obligations (issued in an aggregate amount over $1,000,000) are subject to General Rules and Regulations, Securities Exchange Act of 1934, Rule 15c2-12 Municipal Securities Disclosure. Official Statement: This Official Statement was prepared for the City for dissemination to prospective bidders. Its primary purpose is to disclose information regarding the Bonds to prospective bidders in the interest of receiving competitive bids in accordance with the TERMS OF OFFERING contained herein. Unless an addendum is received prior to the sale, this document shall be deemed the "Near Final Official Statement". Review Period: This Official Statement has been distributed to City staff as well as to prospective bidders for an objective review of its disclosure. Comments, omissions or inaccuracies must be submitted to Independent Public Advisors, LLC at least two business days prior to the sale. Requests for additional information or corrections in the Official Statement received on or before this date will not be considered a qualification of a bid received. If there are any changes, corrections or additions to the Official Statement, prospective bidders will be informed by an addendum at least one business day prior to the sale. Final Official Statement: Upon award of sale of the Bonds, the legislative body will authorize the preparation of a Final Official Statement that includes the offering prices, interest rates, aggregate principal amount, principal amount per maturity, anticipated delivery date and other information required by law and the identity of the underwriter (the "Syndicate Manager") and syndicate members. Copies of the Final Official Statement will be delivered to the Syndicate Manager within seven business days following the bid acceptance. REPRESENTATIONS THE BONDS HAVE NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933. AS AMENDED, NOR HAS ANY DOCUMENT BEEN QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, IN RELIANCE UPON EXEMPTIONS CONTAINED IN SUCH ACTS. IN MAKING AN INVESTMENT DECISION INVESTORS MUST RELY ON THEIR OWN EXAMINATIONS OF THE CITY AND THE TERMS OF THE OFFERING. THE BONDS HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY. FURTHERMORE, THE FOREGOING AUTHORITIES HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE. No dealer, broker, salesperson or other person has been authorized by the City to give any information or to make any representations, other than those contained in the Official Statement. This Official Statement does not constitute any offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Bonds by any person, in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The information, estimates and expressions of opinion herein are subject to change without notice and neither the delivery of this Official Statement nor any sale made hereunder, shall, under any circumstances, create any implication that there has been no change in the affairs of the City since the date hereof. This Official Statement is submitted in connection with the sale of the securities referred to herein and may not be reproduced or used, in whole or in part, for any other purpose. This Official Statement and any addenda thereto were prepared relying on information from the City and other sources, which are believed to be reliable, but it makes no warranty, guaranty, or other representation with respect to the accuracy or completeness of such information. The information contained in this Official Statement is not guaranteed. This Official Statement is not to be construed as a contract or agreement amongst the City, the Underwriter, or the holders of any of the Bonds. Any statements made in this Official Statement involving matters of opinion, whether or not expressly so stated, are intended merely as opinions and not as representations of fact. Brief descriptions or summaries of the Issuer, the Bonds, the Master Resolution and the Series Resolution, and other documents, agreements and statutes are included in this Official Statement. The summaries or references herein to the Bonds, the Master Resolution and the Series Resolution and other documents, agreements and statutes referred to herein, and the description of the Bonds included herein, do not purport to be comprehensive or definitive, and such summaries, references and descriptions are qualified in their entireties by reference to such documents, and the description herein of the Bonds is qualified in its entirety by reference to the form thereof and the information with respect thereto included in the aforesaid documents. Copies of such documents may be obtained from the Issuer. Bond Counsel has not participated in the preparation of this Official Statement and is not expressing any opinion as to the completeness or accuracy of the information contained therein. Compensation of Independent Public Advisors, LLC (the "Municipal Advisor") payable entirely by the City, is contingent upon the sale of the issue. Certain statements included or incorporated by reference in this Official Statement constitute "forward -looking statements" within the meaning of the United States Securities Exchange Act of 1934, as amended, and the United States Securities Act of 1933, as amended. Such statements are generally identifiable by the terminology used such as "plan," "expect," "estimate," "anticipate," "projected," "budget" or other similar words. THE ACHIEVEMENT OF CERTAIN RESULTS OR OTHER EXPECTATIONS CONTAINED IN SUCH FORWARD -LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS WHICH MAY CAUSE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS DESCRIBED TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD -LOOKING STATEMENTS. NEITHER THE CITY NOR ANY OTHER PARTY PLANS TO ISSUE ANY UPDATES OR REVISIONS TO THOSE FORWARD -LOOKING STATEMENTS IF OR WHEN THEIR EXPECTATIONS, OR EVENTS, CONDITIONS OR CIRCUMSTANCES UPON WHICH SUCH STATEMENTS ARE BASED OCCUR. TABLE OF CONTENTS CITY OF DUBUQUE, IOWA...................................................................................................................................i DETAILS OF THE BONDS....................................................................................................................................i PRINCIPAL ADJUSTMENT OF THE BONDS...................................................................................................... i OPTIONAL REDEMPTION OF THE BONDS.......................................................................................................i INTERESTON THE BONDS..................................................................................................................................i GOODFAITH DEPOSITS....................................................................................................................................... i FORMOF BIDS AND AWARD.............................................................................................................................ii RATESOF INTEREST...........................................................................................................................................ii RECEIPTOF BIDS..................................................................................................................................................ii BOOK -ENTRY -ONLY ISSUANCE...................................................................................................................... iii MUNICIPAL BOND INSURANCE AT OPTION OF THE PURCHASER(S)..................................................... iii DELIVERY.......................................................................................................................................................... iiiii INFORMATION FROM PURCHASER(S)............................................................................................................ iv PRELIMINARY OFFICIAL STATEMENT............................................................................................................v CONTINUING DISCLOSURE.............................................................................................................................vvi ELECTRONIC TRANSCRIPTS............................................................................................................................vi CUSIPNUMBERS.................................................................................................................................................vi EXHIBIT1...............................................................................................................................................................vii [ISSUE PRICE CERTIFICATE IF COMPETITIVE SALE REQUIREMENTS ARE MET]...............................vii [ISSUE PRICE CERTIFICATE IF COMPETITIVE SALE REQUIREMENTS ARE NOT MET] .......................ix INTRODUCTION.....................................................................................................................................................1 AUTHORITYAND PURPOSE................................................................................................................................ I SECURITY AND SOURCE OF PAYMENT FOR THE BONDS...........................................................................1 PLANOF FINANCE................................................................................................................................................. 3 OPTIONAL REDEMPTION OF THE BONDS........................................................................................................4 INTERESTON THE BONDS...................................................................................................................................4 RATING................................................................................................................... Error! Bookmark not defined. BONDHOLDERS' RISKS........................................................................................................................................4 BOOK -ENTRY -ONLY ISSUANCE.......................................................................................................................11 FUTUREFINANCING...........................................................................................................................................13 LITIGATION...........................................................................................................................................................13 DEBT PAYMENT HISTORY.................................................................................................................................13 LEGALMATTERS.................................................................................................................................................13 TAXMATTERS......................................................................................................................................................13 ENFORCEMENT..................................................................................................................................................155 OPINION...............................................................................................................................................................156 MUNICIPALADVISOR...........................................................................................................................................16 CONTINUINGDISCLOSURE...............................................................................................................................16 SALE AT COMPETITIVE BIDDING....................................................................................................................17 AUDITED FINANCIAL STATEMENTS.............................................................................................................157 CERTIFICATION....................................................................................................................................................17 DESCRIPTION OF THE MUNICIPAL WATER SYSTEM............................................................................18 APPENDIX A: INFORMATION ABOUT THE ISSUER APPENDIX B: FORM OF LEGAL OPINION APPENDIX C: JUNE 30, 2020 COMPREHENSIVE ANNUAL FINANCIAL REPORT APPENDIX D: FORM OF CONTINUING DISCLOSURE CERTIFICATE APPENDIX E: EXCERPTS OF THE MASTER RESOLUTION AND THE SERIES RESOLUTION OFFICIAL BID FORM CITY OF DUBUQUE, IOWA Mayor and City Council Member Term Expiration Roy D. Buol, Mayor 2021 Ric W. Jones -At Large 2021 David T. Resnick -At Large 2023 Susan R. Farber -Ward 1 2021 Laura J. Roussell-Ward 2 2023 Danny C. Sprank-Ward 3 2021 Brad M. Cavanagh -Ward 4 2023 Administration Michael C. Van Milligen, City Manager Cori Burbach, Assistant City Manager Jenny Larson, Director of Finance & Budget Adrienne N. Breitfelder, City Clerk City Attorney Crenna Brumwell Dubuque, Iowa Bond Counsel & Disclosure Counsel Ahlers & Cooney, P.C. Des Moines, Iowa Municipal Advisor Independent Public Advisors, LLC West Des Moines, Iowa TERMS OF OFFERING CITY OF DUBUQUE, IOWA This section sets forth the description of certain of the terms of the Bonds with which all bidders and bid proposals are required to comply, as follows: DETAILS OF THE BONDS Water Revenue Refunding Bonds, Series 2021C (the " Bonds"), in the aggregate principal amount of $3,720,000* to be dated August 18, 2021 *, in the denomination of $5,000 or any integral multiples thereof designated by the Purchaser(s) within forty-eight hours of acceptance of the bid, will mature as follows: June 1, Amount* 2022 $375,000 2023 395,000 2024 405,000 2025 405,000 2026 410,000 2027 420,000 2028 425,000 2029 435,000 2030 450,000 *Preliminary; subject to change. PRINCIPAL ADJUSTMENT OF THE BONDS The City reserves the right to increase or decrease the aggregate principal amounts of the Bonds. Such changes will be in increments of $5,000 and may be made in any of the maturities. The purchase prices of each respective series will be adjusted proportionately to reflect any changes in issue sizes. OPTIONAL REDEMPTION OF THE BONDS Bonds due after June 1, 2028 will be subject to call prior to maturity in whole, or from time to time in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the City, upon terms of par plus accrued interest to date of call. Written notice of such call shall be given at least thirty (30) days prior to the date fixed for redemption to the registered owners of the Bonds to be redeemed at the address shown on the registration books. INTEREST ON THE BONDS Interest on the Bonds will be payable on December 1, 2021 and semiannually on the Pt day of each June and December thereafter until the principal is paid in full. Interest and principal shall be paid to the registered holder of a Bond as shown on the records of ownership maintained by the Registrar as of the 151}i day of the month preceding such interest payment date (the "Record Date"). Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to rules of the Municipal Securities Rulemaking Board. GOOD FAITH DEPOSITS A Good faith deposit in the amount of $37,200 (the "Deposit") is required from the lowest bidder only. Each lowest bidder is required to submit such respective deposit payable to the order of the City in the form of either (i) a cashier's check provided to the City prior to the opening of bids or (ii) a wire transfer as instructed by the City's Municipal Advisor not later than 1:00 P.M. Central Time on the day of sale of the Bonds. If not so received, the bid of the lowest bidder may be rejected and the City may direct the second lowest bidder to submit a deposit and thereafter may award the sale of the Bonds to the same. No interest on the Deposits will accrue to the successful bidder(s) (the "Purchaser(s)"). The Deposits will be applied to the respective purchase prices of the Bonds. In the event a Purchaser(s) fails to honor its accepted bid proposal, the Deposits will be retained by the City. FORM OF BIDS AND AWARD All bids shall be unconditional for each series of the Bonds for a price not less than $3,690,240, plus accrued interest, if any, and shall specify the rate or rates of interest in conformity to the limitations set forth under the "RATES OF INTEREST" section. Bids must be submitted on or in substantial compliance with the OFFICIAL BID FORM provided by the City. The Bonds will be awarded to the bidder offering the lowest interest rate to be determined on a true interest cost (the "TIC") basis assuming compliance with the "GOOD FAITH DEPOSIT" section. The TIC shall be determined by the present value method, i.e., by ascertaining the semiannual rate, compounded semiannually, necessary to discount to present value as of the dated date of the Bonds, the amount payable on each interest payment date and on each stated maturity date or earlier mandatory redemption, so that the aggregate of such amounts will equal the aggregate purchase price offered therefore. The TIC shall be stated in terms of an annual percentage rate and shall be that rate of interest, which is twice the semiannual rate so ascertained (also known as the Canadian Method). The TIC shall be as determined by the Municipal Advisor based on the TERMS OF OFFERING and all amendments, and on the bids as submitted. The Municipal Advisor's computation of the TIC of each bid shall be controlling. In the event of tie bids for the lowest TIC, the Bonds will be awarded by lot. The City will reserve the right to: (i) waive non -substantive informalities of any bid or of matters relating to the receipt of bids and award of the Bonds, (ii) reject all bids without cause and (iii) reject any bid which the City determines to have failed to comply with the terms herein. RATES OF INTEREST The rates of interest specified in the bidder's proposal must conform to the following limitations: (a) For each respective series, each annual maturity must bear the same interest rate. Each annual maturity must bear a single rate of interest from the dated date of the Bonds to the date of maturity. (b) Rates of interest bid must be in multiples of one -eighth or one -twentieth of one percent. (c) For each respective series, each rate of interest specified for Bonds of any annual maturity shall not be less than a rate of interest specified for any earlier maturity. Rates must be level or in ascending order. RECEIPT OF BIDS Forms of Bids: Bids must be submitted on or in substantial compliance with the TERMS OF OFFERING and OFFICIAL BID FORM provided by the City or through PARITY® competitive bidding system (the "Internet Bid System"). The City shall not be responsible for malfunction or mistake made by any person, or as a result of the use of an electronic bid or the means used to deliver or complete a bid. The use of such facilities or means is at the sole risk of the prospective bidder who shall be bound by the terms of the bid as received. No bid will be accepted after the time specified in the TERMS OF OFFERING. The time as maintained by the Internet Bid System shall constitute the official time with respect to all bids submitted. A bid may be withdrawn before the bid deadline using the same method used to submit the bid. If more than one bid is received from a bidder, the last bid received shall be considered. Sealed Bidding: Sealed bids may be submitted and will be received at the City Hall, 50 West 13t" Street, Dubuque, Iowa 52001. Electronic Internet Bidding: Electronic internet bids must be submitted through the Internet Bid System. Information about the Internet Bid System may be obtained by calling (212) 404-8102. ii Each bidder shall be solely responsible for making necessary arrangements to access the Internet Bid System for purposes of submitting its internet bid in a timely manner and in compliance with the requirements of the TERMS OF OFFERING and OFFICIAL BID FORM. The City is permitting bidders to use the services of the Internet Bid System solely as a communication mechanism to conduct the Internet bidding and the Internet Bid System is not an agent of the City. Provisions of the TERMS OF OFFERING and OFFICIAL BID FORM shall control in the event of conflict with information provided by the Internet Bid System. Electronic Facsimile/Email Bidding: Electronic facsimile bids will be received at City Hall, Dubuque, Iowa (facsimile number: (563) 589-4149) or the via email to the City's Municipal Advisor (tionna@ipamuni.com). Electronic facsimile and email bids will be sealed and treated as sealed bids. Facsimile and email Transmissions received after the deadline will be rejected. Bidders electing to submit bids via facsimile or email transmission bear full responsibility for the transmission of such bid. Neither the City nor its agents shall be responsible for malfunction or mistake made by any person, or as a result of the use of the facsimile or email facilities or any other means used to deliver or complete a bid. The use of such facilities or means is at the sole risk of the prospective bidder who shall be bound by the terms of the bid as received. Neither the City nor its agents will assume liability for the inability of the bidder to reach the above -named facsimile numbers or email account prior to the time of sale specified above. Time of receipt shall be the time recorded by the facsimile or email operator receiving the bids. 1 IZI] ►d IIL1Y__Y_MI&OBI S IR111-11-[yJ The Bonds will be issued by means of a book -entry only system with no physical distribution of bonds made to the public. The Bonds will be issued in fully registered form and one note certificate, representing the aggregate principal amount of the Bonds maturing in each year will be registered in the name of Cede & Co. as nominee of The Depository Trust Company ("DTC"), New York, New York, which will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants. Principal and interest are payable by the Registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial owners. The Purchaser(s), as a condition of delivery of the Bonds, will be required to deposit the bond certificates with DTC. MUNICIPAL BOND INSURANCE AT OPTION OF THE PURCHASER(S) If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefore at the option of the bidder, the purchase of any such insurance policy or the issuance of any such commitment shall be at the sole option and expense of the Purchaser(s). Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall be paid by the Purchaser(s), except that, if the City has requested and received a rating on the Bonds from a rating agency, the City will pay that initial rating fee. Any other rating agency fees shall be the responsibility of the Purchaser(s). Failure of the municipal bond insurer to issue the policy after the Bonds have been awarded to the Purchaser(s) shall not constitute cause for failure or refusal by the Purchaser(s) to accept delivery on the Bonds. The City reserves the right in its sole discretion to accept or deny changes to the financing documents requested by the insurer selected by the Purchaser(s). DELIVERY The Bonds will be delivered to the Purchaser(s) via Fast Automated Securities Transfer ("FAST") delivery with the Registrar holding the Bonds on behalf of DTC, against full payment in immediately available cash or federal funds. The Bonds are expected to be delivered within forty-five days after the sale. Should delivery be delayed beyond sixty days from the date of sale for any reason except failure of performance by the Purchaser(s), the Purchaser(s) may withdraw their bid and thereafter their interest in and liability for the Bonds will cease. When the Bonds are ready for delivery, the City will give the Purchaser(s) five working days notice of the delivery date and the City will expect payment in full on that date, otherwise reserving the right at its option to determine that the Purchaser failed to comply with the offer of purchase. in INFORMATION FROM PURCHASER(S) The Purchaser shall assist the City in establishing the issue price of the Bonds and shall execute and deliver to the City at closing an "issue price" or similar certificate setting forth the reasonably expected initial offering price to the public or the sales price or prices of the Bonds, together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto as "EXHIBIT 1 - FORMS OF ISSUE PRICE CERTIFICATES" to the "TERMS OF OFFERING", with such modifications as may be appropriate or necessary, in the reasonable judgment of the Purchaser, the City and Bond Counsel. All actions to be taken by the City under the "TERMS OF OFFERING" to establish the issue price of the Bonds may be taken on behalf of the City by the Municipal Advisor identified herein and any notice or report to be provided to the City may be provided to the Municipal Advisor. The City intends the provisions of Treasury Regulation Section 1. 148-1 (f)(3)(i) (defining "competitive sale" for purposes of establishing the issue price of the Bonds) will apply to the initial sale of the Bonds (the "competitive sale requirements") because (i) the City shall disseminate this "TERMS OF OFFERING" to potential underwriters in a manner that is reasonably designed to reach potential underwriters, (ii) all bidders shall have an equal opportunity to bid, (iii) the City may receive bids from at least three underwriters of municipal bonds who have established industry reputations for underwriting new issuances of municipal bonds and (iv) the City anticipates awarding the sale of the Bonds to the bidder who submits a firm offer to purchase the Bonds at the highest price (or lowest interest cost), as set forth in the "TERMS OF OFFERING". Any bid submitted pursuant to the "TERMS OF OFFERING" shall be considered a firm offer for the purchase of the Bonds, as specified in the bid. In the event the competitive sale requirements are not satisfied, the City shall so advise the Purchaser. The City may, as set forth below, determine to treat (i) the first price at which 10% of a maturity of the Bonds (the "10% test") is sold to the public as the issue price of that maturity, and/or (ii) the initial offering price to the public as of the sale date of any maturity of the Bonds as the issue price of that maturity (the "hold -the -offering -price rule"), in each case applied on a maturity -by maturity basis (and if different interest rates apply within a maturity, to each separate CUSIP number within that maturity). The Purchaser shall advise the City if any maturity of the Bonds satisfies the 10% test as of the date and time of the award of the Bonds. The City shall promptly advise the Purchaser, at or before the time of award of the Bonds, which maturities (and if different interest rates apply within a maturity, which separate CUSIP number within that maturity) of the Bonds, if any, shall be subject to the 10% test and which shall be subject to the hold -the -offering -price rule. Bids will not be subject to cancellation in the event the City determines to apply the hold -the -offering -price rule to any maturity of the Bonds. Prospective bidders should prepare their bids on the assumption that some or all of the maturities of the Bonds will be subject to the hold -the -offering -price rule in order to establish the issue price of the Bonds. By submitting a bid, the Purchaser shall (i) confirm the underwriters have offered or will offer the Bonds to the public on or before the date of award at the offering price or prices (the "initial offering price") or at the corresponding yield or yields set forth in the bid submitted by the Purchaser, and (ii) agree on behalf of the underwriters participating in the purchase of the Bonds that the underwriters will neither offer nor sell unsold Bonds of any maturity to which the hold -the offering -price rule shall apply to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of the following: (a) the close of the fifth (5th) business day after the sale date, or (b) the date on which the underwriters have sold at least 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public. The Purchaser shall promptly advise the City when the underwriters have sold 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public, if that occurs prior to the close of the fifth (5th) business day after the sale date. The City acknowledges that, in making the representation set forth above, the Purchaser of the Bonds will rely on (i) the agreement of each underwriter to comply with the hold -the -offering -price rule, as set forth in an agreement among underwriters and the related pricing wires, (ii) in the event a selling group has been created in connection with the initial sale of the Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the hold -the -offering -price rule, as set forth in a selling group agreement and the related pricing wires, and (iii) in the event, 1v an underwriter is a party to a retail distribution agreement that was employed in connection with the initial sale of the Bonds to the public, the agreement of each broker -dealer that is a party to such agreement to comply with the hold -the offering- price rule, as set forth in the retail distribution agreement and the related pricing wires. The City further acknowledges that each underwriter shall be solely liable for its failure to comply with its agreement regarding the hold the - offering -price rule and that no underwriter shall be liable for the failure of any other underwriter, or of any dealer who is a member of a selling group, or of any broker -dealer that is a party to a retail distribution agreement to comply with its corresponding agreement regarding the hold -the -offering -price rule as applicable to the Bonds. By submitting a bid, each bidder confirms that (i) any agreement among underwriters, any selling group agreement and each retail distribution agreement (to which the bidder is a party) relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter, each dealer who is a member of the selling group, and each broker -dealer that is a party to such retail distribution agreement, as applicable, to (a) report the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notified by the Purchaser that either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that maturity have been sold to the public, and (b) comply with the hold -the -offering -price rule, if applicable, in each case if and for so long as directed by the Purchaser and as set forth in the related pricing wires, and (ii) any agreement among underwriters relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter that is a party to a retail distribution agreement to be employed in connection with the initial sale of the Bonds to the public to require each broker -dealer that is a party to such retail distribution agreement to (a) report the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notified by the Purchaser or such underwriter that either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that maturity have been sold to the public, and (b) comply with the hold -the -offering -price rule, if applicable, in each case if and for so long as directed by the Purchaser or such underwriter and as set forth in the related pricing wires. Sales of any Bonds to any person that is a related party to an underwriter shall not constitute sales to the public for purposes of this "TERMS OF OFFERING". Further, for purposes of this "TERMS OF OFFERING", (i) "public" means any person other than an underwriter or a related party, (ii) "underwriter" means (a) any person that agrees pursuant to a written contract with the City (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public, and (b) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause "(a)" to participate in the initial sale of the Bonds to the public (including a member of a selling group or a parry to a retail distribution agreement participating in the initial sale of the Bonds to the public), (iii) a purchaser of any of the Bonds is a "related party" to an underwriter if the underwriter and the Purchaser are subject, directly or indirectly, to (a) at least 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (b) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (c) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other), and (iv) "sale date" means the date the Bonds are awarded by the City to the Purchaser. PRELIMINARY OFFICIAL STATEMENT The City has authorized the preparation of a Preliminary Official Statement containing pertinent information relative to the Bonds. The Preliminary Official Statement when further supplemented with maturity dates, principal amounts, and interest rates of the Bonds, and any other information required by law or deemed appropriate by the City, shall constitute a Final Official Statement of the City with respect to the Bonds, as that term is defined in Rule 15c2-12 of the Securities and Exchange Commission (the "Rule"). By awarding the Bonds to any underwriter or underwriting syndicate submitting an OFFICIAL BID FORM therefore, the City agrees that, no more than seven (7) business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to each series of Bonds are awarded up to 25 copies of the Final Official Statement to permit each "Participating Underwriter" (as that term is defined in the Rule) to comply with the provisions of such Rule. The City shall treat the senior managing underwriter of the syndicate to which the Bonds are awarded as its designated agent for purposes of distributing copies of the Final Official Statement to the Participating Underwriter. Any underwriter executing and delivering an OFFICIAL BID FORM with respect to the Bonds agrees thereby that if its bid is accepted by the City, (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. CONTINUING DISCLOSURE In order to assist bidders in complying with paragraph (b)(5) of the Rule, the City will undertake, pursuant to the resolution for the Bonds and the Continuing Disclosure Certificate for the Bonds, to provide certain annual financial information and notices of the occurrence of certain material events. A description of these undertakings is set forth in APPENDIX D of this Preliminary Official Statement. The City will deliver the Continuing Disclosure Certificate at closing, and any failure on the part of the City to deliver the same shall relieve the Purchaser of its obligation to purchase the Bonds. Within the last five years, the Issuer did not timely file audited financial statements (or operating data due to the fact that all operating data is contained within the audited financial statements) for the fiscal year ending June 30, 2018 due to an inadvertent uploading error, and did not properly link its audited financial statements or operating data for fiscal years ending June 30, 2016 and June 30, 2017 to bonds issued in 2016 or 2017. The Issuer filed a notice of failure to file in both instances (but did not file such notices timely) and did not file unaudited financial statements since the audited financial statements were filed. In addition, certain Assessed Valuation operating data may not be in the same format as the original Official Statements for certain filing years. For certain fiscal years, ahead of the audit filing deadline the Issuer filed unaudited financial statements which contained financial information as found in the audit, but which may not be in a format similar to the audit, and may not have included a notice that the audits would be filed when available. The audits were subsequently filed but may not have been filed immediately after they became available. ELECTRONIC TRANSCRIPTS Purchaser consents to the receipt of electronic transcripts and acknowledges the City's intended use of electronically executed documents. Iowa Code chapter 554D establishes electronic signatures have the full weight and legal authority as manual signatures. CUSIP NUMBERS It is anticipated that Committee on Uniform Security Identification Procedures ("CUSIP") numbers will be printed on the Bonds and the Purchaser must agree in the bid proposal to pay the cost thereof. In no event will the City, Bond Counsel or Municipal Advisor be responsible for the review or express any opinion that the CUSIP numbers are correct. Incorrect CUSIP numbers on said Bonds shall not be cause for the Purchaser to refuse to accept delivery of said Bonds. BY ORDER OF THE CITY COUNCIL City of Dubuque 50 West 13' Street Dubuque, IA 52001 vi EXHIBIT 1 [ISSUE PRICE CERTIFICATE IF COMPETITIVE SALE REQUIREMENTS ARE MET] PURCHASER'S CERTIFICATE The undersigned, on behalf of ("Purchaser"), hereby certifies as set forth below with respect to the sale of the above -captioned obligations (the "Bonds"). Reasonably Expected Initial Offering Price. (a) As of the Sale Date, the reasonably expected initial offering prices of the Bonds to the Public by Purchaser are the prices listed in Schedule A (the "Expected Offering Prices"). The Expected Offering Prices are the prices for the Maturities of the Bonds used by Purchaser in formulating its bid to purchase the Bonds. Attached as Schedule B is a true and correct copy of the bid provided by Purchaser to purchase the Bonds. (b) Purchaser was not given the opportunity to review other bids prior to submitting its (c) The bid submitted by Purchaser constituted a firm offer to purchase the Bonds. 2. Defined Terms. (a) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate Maturities. (b) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term "related party" for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (C) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is July 19, 2021. (d) Underwriter means (i) the Purchaser or any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public). The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents Purchaser's interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Bond Counsel in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds. Dated: vii PURCHASER By: Name: SCHEDULE A EXPECTED OFFERING PRICES (Attached) SCHEDULE B COPY OF UNDERWRITER'S BID (Attached) vm EXHIBIT A [ISSUE PRICE CERTIFICATE IF COMPETITIVE SALE REQUIREMENTS ARE NOT MET] PURCHASER'S CERTIFICATE The undersigned, on behalf of [NAME OF UNDERWRITER] ("Purchaser"), on behalf of itself, hereby certifies as set forth below with respect to the sale and issuance of the above -captioned obligations (the "Bonds"). 1. Sale of the General Rule Maturities. As of the date of this certificate, for each Maturity of the General Rule Maturities, the first price at which at least 10% of such Maturity was sold to the Public is the respective price listed in Schedule A. Initial Offering Price of the Hold -the -Offering -Price Maturities. (a) Purchaser offered the Hold -the -Offering -Price Maturities to the Public for purchase at the respective initial offering prices listed in Schedule A (the "Initial Offering Prices") on or before the Sale Date. A copy of the pricing wire or equivalent communication for the Bonds is attached to this certificate as Schedule B. (b) As set forth in the Notice of Sale and bid award, Purchaser has agreed in writing that, (i) for each Maturity of the Hold -the -Offering -Price Maturities, it would neither offer nor sell any of the Bonds of such Maturity to any person at a price that is higher than the Initial Offering Price for such Maturity during the Holding Period for such Maturity (the "hold -the -offering -price rule"), and (ii) any selling group agreement shall contain the agreement of each dealer who is a member of the selling group, and any retail distribution agreement shall contain the agreement of each broker -dealer who is a party to the retail distribution agreement, to comply with the hold -the -offering -price rule. Pursuant to such agreement, no Underwriter (as defined below) has offered or sold any Maturity of the Hold -the -Offering -Price Maturities at a price that is higher than the respective Initial Offering Price for that Maturity of the Bonds during the Holding Period. Defined Terms. (a) General Rule Maturities means those Maturities of the Bonds listed in Schedule A hereto as the "General Rule Maturities." (b) Hold -the -Offering -Price Maturities means those Maturities of the Bonds listed in Schedule A hereto as the "Hold -the - Offering -Price Maturities." (c) Holding Period means, with respect to a Hold -the -Offering -Price Maturity, the period starting on the Sale Date and ending on the earlier of (i) the close of the fifth business day after the Sale Date, or (ii) the date on which Purchaser has sold at least 10% of such Hold -the -Offering -Price Maturity to the Public at prices that are no higher than the Initial Offering Price for such Hold - the -Offering -Price Maturity. (d) Issuer means Dubuque, Iowa, a municipal corporation in the State of Iowa. (e) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate maturities. (f) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term "related party" for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (g) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is July 19, 2021. (h) Underwriter means (i) the Purchaser or any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public). The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents the Purchaser's interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, ix and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer and its agents with respect to certain of the representations set forth in the Tax Exemption Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Ahlers & Cooney, P.C., Bond Counsel, in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds. [UNDERWRITER] By: Name: Dated: [ISSUE DATE] x SCHEDULE A SALE PRICES OF THE GENERAL RULE MATURITIES AND INITIAL OFFERING PRICES OF THE HOLD -THE -OFFERING -PRICE MATURITIES (Attached) SCHEDULE B PRICING WIRE OR EQUIVALENT COMMUNICATION xi CITY OF DUBUQUE, IOWA PRELIMINARY OFFICIAL STATEMENT $3,720,000* Water Revenue Refunding Bonds, Series 2021C INTRODUCTION This Official Statement contains information relating to the City of Dubuque, Iowa (the "City") and its issuance of $3,720,000* Water Revenue Refunding Bonds, Series 2021C (the `Bonds"). This Introduction is not a summary of this Official Statement but is only a brief description of the Bonds and certain other matters. Such description is qualified by reference to the entire Official Statement and the documents summarized or described herein. This Official Statement should be reviewed in its entirety. The offering of the Bonds to potential investors is made only by means of the entire Official Statement, including the appendices attached hereto. All statements made in this Official Statement involving matters of opinion or of estimates, whether or not so expressly stated, are set forth as such and not as representations of fact, and no representation is made that any of the estimates will be realized. Copies of statutes, resolutions, ordinances, reports or other documents referred to herein are available, upon request, from the Issuer. This Official Statement has been executed on behalf of the City and by its Director of Finance & Budget and may be distributed in connection with the sale of the Bonds authorized therein. Inquiries may be directed to Independent Public Advisors, LLC, 5550 Wild Rose Lane, Suite 400, West Des Moines, IA 50266, or by telephoning (515) 259-8193. Information can also be obtained from Ms. Jenny Larson, Director of Finance & Budget, City of Dubuque, 50 West 13th Street, Dubuque, Iowa 52001, or by telephoning 563-589-4110. AUTHORITY AND PURPOSE The Bonds are being issued pursuant to Chapter 384 of the Code of Iowa, a Master Resolution (the "Master Resolution") approved by the City Council of the City of Dubuque, Iowa (the "City") on October 20, 2008, and a 2021 C Series Resolution (the "Series Resolution") to be approved by the City on August 2, 2021. Proceeds of the Bonds will be used to current refund, on August 19, 2021, outstanding revenue obligations of the City, including Water Revenue Bonds, Series 2010D dated September 21, 2010, and Water Revenue Bonds, Series 2008D dated November 4, 2008. The Bonds are revenue bonds secured by and payable as provided in the Master Resolution approved by the City in 2008 (described herein) and the Series Resolution authorizing issuance of the Bonds from Net Revenues (hereinafter defined) of the System (hereinafter defined), which pursuant to the Master Resolution are pledged to the prompt payment of the principal of and interest on all Senior Bonds; provided, however, that the pledge of the Net Revenues to any Subordinate Bond shall be junior and subordinate in lien and right of payment to the Bonds. SECURITY AND SOURCE OF PAYMENT FOR THE BONDS THE BONDS AND THE INTEREST THEREON ARE PAYABLE SOLELY AND ONLY FROM THE NET REVENUES OF THE SYSTEM. THE BONDS AND THE INTEREST THEREON SHALL NOT CONSTITUTE A GENERAL OR MORAL OBLIGATION OF THE CITY, NOR A DEBT, INDEBTEDNESS, OR OBLIGATION OF THE CITY OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL, STATUTORY OR CHARTER PROVISION WHATSOEVER. NO TAXING POWER OF THE CITY IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE BONDS OR OTHER COSTS INCIDENT THERETO. NEITHER THE MEMBERS OF THE GOVERNING BODY NOR ANY PERSON EXECUTING THE BONDS SHALL BE LIABLE PERSONALLY ON THE BONDS BY REASON OF THE ISSUANCE THEREOF. Master Resolution The Master Resolution establishes a System Revenue Fund, Operation and Maintenance Fund, Bond Principal and Interest Fund (sometimes also hereinafter referred to as the "Sinking Fund"), Debt Service Reserve Fund, Rebate Fund, Subordinate Bond Fund (while Subordinate Bonds are outstanding) and Surplus Fund. Gross Revenues shall be deposited as received into the Revenue Fund and applied as follows: first, to pay amounts sufficient for the payment of current Operation and Maintenance Expenses; second, to pay such amounts as are required pursuant to the Master Resolution to pay principal and interest on the outstanding Senior Bonds, including Senior SRF Bonds; third, to pay such amounts as are required by the Master Resolution and the Series Resolution to fund the Debt Service Reserve Fund; fourth, to transfer such amounts as are required pursuant to the Master Resolution to fund the Rebate Fund; fifth, to transfer such amounts as are required by the Master Resolution to fund the Subordinate Bond Fund; and sixth, to make deposits to the Surplus Fund. See herein "EXCERPTS FROM THE MASTER RESOLUTION AND THE SERIES RESOLUTION" included in APPENDIX E to this Official Statement for additional information. Master Resolution - Senior Bonds and Subordinate Bonds The Master Resolution authorizes the City to issue additional bonds thereunder which may be either "Senior Bonds" or "Subordinate Bonds", subject to certain requirements of the Master Resolution. All additional Senior Bonds issued pursuant to the Master Resolution shall have complete parity of lien on the Net Revenues of the System. The Bonds are being issued as Senior Bonds. The City may also issue Subordinate Bonds if the conditions of the Master Resolution are met. See "EXCERPTS FROM THE MASTER RESOLUTION AND THE SERIES RESOLUTION" included in APPENDIX E to this Official Statement for a discussion of the requirements that must be satisfied under the Master Resolution prior to the issuance of additional bonds thereunder. Series Resolution for the Bonds The Series Resolution for the Bonds authorizes the City to issue the Bonds for the purpose of providing funds to pay costs to current refund, on August 19, 2021, $215,000 of the outstanding Water Revenue Bonds, Series 2008D, dated November 4, 2008 and $3,610,000 of the outstanding Water Revenue Bonds, Series 2010D dated September 21, 2010 (the "Refunded Bonds"). In addition, the Series Resolution for the Bonds provides the terms for the optional redemption of the Bonds and specifies language regarding how the Debt Service Reserve Fund may be calculated. Debt Service Reserve Fund The Master Resolution provides that money in the Revenue Fund shall be disbursed to maintain a debt service reserve in an amount equal to the Debt Service Reserve Fund Requirement. Such fund shall be known as the Debt Service Reserve Fund (the "Reserve Fund"). Money in the Reserve Fund shall be used solely for the purpose of paying principal at maturity of or interest on the Senior Bonds (excluding Senior SRF Bonds) for the payment of which insufficient money shall be available in the Sinking Fund. After the issuance of any Senior Bonds, the increase in the amount of the Debt Service Reserve Requirement resulting from the issuance of such Senior Bonds shall be accumulated, to the extent not covered by deposits from Bond proceeds or funds on hand, over a period not exceeding 61 months from the date of delivery of such Senior Bonds in monthly deposits ("Accumulation Payments"), none of which is less than 1/60 of the amount to be accumulated. The balance of the Debt Service Reserve Fund shall be maintained at an amount equal to the Debt Service Reserve Requirement (or such lesser amount that is required to be accumulated in the Debt Service Reserve Fund in connection with the periodic accumulation to the Debt Service Reserve Requirement after the issuance of Senior Bonds). Whenever it shall become necessary to so use money in the Reserve Fund, the payments required above shall be continued or resumed until it shall have been restored to the required minimum amount. At closing the Issuer will deposit $ from the existing Reserve Fund for the Refunded Bonds to meet the Reserve Fund Requirement. See "EXCERPTS FROM THE MASTER RESOLUTION AND THE SERIES RESOLUTION" included in APPENDIX E to this Official Statement for additional information. 0a Sufficiency of Rates The Code provides when revenue obligations are issued and outstanding, the governing body shall establish, impose, adjust and provide for the collection of rates to produce gross revenues at least sufficient to pay the expenses of operation and maintenance of the System and to leave a balance of Net Revenues sufficient to pay the principal and interest on the obligations as they become due. The City has covenanted in the Master Resolution to continuously own, control, operate, and maintain the System in an efficient and economical manner and on a revenue producing basis and shall at all times prescribe, fix, maintain and collect rates, fees and other charges for the services and facilities furnished by the System that are fully sufficient at all times to (a) provide for 100% of the budgeted Operation and Maintenance Expenses and for the accumulation in the Revenue Fund of a reasonable reserve therefor; and (b )produce Net Revenues in each Fiscal Year which: (a) will equal at least 125% of the Debt Service Requirement on all Senior Bonds then Outstanding for the year of computation; (b) will enable the Issuer to make all required payments, if any, into the Debt Service Reserve Fund and the Rebate Fund; (c) will enable the Issuer to accumulate an amount which, in the judgment of the Governing Body, is adequate to meet the costs of major renewals, replacements, repairs, additions, betterments, and improvements to the System, necessary to keep the same in good operating condition or as is required by any governmental agency having jurisdiction over the System; and (d) will remedy all deficiencies in required payments into any of the funds and accounts established under the Master Resolution from prior Fiscal Years. PLAN OF FINANCE The following bonds (the "Refunded Bonds") are being refunded by the Bonds. The Refunded Bonds are being called on August 19, 2021 at a call price of 100%. Bond Maturity Interest Rate Par Amount (June 1) Water Revenue Bonds, 2008D 2022 4.950% 105,000.00 2023 5.000% 110,000.00 215,000.00 Water Revenue Bonds, Series 201OD: 2022 3.250% 250,000.00 2023 3.500% 260.000.00 2024 3.500% 390,000.00 2025 3.500% 405.000.00 2026 4.000% 420.000.00 2027 4.000% 440.000.00 2028 4.000% 460.000.00 2029 4.000% 480.000.00 2030 4.000% 505,000.00 3,610,000.00 TOTAL 3,825,000.00 The estimated Sources and Uses of the Bonds are as follows: Par Amount* $3,720,000* Existing Reserve Fund $567,025 Uses of Funds Reserve Fund $- Capitalized Interest Fund $- Redemption $- Underwriter's Discount $- Cost of Issuance & $- Rounding Total $3,720,000.00* *Preliminary; subject to change. OPTIONAL REDEMPTION OF THE BONDS Bonds due after June 1, 2028 will be subject to call prior to maturity in whole, or from time to time in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the City, upon terms of par plus accrued interest to date of call. Written notice of such call shall be given at least thirty (30) days prior to the date fixed for redemption to the registered owners of the Bonds to be redeemed at the address shown on the registration books. INTEREST ON THE BONDS Interest on the Bonds will be payable on December 1, 2021 and semiannually on the Ist day of June and December thereafter. Interest and principal shall be paid to the registered holder of a bond as shown on the records of ownership maintained by the Registrar on the 15th day of the month preceding said interest payment date (the "Record Date"). Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to rules of the Municipal Securities Rulemaking Board. The Bonds are rated " " by Moody's Investor Service ("Moody's"). The rating reflects only the views of Moody's, and an explanation of the significance of that rating may be obtained only from Moody's and its published materials. The rating described above is not a recommendation to buy, sell or hold the Bonds. There can be no assurance that any rating will continue for any given period of time or that it will not be revised downward or withdrawn entirely if, in the judgment of Moody's, circumstances so warrant. Therefore, after the date hereof, investors should not assume that the rating is still in effect. A downward revision or withdrawal of the rating is likely to have an adverse effect on the market price and marketability of the Bonds. The Issuer has not assumed any responsibility either to notify the owners of the Bonds of any proposed change in or withdrawal of any rating subsequent to the date of this Official Statement, except in connection with the reporting of events as provided in the Continuing Disclosure Certificate, or to contest any revision or withdrawal. BONDHOLDERS' RISKS A PROSPECTIVE PURCHASER OF THE BONDS SHOULD BE AWARE THAT THERE ARE CERTAIN INVESTMENT CONSIDERATIONS ASSOCIATED WITH THE BONDS. EACH PROSPECTIVE PURCHASER OF THE BONDS IS ENCOURAGED TO READ THIS OFFICIAL STATEMENT IN ITS ENTIRETY (INCLUDING THE APPENDICES HERETO) IN ORDER TO MAKE A JUDGMENT AS TO WHETHER THE BONDS ARE AN APPROPRIATE INVESTMENT, AND TO GIVE PARTICULAR ATTENTION TO THE CONSIDERATIONS DESCRIBED BELOW WHICH, AMONG OTHERS, COULD AFFECT THE PAYMENT OF DEBT SERVICE AND THE MARKET PRICE ON THE BONDS. THE FOLLOWING STATEMENTS REGARDING CERTAIN INVESTMENT CONSIDERATIONS SHOULD NOT BE CONSIDERED A COMPLETE DESCRIPTION OF ALL CONSIDERATIONS IN THE DECISION TO PURCHASE THE BONDS. NO REPRESENTATION OR ASSURANCE CAN BE MADE THAT NET REVENUES WILL BE REALIZED IN AMOUNTS SUFFICIENT TO 4 PAY MATURING PRINCIPAL OF AND INTEREST ON THE BONDS A number of factors could prevent the receipt of or reduce the amount of available Net Revenues for payment of debt service on the Bonds, including, but not limited to, the failure by certain users to pay their bills when and as due. The ability of the Issuer to generate sufficient Net Revenues is dependent upon a number of conditions and risk factors that are unpredictable including general economic conditions. This information is based on current information available to the City that may be incomplete and unknown. This information was derived using certain assumptions and methodologies and includes unaudited financial information and projections. Some of this information is forward -looking and subject to change. Potential Impact of the Coronavirus: In recent months, a strain of coronavirus commonly known as COVID-19 has spread globally, negatively affecting global, state, and local economies and possibly sparking a recession. Federal, State, and local officials are taking steps to curb the spread of the virus, including providing both discretionary and mandatory guidelines and orders regarding public gatherings, and imposing mandatory closings of some businesses. The State of Iowa may suffer material adverse consequences from the continued spread of COVID-19, which could affect the amount of State revenues appropriated to municipalities, including the City. The spread of the virus could reduce sales tax and other revenue collections, property valuations and other revenue sources dependent on local business activity, which is likely to be slower. The City, including the Municipal Water Utility, did not experience material reductions in revenue or material increases in expenses in fiscal year 2020 due to COVID-19. As to the City generally, lower parking, sales tax and gaming collections, as well as reduced parks and recreation and other program fees, reduced fine and permit revenues and higher unpaid property taxes have negatively impacted the City's general fund. However, the net Fiscal Year 2020 revenue loss of $1,906,023 was covered by frozen position savings, frozen travel, equipment replacements that were re -budgeted in a future fiscal year, and unexpended budgets. The City expects that any future material COVID-19-related financial impacts will be covered by these actions and federal and state funding. It is too soon, however, to fully predict what future COVID- 1 9-related financial impacts the City may experience and whether any such financial impacts will be material. The City cannot predict whether continued spread of the disease will materially impact its financial condition in fiscal year 2021 or beyond. The spread of the virus could negatively affect the System's financial condition, including, among others, slower or decreased water bill payments, decreased economic activity and therefore water usage, and other unpredicted unforeseen consequences, which may affect the City's ability to pay principal of and interest on the Bonds. The Bonds are secured solely by Net Revenues of the System. See "SECURITY AND SOURCE OF PAYMENT FOR THE BONDS" herein. Limited Obligation: . The obligation of the City to pay debt service on the Bonds is a special limited obligation of the City. The full faith and credit and taxing powers of the City are not pledged to pay debt service on the Bonds and the City does not have the authority to levy ad valorem property taxes without limit in order to pay debt service on the Bonds. As further described elsewhere herein, debt service on the Bonds is payable solely from Net Revenues derived from the System and amounts on deposit in the Debt Service Reserve Fund. While it is believed that Net Revenues of the System will be sufficient to pay debt service on the Bonds when due, a number of other factors described below, or factors not presently anticipated, may affect the receipt of sufficient revenues from the System for such purposes. General Factors that May Affect Sufficiency of Net Revenues: The City is obligated to pay debt service on the Bonds solely from Net Revenues generated by the operation of the System and from amounts on deposit in the Debt Service Reserve Fund. A number of factors may have an adverse effect on the receipt of monies in an amount sufficient to pay operating and maintenance expenses of the System as well as debt service on the Bonds. These include potential adverse changes in the economic condition of the City or the water utility, including increased operation and maintenance costs, adverse demographic changes in the City's service area, reduction in consumption patterns by customers, a decrease in financial means by which customers pay their bills. potential decreases in population that may arise from decisions by employers located in and around the City to relocate their operations elsewhere; periodic fluctuations in demand due to weather conditions; potential unemployment at a level that would preclude residents of the City from paying sufficient user fees in order to support the operations of the water utility and the payment of debt service on the Bonds; and increased emphasis on and adoption by the general population of conservation measures; and increased regulatory or environmental costs, that cannot be foreseen at this time. The loss of any of the major users may also have an adverse impact on the Net Revenues of the System. See APPENDIX A - "INFORMATION ABOUT THE MUNICIPAL WATER SYSTEM" attached hereto. Unforeseen increases in maintenance and operating expenses may also have an adverse impact on the Net Revenues of the System. Factors affecting such expenses include increased costs of equipment and labor. The City believes that it has made a reasonable projection of and allocation for maintenance and operating costs in setting its rates and charges, but no assurance can be given that actual costs will not exceed cost projections. The City's covenants with respect to sufficiency of rates as set forth under the heading "Sufficiency of Rates" herein is a prospective covenant to set rates sufficient to produce Net Revenues for the next succeeding Fiscal Year adequate to pay principal and interest requirements and create reserves as provided in the Bond Resolution but not less than 125 percent of the principal and interest requirements of the Fiscal Year (the "City's Rate Covenant"). The City's Rate Covenant does NOT require the City to maintain historical Net Revenues of at least 125 percent of the principal and interest requirements of the applicable Fiscal Year. Provided the City adopts or continues in effect sufficient rates to meet this covenant, the City will not be in default under the City's Rate Covenant even if historical Net Revenues for such Fiscal Year are less than 125 percent of the principal and interest requirements for such Fiscal Year. Unforeseen Problems with the Utility. Payment of principal of and interest on the Bonds is dependent to a considerable degree upon the continued operation of the System for the purposes for which it was designed. While the City believes that the System has been designed and will be maintained in such a manner as to permit continued operation without requiring unreasonable costs for maintenance or repairs, and while they have provided under the terms of the Master Resolution for the creation and maintenance of funds in amounts which they believe to be sufficient to provide for the necessary repairs and maintenance of the System, there can be no assurance that such amounts will, in fact, be sufficient to assure the ongoing operation of the System. Although the water utility is covered by policies of insurance, casualties and other occurrences may result in damage to the System, which may not be covered by the net proceeds of any insurance award. Any material interruption of the operation of the water utility may have an adverse effect on the ability of the City to collect fees from users of the System and could, in turn, have a materially adverse effect on the ability of the City to make timely payment of debt service on the Bonds. Additional Debt: Upon the satisfaction of certain conditions set forth in the Master Resolution, the City may issue additional bonds for the purpose of financing improvements or modifications to the System, which would be equally and ratably secured with the Bonds by the Net Revenues of the System. The City may also issue Subordinated Obligations and other additional bonds not secured by the Master Resolution and the specifically pledged Net Revenues of the System, but payable from other revenues of the City. Such other additional bonds may be issued for any purpose permitted by law, including acquisition and construction of additional capital systems to the System. Natural Disaster: The System is subject to interruption and loss of business in the event of a disaster, such as a windstorm, fire, explosion, sabotage and other events not now foreseen. Nature of Debt Service Coveraize: Certain historical net operating income and other financial information for the Issuer, including historical debt service coverage, are included in this Official Statement in "APPENDIX A — INFORMATION ABOUT THE MUNICIPAL WATER SYSTEM." The coverage is merely a mathematical computation as reflected in the applicable tables, and constitutes no assurance as to the future debt of the Issuer or the sufficiency of Net Revenues to satisfy operating costs of the System and other debt service requirements. Environmental Protection Cost and Regulations: The City believes it meets all environmental requirements. In the future, however, environmental protection agencies could adopt more stringent and costly pollution control measures, which would require additional capital and cause added operation and fuel expenses. The water utility is subject to state and federal environmental laws and regulations. The laws and regulations governing entities such as the System may require the System to expend substantial funds to meet the requirements of such changings laws and regulations in the future. Failure to comply with these laws and regulations may result in the imposition of administrative, civil and criminal penalties, or an injunction requiring the City to take or refrain from taking certain actions. In addition, environmental laws and regulations are complex and change frequently and it is possible that new on stricter standards could be imposed that will require additional capital expenditures or raise operating costs. In addition, failure to comply with regulatory changes, or the inability to comply with regulatory changes, in a timely manner could cause portions of the System to become unavailable resulting in a loss of or disruption of services negatively impacting Net Revenues. Revenues and Expenses: Several factors not within the control of the City could affect its ability to generate sufficient Net Revenues to pay the debt service on the Bonds. These factors include, but are not limited to, inflation and adverse economic conditions, increases in operation and maintenance costs, unexpected repairs, replacements or improvements to the System and the ability of the City to supply the services demanded and to maintain necessary rates for those services. Any one of the above factors, among others, individually or combined may cause the System to be unable to generate sufficient Net Revenues to pay debt service on the Bonds. Federal Funds Orders, and State Funds Legislation: Various federal executive orders, and a law (SF 481) recently enacted in Iowa which becomes and effective July 1, 2018 (collectively "ICE Enforcement Initiatives"), impose requirements intended to ensure compliance with the federal immigration detainment processes. The ICE Enforcement Initiatives impose various penalties for non-compliance, including the loss of state and/or federal funding under certain circumstances. Rules to administer SF481 in Iowa have yet to be drafted became effective December 26, 2018. The loss of state and/or federal funds in any significant amount could negatively impact the Issuer's overall financial position and may affect its rating. However, the Bonds are not secured by state or federal funds. Rather the Bonds are secured by a pledge of the Net Revenues of the Water System, as described more fully herein. Iowa Code section 384.84 requires the Issuer to "establish, impose, adjust, and provide for the collection of rates to produce gross revenues at least sufficient to pay the expenses of operation and maintenance of the city utility ..., and to leave a balance of net revenues sufficient to pay the principal of and interest on the revenue bonds and pledge orders as they become due and to maintain a reasonable reserve for the payment of principal and interest, and a sufficient portion of net revenues must be pledged for that purpose." Rating Moody's Investors Service ("Moody's") has assigned a rating of " " to the Bonds. Generally, a rating agency bases its rating on the information and materials furnished to it and on investigations, studies and assumptions of its own. There is no assurance that the rating with continue for any given period of time, or that such rating will not be revised, suspended or withdrawn, if, in the judgment of Moody's, circumstances so warrant. A revision, suspension or withdrawal of a rating may have an adverse effect on the market price of the Bonds. Furthermore, additional future regulation of rating agencies could materially alter the methodology, rating levels, and types of ratings available, for example, and these changes, if ever, could materially affect the market value of the Bonds. Changes in Secondary Market Conditions: There can be no guarantee that there will be a secondary market for the Bonds or, if a secondary market exists, that such Bonds can be sold for any particular price. It is possible, because of general market conditions, changes in the financial condition of the City or water utility or because of adverse history of economic prospects connected with a particular issue, secondary marketing practices in connection with a particular bond issue may be suspended or terminated. Additionally, prices of issues for which a market is being made will depend upon then prevailing market circumstances. Such prices could be substantially different from the original purchase price of the Bonds. EACH PROSPECTIVE PURCHASER IS RESPONSIBLE FOR ASSESSING THE MERITS AND RISKS OF AN INVESTMENT IN THE BONDS AND MUST BE ABLE TO BEAR THE ECONOMIC RISK OF SUCH INVESTMENT. THE SECONDARY MARKET FOR THE BONDS, IF ANY, COULD BE LIMITED. Bankruptcy The rights and remedies provided in the Resolution may be limited by and are subject to the provisions of federal bankruptcy laws, to other laws or equitable principles that may affect the enforcement of creditor's rights, to the exercise of judicial discretion in appropriate cases and to limitations in legal remedies against exercise of judicial discretion in appropriate cases and to limitations on legal remedies against municipal corporations in the State of Iowa. The various opinions of counsel to be delivered with respect to the Bonds and the Resolution, including the opinion of Bond Counsel, will be similarly qualified. If the City were to file a petition under Chapter 9 of the Bankruptcy Code, the owners of the Bonds could be prohibited from taking any steps to enforce their rights under the Resolution. In the event the City fails to comply with its covenants under the Resolution or fails to make payments on the Bonds, there can be no assurance of the availability of remedies adequate to protect the interests of the holders of the Bonds. Forward -Looking Statements: This Official Statement contains statements relating to future results that are "forward -looking statements" as defined in the Private Securities Litigation Reform Act of 1995. When used in this Official Statement, the words "estimate," "pro forma," "forecast," "projected," "intend," "expect" and similar expressions identify forward -looking statements. Any forward -looking statement is subject to uncertainty. Accordingly, such statements are subject to risks that could cause actual results to differ, possibly materially, from those contemplated in such forward -looking statements. Inevitably, some assumptions used to develop forward -looking statements will not be realized or unanticipated events and circumstances may occur. Therefore, investors should be aware that there are likely to be differences between forward looking statements and the actual results. These differences could be material and could impact the availability of funds of the City to pay debt service when due on the Bonds. Cybersecurity: The City, like many other public and private entities, relies on a large and complex technology environment to conduct its operations. As such, it may face multiple cybersecurity threats including but not limited to, hacking, viruses, malware and other attacks on computer or other sensitive digital systems and networks. There can be no assurances that any security and operational control measures implemented by the City will be completely successful to guard against and prevent cyber threats and attacks. The result of any such attacks could impact business operations and/or digital networks and systems and the costs of remedying any such damage could be significant. The City the was the subject of a phishing attack in 2020 during which certain confidential employee information was compromised. Employees who were affected were notified and the City is not aware of any monetary liability resulting from the incident. The City has implemented regular training to guard against future intrusions. Continuing Disclosure: A failure by the City to comply with continuing disclosure obligations (see "CONTINUING DISCLOSURE" herein) will not constitute an event of default on the Bonds. Any such failure must be disclosed in accordance with Rule 15c2-12 (the "Rule") adopted by the Securities and Exchange Commission (the "Commission") under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and may adversely affect the transferability and liquidity of the Bonds and their market price. Suitabilitv of Investment: The interest rate borne by the Bonds is intended to compensate the investor for assuming the risk of investing in the Bonds. Each prospective investor should carefully examine this Official Statement and its own financial condition to make a judgment as to its ability to bear the economic risk of such an investment, and whether or not the Bonds are an appropriate investment for such investor. Chances in Legislation: The future financial condition of the System and its ability to earn sufficient Net Revenues could be adversely affected by legislative, environmental and other regulatory actions, to the extent such changes are material and adversely alter the current operation environment for the System. The City cannot and does not make any predictions about such future legislative or regulatory changes, other than to note that any number of possible changes may adversely affect the operation of the System. Loss of Tax Exemption: As discussed under the heading "TAX MATTERS" herein, the interest on the Bonds could become includable in gross income for purposes of federal income taxation retroactive to the date of delivery of the Bonds, as a result of acts or omissions of the City in violation of its covenants in the resolutions authorizing issuance of the Bonds. Should such an event of taxability occur, the Bonds would not be subject to a special prepayment and would remain outstanding until maturity or until prepaid under the prepayment provisions contained in the Bonds, and there is no provision for an adjustment of the interest rate on the Bonds. It is also possible that actions of the City after the closing of the Bonds will alter the tax status of the Bonds, and, in the extreme, remove the tax-exempt status from the Bonds. In that instance, the Bonds are not subject to mandatory prepayment, and the interest rate on the Bonds does not increase or otherwise reset. A determination of taxability on the Bonds, after closing of the Bonds, could materially adversely affect the value and marketability of the Bonds. DTC-Beneficial Owners: Beneficial Owners of the Bonds may experience some delay in the receipt of distributions of principal of and interest on the Bonds since such distributions will be forwarded by the Paying Agent to DTC and DTC will credit such distributions to the accounts of the Participants which will thereafter credit them to the accounts of the Beneficial Owner either directly or indirectly through indirect Participants. Neither the City nor the Paying Agent will have any responsibility or obligation to assure that any such notice or payment is forwarded by DTC to any Participants or by any Participant to any Beneficial Owner. In addition, since transactions in the Bonds can be effected only through DTC Participants, indirect participants and certain banks, the ability of a Beneficial Owner to pledge the Bonds to persons or entities that do not participate in the DTC system, or otherwise to take actions in respect of such Bonds, may be limited due to lack of a physical certificate. Beneficial Owners will be permitted to exercise the rights of registered Owners only indirectly through DTC and the Participants. See "BOOK ENTRY - ONLY ISSUANCE." Redemption of Bonds: Bonds due after June 1, 2028 will be subject to call prior to maturity in whole, or from time to time in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the City, upon terms of par plus accrued interest to date of call. The redemption of the Bonds prior to their stated maturity may subject Bondholders to the risk of reinvestment at a time when comparable returns are not available. Proposed Federal Tax Leeislation: From time to time, Presidential proposals, federal legislative committee proposals or legislative proposals are made that would, if enacted, alter or amend one or more of the federal tax matters described herein in certain respects or would adversely affect the market value of the Bonds. It is possible that further legislation will be proposed or introduced that could result in changes in the way that tax exemption is calculated, or whether interest on certain securities are exempt from taxation at all. It cannot be predicted whether or in what forms any of such proposals that may be introduced, may be enacted and there can be no assurance that such proposals will not apply to the Bonds. See "TAX MATTERS" herein. Pension and OPEB Information: The Issuer contributes to the Iowa Public Employees' Retirement System ("IPERS"), which is a state-wide multiple -employer cost sharing defined benefit pension plan administered by the State of Iowa. IPERS provides retirement and death benefits which are established by State statute to plan members and beneficiaries. All full-time employees of the Issuer are required to participate in IPERS unless covered by another retirement system. IPERS plan members are required to contribute a percentage of their annual salary, in addition to the Issuer being required to make annual contributions to IPERS. Contribution amounts are set by State statute. The City's total contributions to IPERS for the year ended June 30, 2020 were $2,459,936. The Dubuque Metropolitan Area Solid Waste Agency's total contributions to IPERS for the year ended June 30, 2020 were $62,182. At June 30, 2020, the City reported a liability of $19,350,354 for its proportionate share of the net pension liability. The net pension liability was measured as of June 30, 2019, and the total pension liability used to calculate the net pension liability was determined by an actuarial valuation as of that date. The City's proportion of the net pension liability was based on the City's share of contributions to IPERS relative to the contributions of all IPERS participating employers. At June 30, 2019, the City's collective proportion was .33194% which was a decrease of-0.00135% from its proportion measured as of June 30, 2018. While the Issuer's contributions to IPERS are controlled by state law, there can be no assurance the Issuer will not be required by changes in State law to increase its contribution requirement in the future, which may have the effect of negatively impacting the finances of the Issuer. Employees of the Issuer are provided with pensions through a cost -sharing multiple employer defined benefit pension plan administered by MFPRSI. MFPRSI membership is mandatory for fire fighters and police officers covered by the provisions of chapter 411 of the Code of Iowa. Member contributions rates are set by state statute. Employer contribution rates are based upon an actuarially determined normal contribution rate and set by state statute. The City's contributions to MFPRSI for the year ended June 30, 2020 was $3,631,952. At June 30, 2020, the City reported a liability of $30,775,196 for its proportionate share of the net pension liability. The net pension liability was measured as of June 30, 2019, and the total pension liability used to calculate the new pension liability was determined by an actuarial valuation as of that date. The City's proportion of the net pension liability was based on the City's share of contributions to the pension plan relative to the contributions of all MFPRSI participating employers. At June 30, 2019, the City's proportion was 4.691866% which was a decrease of 0.172025% from its proportions measured as of June 30, 2018.While the Issuer's contributions to MFPRSI are controlled by state law, there can be no assurance the Issuer will not be required by changes in State law to increase its contribution requirement in the future, which may have the effect of negatively impacting the finances of the Issuer. See APPENDIX D — AUDITED FINANCIAL STATEMENTS OF THE ISSUER, Note 11" for additional information on pension and liabilities of the Issuer. Bond Counsel, Disclosure Counsel, the Municipal Advisor, and the Issuer undertake no responsibility for and make no representations as to the accuracy or completeness of the information available from IPERS or MFPRSI discussed above or included on the IPERS or MFPRSI websites, including, but not limited to, updates of such information on the State Auditor's website or links to other Internet sites accessed through the IPERS of MFPRSI websites. The City operates a single -employer health benefit plan which provides postemployment benefits for eligible participants enrolled in the City -sponsored plans, which include the employees of the Dubuque Metropolitan Area Solid Waste Agency (a component unit). The contribution requirements of plan members are established and may be amended by the City. The City currently finances the retiree benefit plan on a pay-as-you-go basis. The City's OPEB liability of $5,882,693 was measured as of June 30, 2020 and was determined by an actuarial valuation as of June 30, 2020. There can be no assurance that costs under this plan will not increase over time, which may negatively affect the finances of the Issuer. See APPENDIX D — AUDITED FINANCIAL STATEMENTS OF THE ISSUER, Note 10" for additional information on OPEB. fff Summary: An investment in the Bonds involves an element of risk. The foregoing is intended only as a summary of certain risk factors attendant to an investment in the Bonds. In order for potential investors to identify risk factors and make an informed investment decision, potential investors should become thoroughly familiar with this entire Official Statement and the Appendices hereto. IZI] ;d II�Y__Y_.7`QI]�I r1`/ F.XYII�[yJ The information contained in the following paragraphs of this subsection "Book -Entry -Only Issuance" has been extracted from a schedule prepared by Depository Trust Company (`DTC') entitled "SAMPLE OFFERING DOCUMENT LANGUAGE DESCRIBING DTC AND BOOK -ENTRY -ONLY ISSUANCE. " The information in this section concerning DTC and DTC's book -entry system has been obtained from sources that the City believes to be reliable, but the City takes no responsibility for the accuracy thereof. The Depository Trust Company ("DTC"), New York, NY, will act as securities depository for the securities (the "Securities"). The Securities will be issued as fully -registered securities registered in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully - registered Security certificate will be issued for each issue of the Securities, each in the aggregate principal amount of such issue, and will be deposited with DTC. If, however, the aggregate principal amount of any issue exceeds $500 million, one certificate will be issued with respect to each $500 million of principal amount, and an additional certificate will be issued with respect to any remaining principal amount of such issue. DTC, the world's largest securities depository, is a limited -purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments from over 100 countries that DTC's participants (the "Direct Participants") deposit with DTC. DTC also facilitates the post -trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book -entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly -owned subsidiary of The Depository Trust & Clearing Corporation ("DTCC"). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (the "Indirect Participants"). DTC has Standard & Poor's highest rating: AA+. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com and www.dtc.org. Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive a credit for the Securities on DTC's records. The ownership interest of each actual purchaser of each Security (the `Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Securities are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Securities, except in the event that use of the book -entry system for the Securities is discontinued. 11 To facilitate subsequent transfers, all Securities deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not affect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Securities; DTC's records reflect only the identity of the Direct Participants to whose accounts such Securities are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Securities, such as redemptions, tenders, defaults, and proposed amendments to the Security documents. For example, Beneficial Owners of Securities may wish to ascertain that the nominee holding the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the Registrar and request that copies of notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of the Securities within an issue are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither DTC nor Cede & Co., nor any other DTC nominee, will consent or vote with respect to Securities unless authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts Securities are credited on the record date identified in a listing attached to the Omnibus Proxy. Redemption proceeds, distributions, and dividend payments on the Securities will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from the City or Agent, on payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such Participant and not of DTC, Agent, or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC, is the responsibility of the City or Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through its Participant, to Tender/Remarketing Agent, and shall effect delivery of such Securities by causing the Direct Participant to transfer the Participant's interest in the Securities, on DTC's records, to Tender/Remarketing Agent. The requirement for physical delivery of Securities in connection with an optional tender or a mandatory purchase will be deemed satisfied when the ownership rights in the Securities are transferred by Direct Participants on DTC's records and followed by a book- entry credit of tendered Securities to Tender/Remarketing Agent's DTC account. DTC may discontinue providing its services as depository with respect to the Securities at any time by giving reasonable notice to the City or Agent. Under such circumstances, in the event that a successor depository is not obtained, Security certificates are required to be printed and delivered. The City may decide to discontinue use of the system of book -entry -only transfers through DTC (or a successor securities depository). In that event, Security certificates will be printed and delivered to DTC. The information in this section concerning DTC and DTC's book -entry system has been obtained from sources that the City IV) believes to be reliable, but the City takes no responsibility for the accuracy thereof. FUTURE FINANCING The City regularly evaluates its debt for refunding opportunities, however there are no other water revenue issuances planned. LITIGATION The Issuer encounters litigation occasionally, in the ordinary course of business; however, there is no litigation of any nature now pending or threatened restraining or enjoining the issuance, sale, execution or delivery of the Bonds, or in any way contesting or affecting the validity of the Bonds or any proceedings of the City taken with respect to the issuance or sale thereof. There is no litigation now pending, or to the knowledge of the City, threatened against the City that is expected to materially impact the financial condition of the City. DEBT PAYMENT HISTORY The City knows of no instance in which it has defaulted in the payment of principal or interest on its debt. LEGAL MATTERS The Bonds are subject to approval as to certain matters by Ahlers & Cooney, P.C. of Des Moines, Iowa as Bond Counsel. Bond Counsel has not participated in the preparation of this Official Statement and will not pass upon its accuracy, completeness or sufficiency. Bond Counsel has not examined, nor attempted to examine or verify, any of the financial or statistical statements or data contained in this Official Statement, and will express no opinion with respect thereto. The FORM OF LEGAL OPINION as set out in APPENDIX B to this Official Statement, will be delivered at closing. Ahlers & Cooney, PC is also serving as Disclosure Counsel for the City in connection with the issuance of the Bonds. The legal opinions to be delivered concurrently with the delivery of the Bonds express the professional judgment of the attorneys rendering the opinions as to legal issues expressly addressed therein. By rendering legal opinions, the opinion giver does not become an insurer or guarantor of the result indicated by that expression of professional judgment, or of the transaction on which the opinions are rendered, or of the future performance of parties to the transaction. Nor does the rendering of opinions guarantee the outcome of any legal dispute that may arise out of the transaction. TAX MATTERS Federal Tax Matters with Respect to the Bonds Tax Exemptions and Related Considerations: Federal tax law contains a number of requirements and restrictions that apply to the Bonds. These include investment restrictions, periodic payments of arbitrage profits to the United States, requirements regarding the proper use of bond proceeds and facilities financed with bond proceeds, and certain other matters. The City has covenanted to comply with all requirements that must be satisfied in order for the interest on the Bonds to be excludable from gross income for federal income tax purposes. Failure to comply with certain of such covenants could cause interest on the Bonds to become includable in gross income for federal income tax purposes retroactively to the date of issuance of the Bonds. Subject to the City's compliance with the above referenced covenants, under present law, in the opinion of Bond Counsel, interest on the Bonds is excludable from gross income of the owners thereof for federal income tax purposes, and is not included as an item of tax preference in computing the federal alternative minimum tax. Prospective purchasers of the Bonds should be aware that ownership of the Bonds may result in collateral federal income tax consequences to certain taxpayers, including, without limitation, corporations subject to the branch profits tax, financial institutions, certain insurance companies, certain S corporations, individual recipients of Social Security or Railroad Retirement benefits and taxpayers who may be deemed to have incurred (or continued) indebtedness to purchase or carry tax-exempt obligations. Bond Counsel will not express any opinion as to such collateral tax consequences. Prospective purchasers of the 13 Bonds should consult their tax advisors as to collateral federal income tax consequences. Not Qualified Tax -Exempt Obligations: The City will NOT designate the Bonds as "qualified tax- exempt obligations" under the exception provided in Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the "Code"). Tax Accounting Treatment of Discount and Premium on Certain Bonds: The initial public offering price of certain Bonds (the "Discount Bonds") may be less than the amount payable on such Bonds at maturity. An amount equal to the difference between the initial public offering price of Discount Bonds (assuming that a substantial amount of the Discount Bonds of that maturity are sold to the public at such price) and the amount payable at maturity constitutes original issue discount to the initial purchaser of such Discount Bonds. Owners of Discount Bonds should consult with their own tax advisors with respect to the determination of accrued original issue discount on Discount Bonds for federal income tax purposes and with respect to the state and local tax consequences of owning and disposing of Discount Bonds. It is possible that, under applicable provisions governing determination of state and local income taxes, accrued interest on Discount Bonds may be deemed to be received in the year of accrual even though there will not be a corresponding cash payment. The initial public offering price of certain Bonds ("Premium Bonds") may be greater than the amount of such Bonds at maturity. An amount equal to the difference between the initial public offering price of Premium bonds (assuming that a substantial amount of the Premium Bonds of that maturity are sold to the public at such price) and the amount payable at maturity constitutes a premium to the initial purchaser of such Premium Bonds. Purchasers of the Premium Bonds should consult with their own tax advisors with respect to the determination of amortizable bond premium on Premium Bonds for federal income tax purposes and with respect to the state and local tax consequences of owning and disposing of Premium Bonds. Other Tax Advice: In addition to the income tax consequences described above, potential investors should consider the additional tax consequences of the acquisition, ownership, and disposition of the Bonds. For instance, state income tax law may differ substantially from state to state, and the foregoing is not intended to describe any aspect of the income tax laws of any state. Therefore, potential investors should consult their own tax advisors with respect to federal tax issues and with respect to the various state tax consequences of an investment in the Bonds. Audits: The Internal Revenue Service (the "Service") has an ongoing program of auditing tax-exempt obligations to determine whether, in the view of the Service, interest on such tax-exempt obligations is includable in the gross income of the owners thereof for federal income tax purposes. It cannot be predicted whether or not the Service will commence an audit of the Bonds. If an audit is commenced, under current procedures the Service may treat the City as a taxpayer and the bondholders may have no right to participate in such procedure. The commencement of an audit could adversely affect the market value and liquidity of the Bonds until the audit is concluded, regardless of the ultimate outcome. Withholdings: Payments of interest on, and proceeds of the sale, redemption or maturity of, tax-exempt obligations, including the Bonds, are in certain cases required to be reported to the Service. Additionally, backup withholding may apply to any such payments to any Exempt Bond owner who fails to provide an accurate Form W-9 Request for Taxpayer Identification Number and Certification, or a substantially identical form, or to any bond owner who is notified by the Service of a failure to report any interest or dividends required to be shown on federal income tax returns. The reporting and backup withholding requirements do not affect the excludability of such interest from gross income for federal tax purposes. Legislation: Current and future legislative proposals, including some that carry retroactive effective dates, if enacted into law, court decisions, or clarification of the Code may cause interest on the Bonds to be subject, directly or indirectly, to federal income taxation, or otherwise prevent owners of the Bonds from realizing the full current benefit of the tax status of such interest. For example, on December 22, 2017, the Tax Cuts and Jobs Act ("TCJA") was signed into law. For tax years beginning after December 31, 2017, the TCJA, among other things, significantly changes the income tax rates on individuals and corporations, modifies the current provisions relative to the federal alternative minimum tax on individuals, and eliminates the federal alternative minimum tax for corporations. The TCJA, or the introduction or enactment of any other legislative proposals, clarification of the Code or court decisions may also affect, perhaps significantly, the market price for, or marketability of, the Bonds. Prospective purchasers of the Bonds should consult their own tax advisors regarding the TCJA, as well as any pending or proposed tax legislation, as to which Bond Counsel expresses no opinion other than as set forth in its legal opinion. 14 Opinion: Bond Counsel's opinion is not a guarantee of a result, or of the transaction on which the opinion is rendered, or of the future performance of parties to the transaction, but represents its legal judgment based upon its review of existing statutes, regulations, published rulings and court decisions and the representations and covenants of the City described in this section. No ruling has been sought from the Service with respect to the matters addressed in the opinion of Bond Counsel and Bond Counsel's opinion is not binding on the Service. Bond Counsel assumes no obligation to update its opinion after the issue date to reflect any further action, fact or circumstance, or change in law or interpretation, or otherwise. State of Iowa Tax Matters Interest on the Bonds is NOT exempt from present Iowa income taxes. Ownership of the Bonds and Bonds may result in other state and local tax consequences to certain taxpayers. Bond Counsel expresses no opinion regarding any such collateral consequences arising with respect to the Bonds. Prospective purchasers of the Bonds should consult their tax advisors regarding the applicability of any such state and local taxes. Changes in Federal and State Tax Law From time to time, there are executive, regulatory and legislative proposals in the Congress and in the states that, if enacted, could alter or amend the federal and state tax matters referred to herein or adversely affect the marketability or market value of the Bonds or otherwise prevent holders of the Bonds from realizing the full benefit of the tax exemption of interest on the Bonds. Further, such proposals may impact the marketability or market value of the Bonds simply by being proposed. It cannot be predicted whether or in what form any such proposals might be enacted or whether if enacted it would apply to bonds issued prior to enactment. In addition, regulatory actions are from time to time announced or proposed and litigation is threatened or commenced which, if implemented or concluded in a particular manner, could adversely affect the market value, marketability or tax status of the Bonds. It cannot be predicted whether any such regulatory action will be implemented, how any particular litigation or judicial action will be resolved, or whether the Bonds would be impacted thereby. It is possible that further legislation will be proposed or introduced that could result in changes in the way that tax exemption is calculated, or whether interest on certain securities are exempt from taxation at all. Prospective purchasers should consult with their own tax advisors regarding any other pending or proposed federal income tax legislation. The opinions expressed by Bond Counsel are based upon existing legislation and regulations as interpreted by relevant judicial and regulatory authorities as of the date of issuance and delivery of the Bonds, and Bond Counsel has expressed no opinion as of any date subsequent thereto or with respect to any proposed or pending legislation, regulatory initiatives or litigation. ENFORCEMENT Holders of the Bonds shall have and possess all the rights of action and remedies afforded by the common law, the Constitution and statutes of the State of Iowa and of the United States of America for the enforcement of payment of the Bonds, including, but not limited to, the right to a proceeding in law or in equity by suit, action or mandamus to enforce and compel performance of the duties required by Iowa law and the Series Resolution authorizing issuance of the Bonds. There is no bond trustee or similar person to monitor or enforce the terms of Series Resolution or the Master Resolution. In the event of a default in the payment of principal of or interest on the Bonds, there is no provision for acceleration of maturity of the principal of the Bonds. Consequently, the remedies of the owners of the Bonds may have to be enforced from year to year. The owners of the Bonds cannot foreclose on property within the boundaries of the Issuer or sell such property in order to pay the debt service on the Bonds. In addition, the enforceability of the rights and remedies of owners of the Bonds may be subject to limitation as set forth in Bond Counsel's opinion. The remedies available to the owners of the Bonds upon an event of default under the Master Resolution, in certain respects, may require judicial action, which is often subject to discretion and delay. Under existing law, including specifically the federal bankruptcy code, certain of the remedies specified in the Master Resolution may not be readily available or may be limited. A court may decide not to order the specific performance of the covenants contained in these documents. The opinion to be delivered concurrently with the delivery of the Bonds 15 will be qualified as to the enforceability of the various legal instruments by limitations imposed by general principles of equity and public policy and by bankruptcy, reorganization, insolvency or other similar laws affecting the rights of creditors generally, and to the exercise of judicial discretion in appropriate cases. No representation is made, and no assurance is given, that the enforcement of any remedies with respect to such assets will result in sufficient funds to pay all amounts due under the Master Resolution and the Series Resolution, including principal of and interest on the Bonds. Opinion: Bond Counsel's opinion is not a guarantee of a result, or of the transaction on which the opinion is rendered, or of the future performance of parties to the transaction, but represents its legal judgment based upon its review of existing statutes, regulations, published rulings and court decisions and the representations and covenants of the Issuer described in this section. No ruling has been sought from the Service with respect to the matters addressed in the opinion of Bond Counsel and Bond Counsel's opinion is not binding on the Service. Bond Counsel assumes no obligation to update its opinion after the issue date to reflect any further action, fact or circumstance, or change in law or interpretation, or otherwise. OPINION Bond Counsel's opinion is not a guarantee of a result, or of the transaction on which the opinion is rendered, or of the future performance of parties to the transaction, but represents its legal judgment based upon its review of existing statutes, regulations, published rulings and court decisions and the representations and covenants of the Issuer described in this section. Nor does the rendering of an opinion guarantee the outcome of any legal dispute that may arise out of the transaction. No ruling has been sought from the Service with respect to the matters addressed in the opinion of Bond Counsel and Bond Counsel's opinion is not binding on the Service. Bond Counsel assumes no obligation to update its opinion after the issue date to reflect any further action, fact or circumstance, or change in law or interpretation, or otherwise. In addition, the enforceability of the rights and remedies of owners of the Bonds may be subject to limitation as set forth in the Bond Counsel's opinion. The opinion will state, in part, that the obligation of the City with respect to the Bonds may be subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted to the extent constitutionally applicable, and to the exercise of judicial discretion in appropriate cases. ALL POTENTIAL PURCHASERS OF THE BONDS SHOULD CONSULT WITH THEIR TAX ADVISORS WITH RESPECT TO FEDERAL, STATE AND LOCAL TAX CONSEQUENCES OF OWNERSHIP OF THE BONDS (INCLUDING BUT NOT LIMITED TO THOSE LISTED ABOVE). MUNICIPAL ADVISOR The Issuer has retained Independent Public Advisors, LLC as Municipal Advisor (the "Municipal Advisor") in connection with the preparation of the issuance of the Bonds. The Municipal Advisor assisted in the preparation of Appendix A hereto and in other matters relating to the planning, structuring and issuance of the Bonds. In assisting with the preparation of the Appendix A, the Municipal Advisor has relied on government officials, and other sources to provide accurate information for disclosure purposes. The Municipal Advisor is not obligated to undertake, and has not undertaken, an independent verification of the accuracy, completeness, or fairness of the information contained in the Official Statement. The Municipal Advisor is an independent advisory firm and is not engaged in the business of underwriting, trading or distributing municipal securities or other public securities. CONTINUING DISCLOSURE In order to assist bidders in complying with paragraph (b)(5) of the Rule, the City will undertake, pursuant to the resolution for the Bonds and the Continuing Disclosure Certificate for the Bonds, to provide certain annual financial information and notices of the occurrence of certain material events. A description of these undertakings is set forth in APPENDIX D of this Official Statement. The City will deliver the Continuing Disclosure Certificate at closing, and any failure on the part of the City to deliver the same shall relieve the Purchaser of its obligation to purchase the Bonds. 10 Within the last five years, the Issuer did not timely file audited financial statements (or operating data due to the fact that all operating data is contained within the audited financial statements) for the fiscal year ending June 30, 2018 due to an inadvertent uploading error, and did not properly link its audited financial statements or operating data for fiscal years ending June 30, 2016 and June 30, 2017 to bonds issued in 2016 or 2017. The Issuer filed a notice of failure to file in both instances (but did not file such notices timely) and did not file unaudited financial statements since the audited financial statements were filed. In addition, certain Assessed Valuation operating data may not be in the same format as the original Official Statements for certain filing years. For certain fiscal years, ahead of the audit filing deadline the Issuer filed unaudited financial statements which contained financial information as found in the audit, but which may not be in a format similar to the audit, and may not have included a notice that the audits would be filed when available. The audits were subsequently filed but may not have been filed immediately after they became available. SALE AT COMPETITIVE BIDDING The Bonds were offered for sale by the City at a public, competitive sale on July 19, 2021. The best bid submitted at the sale was submitted by (the "Underwriter"). The City awarded the contract for sale of the Bonds to the Underwriter at a price of $ (reflecting the par amount of $ plus a reoffering premium of $ and less an Underwriter's discount of $). AUDITED FINANCIAL STATEMENTS Audited financial statements of the Issuer are included in the Comprehensive Annual Financial Report in "APPENDIX D" to this Official Statement and have been prepared by Eide Bailly LLP to the extent and for the periods indicated in their report thereon. Such financial statements have been included herein without permission of said office, and said office expresses no opinion with respect to the Bonds or the Official Statement. The inclusion of the certain financial information and the 2020 Audit in this Official Statement in and of itself is not intended to demonstrate the fiscal condition of the City since the date of the 2020 Audit. Questions or inquiries relating to financial information of the City since the date of the 2020 Audit should be directed to the City. CERTIFICATION The City has authorized the distribution of this Official Statement for use in connection with the initial sale of the Bonds. I have reviewed the information contained within the Official Statement prepared on behalf of the City of Dubuque, Iowa, and said Official Statement does not contain any material misstatements of fact nor omission of any material fact regarding the issuance of $3,720,000* Water Revenue Refunding Bonds, Series 2021C. *Preliminary; subject to change. 17 CITY OF DUBUQUE, IOWA /s/ Jenny Larson, Director of Finance & Budget DESCRIPTION OF THE MUNICIPAL WATERWORKS SYSTEM THE WATERWORKS SYSTEM The City provides water service to all developed portions of the City within the corporate limits and to several subdivisions outside of the corporate limits. The City Council has complete authority to establish rates and charges for water service. Management of the Municipal Water System, Dubuque Water Works, is under the direction of the City Manager and is supported by a professional staff. Raw water is drawn from four deep wells (total capacity of 6 million gallons per day (MGD) and five shallow wells (total capacity of 12 MGD) and is pumped to the Eagle Point Water Plant at 1902 Hawthorne Street. The treatment process (rated total capacity of 13.1 MGD) consist of the following steps: aeration, lime softening of the water down to 100 mg/1 hardness (as CaCO3), recarbonation, sand filtration, chlorination, and fluoridation. The treated water is then introduced into the distribution system from two underground reservoirs (1.75 million gallon storage capacity) at the necessary rate, quality, and pressure levels to meet the needs of the City. The distribution storage system consists of four elevated tanks, four stand pipes, and one underground reservoir (total storage capacity of 17.85 million gallons) and eight pump stations (total pumping capacity 11.7 MGD). This activity is located at the Eagle Point Water Plant and is staffed by a Department Manager and 9 operation and maintenance employees. IEi RATES AND CHARGES Ordinance No.6-21 effective July 1, 2011, establishes rates to be charged for water for residential, commercial, industrial and all other uses and purposes by any person, firm or corporation within the City shall be based on units of one -hundred cubic feet (748 gallons) or per gallon as follows: Monthly Consumption Charge per (in Gallons) Gallon First 22,440 $0.00527 Next 89,760 $0.00432 Next 261,800 $0.00403 Next 374,000 $0.00355 Next 748,000 $0.00311 Rates shall be subject to the following minimum monthly charge according to the size of the meter: Meter Size Inches Monthly Consumption (In Gallons) Minimum Chat 5/8 1,496 $7.88 3/4 3,740 19.71 1 5,984 31.54 1 1 /2 19,448 102.49 2 34,408 169.96 3 79,288 363.84 4 125,664 560.28 6 275,264 1,163.17 8 467,500 1,893.00 A property owner shall pay a $50.00 disconnect fee for water service that is disconnected by the city for a meter not in service. When a tenant account is subject to disconnection due to delinquency, the tenant shall pay the $50.00 disconnect fee. A $7.21 minimum monthly charge shall be assessed for meters not in service. NUMBER OF WATER CUSTOMERS Number of Water Fiscal Year Customers 2015/16 23,317 2016/17 23,780 2017/18 22,715 2018/19 22,898 2019/20 24,034 19 LARGER WATER CUSTOMERS (FY 2019/20) Percent of Total Customer Charges Water Charges Rousselot Inc. $390,478 3.50% Prairie Farms Dairy Inc 218,443 1.96% Hormel Foods Corporation* 163,328 1.46% Hormel Foods Corporation* 157,032 1.41% Alpine Park Community 47,996 0.43% Finely Hospital 47,717 0.43% Stonehill Nursing Home 45,411 0.41% Yes Companies Exp Fred, LLC 41,322 0.37% APC, Inc. 40,960 0.37% Georgia Pacific 38,867 0.35% Total Larger Customer Charges: $1,191,554 10.69% Total Water System Charges: $11,168,595 WATER SALES Fiscal Year Total Gallons Total Water Revenue 2015/16 1,883,797,577 $8,159,240 2016/17 1,844,997,668 8,248,796 2017/18 1,632,426,374 8,525,072 2018/19 1,750,735,443 8,636,521 2019/20 1,738,198,948 8,958,162 PQ HISTORICAL CASH FLOW & ANTICIPATED DEBT COVERAGE The following table presents the System's revenues and expenditures for Fiscal Year 2017-18 through Fiscal Year 2019- 20 based on the City's Audited Financial Statements. In addition, the table provides a pro forma of theSystem's anticipated operating revenues and expenditures for Fiscal Year 2020-21 and Fiscal Year 2021-22. Projected performance cannot be guaranteed. The System's historical and anticipated debt service coverage ratios are as follows: --Audited Financial Statements -- Unaudited/ Projected Budget2 FY 2017-18 FY 2018-19 FY 2019-20 FY 2020-21 FY 2021-22 OPERATING REVENUES Usage Charges $8,860,063 $8,894,841 $9,223,000 $8,589,722 $9,299,359 Other Revenue 46,073 64,182 49,979 452,661 378,848 Total Operating Revenues $8,906,136 $8,959,023 $9,272,979 $9,042,383 $9,678,207 OPERATING EXPENSES Employee Expense $2,533,836 $2,614,288 $2,943,258 $2,887,353 $2,973,839 Utilities 690,346 728,946 827,417 813,718 875,835 Repairs and Maintenance 165,481 226,070 207,802 351,733 282,490 Supplies and Services 1,511,896 2,080,976 1,533,566 2,601,086 2,179,893 Insurance 87,468 76,090 87,170 85,805 101,062 Depreciation 1,404,937 1,313,288 1,212,928 0 0 Total Operating Expense $6,393,964 $7,039,658 $6,812,141 $6,739,695 $6,413,119 NET OPERATING REV $2,512,172 $1,919,365 $2,460,838 $2,302,688 $3,265,088 Add Depreciation 1,404,937 1,313,288 1,212,928 0 0 Investment Earnings 55,989 201,464 224,393 74,254 75,000 Net Revenues for Debt Service $3,973,098 $3,434,117 $3,898,159 $2,376,942 $3,340,087 Revenue Debt Service 777,000 850,000 1,420,000 1,686,000 1,699,000 Coverage 5.11 4.04 2.75 1 1.41 1.97 1 Accrual basis. 2 Cash basis. 21 WATER SYSTEM REVENUE DEBT Water System Revenue Debt (Includes the Bonds, Excludes the Refunded Bonds) The City has revenue debt payable solely from the net water revenues of the City's water system: Date Original Final of Issue Amount Purpose Maturity 10/07 $915,000 Water Improvements (SRF) 06/28 11/08D 1,195,000 Water Improvements 06/213 02/10 7,676,000 Water Improvements (SRF) 06/31 09/10D 5,700,000 Water Improvements 06/213 07/17 10,198,000 Water Improvements (SRF) 06/37 8/19 4,400,000 Water Improvements (SRF) 06/40 08/21 3,720,000 Water Refunding 06/30 Total Principal Outstanding As of 07/01/21 $387,000 0 1,838,000 0 9,161,000 4,219,000 3,720,000 $19,325,000 Water System Revenue Fiscal Year Debt Service Payments (Includes the Bonds, Excludes the Refunded Bonds) Current Outstanding Debt The Bonds Total Outstanding Debt Debt Debt Debt Year Principal Service Principal Service Principal Service 2022 $894,500 $1,196,300 $375,000 $411,143 $1,269,500 $1,607,443 2023 904,500 1,198,710 395,000 438,327 1,299,500 1,637,037 2024 925,000 1,201,120 405,000 445,207 1,330,000 1,646,327 2025 946,500 1,204,120 405,000 441,562 1,351,500 1,645,682 2026 968,000 1,206,690 410,000 442,390 1,378,000 1,649,080 2027 991,000 1,210,330 420,000 447,675 1,411,000 1,658,005 2028 1,014,000 1,213,510 425,000 447,341 1,439,000 1,660,851 2029 974,500 1,153,730 435,000 450,584 1,409,500 1,604,314 2030 996,000 1,155,740 450,000 458,145 1,446,000 1,613,885 2031 1,019,000 1,158,820 1,019,000 1,158,820 2032 823,000 942,440 823,000 942,440 2033 840,000 942,980 840,000 942,980 2034 857,000 943,180 857,000 943,180 2035 874,000 943,040 874,000 943,040 2036 892,000 943,560 892,000 943,560 2037 910,000 943,720 910,000 943,720 2038 253,000 268,520 253,000 268,520 2039 259,000 269,460 259,000 269,460 2040 264,000 269,280 264,000 269,280 Total $15,605,000 $18,365,25 $3,720,000 $3,982,374 $19,325,000 $22,347,624 3 The maturities after 2021 are being refunded by the Bonds. 22 '> Includes IFA servicing fees. 23 APPENDIX A: INFORMATION ABOUT THE ISSUER APPENDIX A - INFORMATION ABOUT THE ISSUER CITY OF DUBUQUE, IOWA CITY HALL 50 W. 13' Street Dubuque, IA 52001 Telephone 563-589-4100 MAYOR AND CITY COUNCIL Roy D. Buol, Mayor................................................................. Term Expires 2021 Ric W. Jones, At Large............................................................ Term Expires 2021 David T. Resnick, At Large ..................................................... Term Expires 2023 Susan R, Farber, Ward I ........................................................ Term Expires 2021 Laura J. Roussell, Ward 2....................................................... Term Expires 2023 Danny C. Sprank Ward 3........................................................ Term Expires 2021 Brad M. Cavanagh Ward 4..................................................... Term Expires 2023 ADMINISTRATION Michael C. Van Milligen................................................................ City Manager Cori Burbach................................................................... Assistant City Manager Jenny Larson........................................................ Director of Finance & Budget Adrienne Breitfelder............................................................................ City Clerk FINANCE TEAM Crenna Brumwell, Dubuque, Iowa............................................................. City Attorney Ahlers & Cooney, P.C., Des Moines, Iowa ................................................ Bond Counsel Ahlers & Cooney, P.C., Des Moines, Iowa ....................................... Disclosure Counsel Independent Public Advisors, LLC West Des Moines, Iowa ...........Municipal Advisor PROPERTY VALUES IOWA PROPERTY VALUATIONS In compliance with Section 441.21 of the Code of Iowa, the State Director of Revenue annually directs all County Auditors to apply prescribed statutory percentages to the assessments of certain categories of real property. The assessments finalized as of January 1 of each year are applied to the following fiscal year. The 2020 final Actual Values were adjusted by the Dubuque County Auditor. The reduced values, determined after the application of rollback percentages, are the Taxable Values subject to tax levy. For assessment year 2020, the Taxable Value rollback rate was 56.4094% of Actual Value for residential property; 84.0305% of Actual Value for agricultural property; 90% of Actual Value for commercial, industrial, and railroad property, 67.5000% of Actual Value for multiresidential property, and 98.5489% of Actual Value for utility property. The Legislature's intent has been to limit the growth of statewide taxable valuations for most classes of property to 3% annually; utility taxable valuation growth is limited to 8%. Political subdivisions whose taxable values are thus reduced or are unusually low in growth are allowed to appeal the valuations to the State Appeal Board, in order to continue to fund present services. VALUATIONS 1/1/2020 VALUATIONS4 100% Taxable Value Actual Value (With Rollback) Residential $2,883,700,162 $1,603,445,974 Commercial 877,949,735 763,464,209 Industrial 90,060,981 77,675,463 Multi -residential 199,518,934 128,814,495 Railroad 4,022,947 3,620,652 Utilities w/o Gas & Electric 4,117,584 4,057,834 Other 0 0 Gross valuation $4,059,370,343 $2,581,078,627 Less military exemption (4,115,144) (4,115,144) Net valuation $4,055,255,199 $2,576,963,483 TIF increment (used to compute debt service levies and constitutional debt limit) $404,061,757 $400,278,958 Taxed separately Ag. Land & Buildings $3,947,871Erro 3,317,146 r! Bookmark not defined. Utilities — Gas & Electric 369,056,843 $69,267,366 Source: Iowa Department of Management 4 For taxes payable July 1, 2021 through June 30, 2022. GROSS TAXABLE VALUATION BY CLASS OF PROPERW Residential Multiresidential Commercial, Industrial, Other, Railroad & Utility Utilities — Gas & Electric Total Gross Taxable Valuation Source: Iowa Department of Management TREND OF VALUATIONS l/l/2020 Assessment Year Taxable Percent Valuation Total $1,603,445,974 60.499% 128,814,495 4.860% 848,818,158 32.027% 69.267.366 2.614% $2,650,345,993 100.00% The 100% Actual Valuations, before rollback and after reduction of military exemption, include Ag. Land, Ag. Buildings, TIF Increment, and Gas & Electric Utilities. The Net Taxable Valuations, with the rollback and after the reduction of military exemption, include Gas & Electric Utilities, but exclude Ag. Land, Ag Buildings, and Taxable TIF Increment. Iowa cities certify operating levies against Net Taxable Valuation excluding the Taxable TIF Increment and debt service levies are certified against Net Taxable Valuations including the Taxable TIF Increment. Net Taxable Assessment Payable 100% Valuation Taxable Year Fiscal Year Actual Valuation (With Rollback) TIF Increment 2016 2017-18 $4,187,371,261 $2,371,609,335 $388,130,735 2017 2018-19 4,430,255,110 2,499,017,299 334,881,153 2018 2019-20 4,553,229,486 2,542,043,245 353,396,716 2019 2020-21 4,785,964,957 2,579,355,511 405,604,502 2020 2021-22 4,832,321,670 2,646,230,849 400,278,950 Source: Iowa Department of Management 5 Before military exemption, and exclusive of taxable TIF increment. LARGER TAXPAYERS Property/ l/l/2020 Taxpayer Business Type Taxable Valuation Peninsula Gaming Company LLC Commercial $275,798,346 Interstate Power & Light CO Utility 63,778,569 Kennedy Mall Inc Commercial 60,378,171 Progressive Processing LLC Industrial 38,960,029 GRTD Investments LLC Commercial 25,380,320 Mar Holdings LLC Commercial 25,165,912 Walter Development LLC Commercial 25,122,533 Black Hills Energy Corp Utility 21,343,408 Nordstrom Real Estate Holdings, INC Commercial 14,800,000 City of Dubuque Commercial 14,792,460 Source: Dubuque County Iowa Auditor's Office. Effort has been made to seek out and report the larger taxpayers. However, many of the taxpayers listed contain multiple parcels and it is possible that some parcels and their valuations have been overlooked. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] INDEBTEDNESS DEBT LIMIT Article XI, Section 3 of the State of Iowa Constitution limits the amount of debt outstanding at any time of any county, municipality or other political subdivision to no more than 5% of the actual value of all taxable property within the corporate limits, as taken from the last state and county tax list. The debt limit for the City, based on its 2020 Actual Valuation (effective July 1, 2021) is as follows: Actual Valuation of Property Less: Military Exemption Net Valuation Constitutional Debt Percentage Constitutional Debt Limit Less: Applicable General Obligation Debt Less: Urban Renewal Debt Less: Rebate Agreements Less: Other Obligations Less: Annual Appropriation' Constitutional Debt Margin 1/1/2020 Assessment Year $4,836,468,063 (4,115,144) $4,832,352,919 5.00% $241,617,646 (80,025,000) (18,395,000) (6,107,583) (6,051,627) (1,474,469) $129,563,967 [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] ' Amount appropriated for the $22,138,000 General Obligation Annual Appropriation Refunding Capital Loan Notes, Series 2021 to be abated by sales tax increment. DIRECT DEBT First Lien General Obligation Debt (Includes the Bonds, Excludes the Refunded Bonds) Principal Date Original Final Outstanding of Issue Amount Purpose Maturi As of 07/01/21 04/16A $2,830,000 Corporate Purpose 06/35 $2,175,000 04/16B 10,920,000 Refunding 06/28 3,570,000 04/16C 4,145,000 Corporate Purpose 06/35 3,230,000 04/17A 8,495,000 Refunding 06/30 3,650,000 04/17B 9745,000 Urban Renewal Refunding 06/30 7,000,000 04/17C 2,120,000 Taxable Urban Renewal Refunding 06/30 1,605,000 04/18A 4,950,000 Corporate Purpose & Refunding 06/31 3,960,000 04/18B 1,005,000 Taxable Refunding 06/26 665,000 06/19A 2,295,000 Corporate Purpose 06/39 2,240,000 06/19B 860,000 Taxable Corporate Purpose 06/27 650,000 07/19C 4,435,000 Refunding 06/32 3,560,000 06/21A 27,995,000 Corporate Purpose & Refunding 06/41 27,995,000 06/21B 12,535,000 Taxable Corporate Purpose & Refunding 06/36 12,535,000 Total $72,835,000 Second Lien Sales Tax Increment General Obligation Debt Principal Date Original Final Outstanding of Issue Amount Purpose Maturitv As of 07/01/21 06/14 $7,190,000 Flood Mitigation 06/29 $7,190,000 Total General Obligation Debt Subject to Debt Limit: $80,0 25,000 Urban Renewal Revenue Debt Principal Date Original Final Outstanding of Issue Amount Purpose Maturi As of 07/01/21 10/07 $23,025,000 Port of Dubuque Parking Ramp 06/37 $18,395,000 OTHER DEBT The City has debt payable solely from the net water revenues of the City's water system as follows: Water Revenue Debt (Excludes the Refunded Bonds, Includes the Bonds) Principal Date Original Final Outstanding of Issue Amount Purpose Maturi As of 07/01/21 10/07 $915,000 Water Improvements (SRF) 06/28 $387,000 02/10 7,676,000 Water Improvements (SRF) 06/31 1,838,000 07/17 10,198,000 Water Improvements (SRF) 06/37 9,161,000 08/19 4,400,000 Water Improvements (SRF) 06/40 4,219,000 08/21 3,720,000 Water Refunding 06/30 3,720,000 Total $19,325,000 The City has debt payable solely from the net sewer revenues of the City's sewer system as follows: Sewer Revenue Debt Principal Date Original Final Outstanding of Issue Amount Purpose Maturi As of 07/01/21 01/09 $1,847,000 Sewer & Storm Improvements 06/28 $778,000 01/10 $912,000 Sewer Improvements (SRF) 06/30 483,000 08/10 74,285,000 Sewer Improvements (SRF) 06/29 55,423,000 04/13 3,048,000 Sewer Improvements (SRF) 06/33 1,972,000 05/13 3,058,000 Sewer Improvements (SRF) 06/31 1,837,000 03/19 2,763,000 Sewer Improvements (SRF) 06/38 2,400,907 Total $62,893,907 The City has debt payable solely from the net sewer revenues of the City's stormwater system as follows: Stormwater Revenue Debt Principal Date Original Final Outstanding of Issue Amount Purpose Maturi As of 07/01/21 01/10 800,000 Stormwater Improvements (SRF) 06/30 $423,000 10/10 7,850,000 Stormwater Improvements (SRF) 06/41 6,013,000 02/14 1,029,000 Stormwater Improvements (SRF) 06/33 217,000 04/19 16,382,000 Stormwater Improvements (SRF) 06/40 13,313,332'- Total $19,966,332 Amount drawn as of April 6, 2021 THE CITY CITY GOVERNMENT The City has been governed by a Council -Manager -Ward form of government since 1920. Policy is established by a Mayor and six council members, the mayor and two of the council members being elected at large and four members elected from wards. City Council members hold four-year staggered terms. The City Clerk, City Manager and City Attorney are appointed by the City Council. LEASE REVENUE The City of Dubuque leases riverfront property, airport property (hangars and terminal space), farmland, parking areas, space for antennas on top of water towers, and concession areas under operating leases. The most significant lease is the lease of the greyhound racing and gambling facility and related parking area to the Dubuque Racing Association (DRA). The City's cost of the leased DRA assets total $10,144,771. The carrying amount of the assets at June 30, 2020 is $5,872,087, with $142,423 of depreciation expense during the year ended June 30, 2020. The DRA lease amount is based on the association's gross gambling receipts. During the year ended June 30, 2020, the DRA lease generated $3,961,996 in lease revenue. Lease payments from DRA are expected to decrease in future years, due to declining gaming revenues at the leased facility. See the audited financial statements attached as Appendix C for further information. EMPLOYEES, PENSIONS AND OPEB The City has 590 full and 73.64 full time equivalent part-time employees and 55.80 full time equivalent seasonal employees, including a police force of 112 sworn personnel and a fire department of 91 fire fighters. Of the City's 809 employees, 572 are currently enrolled in the Iowa Public Employees Retirement System (the "IPERS") pension plan administered by the State of Iowa and 190 are currently enrolled in the Municipal Fire and Police Retirement System of Iowa (the "MFPRSI"), a benefit plan administered by a Board of Trustees. See note 10 of the audited financial statements attached as Appendix C for further information on OPEB obligations, and note 11 for further information on pensions. UNION CONTRACTS City employees are represented by the following bargaining units: Bargaining Unit Teamsters Local Union No 120' Teamsters Local Union No 120 Bus Operators8 Dubuque Professional Firefighters Association Dubuque Police Protective Association International Union of Operating Engineers No. 2348 Unit Members Contract Expiration Date 111 June 30, 2022 50 June 30, 2022 76 June 30, 2023 79 June 30, 2024 59 June 30, 2024 a This is a 5-year agreement with a 2% increase in wages for Fiscal Year 2018; a 1.5% increase in wages for Fiscal Years 2019, 2020 and 2021; and a 1.75% increase in wages for Fiscal Year 2022. GENERAL INFORMATION LOCATION AND TRANSPORTATION The City is located in northeast Iowa and serves as the county seat for Dubuque County. The City, with a 2010 Census population of 57,532, has a land area of 31.758 square miles. Annexation activity in recent years has been voluntary with over 227 acres annexed in the past five years. The City lies at the intersection of Highways 61/151 and 20. The City is located approximately 22 miles southwest of Platteville, Wisconsin; 92 miles southwest of Madison, Wisconsin; 84 miles northeast of Iowa City, Iowa; 65 miles north of the Quad Cities (Rock Island and Moline, Illinois and Bettendorf and Davenport, Iowa); 175 miles west of Chicago, Illinois and 185 miles northeast of Des Moines. Dubuque Regional Airport provides jet service to Chicago via American Airlines. Railroad service to the City is provided by the Iowa, Chicago & Eastern Railroad Corp, Canadian National/Illinois Central, and Burlington Northern Santa Fe Railroad Company (BNSF), as well as bus service being provided by Greyhound and Burlington Trailways. BUILDING PERMITS9 City officials report the following construction activity as of February 28, 2021. Permits for the City are reported on a fiscal year basis. Fiscal Year Simon le Multi -Family Commercial Total Permits Total Valuation 2016-17 64 3 18 1,472 115,177,160 2017-18 72 0 14 1,402 143,139,314 2018-19 44 0 11 966 118,275,292 2019-20 55 2 10 1,280 101,491,738 2020-21 24 2 9 779 45,180,406 US CENSUS DATA 1980 US Census 62,374 1990 US Census 57,546 2000 US Census 57,686 2010 US Census 57,532 Source: U.S. Census Bureau website. 9 Totals include new construction totals only for single family, multi -family, commercial/industrial, roofing, siding, decks, and other miscellaneous residential and commercial permits. UNEMPLOYMENT RATES Calendar Year City of Dubuque State Average Dubuquel0 County'0 of Iowa11 2016 3.5% 3.6% 3.7% 2017 3.1 % 3.0% 3.1 % 2018 2.4% 2.4% 2.5% 2019 2.7% 2.7% 2.8% 2020 6.6% 5.9% 5.3% Source: Iowa Workforce Development Center. Figures represent calendar year averages, and will differ from fiscal year-end data reported in Table 18 of the Comprehensive Annual Financial Report for the year ended June 30, 2020. EDUCATION Public education to the City is provided by the Dubuque Community School District, with certified enrollment for the 2020-2021 school year of 10,310. The Dubuque School District has two high schools, an alternative high school, three middle schools and thirteen elementary schools. The Archdiocese of Dubuque operates four Catholic elementary facilities, one middle school and one high school within the City. Higher education opportunities within the County include Loras College, Clarke University, University of Dubuque, and Northeast Iowa Community College, with local facilities in downtown Dubuque and Peosta (15 minutes west of Dubuque on Highway 20). FINANCIAL STATEMENTS The City's COMPREHENSIVE ANNUAL FINANCIAL REPORT for the fiscal year ended June 30, 2020 is reproduced in Appendix C. The City's certified public accountant has not consented to the distribution of the audited financial statements and has not undertaken added review of their presentation. Copies of the City's prior Comprehensive Annual Financial Report may be obtained from the City's Municipal Advisor, Independent Public Advisors, LLC. to Not seasonally adjusted. 11 Seasonally adjusted. APPENDIX B: FORM OF LEGAL OPINION Ahlers & Cooney, P.C. Attorneys at Law A H L E R 5 C❑❑ N E Y 100 Court Avenue, Suite 600 A T T 0 R N E Y 5 Des Moines, Iowa 50309-2231 Phone: 515-243-7611 Fax: 515-243-2149 www.ahlerslaw.com DRAFT We hereby certify that we have examined a certified transcript of the proceedings of the City Council and acts of administrative officers of the City of Dubuque, State of Iowa (the "Issuer"), relating to the issuance of Water Revenue Refunding Bonds, Series 2021C, by said City, dated August 18, 2021 *, in the denomination of $5,000 or multiples thereof, in the aggregate amount of $ (the 'Bonds"). We have examined the law and such certified proceedings and other papers as we deem necessary to render this opinion as bond counsel. As to questions of fact material to our opinion, we have relied upon representations of the Issuer contained in the resolution authorizing issuance of the Bonds (the "Resolution") and in the certified proceedings and other certifications of public officials furnished to us, without undertaking to verify the same by independent investigation. Based on our examination and in reliance upon the certified proceedings and other certifications described above, we are of the opinion, under existing law, as follows: 1. The Issuer is duly created and validly existing as a body corporate and politic and political subdivision of the State of Iowa with the corporate power to adopt and perform the Resolution and issue the Bonds. 2. The Resolution has been duly adopted by the Issuer and constitutes a valid and binding obligation of the Issuer enforceable upon the Issuer. The Resolution creates a valid lien on the Net Revenues of the Municipal Water System pledged by the Resolution for the security of the Bonds. The lien of the Bonds ranks on a parity as to the pledge of Net Revenues with respect to other Outstanding Obligations and Additional Obligations. The right to issue Additional Obligations is reserved upon conditions set forth in the Resolution. 3. The Bonds have been duly authorized, issued and delivered by the Issuer and are valid and binding special obligations of the Issuer, payable solely from the sources provided therefor in the Resolution. 4. Interest on the Bonds is excludable from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax. The opinion set forth in the preceding sentence is subject to the condition that the Issuer comply with all requirements of the Internal Revenue Code of 1986, as amended, that must be satisfied subsequent to the issuance of the Bonds in order that the interest thereon be, and continue to be, excludable from gross income for federal income tax purposes. The Issuer has covenanted to comply with all such requirements. Failure to comply with certain of such Wishard & Baily — 1888, Guernsey & Baily —1893, Baily & Stipp — 1901, Stipp, Perry, Bannister & Starzinger— 1914, Bannister, Carpenter, Ahlers & Cooney — 1950, Ahlers, Cooney, Dorweiler, Allbee, Haynie & Smith — 1974, Ahlers, Cooney, Dorweiler, Haynie, Smith & Allbee, P.C. — 1990 DRAFT City of Dubuque, State of Iowa E11 Page 2 Water Revenue Refunding Bonds, Series 2021C requirements may cause interest on the Bonds to be included in gross income for federal income tax purposes retroactively to the date of issuance of the Bonds. We express no opinion regarding the accuracy, adequacy, or completeness of the Official Statement or other offering material relating to the Bonds. Further, we express no opinion regarding tax consequences arising with respect to the Bonds other than as expressly set forth herein. The rights of the owners of the Bonds and the enforceability of the Bonds are limited by bankruptcy, insolvency, reorganization, moratorium, and other similar laws affecting creditors' rights generally, and by equitable principles, whether considered at law or in equity. This opinion is given as of the date hereof, and we assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that may hereafter come to our attention, or any changes in law that may hereafter occur. Respectfully submitted, 01905512-1\10422-215 APPENDIX C: JUNE 30, 2020 COMPREHENSIVE ANNUAL FINANCIAL REPORT I mw .C_E1 . d %lk #IrnadLibuquer Zk" AL Comprehensive Annual Financial Report For The Fiscal Year Ended June 30, 2020 City of Dubuque, Iowa Prepared by: Department of Finance THIS PAGE IS INTENTIONALLY LEFT BLANK Introductory Section June 30, 2020 City of Dubuque, Iowa THIS PAGE IS INTENTIONALLY LEFT BLANK CITY OF DUBUQUE, IOWA TABLE OF CONTENTS Exhibit Pale INTRODUCTORY SECTION Table of Contents 1-2 Letter of Transmittal 3-11 City Organizational Chart 13 Officials 14 Certificate of Achievement for Excellence in Financial Reporing 15 FINANCIAL SECTION Independent Auditor's Report 19-21 Management's Discussion and Analysis 23-32 Basic Financial Statements Government -wide Financial Statements Statement of Net Position 1 34-35 Statement of Activities 2 36 Fund Financial Statements Balance Sheet — Governmental Funds 3 38-39 Reconciliation of the Governmental Funds Balance Sheet to the Statement of Net Position 3-1 41 Statement of Revenues, Expenditures, and Changes in Fund Balances — Governmental Funds 4 42-43 Reconciliation of the Governmental Funds Statement of Revenues, Expenditures, and Changes in Fund Balances to the Statement of Activities 4-1 45 Statement of Net Position — Proprietary Funds 5 46-49 Statement of Revenues, Expenses, and Changes in Fund Net Position — Proprietary Funds 6 50-51 Statement of Cash Flows — Proprietary Funds 7 52-55 Statement of Fiduciary Assets and Liabilities — Agency Funds 8 56 Notes to Financial Statements 57-113 Required Supplementary Information Schedule of Receipts, Expenditures, and Changes in Balances — Budget and Actual (Budgetary Basis) — Governmental Funds and Enterprise Funds 116 Note to Required Supplementary Information — Budgetary Reporting 117 Schedule of the City's Proportionate Share of Net Pension Liability — Iowa Employees' Retirement System 118 Schedule of City's Contribution — Iowa Employees' Retirement System 119 Notes to Required Supplementary Information — Net Pension Liability IPERS 120 Schedule of the City's Proportionate Share of Net Pension Liability — Municipal Fire and Police Retirement System of Iowa 121 Schedule of City's Contributions — Municipal Fire and Police Retirement System of Iowa 122 Notes to Required Supplementary Information — Net Pension Liability MFPRSI 123 Schedule of Changed in Total OPEB Liability, Realted Ratios and Notes 124 Supplementary Information Combining Fund Statements Combining Balance Sheet — Nonmajor Governmental Funds A-1 128-130 Combining Statement of Revenues, Expenditures, and Changes in Fund Balances — Nonmajor Governmental Funds A-2 132-134 Combining Statement of Net Position — Nonmajor Enterprise Funds B-1 136 Combining Statement of Revenues, Expenses, and Changes in Fund Net Position — Nonmajor Enterprise Funds B-2 137 CITY OF DUBUQUE, IOWA TABLE OF CONTENTS FINANCIAL SECTION (continued) Exhibit Page Combining Statement of Cash Flows — Nonmajor Enterprise Funds B-3 138-139 Combining Statement of Net Position — Internal Service Funds C-1 142-143 Combining Statement of Revenues, Expenses, and Changes in Fund Net Position (Deficit) — Internal Service Funds C-2 144-145 Combining Statement of Cash Flows — Internal Service Funds C-3 146-147 Combining Statement of Changes in Assets and Liabilities — Agency Funds D-1 150 STATISTICAL SECTION (Unaudited) Table Pate Statistical Section Contents 153 Financial Trends Net Position by Component 1 154-155 Changes in Net Position 2 156-159 Fund Balances of Governmental Funds 3 160-161 Changes in Fund Balances of Governmental Funds 4 162-163 Revenue Capacity Taxable and Assessed Value of Property 5 164 Property Tax Rates — Direct and Overlapping Governments 6 165 Principal Property Taxpayers 7 166 Property Tax Levies and Collections 8 167 Debt Capacity Ratios of Outstanding Debt by Type 9 168-169 Ratios of General Bonded Debt Outstanding 10 170 Direct and Overlapping Governmental Activities Debt 11 171 Legal Debt Margin Information 12 172-173 Revenue Debt Coverage 13 174 Water and Sewer Receipt History 14 175 Water Meters by Rate Class 15 176 Largest Water and Sewer Customers 16 177 Sales Tax Increment Actual Receipts and Cumulative Sales Tax Balance Remaining 17 178 Demographic and Economic Information Demographic and Economic Statistics 18 179 Principal Employers 19 181 Operating Information Full -Time Equivalent City Government Employees by Function/Department 20 182-183 Operating Indicators by Function/Program 21 184-185 Capital Asset Statistics by Function 22 186-187 Retail 23 188 COMPLIANCE SECTION Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards 191-192 Independent Auditor's Report on Compliance with Requirements for Each Major Program and on Internal Control Over Compliance Required by The Uniform Guidance 193-194 Schedule of Expenditures of Federal Awards 195-197 Notes to the Schedule of Expenditures of Federal Awards 198 Schedule of Findings and Questioned Costs 199-202 THE CITY OF DUB TE Masterpiece on the Mississippi January 15, 2021 Dubuque Finance Department 50 West IPStreet Dubuque, Iowa 52001-4805 All-AmericaCiq Office (563) 589-4133 1 1 Fax (563) 690-6689 I I I I TTY (563) 690-6678 finance@cityofdubuque.org 2007-2012.2013 2017 * 2019 www.cityofdubuque.org Honorable Mayor, City Council Members, and Citizens of the City of Dubuque: The City of Dubuque, Iowa, pursuant to the requirements set forth by state and federal regulations, hereby submits the Comprehensive Annual Financial Report (CAFR) for the fiscal year ended June 30, 2020. Responsibility for both the accuracy of the data and the completeness and fairness of the presentation, including all disclosures, rests with the City. Understanding the cost of internal controls should not exceed anticipated benefits, the objective is to provide reasonable, rather than absolute, assurance that the financial statements are free of any material misstatements. To the best of our knowledge and belief, the enclosed data is accurate in all material respects, and is reported in a manner designed to present fairly the financial position and results of operations of the various funds and activities of the City. All disclosures necessary to enable the reader to gain an understanding of the City's financial operations have been included. The Code of Iowa requires an annual audit by independent certified public accountants or the State Auditor. The accounting firm of Eide Bailly LLP conducted the audit for fiscal year 2020. In addition to meeting the requirements set forth in state statutes, the audit also was designed to meet the requirements of an annual single audit in conformity with the provisions of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirement, Cost Principals, and Audit Requirements for Federal Awards (Uniform Guidance). Information related to this single audit, including the Schedule of Expenditures of Federal Awards, findings, recommendations, and the auditor's report on internal control over financial reporting and compliance with requirements applicable to laws, regulations, contracts, and grants, are included in the Compliance Section of this report. The independent auditors' report is included in the Financial Section of this report. The City provides a full range of services including: police and fire protection; sanitation services; the construction and maintenance of roads, streets, and infrastructure; inspection and licensing functions; maintenance of grounds and buildings; regional airport; library; recreational activities; and cultural events. In addition to general government activities, the municipality owns and operates enterprises for a water system, water resource and recovery center (wastewater treatment), stormwater system, parking facilities, refuse collection, road salt and public transportation. This report includes all funds of the City of Dubuque, as well as its component units. Component units are legally separate entities for which the City is financially accountable. This report includes the Dubuque Metropolitan Area Solid Waste Agency (DMASWA), Dubuque Initiatives and Subsidiaries, and Dubuque Convention and Visitors Bureau as discretely presented component units. A discretely presented component unit is reported in a separate column in the government -wide financial statements to emphasize that it is legally separate from the City of Dubuque and to differentiate its financial position and results of operations from those of the City. The City appoints a voting majority to the DMASWA governing board and operates the landfill. Dubuque Initiatives is organized to render service to the City Council of the City of Dubuque on matters of community interest, and in the event of dissolution, any assets or property of the 3 organization are transferred to the City. Dubuque Convention and Visitors Bureau's purpose is to strengthen the Dubuque area economy by competitively marketing the area as a destination for conventions, tour groups, sporting events, and individual travelers. The organization's board members include one City Council member, the City of Dubuque Mayor, and the City Manager. In the event of dissolution, any assets or property of the organization shall be transferred to the City. The City collects hotel/motel taxes and forwards 50% to Dubuque Convention and Visitors Bureau as the primary source of funds for its operations. Generally Accepted Accounting Principles (GAAP) require that management provide a narrative introduction, overview, and analysis to accompany the basic financial statements in the form of Management's Discussion and Analysis (MD&A). This letter of transmittal is designed to complement the MD&A and should be read in conjunction with it. The City of Dubuque's MD&A can be found immediately following the independent auditor's report. PROFILE OF THE CITY The City of Dubuque, incorporated in 1833, is located on the Mississippi River in northeast Iowa, adjacent to the states of Illinois and Wisconsin. Julien Dubuque, the city's namesake, first began mining lead in the area now known as Dubuque in 1788. Dubuque is the oldest city in Iowa and has a unique combination of the old and new, ranging from a historic downtown, numerous examples of Victorian architecture, and a Civil War era shot tower, to expanding industrial parks, multiple retail centers, revitalized riverfront and millwork districts and two casinos, one with a pari-mutuel dog track. The City of Dubuque has a stable, diversified economic base and is a major tri-state retail center. The City currently has a land area of 31.6 square miles, and a census 2010 population of 57,637. The U.S. Census Bureau's 2020 population estimate for Dubuque is 57,882. As the largest city in the tri-state area, Dubuque serves as the hub of a trade area with a population estimated at 250,000. As of October 2020, the City's unemployment rate was 3.3%, below the state unemployment rate of 3.6% and the 6.9% national rate. The City of Dubuque is empowered to levy a property tax on real property located within the city limits. The City has operated under a council-manager form of government since 1920. Policymaking and legislative authorities are vested in the governing council, which consists of a mayor and a six -member council. The city council is elected on a non -partisan basis. The mayor is elected to a four-year term. Council members are elected to four-year, staggered terms with three council members elected every two years. Four of the council members are elected within their respective wards; the mayor and the two remaining council members are elected at -large. The governing council is responsible, among other things, for setting policy, passing ordinances, adopting the budget, appointing committees, and hiring the city manager, city attorney, and city clerk. The city manager is responsible for overseeing the day-to-day operations of the government, making recommendations to the city council on the budget, and other matters, appointing the heads of the government's departments, and hiring employees. ECONOMIC CONDITION AND OUTLOOK The economic condition and outlook of Dubuque continues to thrive. The City's economy has a diverse employer base including manufacturing, technology, health services, insurance, education, and government. The top 10 employers in the area employ less than 22% of the total workforce and cover five different industries, which insulates the City against the negative impact from a downturn in any one area of the economy. Several industry experts and associations have recognized the community's efforts to diversify its economy. Although COVID-19 has increased unemployment figures, Dubuque had boasted one of the lowest unemployment rates in the United States in January 2020. Local unemployment rates continue to be lower (7%) than statewide (8%) and national (11.1%) figures. 4 Industrial Dubuque Industrial Center West and South (DICW and DICS): Over 550 saleable acres were acquired in 1997, with an additional 163 acres purchased in 2015. The three areas of Dubuque Industrial Center comprise 45 businesses with two of those businesses having arrived in 2019, along with two company expansions. The area continues to have available locations for further investment and job creation. Dubuque Technology Park: Located on the south side of the City is a 100-acre park designed to accommodate growing office businesses. Eight businesses are currently located in the park. Commercial and Retail Downtown Development: Over $800 million has been invested in the downtown area in building rehabilitation, new construction, and public improvements where more than 9,000 people work. Over 344 IBM employees work on two renovated floors of the nine -story Roshek Building. Heartland Financial and Cottingham & Butler have partnered to purchase the Roshek Building in order to accommodate their quickly expanding workforce. Buildout on portions of several floors of the building will provide office space for an additional 20 Heartland employees in addition to their current 160 at this location. Cottingham & Butler has hired 85 people in the last year in Dubuque, bringing their total employment to 1,050 employees. Historic Millwork District: The Historic Millwork District is saturated with history. It imbues the area with authenticity and character while offering valuable lessons about the importance of sustainable urban design strategies. Dubuque's Historic Millwork District is a keystone to the region's aggressive economic development strategy. With one million square feet of historic warehouse space ideal for urban mixed -use development, the District is perfectly suited to attract entrepreneurs, designers, residents, institutions, and businesses prepared to fuel Dubuque's globally competitive and sustainable economy. The District is currently home to multiple eateries, breweries, and shopping venues. To date, nearly $100 million has been invested into the transformation of the Millwork District and it is attracting entrepeneurs, residents, institutions, and businesses that are fueling Dubuque's competitive economy. Dupaco began a $37 million project to renovate the Voices Building in 2019, with plans to complete later this year. The building will become home to the credit union's operations center and include a mix of retail, entertainment and community space. Brewery Neighborhood Conservation District: The former Dubuque Brewing and Malting Company complex (aka H&W Building) is a collection of buildings constructed primarily of red brick between 1896 and 1934 on the northeast corner of Jackson and 30th Streets. The complex is eligible for the National Register of Historic Places and is in Dubuque's Brewery Neighborhood Conservation District. The southern portion of the building was purchased by 3000 Jackson LC in March 2017 and work to restore the building began. The new owner obtained a demolition permit to deconstruct the unsound section of the structure and plan to stabilize and make immediate repairs to prevent further deterioration. Although a portion of the historic structure will be demolished, there are plans to repair, stabilize, and eventually completely restore the property in the future. The property was rezoned in May 2020 to accommodate an anticipated $30 million mixed -use development providing commercial/retail and residential space. Commercial Development: While COVID-19 slowed commercial construction season beginning in March 2020, building permit revenues still show a strong year for commercial remodels and new development. JOAnn Fabric completed work on a new 30,000 square foot facility. The University of Dubuque constructed a new student clinic, welcome center and outdoor space known as Wallace Commons. Hormel completed renovations to add a new product line at their facility in the Industrial Park. E Plan review and construction continues on Phase I of the Mt. Carmel campus for constrction of a new senior housing development by BVM-PHS Senior Housing, Inc. When all four phases are completed, a total of 450 dwelling units will be available. Health Services ENT Medical Building completed construction of a new 9,000 sq. ft. medical facility along Cedar Cross Road in the summer of 2019. Mercy Medical Center along with Medical Associates Clinic has begun construction of a $25 million project to build a two-story building east of the hospital to serve as a hematology/oncology outpatient clinic. Iowa Health Facilities Council did grant their approval for a certificate of need for a linear acceletor included in the project. Education The Dubuque community takes great pride in the quality of its educational system and it is a top priority for Dubuque citizens and leaders. Dubuque's public -school system was ranked #7 out of 2,200 school districts nationwide. The Dubuque community schools district provides K-12 education through 11 elementary schools, three junior high schools, one middle school, and three high schools. Dubuque also offers two private school systems accredited by the State of Iowa. Holy Family Catholic Schools offers K-12 education at four elementary schools, one K-5 Spanish Immersion Program, a middle school, and a high school. The Dubuque Lutheran School offers K-5 education at one elementary school. Dubuque boasts three private, liberal arts colleges offering a wide variety of undergraduate and graduate degree programs, a community college with a diverse certificate and degree programs, and a Bible college. The tri-state area features an additional state university and two more community colleges for a total of 18,000 college students. The University of Dubque began the building permit process for a 17,000 square foot Welcome Center addition and a new 4,000 square foot student clinic Dubuque Hempstead completed and opened a 27,000 sq. ft. aquatic facility on the north side of the school. A two-story addition is being added to the Alternative Learning Center. The City's recent awards and recognition from a variety of sources include: • The National Civic League named Dubuque a 2019 All -America City. This makes the fifth time in twelve years Dubuque has received this award which recognizes communities whose citizens work together to identify and tackle community -wide challenges and achieve uncommon results. Dubuque received the 2019 award for the civic infrastructure built on the Inclusive Dubuqe network of over 60 partners working to advance justice and social equity, and Imagine Dubuque 2017: A Call to Action, the comphrensive planning process that collected input from 6,000 residents to identify a roadmap for Dubuque's future. The application and presentation also featured three projects deonstrating how partners are impacting health outcomes for all residents. "Health Care for All" highlights the progress Crescent Community Health Center has made, the impact of the Pacific Islander Health Prject, and the recent work of the Brain Health Task Force. The Bee Branch Creek Restoration Project was the seond project highlighted and the collaborative work happening by the Dubuque Easts Well coalition to increase access to healthy local foods is the third. • In 2018, Dubuque became a LEED-Certified City. As one of the 75 STAR -certified cities and counties in the U.S., Dubuque was recently named a LEED Certified City. STAR stands for 6 Sustainability Tools for Assessing and Rating Communities. STAR Communities is a national framework for measuring and advancing local government's environmental, economic and community efforts to achieve sustainability. Leadership in Energy and Enviromental Design, or LEED, for Cities is a program from the U.S. Green Building Council (USGBC) that advances healthy, green, and economically strong cities and communities. MAJOR INITIATIVES For the Year. The City of Dubuque staff, following the adopted priorities of the mayor and city council, has been involved in a variety of projects throughout the year. These projects reflect the City's commitment to continue to provide high quality services to the residents and stakeholders of Dubuque within the budget guidelines set by the mayor and city council. Bee Branch Watershed Flood Mitigation Project: The City's $237 million Bee Branch Watershed Flood Mitigation Project is a 20-year, multi -phased investment to mitigate flooding, improve water quality, stimulate investment, and enhance quality of life within the Bee Branch Watershed. The City has received more than $160 million in state and federal funds for the project. The $60 million Upper Bee Branch Creek Restoration phase of the project was completed, and a ribbon -cutting ceremony was held in July 2017 to celebrate the opening of the Bee Branch Creek Greenway. The $25.9 million Bee Branch Creek Railroad Culverts Project was awarded in early 2019 and construction is underway. When complete in the summer of 2021, the improvements will increase the level of flood proectection for over 1,300 homes and businesses from a 1 in 75- year rain event to a 1 in 500 - year rain event. In 2016, the City of Dubuque was awarded a total of $31.5 million through the U.S. Department of Housing & Urban Development (HUD) National Disaster Resilience Competition (NDRC) Grant awarded to the State of Iowa's "Iowa Watershed Approach." This total includes $8.4 million for the Bee Branch Healthy Homes Resiliency Program in the form of five-year forgivable loans to improve 320 housing units, including owner -occupied homes; single -unit rentals; and small, multi -family residential units. The grant will also provide $24.9 million for stormwater infrastructure improvements related to the Bee Branch Watershed Flood Mitigation Project. Specifically, this includes funding towards the $25 million project to install culverts to pass floodwaters from the Upper Bee Branch to the Lower Bee Branch through the railway yard on Garfield Avenue. The grant will also provide funding for the project to provide drainage improvements from the Bee Branch Creek to the west along 22nd Street up Kaufmann Avenue all the way to Kane Street. Finally, the grant will provide funding for the project to provide drainage improvements from the Bee Branch Creek to the west along 17th Street to West Locust Street and along West Locust Street towards Kirkwood Street. The HUD Resiliency Grant will expedite the completion of the Bee Branch Watershed Flood Mitigation Project, expanding its scope to lessen the flood damage caused by future flash floods. As part of the Bee Branch project, the City will convert 240 alleys in the Bee Branch Watershed to "green alleys" which feature permeable concrete pavers. These specifically designed pavers allow water to pass through the surface and filter into the soil below. The green alleys are expected to reduce the amount of stormwater run-off in the watershed by up to 80 percent and prevent flooding. In addition to reducing stormwater run-off, the green alleys will replenish ground water and help prevent pollutants on roadways from running off into the storm sewer system, and ultimately, the Mississippi River. As of fall 2018, more than 80 alleys have been completed. Another phase of the Bee Branch project is the $17.1 million Bee Branch Gate & Pump Replacement Project. Improvements will modernize the gate and pump station where the Bee Branch Watershed drains into the Mississippi. The improvements to the pump station will provide more pumping capacity and allow for gravity flow under some circumstances such that it will be able to accommodate what is statistically 7 considered a 500-year event - the same level of protection to be provided by the upstream Bee Branch Creek Restoration Project when the last component (the Bee Branch Creek Railroad Culverts Project) is complete. The engineering design plans are 90% complete, under review by the US Army Corps of Engineers. The City was awarded a $2.5 million U. S. Economic Development Administration (EDA) grant. However, since being awarded the grant, the estimated project cost increased by $6 million, due in part to site challenges. While the project will be ready for bidding in early 2021, the economic impact of the COVID-19 pandemic will likely delay the project. Jule Operations and Training Center: The City of Dubuque's Public Transit Division, completed the Jule Operations and Training Center (JOTC) in Spring, 2018. The 41,000-square-foot facility replaced the century -old facility on Central Avenue and provides numerous operating efficiencies. The JOTC was constructed on a city -owned, Superfund site. The facility includes bus storage, dispatch and administrative offices, indoor classroom and outdoor vehicle training areas. The $6.8 million project was supplemented with nearly $5.3 million in state and federal funds. Southwest Arterial: In August of 2019, the City of Dubuque in partnership with Dubuque County and the Iowa Department of Transportation (Iowa DOT) successfully completed and opened the new Southwest Arterial / U.S. Hwy 52 corridor to vehicular traffic. The completed Southwest Arterial project is a 6.1-mile, four -lane, divided freeway with priority -one access control between U.S. Hwy 20 and U.S. Hwy 61 / 151. The new arterial bypass provides an alternate, direct and efficient route for traffic through southwestern Dubuque, thereby reducing traffic congestion on the local street system. It also connects the Dubuque Technology Park on U.S. Hwy 61 / 151 with the new Dubuque Industrial Center West and the existing Dubuque Industrial Center near U.S. Hwy 20 / Seippel Road. Without the collaborative partnership and funding of the Iowa DOT, the completion of the $163 Million Southwest Arterial project would not have been possible. The Iowa DOT has contributed approximately $115 Million to allow for the completion of the 4-lane highway, including bridges and interchanges at both U.S. 20 and at U.S 61/151. The City contributed approximately $44 Million in federal, state, and local match funds while Dubuque County contributed approximately $4 Million. Following the completion of the Southwest Arterial, the new highway corridor has the potential to generate $80 million in property taxes, $1.67 billion in economic output, $653 million in labor income, and $1.02 billion in value added from 2021 to 2030. The Southwest Arterial will also annually generate $135 million in state and local taxes and $130 million in federal tax from new economic development, as well as save $30 million for the 10-year period. This project will also generate $16 million in property tax, $304 million in economic output, $24 million in state and local taxes, and $24 million in federal taxes due to economic development, in addition to $3 million in safety savings from 2030 onwards. Side benefits include removing over 500 commercial vehicles a day from downtown streets and encouraging redevelopment on Central Avenue and White Street. Almost 1,000 trucks per day will be removed from U.S. Hwy 20 / Dodge. Additional traffic will be removed from Kelly Lane, Fremont Avenue, Cedar Cross Road, Rockdale Road, and other residential streets. For the Future. The mayor and city council will continue to take action to achieve their goals of maintaining a strong local economy, sustaining stable property tax levies, and enhancing the safety and security of residents through neighborhood vitality. City staff will work to implement the city council's vision for Dubuque. A program of comprehensive service reviews has continued as a vehicle for analyzing City services, identifying opportunities for improvement, and determining areas of possible cost reductions. The goal of the service review program is to ensure that services desired by the citizens are provided in the most cost effective and efficient method possible. The city council's goals for the next five years and beyond include the following: 8 • Robust Local Economy: Diverse Businesses and Jobs with Economic Prosperity • Vibrant Community: Healthy and Safe • Livable Neighborhoods and Housing: Great Place to Live • Financially Responsible, High -Performance City Organization: Sustainable, Equitable, and Effective Service Delivery • Sustainable Environment: Preserving and Enhancing Natural Resources • Partnership for a Better Dubuque: Building Our Community that is Viable, Livable, and Equitable • Diverse Arts, Culture, Parks, and Recreation Experiences and Activities • Connected Community: Equitable Transportation, Technology Infrastructure, and Mobility FINANCIAL INFORMATION Internal Controls: City management is responsible for establishing and maintaining internal controls to ensure that the assets of the government are protected from loss, theft, or misuse, and to ensure that adequate accounting data is compiled to allow for the preparation of financial statements in conformity with generally accepted accounting principles. Single Audit: As a recipient of federal and state financial assistance, the City of Dubuque's government is responsible for ensuring that adequate internal controls are in place to ensure compliance with applicable laws, regulations, contracts, and grants related to those programs. These internal controls are subject to periodic evaluation by management. As a part of the City's single audit described earlier, tests are made to determine the adequacy of internal controls, including that portion related to federal programs, as well as to determine that the government has complied with applicable laws, regulations, contracts, and grants. Budgeting Controls: In addition, the government maintains budgetary controls. The objective of these budgetary controls is to ensure compliance with legal provisions embodied in the annual appropriated budget approved by the city council. All funds, except for fiduciary fund types which include pension trust funds, private purpose trust funds, and agency funds are included in the annual budget process. The level of budgetary control (that is the level at which expenditures cannot legally exceed the appropriated amount) is established by state programs. The government also maintains an encumbrance accounting system as one technique for accomplishing budgetary control. Encumbered amounts lapse at year-end; however, encumbrances generally are re -appropriated as part of the following year's budget. As demonstrated by the statements and schedules included in the financial section of this report, the City continues to meet its responsibility for sound financial management. Cash Management: Cash temporarily idle during the year was invested in demand deposits, certificates of deposit, federal agency obligations, and authorized mutual funds. The City (including DMASWA) received cash basis investment earnings of $2,068,897 for the year. The investment policy adopted by the city council stresses the importance of capital preservation. The policy directives intend to minimize credit and market risks while maintaining a competitive yield on the portfolio. Risk Management: The City of Dubuque is a member of a statewide risk pool for local governments, the Iowa Communities Assurance Pool (ICAP). The coverage for general and auto liability, as well as public official and police professional liability are acquired through this pool. The City has established a Workers' Compensation Reserve Fund for insuring benefits provided to City employees which is included in the Internal Service Fund Type. Through May 15, 2020 workers' compensation benefits were self -insured up to a specific stop -loss amount of $750,000, and an aggregate -stop loss consistent with statutory limits for 2020. Coverage from a private insurance company is maintained for losses in excess of the stop -loss amount. As of May 15, 2020 the City changed workers' compensation coverage providers. Under this new agreement, the City is fully insured for all claims with the exception of sworn Police Officers and Fire Fighters medical claims. All claims handling procedures are performed by a third -party claims administrator. Incurred but not reported claims have been accrued as a liability based upon the claims administrator's estimate. Settled claims have not exceeded commercial coverage in any of the past three fiscal years. The estimated liability does not include any allocated or unallocated claims adjustment expense. The City purchases private insurance to include sworn Police Officers and Fire Fighters medical claims under a self - insured retention of $750,000 for each accident.The accumulated reserve provision for such claims reflected a $1,295,139 net position as of June 30, 2020. The City has also established a self-insurance plan for medical, prescription drug, and short-term disability. The accumulated reserve provision for such claims equaled $4,012,974 as of June 30, 2020. All self -insured health plans are certified as actuarially sound and certificates of compliance have been filed with the State of Iowa. Bond Rating: Moody's Investors Service affirmed the Aa3 rating on outstanding general obligation unlimited tax (GOULT) debt on October 2, 2020; a Aa3 rating on outstanding second lien sales tax increment debt that is ultimately backed by an unlimited property tax pledge; and an A2 rating on outstanding senior lien sales tax increment revenue bonds. The ratings incorporate the city's robust financial position, a large tax base, a healthy wealth and income profile, and a somewhat inflated debt and pension liabilities. On October 2, 2020, Moody's also affirmed the A2 rating on the water revenue debt. The A2 rating incorporates moderate income service area, robust liquidity, an affordable debt profile, but a small system size and marginal debt service coverage. Moody's provides credit ratings and research covering debt instruments and securities. The purpose of Moody's ratings is to provide investors with a simple system to gauge future relative creditworthiness of securities. The firm uses nine rating classifications to designate least credit risk to greatest credit risk: Aaa, Aa, A, Baa, Ba, B, Caa, Ca, and C. Moody's appends numerical modifiers 1, 2, and 3 to each rating classification. AWARDS AND ACKNOWLEDGEMENTS Awards: The Government Finance Officers Association of the United States and Canada (GFOA) awarded a Certificate of Achievement for Excellence in Financial Reporting to the City of Dubuque, Iowa, for its Comprehensive Annual Financial Report for the fiscal year ended June 30, 2019. This was the 32nd consecutive year that the City has achieved this prestigious award. In order to be awarded a Certificate of Achievement, a government unit must publish an easily readable and efficiently organized comprehensive annual financial report. This report must satisfy both generally accepted accounting principles and applicable legal requirements. A Certificate of Achievement is valid for a period of one year only. We believe our current comprehensive annual financial report continues to meet the Certificate of Achievement program requirements, and we are submitting it to the GFOA to determine its eligibility for another certificate. GFOA also awarded a Distinguished Budget Presentation Award to the City of Dubuque, Iowa, for its annual budget for the fiscal year ended June 30, 2021. In order to receive this award, a governmental unit must publish a budget document that meets program criteria as a policy document, as an operations guide, as a financial plan, and as a communications device. This was the 15th consecutive year that the City has achieved this prestigious award. This award is valid for a period of one year. The City of Dubuque's investment policy was awarded the Certification of Excellence in July 2009 by the Association of Public Treasurers of the United States and Canada. The investment policy is reviewed every five years by the APT US&C. The investment policy was successfully recertified in 2016. 10 Acknowledgments: The preparation of this report could not be accomplished without the efficient and dedicated services of the entire Finance Department staff. We also thank the mayor and city council for their interest and support in planning and conducting the financial operations of the City of Dubuque in a responsible and progressive manner. We also thank the independent certified public accountants, Eide Bailly LLP, whose competent assistance and technical expertise have enabled the production of this report. Sincerely, Michael C. Van Milligen City Manager Jennifer M. Larson Director of Finance and Budget 11 THIS PAGE IS INTENTIONALLY LEFT BLANK 12 Citizens of Dubuque City Attorney City Council — City Clerk Library _ Airport Management/Legislative City Manager Neighborhood ' Development Sustainability Building Economic Services Development Arts & Cultural Affairs Emergency Engineering Communications Finance & Fire Budget Ambulance Emergency Services Management Housing & Health Services Community Development Human Resources Human Rights Advancing Community Equity Engagement Information Leisure Services Services Recreation Parks Planning Civic Center Grand River enter Center Services Multicultural Family Center Public Information Media Geographic Services Information Systems Transportation Services Parking Transit Water & Resource Recovery Center Public Works Water Elected by the Appointed by the Appointed by the Appointed by the Appointed by the Citizens of Dubuque City Council Library Board of Airport Commission City Manager Trustees 13 CITY OF DUBUQUE, IOWA OFFICIALS JUNE 30, 2020 CITY COUNCIL Roy D. Buol Ric W. Jones David T. Resnick Brett M. Shaw Laura J. Roussell Danny Sprank Brad M. Cavanagh COUNCIL APPOINTED OFFICIALS Michael C. Van Milligen Barry A. Lindahl Crenna M. Brumwell Maureen A. Quann Kevin S. Firnstahl DEPARTMENT MANAGERS Mayor Council Member — At Large Council Member — At Large Council Member — 1 st Ward Council Member — 2nd Ward Council Member — 3rd Ward Council Member — 4th Ward City Manager Senior Counsel City Attorney Assistant City Attorney City Clerk Todd E. Dalsing Airport Manager Cori L. Burbach Assistant City Manager/Acting Bldg Services Manager Therese H. Goodmann Assistant City Manager Gus N. Psihoyos City Engineer Jill M. Connors Economic Development Director Mark P. Murphy Emergency Communications Manager Jennifer M. Larson Director of Finance and Budget Rick A. Steins Fire Chief Mary Rose Corrigan Health Services Manager Alexis M. Steger Housing and Community Development Manager Shelley M. Stickfort Human Resources Director Kelly R. Larson Human Rights Director Christine A. Kohlmann Information Services Manager Marie L. Ware Leisure Services Manager Susan A. Henricks Library Director Jerelyn N. O'Connor Neighborhood Development Specialist Randy W. Gehl Public Information Officer John L. Klostermann Public Works Director Wally C. Wernimont Planning Services Manager Mark M. Dalsing Police Chief Gina S. Bell Sustainable Community Coodinator V. Renee Tyler Transportation Services Director Denise C. Blakeley Ihrig Water Department Manager William J. O'Brien Water & Resource Recovery Center Manager 14 ove1Y rent Finance officers Association Certificate Achievement for Excellence in Financial Reporting Presented to City of Dubuque Iowa For its Comprehensive Annual Financial Depart For the Fiscal Year Ended June 30, 019 Executive Director/CEO ILI THIS PAGE IS INTENTIONALLY LEFT BLANK 16 Financial Section June 30, 2020 City of Dubuque, Iowa 17 THIS PAGE IS INTENTIONALLY LEFT BLANK 18 EideBailly. CPAs & BUSINESS ADVISORS Independent Auditor's Report To the Honorable Mayor and Members of the City Council City of Dubuque, Iowa Report on the Financial Statements We have audited the accompanying financial statements of the governmental activities, the business - type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City of Dubuque, Iowa as of and for the year ended June 30, 2020 and the related notes to the financial statements, which collectively comprise the City's basic financial statements as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express opinions on these financial statements based on our audit. We did not audit the financial statements of Dubuque Initiatives and Subsidiaries, which represent 29 percent, 39 percent, and 18 percent, of the assets, net position, and revenues of the aggregate discretely presented component units. Those statements were audited by other auditors whose report has been furnished to us, and our opinion, insofar as it relates to the amounts included for Dubuque Initiatives and Subsidiaries, is based on the report of the other auditors. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. The financial statements of Dubuque Initiatives and Subsidiaries and Dubuque Convention and Visitors Bureau, discretely presented component units, were not audited in accordance with Government Auditing Standards. What inspires you, inspires us. I eidebailly.com 19 1545 Associates Dr., Ste. 101 ' Dubuque, IA 52002-2299 I T 563.556.1790 I F 563.557.7842 EOE An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions. Opinions In our opinion, based on our audit report and the report of other auditors, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the business -type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City of Dubuque, Iowa, as of June 30, 2020, and the respective changes in financial position and, where applicable, cash flows thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America. Other Matters Required Supplementary Information Accounting principles generally accepted in the United States of America require that the management's discussion and analysis and the other required supplementary information listed in the table of contents be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquires of management about the methods or preparing the information and comparing the information for consistency with management's responses to our inquires, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Other Information Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the City of Dubuque, Iowa's financial statements. The introductory section, combining nonmajor fund financial statements, and statistical section are presented for purposes of additional analysis and are not a required part of the financial statements. The accompanying schedule of expenditures of federal awards is presented for purposes of additional analysis as required by the audit requirements of Title 2 U.S. Code of Federal Regulations (CFR) Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance), and is also not a required part of the financial statements. 20 The combining nonmajor fund financial statements and the schedule of expenditures of federal awards are the responsibility of management and were derived from and relate directly to the underlying accounting and other records used to prepare the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the combining nonmajor fund financial statements and the schedule of expenditures of federal awards are fairly stated, in all material respects, in relation to the basic financial statements as a whole. The introductory and statistical sections have not been subjected to the auditing procedures applied in the audit of the basic financial statements and, accordingly, we do not express an opinion or provide any assurance on them. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued a report dated January 15, 2021, on our consideration of the City of Dubuque, Iowa's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, grant agreements, and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the City's internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control over financial reporting and compliance. Dubuque, Iowa January 15, 2021 21 THIS PAGE IS INTENTIONALLY LEFT BLANK 22 CITY OF DUBUQUE, IOWA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2020 This section of the City of Dubuque's annual financial report presents our discussion and analysis of the City's financial performance during the fiscal year that ended on June 30, 2020. Please read it in conjunction with the transmittal letter at the front of this report and the City's financial statements found in the next section of this report. FINANCIAL HIGHLIGHTS • The net position of the City of Dubuque increased to $590,242,775 compared to net position of $571,955,020 for fiscal year 2019. • Governmental program revenues decreased by $3,382,631 from fiscal year 2019. This decrease was due largely in part to a significant decrease in grant revenues in community and economic development in relation to the HUD Resiliency grant. • The City's business type activities program revenues increased $1,438,132. Charges for services increased $192,744. Water (5%), sewer (4.5%), stormwater (6.83%), and refuse (1.63%) rates were increased in fiscal year 2020. The Stormwater Fund had a $4,445,637 State of Iowa Flood Mitigation grant (Sales Tax Increment) for the Bee Branch Creek Restoration project. There were $88,955 capital contributions from outside developers for completed subdivisions. Capital contributions received from governmental funds were $7,849,493 and are shown in the transfers line and are detailed out in Note 5. • Program expenses of the City's governmental activites increased approximately 6.0%, or $5,600,405 from fiscal year 2019 to fiscal year 2020. The increase was seen in public safety, public works, community and economic development and general government, which is due to an increase in expenditures related to pension liability accrual. OVERVIEW OF THE FINANCIAL STATEMENTS The City's basic financial statements consist of government -wide financial statements, fund financial statements, and notes to the financial statements. This discussion and analysis is intended to serve as an introduction to the basic financial statements. This report also contains other supplementary information in addition to the basic financial statements themselves. Government -wide Financial Statements The government -wide financial statements are designed to provide readers with a broad overview of the City's finances, in a manner similar to private -sector business. The paragraphs below provide a brief description of the government -wide financial statements. The statement of net position presents information on all of the City's assets, deferred outflows, liabilities, and deferred inflows, with the difference between assets plus deferred outflows, and liabilities plus deferred inflows reported as net position. Over time, increases or decreases in net position may serve as a useful indicator of whether the financial position of the City is improving or deteriorating. To assess the overall health of the City, you need to consider additional non -financial factors such as changes in the City's property tax base and the condition of the City's infrastructure. 23 CITY OF DUBUQUE, IOWA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2020 The statement of activities presents information showing how the City's net position changed during the most recent fiscal year. All changes in net position are reported as soon as the underlying event giving rise to the change occurs, regardless of the timing of related cash flows. Thus, revenues and expenses are reported in this statement for some items that will result in cash flows in future fiscal periods such as uncollected taxes and earned but unused sick and vacation leave. The government -wide financial statements include not only the City itself (known as the primary government), but also three other legally separate entities (known as component units), the Dubuque Metropolitan Area Solid Waste Agency (DMASWA), Dubuque Initiatives (DI) and Subsidiaries, and the Dubuque Convention and Visitors Bureau (CVB) for which the City of Dubuque is considered financially accountable. Financial information for DMASWA, DI, and CVB are reported separately from the financial information presented for the primary government. The Dubuque Metropolitan Area Solid Waste Agency, Dubuque Initiatives and Subsidiaries, and Dubuque Convention and Visitors Bureau issue separate financial statements. Dubuque Initiatives and Subsidiaries' financial statements are prepared on a calendar year basis while the Dubuque Metropolitan Area Solid Waste Agency's and Dubuque Convention and Visitors Bureau's financial statements are prepared on the same fiscal year basis as the City of Dubuque. The government -wide financial statements are divided into two categories: Governmental activities. This category consists of services provided by the City that are principally supported by taxes and intergovernmental revenues. Basic City services such as police, fire, public works, planning, parks, library, and general administration are governmental activities. Business -type activities. These activities are supported primarily by user fees. The services provided by the City in this category include water, sewer, storm water, refuse, salt, parking, transit and the America's River Project. Fund Financial Statements A fund is a group of related accounts that is used to maintain control over resources that have been segregated for specific activities or objectives. The City uses fund accounting to ensure and demonstrate compliance with legal requirements for financial transactions and reporting. All of the funds of the City can be divided into three categories: governmental funds, proprietary funds, and fiduciary funds. Governmental funds. Governmental funds are used to account for essentially the same functions reported as governmental activities in the government -wide financial statements. However, unlike the government -wide financial statements, governmental fund financial statements focus on near -term inflows and outflows of spendable resources, as well as on balances of spendable resources available at the end of the fiscal year. Such information may be useful in evaluating a government's near -term financial requirements. Because the focus of governmental funds is narrower than that of the government -wide financial statements, it is useful to compare the information presented for governmental funds with similar information presented for governmental activities in the government -wide financial statements. By doing so, readers may better understand the long-term impact of the City's near -term financial decisions. Both the governmental fund balance sheet and governmental fund statement of revenues, expenditures, and changes in fund balances are followed by a reconciliation to facilitate this comparison between governmental funds and governmental activities. 24 CITY OF DUBUQUE, IOWA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2020 The City maintains four individual major governmental funds. Information is presented separately in the governmental fund balance sheet and in the governmental fund statement of revenues, expenditures, and changes in fund balances for the general fund, tax increment financing fund, community development fund and debt service fund, all of which are considered to be major funds. Data from all other governmental funds are combined into a single, aggregated presentation. Individual fund data for each of these nonmaj or governmental funds is provided in the form of combining statements elsewhere in this report. The City legally adopts an annual budget by function. A budgetary comparison schedule has been provided. Proprietary funds. The City maintains two different types of proprietary funds. Enterprise funds are used to report the same functions presented as business -type activities in the government -wide financial statements. The City uses enterprises funds to account for its sewer, water, storm water, and refuse utilities, transit service, parking facilities, salt, and America's River Project. Internal service funds are accounting devices used to accumulate and allocate costs internally among the City's various functions. The City uses internal service funds to account for its engineering services, garage services, stores/printing, health insurance, and workers' compensation. The City's internal service funds predominately benefit the governmental activities and have been included in the governmental activities in the government -wide financial statements. Fiduciary funds. Fiduciary funds are used to account for resources held for the benefit of parties outside the government. Fiduciary funds are not reflected in the government -wide financial statements because the resources of those funds are not available to support the City's own programs. The accounting used for fiduciary funds is much like that used for proprietary funds. The City has three fiduciary funds, an agency fund reporting resources held for the Dubuque Racing Association for improvements at the greyhound racing facility, an agency fund used for reporting resources from Mediacom for purchasing equipment relevant to public, educational, and governmental (PEG) access broadcasting and an agency fund used for reporting resources held for the decomissioning of the prior Flexsteel site. Notes to the financial statements. The notes provide additional information that is essential to a full understanding of the data provided in the government -wide and fund financial statements. Required supplementary information. In addition to the basic financial statements and accompanying notes, this report also presents certain required supplementary information concerning the budget and actual results of the City, the City's proportionate share of the net pension liability and related contributions for both of the City's pension plans, and the schedule of changes in total OPEB liability. Other information. The combining statements referred to earlier in connection with nonmajor governmental funds, nonmajor enterprise funds, internal service funds, and agency funds, are presented immediately following the required supplementary information. 25 CITY OF DUBUQUE, IOWA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2020 GOVERNMENT -WIDE FINANCIAL ANALYSIS Net position. As noted earlier, net position may serve as a useful indicator of a government's financial position when observed over time. The analysis that follows focuses on the change in net position for the governmental and business -type activities. The largest part of the City's net position reflects its net investment in capital assets such as land, buildings, infrastructure, machinery, and equipment less any related debt used to acquire those assets that is still outstanding. The debt related to the investment in capital assets is liquidated with resources other than capital assets. Restricted net position represents resources subject to external restrictions, constitutional provisions or enabling legislation on how they can be used. Unrestricted net position is the part of net position that can be used to finance day-to-day operations without constraints established by debt covenants, legislation, or other legal requirements. CITY OF DUBUQUE'S NET POSITION Governmental Activities Business -type Activities Total 2020 2019 2020 2019 2020 2019 Current and other assets $ 106,111,268 $ 106,778,226 $ 44,069,688 $ 40,258,747 $ 150,180,956 $ 147,036,973 Capital assets 419,863,419 420,219,770 368,493,789 351,502,432 788,357,208 771,722,202 Total assets 525,974,687 526,997,996 412,563,477 391,761,179 938,538,164 918,759,175 Deferred outflows of resources 11,802,331 12,964,250 1,223,366 1,486,850 13,025,697 14,451,100 Long-term liabilities 114,917,444 119,522,431 184,282,392 184,920,514 299,199,836 304,442,945 Other liabilities 14,164,454 15,275,931 16,131,621 12,499,475 30,296,075 27,775,406 Total liabilities 129,081,898 134,798,362 200,414,013 197,419,989 329,495,911 332,218,351 Deferred inflows of resources 30,834,711 28,519,375 990,464 517,529 31,825,175 29,036,904 Net position: Net investment in capital assets 387,344,725 385,005,220 191,757,112 179,561,228 579,101,837 564,566,448 Restricted 26,501,434 28,321,603 3,187,364 3,131,716 29,688,798 31,453,319 Unrestricted (35,985,750) (36,682,314) 17,437,890 12,617,567 (18,547,860) (24,064,747) Total net position $ 377,860,409 $ 376,644,509 $ 212,382,366 $ 195,310,511 $ 590,242,775 $ 571,955,020 Net position of the governmental activities increased $1,215,900 over fiscal year 2019 balance of $376,644,509. Governmental activities had no capital assets donated from developers. Overall grant revenues decreased by $4,311,880. This was primarily due to the public works grant for the HUD Resiliency grant. 26 CITY OF DUBUQUE, IOWA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2020 Net position for the business -type activities increased $17,071,855 over fiscal year 2019 of $195,310,511. Charges for services increased $192,744. Grants increased $1,245,388. The increase in net position is primarily due to transfers of capital assets from governmental funds of $7,849,493. A portion of the City's net position $29,688,798 or 5.0% represents resources that are subject to external restrictions on how they may be used. At the close of fiscal year 2020, the City has negative total unrestricted net position. The government -wide negative unrestricted results from TIF (governmental activities) debt being used to finance capital assets of the business -type activities, along with $50,125,551 in pension liability and $5,882,693 in OPEB Liability. Governmental activities. Taxes are the largest source of governmental revenues with property taxes of $38,354,691 in 2020. Other governmental revenues included gaming $7,394,294, local option sales taxes $9,652,332, and charges for services $17,067,410. Governmental operating expenses during 2020 totaled $99,601,046. The largest programs were public safety of $32,079,903, public works of $22,667,132, community and economic development of $17,848,570, and culture and recreation of $13,576,571. Business -type activities. Operating revenue increased $100,971. Operating expenses decreased from $34,100,914 in 2019 to $33,312,066 in 2020. The decrease was primarily in supplies and services and insurance expenses. Nonoperating expenses consist of interest expense of $4,641,707. Investment earnings decreased from $798,497 in 2019 to $796,494 in 2020. 27 CITY OF DUBUQUE, IOWA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2020 CITY OF DUBUQUE CONDENSED STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN NET POSITION Governmental Activities Business -type Activities Total 2020 2019 2020 2019 2020 2019 Revenues: Program revenues Charges for services $ 17,067,410 $ 16,138,161 $ 34,451,197 $ 34,258,453 $ 51,518,607 $ 50,396,614 Operating grants and contributions 14,484,320 23,198,271 2,967,619 1,917,366 17,451,939 25,115,637 Capital grants and contributions 15,450,271 11,048,200 6,410,594 6,215,459 21,860,865 17,263,659 General revenues Property taxes 38,354,691 37,973,888 - - 38,354,691 37,973,888 Local option sales tax 9,652,332 8,940,109 9,652,332 8,940,109 Hotellmotel tax 2,117,506 2,113,273 2,117,506 2,113,273 Utility franchise fees 4,976,472 5,072,350 4,976,472 5,072,350 Gaming 7,394,294 8,730,986 7,394,294 8,730,986 Unrestricted investment earnings 1,857,420 1,858,476 796,494 798,497 2,653,914 2,656,973 Gain on sale of capital assets 23,866 94,980 16,500 80,479 40,366 175,459 Total revenues 111,378,582 115,168,694 44,642,404 43,270,254 156,020,986 158,438,948 Expenses: Public safety 32,079,903 29,637,417 - - 32,079,903 29,637,417 Public works 22,667,132 24,835,035 22,667,132 24,835,035 Health and social services 1,677,181 1,442,658 1,677,181 1,442,658 Culture and recreation 13,576,571 12,916,646 13,576,571 12,916,646 Community and economic development 17,848,570 15,837,039 17,848,570 15,837,039 General government 8,821,692 5,944,116 8,821,692 5,944,116 Interest on long-term debt 2,929,997 3,387,730 - - 2,929,997 3,387,730 Sewage disposal works - - 11,725,889 12,177,352 11,725,889 12,177,352 Water utility 7,631,411 7,892,423 7,631,411 7,892,423 Stormwater utility 5,887,171 7,025,525 5,887,171 7,025,525 Parking facilities 3,414,851 2,850,531 3,414,851 2,850,531 America's River Project 3,161 19,874 3,161 19,874 Refuse collection 4,387,683 4,215,881 4,387,683 4,215,881 Transit system 4,748,463 4,533,060 4,748,463 4,533,060 Salt 333,556 182,092 333,556 182,092 Total expenses 99,601,046 94,000,641 38,132,185 38,896,738 137,733,231 132,897,379 Increase in net position before 11,777,536 21,168,053 6,510,219 4,373,516 18,287,755 25,541,569 Transfers (10,561,636) (8,981,064) 10,561,636 8,981,064 - - Increase in net position 1,215,900 12,186,989 17,071,855 13,354,580 18,287,755 25,541,569 Net position, beginning 376,644,509 364,457,520 195,310,511 181,955,931 571,955,020 546,413,451 Net position, ending $ 377,860,409 $ 376,644,509 $ 212,382,366 $ 195,310,511 $ 590,242,775 $ 571,955,020 28 CITY OF DUBUQUE, IOWA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2020 Governmental funds. The focus of the City's governmental funds is to provide information on near -term inflows, outflows, and balances of spendable resources. Such information is useful in assessing the City's financing requirements. The City's governmental funds reported a combined fund balance of $61,287,244 at June 30, 2020. $6,106,661 is in nonspendable for inventory, receivables, and prepaid items. $69,412 is nonspendable endowment corpus. $30,467,092 is restricted for debt service and bond ordinance, road use tax funds, capital improvements, community development programs, employee benefits, endowments, and various grants. Council ordinance has committed $5,823,218 for capital improvements. $1,396,196 is assigned for capital improvements and equipment. This leaves $17,424,665 for unassigned fund balances in the government funds. The General Fund's fund balance reserve goal is 20% of revenues. The fund balance of the General Fund increased by $575,150 to $26,889,718. Gaming revenues decreased by $1,314,408 or 15.1% in fiscal year 2020. Charges for Services decreased $1,630,542 coupled with an increase in taxes and a decrease investment earnings. General Fund expenditures increased from $59,398,698 in 2019 to $60,501,091 in 2020. The $1,102,393 increase was primarily in the general government function of $835,611, but increases were also in the public safety, culture and recreation, and community and economic development functions. The fund balance of special revenue fund Tax Increment Financing increased by $387,791 to $9,549,523. Tax revenues increased by $357,275 due to expansions and new businesses added in Dubuque Industrial Center West. Tax Increment Financing expenditures decreased $165,712. The fund balance of the special revenue Community Development Fund decreased by $1,662,232 to $5,600,261. Intergovernmental revenue decreased from $11,277,705 in 2019 to $10,666,574 in 2020 primarily for HUD Resiliency grant. The Debt Service Fund paid $7,065,499 in principal and $2,985,797 in interest and fiscal charges during fiscal year 2020. Proprietary funds. The City's proprietary funds provide the same type of information found in the government -wide financial statements, but in more detail. The combined net position of the enterprise funds at June 30, 2020, totaled $212,382,366 of which the unrestricted is $17,437,890. The Sewer Fund had an increase of $947,264 for total net position of $30,413,588. Operating expenses decreased $355,074 primarily for employee expense and supplies and services. The Sewer Fund operating income from operations was $2,534,554. The Water Utility had an increase in net position by $2,692,669 for total net position of $34,051,168. Water rates were increased 5% in 2020. The Storm Water Utility had an increase in net position of $12,713,362. Ending net position is $82,775,919. Storm Water Utility had capital contributions of $12,343,834 which consisted of a capital grant $4,688,744 and contribution of assets from governmental funds $7,655,090. 29 CITY OF DUBUQUE, IOWA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2020 The Parking Facilities had a decrease in net position of $886,870. Ending net position is $47,185,335. Operating income decreased $752,774. Parking Facilities had operating loss of $889,279 after depreciation of $1,173,158 for fiscal year 2020. Other Enterprise Funds net position increased by $1,605,430 to $17,956,356. This was primarily due to Transit's increase of $1,488,302 in net position. BUDGETARY HIGHLIGHTS There were three amendments to the City's 2019-2020 cash basis budget. The first amendment was passed in September 2019 to reflect operating and capital budget carryovers (continuing appropriation authority) from fiscal year 2019 and amended the fiscal year 2020 budget for operating and capital City Council actions since the beginning of the fiscal year. The second budget amendment was passed in November 2019 to reflect City Council actions since the second budget amendment and amendments to add additional appropriation authority due to increased revenues. The third budget amendment was passed in May 2020 to reflect budget cuts related to revenue losses caused by the pandemic. The final budget for total cash basis receipts increased by $56,806,013. The increase was primarily attributable to revenue associated with capital projects and operating carryovers which mainly include grants to intergovernmental funds. The final budget for total expenditures increased $78,920,118 from the original budget. The increase was primarily attributable to purchase order encumbrances carryover, capital projects, and operating carryovers from the prior year and expenditures associated with new grants received. Actual cash basis revenues were $69,686,594 less than the final amended budget; and, cash basis expenditures were $95,933,410 less than the final amended budget due primarily to projected capital projects not completed by fiscal year end. 30 CITY OF DUBUQUE9 IOWA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2020 CAPITAL ASSETS AND DEBT ADMINISTRATION Capital assets. The City's investment in capital assets for its governmental and business -type activities as of June 30, 2020, amounts to $788,357,208 (net of accumulated depreciation). This investment in capital assets includes land, buildings, improvements other than buildings, machinery and equipment, infrastructure, and construction in progress. Additional information on the City's assets can be found in Note 6 to the financial statements in this report. CAPITAL ASSETS (net of accumulated depreciation) Govememental Activities Business -type Activities Total 2020 2019 2020 2019 2020 2019 Land $ 79,331,528 $ 78,777,621 $ 24,793,823 $ 24,805,263 $ 104,125,351 $ 103,582,884 Buildings 139,555,836 141,858,066 159,240,025 159,586,137 298,795,861 301,444,203 Improvements other than buildings 24,726,686 25,455,654 178,550,296 177,818,388 203,276,982 203,274,042 Machinery and equipment 52,381,639 51,673,620 115,073,585 113,861,028 167,455,224 165,534,648 Infrastructure 239,440,411 236,909,111 - - 239,440,411 236,909,111 Construction in progress 59,256,754 56,019,935 34,113,325 11,853,774 93,370,079 67,873,709 Accumulated depreciation (174,829,435) (170,474,237) (143,277,265) (136,422,158) (318,106,700) (306,896,395) $ 419,863,419 $ 420,219,770 $ 368,493,789 $ 351,502,432 $ 788,357,208 $ 771,722,202 Major expenditures during 2019-2020 were for the construction work on stormwater Bee Branch Creek Restoration, Transit bus replacements, Kerper sanitary reconstruction, and water main replacements. Long-term debt. At year end, the City had $252,847,074 of debt outstanding. During fiscal year 2020, the City issued $4,240,000 of general obligation bonds, which was used for refunding. The City refunded $4,370,000 of general obligation bonds. The refunding was undertaken to reduce total debt service payments. The results of the transaction is a reduction of $193,675 in future debt service payments for an economic gain of $167,292. Revenue capital loan notes have been issued for the planning and construction of sewer, stormwater, and water capital projects through the State of Iowa State Revolving Loan Funds (SRF). The City issued an additional $10,478,152 of SRF debt in 2020 including $5,000 for green alley projects reducing stormwater run off, $5,000 for Upper Bee Branch Stormwater improvements, $31,678 for Eagle Point Park ecological restoration, $80,137 for the Catfish Creek stabilization project, $1,120,000 for CIWA purchase, $866,260 for Kerper sewer project, $2,400,024 for Roosevelt tower, and $5,970,053 for upper Bee Branch culverts. The City has pledged income derived from the acquired or constructed assets to pay debt service. The City continues to operate under the State debt capacity limitations. The State limits the amount of general obligation debt outstanding to 5% of the assessed value of all taxable property in the community. Thus the City's debt capacity is $239,298,248. With $109,020,970 of debt applicable against the capacity, the City is utilizing 45.56% of this limit. Additional information on the City's long-term debt can be found in Note 7 of this report. 31 CITY OF DUBUQUE, IOWA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2020 ECONOMIC FACTORS The City's unemployment rate as of November, 2020 was 3.3%, up from 2.3% in November, 2019. The national average was 6.7% for November 2020, according to the Bureau of Labor Statistics. State of Iowa was 3.6% as reported in November, 2020. The assessed valuation of taxable property, net of exemptions, increased by 2.45% to $2,825,245,000. In fiscal year 2020, the minimum monthly refuse rate increased from $15.37 to $15.62, sewer rate increased 4.5%, water rates increased 5%, and the storm water monthly fee increased from $7.76 to $8.29 per single family unit (SFU). Impacts of the COVID-19 Pandemic. In mid -March of 2020, the Governor of Iowa ordered all food and beverage facilities to suspend their indoor food and beverage services, and other non -essential businesses were mandated to be closed to the public in an effort to reduce the spread of the coronavirus. The City continued to provide essential services to the public, but City facilities were closed to the public. The City Council adopted a revised budget recommendation for fiscal year 2021 to include a course of action to help mitigate the financial burden of COVID-19, which included: 1) administratively initiated a hiring freeze on most positions that are vacant or become vacant in Fiscal Year 2021, 2) froze all travel budgets (conferences, education and training, and city business travel), 3) delayed some equipment replacements, 4) froze all capital projects unless the project was already under contract, had a grant associated, was part of an agreement, or addressed health and safety, 5) no wage increase for non -bargaining and bargaining unit employees in Fiscal Year 2021, 6) formed multiple employee work groups to assist with the quarterly review of projections, and 7) departments were required to develop budget reduction plans. At the end of fiscal year 2020, there were reductions in revenues as projected. Significant General Fund revenue reductions were in hotel/motel taxes, gaming revenue, construction permits, inspection fees, and Parks and Recreation facility usage and program fees. These reductions, however, were offset by expenditure reductions in most departments. While a decrease in General Fund balance was anticipated due to the revenue reductions, the City was able to maintain the unreserved General Fund balance at the same approximate level as budgeted. Due to the team effort of the City Council and City staff, as well as the recovering economy and CARES (Coronavirus Aid, Relief, and Economic Security) Act funding, the financial impacts of COVID-19 have not been as significant as originally projected for fiscal year 2020. There are still however, revenue concerns going forward. City Council and City staff plan to use caution going forward in fiscal year 2021 due to the uncertainty of these revenues as well as the economy Requests for information. This financial report is designed to provide a general overview of the City's finances for all those with an interest in the government's finances. Questions concerning any of the information provided in this report or requests for additional financial information should be addressed to the Director of Finance and Budget, 50 West 13th Street, Dubuque, Iowa 52001-4864. 32 Basic Financial Statements Fiscal Year Ended June 30, 2020 City of Dubuque, Iowa 33 CITY OF DUBUQUE, IOWA STATEMENT OF NET POSITION JUNE 30, 2020 ASSETS CURRENT ASSETS Cash and pooled cash investments Receivables Property tax Delinquent Succeeding year Accounts and other Special assessments Accrued interest Notes Intergovernmental Inventories Prepaid items Total Current Assets NONCURRENT ASSETS Expendable restricted cash and investments Nonexpendable restricted cash and investments Notes receivable Capital assets Land Buildings Improvements other than buildings Machinery and equipment Infrastructure Construction in progress Accumulated depreciation Total Noncurrent Assets Total Assets Primary Government Component Units Dubuque Dubuque Metropolitan Dubuque Convention Governmental Business -type Area Solid Initiatives and and Visitors Activities Activities Total Waste Agency Subsidiaries Bureau $ 48,697,058 $ 29,487,015 $ 78,184,073 $ 7,962,484 $ 10,976,497 $ 112,376 1,096,305 1,096,305 26,202,568 26,202,568 - - - 2,729,268 3,834,133 6,563,401 530,045 27,373 28,384 426,964 - 426,964 - - - 222,616 102,339 324,955 50,993 - 2,465,755 - 2,465,755 - 47,065 7,101,310 4,032,439 11,133,749 19,123 - - 1,559,798 1,034,062 2,593,860 - 133,347 9,041 655,592 100,881 756,473 28,634 - - 91,157,234 38,590,869 129,748,103 8,591,279 11,184,282 149,801 7,083,640 5,478,819 12,562,459 5,361,267 1,420,609 235,587 69,412 - 69,412 - - - 7,800,982 - 7,800,982 105,267 79,331,529 24,793,823 104,125,352 2,737,804 - 139,555,836 159,240,025 298,795,861 386,779 265,111 24,726,686 178,550,296 203,276,982 15,903,557 27,491 52,381,639 115,073,585 167,455,224 3,990,168 105,385 239,440,410 - 239,440,410 - - 59,256,755 34,113,325 93,370,080 3,295,599 (174,829,436) (143,277,265) (318,106,701) (9,427,780) - (126,925) 434,817,453 373,972,608 808,790,061 22,247,394 1,525,876 506,649 525,974,687 412,563,477 938,538,164 30,838,673 12,710,158 656,450 DEFERRED OUTFLOWS OF RESOURCES Pension related deferred outflows 11,587,791 1,178,292 12,766,083 115,931 OPEB related deferred outflows 214,540 45,074 259,614 4,945 Total Deferred Outflows of Resources 11,802,331 1,223,366 13,025,697 120,876 34 CITY OF DUBUQUE, IOWA EXHIBIT 1 (continued) STATEMENT OF NET POSITION (continued) JUNE 30, 2020 LIABILITIES CURRENT LIABILITIES Accounts payable Accrued payroll Loans payable Notes payable General obligation bonds payable Revenue bonds payable Tax increment financing bonds payable Accrued compensated absences Accrued interest payable Intergovernmental payable Unearned revenue Total Current Liabilities NONCURRENT LIABILITIES Loans payable Notes payable General obligation bonds payable Revenue bonds payable Landfill closure and postclosure care Tax increment financing bonds payable Accrued compensated absences Net pension liability Total OPEB liability Total Noncurrent Liabilities Total Liabilities DEFERRED INFLOWS OF RESOURCES Pension related deferred inflows OPEB related deferred inflows Succeeding year property tax Deferred amount on refunding Total deferred inflows of resources NET POSITION Net investment in capital assets Restricted for/by: Bond ordinance development agreement Debt service Employee benefits Community development Iowa Finance Authority Trust Capital projects Franchise agreement Endowments, expendable Endowments, nonexpendable Other State statute Landfill closure and post closure care Minority interest Unrestricted Total Net Position See notes to financial statements. Primary Government Component Units Dubuque Dubuque Metropolitan Dubuque Convention Governmental Business -type Area Solid Initiatives and and Visitors Activities Activities Total Waste Agency Subsidiaries Bureau $ 5,467,057 $ 4,956,180 $ 10,423,237 $ 391,015 $ 49,286 $ 255,583 1,851,383 339,195 2,190,578 31,675 - 23,038 251,865 1,063,545 1,315,410 - 7,367 91,860 6,094,000 6,185,860 - - 4,578,192 2,916,809 7,495,001 425,000 - 340,000 340,000 - 590,000 - 590,000 - 404,373 60,060 464,433 1,139 - 229,223 361,832 591,055 19,863 3,235 8,141 - 8,141 98,251 - - 692,360 - 692,360 - - 2,254 14,164,454 16,131,621 30,296,075 966,943 52,521 288,242 3,647,429 1,088,786 4,736,215 10,783 - 110,871,647 110,871,647 - - 37,407,321 33,304,047 70,711,368 7,699,672 - 32,366,267 32,366,267 - - - - 1,981,708 18,235,306 - 18,235,306 - 5,611,886 658,903 6,270,789 211,858 45,154,154 4,971,397 50,125,551 489,134 4,861,348 1,021,345 5,882,693 112,052 - 114,917,444 184,282,392 299,199,836 10,494,424 - 10,783 129,081,898 200,414,013 329,495,911 11,461,367 52,521 299,025 4,099,839 868,017 4,967,856 85,405 277,024 58,203 335,227 6,385 26,202,568 - 26,202,568 - 255,280 64,244 319,524 - 30,834,711 990,464 31,825,175 91,790 387,344,725 191,757,112 579,101,837 9,107,248 271,062 2,140,740 3,187,364 5,328,104 5,055 - 5,055 57,032 57,032 8,776,446 8,776,446 1,235,968 1,235,968 12,157,094 12,157,094 618,857 618,857 104,586 104,586 69,412 69,412 1,336,244 1,336,244 - - - 130,309 2,903,459 1,649,240 - - (35,985,750) 17,437,890 (18,547,860) 5,616,136 12,657,637 86,363 $ 377,860,409 $ 212,382,366 $ 590,242,775 $ 19,406,392 $ 12,657,637 $ 357,425 35 CITY OF DUBUQUE, IOWA STATEMENT OF ACTIVITIES EXHIBIT 2 FOR THE YEAR ENDED JUNE 30, 2020 Program Revenues Net (Expense) Revenue and Changes in Net Position Primary Government Component Units Dubuque Operating Capital Grants Metropolitan Dubuque Dubuque Charges for Grants and and Total Program Governmental Business -type Area Solid Initiatives and Convention and Functions/Programs Expenses Services Contributions Contributions Revenues Activities Activities Total Waste Agency Subsidiaries Visitors Bureau Primary government Governmental Activities: Public safety Public works Health and social services Culture and recreation Community and economic development General government Interest on long-term debt Total governmental activities Business -type activities Sewage disposal works Water utility Stormwater utility Parking facilities America's River Project Refuse collection Transit system Salt Total business -type activities Total primary government Component units Dubuque Metropolitan Area Solid Waste Agency Dubuque Initiatives and Subsidiaries Dubuque Convention and Visitors Bureau Total Component Units See notes to financial statements $ 32,079,903 $ 2,641,633 $ 1,267,198 $ - $ 3,908,831 $ (28,171,072) $ $ (28,171,072) 22,667,132 6,732,825 5,063,878 13,352,469 25,149,172 2,482,040 2,482,040 1,677,181 386,885 11,339 725 398,949 (1,278,232) (1,278,232) 13,576,571 2,237,000 494,976 460 2,732,436 (10,844,135) (10,844,135) 17,848,570 2,515,823 7,646,929 1,659,370 11,822,122 (6,026,448) (6,026,448) 8,821,692 2,553,244 - 437,247 2,990,491 (5,831,201) (5,831,201) 2,929,997 - - - (2,929,997) (2,929,997) 99,601,046 17,067,410 14,484,320 15,450,271 47,002,001 (52,599,045) (52,599,045) 11,725,889 12,606,632 69,575 12,676,207 950,318 950,318 7,631,411 9,273,720 - 19,380 9,293,100 1,661,689 1,661,689 5,887,171 5,061,855 380,606 4,688,744 10,131,205 4,244,034 4,244,034 3,414,851 2,313,344 79,942 - 2,393,286 (1,021,565) (1,021,565) 3,161 - - - (3,161) (3,161) 4,387,683 4,448,317 - - 4,448,317 60,634 60,634 4,748,463 400,576 2,507,071 1,632,895 4,540,542 (207,921) (207,921) 333,556 346,753 - 346,753 13,197 13,197 38,132,185 34,451,197 2,967,619 6,410,594 43,829,410 5,697,225 5,697,225 $ 137,733,231 $ 51,518,607 $ 17,451,939 $ 21,860,865 $ 90,831,411 $ (52,599,045) $ 5,697,225 $ (46,901,820) $ 2,852,380 $ 6,915,660 $ 76,101 $ $ 6,991,761 101,790 - - - 1,455,694 1,554,348 123,000 1,677,348 $ 4,409,864 $ 8,470,008 $ 199,101 $ $ 8,669,109 General revenues Property taxes Local option sales tax Hotel motel tax Utility franchise fees Gaming Unrestricted investment earnings Miscellaneous Gain on disposal of capital assets Transfers Total general revenues and transfers Change in Net Position Net position, beginning of year Net position, ending of year 38,354,691 38,354,691 9,652,332 9,652,332 2,117,506 2,117,506 4,976,472 4,976,472 7,394,294 7,394,294 1,857,420 796,494 2,653,914 $ 4,139,381 $ - (101,790) - - 221,654 4,139,381 (101,790) 221,654 213,772 13,409 313 1 914 655 23,866 16,500 40,366 (10,561,636) 10,561,636 - 53,814,945 11,374,630 65,189,575 213,772 1,928,064 313 1,215,900 17,071,855 18,287,755 4,353,153 1,826,274 221,967 376, 644, 509 195,310,511 571,955,020 15,053,239 10,831,3 63 135,458 $ 377,860,409 $ 212,382,366 $ 590,242,775 $ 19,406,392 $ 12,657,637 $ 357,425 36 THIS PAGE IS INTENTIONALLY LEFT BLANK 37 CITY OF DUBUQUE, IOWA BALANCESHEET GOVERNMENTAL FUNDS JUNE 30, 2020 ASSETS Cash and pooled cash investments Receivables Property tax Delinquent Succeeding year Accounts and other Special assessments Accrued interest Notes Intergovernmental Due from other funds Inventories Prepaid items Restricted cash and pooled cash investments Total Assets LIABILITIES, DEFERRED INFLOWS OF RESOURCES AND FUND BALANCES LIABILITIES Accounts payable Accrued payroll Intergovernmental payable Due to other funds Unearned revenue Total Liabilities DEFERRED INFLOW OF RESOURCES Unavailable revenues Succeeding year property tax Special assessments Grants Other Total Deferred Inflows of Resources FUND BALANCES Nonspendable Endowment corpus Inventory Long-term notes receivable Prepaid items Restricted Endowments Library Police Veterans Debt service Bond ordinance Capital improvements Franchise agreement Special assessments Iowa Finance Authority Trust Community programs Employee benefits Committed, capital improvements Assigned DRA gaming and distribution Unassigned Total Fund Balances Total Liabilities, Deferred Inflows of Resources, and Fund Balances EXHIBIT 3 Revenue Tax Increment Community General Financing Development $ 21,203,339 $ 6,147,527 $ 1,797,978 667,139 319,783 22,891,980 - 2,043,708 188,044 19,344 - - 112,645 54,071 12,229 4,536,665 289,800 3,886,725 1,197,287 - 2,547,762 456,550 - 196,531 395,828 412,362 - 21,196 220,741 2,634,920 - $ 53,958,291 $ 9,634,145 $ 8,661,718 $ 1,407,099 $ 84,622 $ 613,758 1,674,452 - 26,574 574,676 - - 3,656,227 84,622 640,332 22,891,980 19,344 - 21,804 2,421,125 479,218 - 23,412,346 2,421,125 196,531 4,536,665 412,362 21,196 - 2,140,740 - 219,741 7,408,783 - 8,182,821 1,396,196 20,128,223 - (2,603,756) 26,889,718 9,549,523 5,600,261 $ 53,958,291 $ 9,634,145 $ 8,661,718 See notes to financial statements. 38 Other Governmental Debt Service Funds Total $ - $ 12,584,785 $ 41,733,629 8,795 100,588 1,096,305 276,674 3,033,914 26,202,568 - 229,339 2,461,091 407,620 426,964 23,693 202,638 1,553,547 10,266,737 3,356,261 7,101,310 - 456,550 901,636 1,493,995 38,271 471,829 - 4,297,391 7,153,052 $ 285,469 $ 26,527,045 $ 99,066,668 $ $ 1,941,541 $ 4,047,020 117,814 1,818,840 8,141 8,141 456,550 456,550 117,685 692,361 2,641,731 7,022,912 276,674 3,033,914 26,202,568 - 389,289 408,633 - 860,905 3,303,834 3,740 358,519 841,477 280,414 4,642,627 30,756,512 69,412 69,412 901,636 1,098,167 - 4,536,665 38,271 471,829 104,586 104,586 1,157,214 1,157,214 7,774 7,774 - 152,925 152,925 5,055 - 5,055 - - 2,140,740 8,563,640 16,192,164 618,857 618,857 18,331 18,331 1,235,968 1,235,968 593,625 8,776,446 57,032 57,032 5,823,218 5,823,218 1,396,196 - (99,802) 17,424,665 5,055 19,242,687 61,287,244 $ 285,469 $ 26,527,045 $ 99,066,668 39 THIS PAGE IS INTENTIONALLY LEFT BLANK 40 CITY OF DUBUQUE, IOWA RECONCILIATION OF THE GOVERNMENTAL FUNDS BALANCE SHEET EXHIBIT 3-1 TO THE STATEMENT OF NET POSITION JUNE 30, 2020 Total fund balances - governmental funds $ 61,287,244 Amounts reported for the governmental activities in the statement of net position are different because: Capital assets used in governmental activities are not financial resources and therefore are not reported in the funds. Cost of capital assets $ 594,336,265 Accumulated depreciation (174,566,302) Some of the City's revenues will be collected after year-end but are not available soon enough to pay for the current period's expenditures and therefore are unavailable in the funds. Those revenues consist of: Property tax 325,720 Special assessments 408,633 Grants and other 3,819,592 Pension and OPEB related deferred outflows of resources and deferred inflows of resources are not due and payable in the current year and, therefore, are not reported in the government funds as follows: Deferred inflows of resources (4,139,180) Deferred outflows of resources 11,479,690 419,769,963 4,553,945 7,340,510 Internal service funds are used by the City's management to charge the costs of equipment maintenance and self-insurance programs to individual funds. The assets and liabilities of the internal service funds are included in governmental activities in the statement of net position. 4,865,697 Some liabilities are not due and payable in the current period and therefore are not reported in the funds. Those liabilities consist of: General obligation bonds (41,985,513) Tax increment financing bonds (18,825,306) Notes payable (91,860) Loans payable (3,899,294) Deferred amount on debt refundings (255,280) Accrued interest (229,223) Compensated absences (6,016,259) Net pension liability (43,792,867) Total OPEB liability (4,861,348) (119,956,950) Net position of governmental activities $ 377,860,409 See notes to financial statements. 41 CITY OF DUBUQUE, IOWA STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES EXHIBIT 4 GOVERNMENTAL FUNDS FOR THE YEAR ENDED JUNE 30, 2020 Revenue Tax Increment Community General Financing Development REVENUES Taxes $ 35,404,753 $ 10,661,450 $ - Special assessments - - 6,503 Licenses and permits 1,497,086 - Intergovernmental 1,885,616 10,666,574 Charges for services 10,585,690 120 Fines and forfeits 365,458 - - Investment earnings 621,920 733,556 91,447 Contributions 948,412 188,045 11,115 Gaming 7,394,294 - - Miscellaneous 1,405,106 688,372 31,674 Total Revenues 60,108,335 12,271,423 10,807,433 EXPENDITURES Current Public safety 29,515,413 Public works 5,510,707 - Health and social services 991,911 348,633 Culture and recreation 12,967,384 - 91,065 Community and economic development 4,028,289 2,496,361 4,453,498 General government 6,845,841 - 24,481 Debt service Principal - - Interest and fiscal charges 44,882 13,020 Capital projects 596,664 - 7,649,968 Total Expenditures 60,501,091 2,496,361 12,580,665 EXCESS (DEFICIENCY) OF REVENUES OVER (UNDER) EXPENDITURES (392,756) 9,775,062 (1,773,232) OTHER FINANCING SOURCES (USES) Issuance of debt Premium on bonds - - - Transfers in 4,539,276 513,374 111,000 Transfers out (3,643,841) (10,509,885) - Insurance recovery 19,422 - Sale of capital assets 53,049 609,240 - Total Other Financing Sources (Uses) 967,906 (9,387,271) 111,000 NET CHANGE IN FUND BALANCES 575,150 387,791 (1,662,232) FUND BALANCES, BEGINNING 26,314,568 9,161,732 7,262,493 FUND BALANCES, ENDING $ 26,889,718 $ 9,549,523 $ 5,600,261 See notes to financial statements. 42 Other Governmental Debt Service Funds Total $ 280,677 $ 8,471,794 $ 54,818,674 - 69,891 76,394 - 1,497,086 16,065,870 28,618,060 408,788 10,994,598 - - 365,458 (34) 252,126 1,699,015 - 16,149 1,163,721 - 7,394,294 - 1,391,937 3,517,089 280,643 26,676,555 110,144,389 3,102 29,518,515 6,328,105 11,838,812 - 1,340,544 140,929 13,199,378 5,707,258 16,685,406 577,117 7,447,439 7,065,499 - 7,065,499 2,985,797 722 3,044,421 - 12,842,807 21,089,439 10,051,296 25,600,040 111,229,453 (9,770,653) 1,076,515 (1,085,064) 1,372,907 1,372,907 62,182 - 62,182 8,329,362 3,653,188 17,146,200 - (5,704,617) (19,858,343) 52,182 71,604 - 3,000 665,289 9,764,451 (1,996,247) (540,161) (6,202) (919,732) (1,625,225) 11,257 20,162,419 62,912,469 $ 5,055 $ 19,242,687 $ 61,287,244 43 THIS PAGE IS INTENTIONALLY LEFT BLANK 44 CITY OF DUBUQUE, IOWA RECONCILIATION OF THE GOVERNMENTAL FUNDS STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES TO THE STATEMEMT OF ACTIVITIES FOR THE YEAR ENDED JUNE 30, 2020 EXHIBIT 4-1 Net change in fund balances - total governmental funds $ (1,625,225) Amounts reported for governmental activities in the statement of activities are different because: Capital outlays are reported as expenditures in governmental funds. However, in the statement of activities, the cost of capital assets is allocated over their estimated useful lives and reported as depreciation expense. In the current period, these amounts are: Capital assets expended in governmental funds $ 19,399,725 Transfers of capital assets to enterprise funds (7,849,493) Depreciation expense (10,261,179) 1,289,053 In the statement of activities, only the gain or loss on the sale of capital assets is reported, whereas in the governmental funds, the entire proceeds from the sale increase financial resources. Thus, the change in net position differs from the change in fund balances by the book value of the asset being disposed. (1,604,533) Because some revenues will not be collected for several months after the City's fiscal year ends, they are not considered "available" revenues and are deferred in the governmental funds. Deferred inflows of resources increased (decreased) by these amounts this year: Property tax 282,327 Special assessments (355,635) Grants and other 1,076,337 1,003,029 Debt proceeds provide current financial resources to governmental funds, but issuing debt increases long-term liabilities in the statement of net position. Repayment of debt principal is an expenditure in the governmental funds, but it reduces long-term liabilities in the statement of net position and does not affect the statement of activities. Also, governmental funds report the effect of issuance discounts and premiums when debt is first issued, whereas these amounts are deferred and amortized in the statement of activities. Debt issuances including premium (1,435,089) Debt repayments 7,065,499 5,630,410 Some items reported in the statement of activities do not require the use of current financial resources and therefore are not reported as expenditures in governmental funds. These items consist of. Decrease in accrued interest 12,752 Amortization of bond discount/premium 21,645 Increase in compensated absences (439,715) Deferred amount on debt refundings (5,323) Pension adjustment (3,137,995) OPEB adjustment (64,419) Total additional expenses (3,613,055) Internal service funds are used by management to charge the costs of certain activities to individual funds. The change in net position of the internal service funds is reported with governmental activities. 136,221 Change in net position of governmental activities $ 1,215,900 See notes to financial statements. 45 CITY OF DUBUQUE, IOWA STATEMENT OF NET POSITION PROPRIETARY FUNDS JUNE 30, 2020 ASSETS CURRENT ASSETS Cash and pooled cash investments Receivables Accounts Accrued interest Intergovernmental Prepaid items Inventories Total Current Assets NONCURRENT ASSETS Restricted cash and pooled cash investments Capital assets Land Buildings Improvements to other than buildings Machinery and equipment Construction in progress Accumulated depreciation Net Capital Assets Total Noncurrent Assets Total Assets DEFERRED OUTFLOWS OF RESOURCES Pension related deferred outflows OPEB related deferred outflows Total Deferred Outflows of Resources Business -type Activities -Enterprise Funds Sewage Disposal Works Water Stormwater Utility Utility $ 3,916,552 $ 8,954,694 $ 13,689,675 1,550,320 1,164,994 590,615 50,529 14,644 34,481 - - 938,641 1,746 15,440 61,960 305,519 726,499 - 5, 824,666 10, 876,271 15,315,3 72 349,437 1,809,816 2,736,375 254,858 209,244 21,393,569 72,269,461 11,212,597 - 50,845,742 2,243,414 120,319,432 40,081,900 60,846,248 1,305,088 4,174,510 7,583,453 22,160,959 (66,838,207) (29,615,794) (19,191,760) 100,788,264 52,479,162 145,987,288 101,137,701 54,288,978 148,723,663 106,962,367 65,165,249 164,039,035 247,876 283,410 62,460 8,901 10,879 4,030 256,777 294,289 66,490 46 Business -type Activities -Enterprise Funds Parking Other Enterprise Facilities Funds Total Governmental Activities - Internal Service Funds S 746,291 S 2,179,803 $ 29,487,015 $ 6,963,429 103,320 424,884 3,834,133 268,177 2,685 - 102,339 19,978 - 3,093,798 4,032,439 - 9,047 12,688 100,881 183,763 - 2,044 1,034,062 65,803 861,343 5,713,217 38,590,869 7,501,150 383,404 199,787 5,478,819 - 2,900,152 36,000 24,793,823 - 62,216,456 13,541,511 159,240,025 - 3,795,798 1,345,910 178,550,296 - 2,425,115 10,415,234 115,073,585 356,590 194,403 - 34,113,325 - (19,180,244) (8,451,260) (143,277,265) (263,134) 52,351,680 16,887,395 368,493,789 93,456 52,735,084 17,087,182 373,972,608 93,456 53,596,427 22,800,399 412,563,477 7,594,606 80,921 503,625 1,178,292 322,641 2,473 18,791 45,074 - 83,394 522,416 1,223,366 322,641 EXHIBIT 5 47 CITY OF DUBUQUE, IOWA STATEMENT OF NET POSITION PROPRIETARY FUNDS JUNE 30, 2020 LIABILITIES CURRENT LIABILITIES Accounts payable Accrued payroll Loans payable - current General obligation bonds payable Revenue bonds payable Capital loan notes payable Accrued compensated absences Accrued interest payable Total Current Liabilities NONCURRENT LIABILITIES Loans payable General obligation bonds payable Revenue bonds payable Capital loan notes payable Accrued compensated absences Net pension liability Total OPEB liability Total Noncurrent Liabilities Total Liabilities DEFERRED INFLOWS OF RESOURCES Pension related deferred inflows OPEB related deferred inflows Deferred amount on refunding Total Deferred Inflows of Resources NET POSITION Net investment in capital assets Restricted by bond ordinance/development agreement Unrestricted Total Net Position See notes to financial statements. Business -type Activities -Enterprise Funds Sewage Disposal Works Water Stormwater Utility Utility $ 358,918 $ 1,324,941 $ 1,536,084 60,326 86,476 20,559 - 1,000,000 - 633,584 732,649 1,000,952 - 340,000 - 3,000,000 895,000 2,199,000 31,181 22,890 250 128,397 64,791 150,776 4,212,406 4,466,747 4,907,621 - 1,000,000 - 9,205,857 10,868,576 7,668,210 - 3,839,794 28,526,473 61,798,641 9,283,948 39,789,058 127,586 261,640 11,413 1,045,836 1,195,762 263,522 201,692 246,512 91,321 72,379,612 26,696,232 76,349,997 76,592,018 31,162,979 81,257,618 182,605 208,782 46,011 11,494 14,048 5,204 19,439 22,561 20,773 213,538 245,391 71,988 34,627,197 25,831,633 68,123,801 - 567,025 2,080,000 (4,213,609) 7,652,510 12,572,118 $ 30,413,588 $ 34,051,168 $ 82,775,919 48 Business -type Activities -Enterprise Funds Parking Other Enterprise Facilities Funds Total Governmental Activities - Internal Service Funds $ 85,390 $ 1,650,847 $ 4,956,180 $ 1,420,037 23,729 148,105 339,195 32,543 63,545 - 1,063,545 - 534,956 14,668 2,916,809 - - - 340,000 - - - 6,094,000 - 2,325 3,414 60,060 - 15,166 2,702 361,832 - 725,111 1,819,736 16,131,621 1,452,580 88,786 - 1,088,786 - 5,209,965 351,439 33,304,047 - - - 32,366,267 - - - 110,871,647 - 8,911 249,353 658,903 - 341,412 2,124,865 4,971,397 1,361,287 56,025 425,795 1,021,345 - 5,705,099 3,151,452 184,282,392 1,361,287 6,430,210 4,971,188 200,414,013 2,813,867 59,612 371,007 868,017 237,683 3,193 24,264 58,203 - 1,471 - 64,244 - 64,276 395,271 990,464 237,683 46,453,406 16,721,075 191,757,112 93,456 540,339 - 3,187,364 - 191,590 1,235,281 17,437,890 4,772,241 $ 47,185,335 $ 17,956,356 $ 212,382,366 $ 4,865,697 EXHIBIT 5 49 CITY OF DUBUQUE, IOWA STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN NET POSITION PROPRIETARY FUNDS FOR THE YEAR ENDED JUNE 30, 2020 OPERATING REVENUES Charges for sales and services Other Total Operating Revenues OPERATING EXPENSES Employee expense Utilities Repairs and maintenance Supplies and services Insurance Depreciation Total Operating Expenses OPERATING INCOME (LOSS) NONOPERATING REVENUES (EXPENSES) Intergovernmental Investment earnings Contributions Interest expense Gain (loss) on disposal of assets Net Nonoperating Revenues (Expenses) INCOME (LOSS) BEFORE CAPITAL CONTRIBUTIONS AND TRANSFERS CAPITAL CONTRIBUTIONS TRANSFERS IN TRANSFERS OUT CHANGE IN NET POSITION NET POSITION, BEGINNING NET POSITION, ENDING See notes to financial statements. Business -type Activities -Enterprise Funds Sewage Disposal Works Water Stormwater Utility Utility $ 12,592,624 $ 9,223,000 $ 4,972,308 12,463 49,979 60 12,605,087 9,272,979 4,972,368 3,406,154 2,943,258 1,305,530 757,125 827,417 28,525 851,294 207,802 88,050 1,529,394 1,533,566 483,611 101,283 87,170 58,444 3,425,283 1,212,928 1,921,046 10,070,533 6,812,141 3,885,206 2,534,554 2,460,838 1,087,162 - - 54,169 171,508 224,393 330,956 - - 415,924 (1,655,356) (819,270) (1,989,336) 1,545 741 (12,629) (1,482,303) (594,136) (1,200,916) 1,052,251 1,866,702 (113,754) 69,575 19,380 12,343, 834 - 949,471 483,282 (174,562) (142,884) - 947,264 2,692,669 12,713,362 29,466,324 31,358,499 70,062,557 $ 30,413,588 $ 34,051,168 $ 82,775,919 50 Business -type Activities -Enterprise Funds Governmental Other Activities - Parking Enterprise Internal Facilities Funds Total Service Funds $ 2,173,719 $ 5,155,740 $ 34,117,391 $ 14,298,761 139,625 39,906 242,033 70,112 2,313,344 5,195,646 34,359,424 14,368,873 832,278 5,242,008 13,729,228 2,443,277 337,524 112,748 2,063,339 37,632 232,103 1,100,492 2,479,741 54,093 525,502 1,661,851 5,733,924 11,643,220 102,058 65,482 414,437 174,646 1,173,158 1,158,982 8,891,397 40,868 3,202,623 9,341,563 33,312,066 14,393,736 (889,279) (4,145,917) 1,047,358 (24,863) - 2,531,111 2,585,280 - 39,420 30,217 796,494 158,405 79,942 84,280 580,146 - (176,565) (1,180) (4,641,707) - (35,663) (113,620) (159,626) 2,679 (92,866) 2,530,808 (839,413) 161,084 (982,145) (1,615,109) 207,945 136,221 194,403 1,524,575 14,151,767 - 414,246 1,695,964 3,542,963 - (513,374) - (830,820) - (886,870) 1,605,430 17,071,855 136,221 48,072,205 16,3 50,926 195, 310, 511 4,729,476 $ 47,185,335 $ 17,956,356 $ 212,382,366 $ 4,865,697 EXHIBIT 6 51 CITY OF DUBUQUE, IOWA STATEMENT OF CASH FLOWS PROPRIETARY FUNDS YEAR ENDED JUNE 30, 2020 CASH FLOWS FROM OPERATING ACTIVITIES Cash received from customers Cash payments to suppliers for goods and services Cash payments to employees for services Other operating receipts NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Transfers from other funds Transfers to other funds Contributions Intergovernmental grant proceeds NET CASH PROVIDED BY (USED FOR) NONCAPHAL FINANCING ACTIVITIES CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Proceeds from sale of capital assets Acquisition and construction of capital assets Proceeds from issuance of debt Premium on debt issuance Payment of debt Interest paid Intergovernmental grant proceeds NET CASH PROVIDED (USED FOR) CAPITAL AND RELATED FINANCING ACTIVITIES CASH FLOWS FROM INVESTING ACTIVITIES Interest received NET INCREASE (DECREASE) IN CASH AND POOLED INVESTMENTS CASH AND CASH EQUIVALENTS, BEGINNING CASH AND CASH EQUIVALENTS, ENDING Business -tune Activities-Entemrise Funds Sewage Disposal Water Stormwater Parking Works Utility Utility Facilities $ 12,506,959 $ 9,088,706 $ 4,902,513 $ 2,200,072 (4,011,612) (1,916,566) 429,089 (1,139,218) (3,547,490) (2,764,086) (1,350,410) (802,079) 12,463 49,979 60 139,625 4,960,320 4,458,033 3,981,252 398,400 - 949,471 483,282 414,246 (174,562) (142,884) - (513,374) 415,924 79,942 (174,562) 806,587 899,206 (19,186) 1,545 741 - (1,737,603) (3,946,290) (5,747,444) - 2,028,430 4,844,418 6,346,265 126,133 40,573 48,688 10,819 5,410 (4,731,132) (4,133,779) (2,781,935) (780,290) (1,668,972) (834,341) (2,066,462) (194,100) 369,602 (6,067,159) (4,020,563) (3,869,155) (842,847) 168,986 220,128 323,127 39,039 (1,112,415) 1,464,185 1,334,430 (424,594) 5,378,404 9,300,325 15,091,620 1,554,289 $ 4,265,989 $ 10,764,510 $ 16,426,050 $ 1,129,695 52 EXHIBIT 7 Business -type Activities -Enterprise Funds Governmental Other Activities - Enterprise Internal $ 4,733,441 $ 33,431,691 $ 14,258,473 (2,961,425) (9,599,732) (12,747,587) (5,060,149) (13,524,214) (2,364,431) 39,906 242,033 70,112 (3,248,227) 10,549,778 (783,433) 1,695,964 3,542,963 - (830,820) 1,608,855 2,104,721 613,900 613,900 3,918,719 5,430,764 16,500 18,786 2,679 (420,117) (11,851,454) - 13,345,246 105,490 (14,822) (12,441,958) (2,064) (4,765,939) 369,602 - (420,503) (15,220,227) 2,679 427,981 1,179,261 158,304 677,970 1,939,576 (622,450) 1,701,620 33,026,258 7,585,879 $ 2,379,590 $ 34,965,834 $ 6,963,429 (Continued) 53 CITY OF DUBUQUE, IOWA STATEMENT OF CASH FLOWS PROPRIETARY FUNDS YEAR ENDED JUNE 30, 2020 RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES Operating income (loss) Adjustments to reconcile operating income (loss) to net cash provided by (used for) operating activities Depreciation Change in assets and liabilities (Increase) decrease in receivables (Increase) decrease in inventories and prepaid items Increase (decrease)in accounts payable Increase (decrease) in accrued liabilities Increase (decrease) net pension liability (Increase) decrease in deferred outflows Increase in deferred inflows Increase (decrease) in total OPEB liability Total Adjustments NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES NONCASH CAPITAL AND RELATED FINANCING ACTIVITIES Contribution of capital assets from outside sources Contributions of capital assets from Governmental Activities See notes to financial statements. Business -type Activities -Enterprise Funds Sewage Disposal Water Stormwater Parking Works Utility Utility Facilities $ 2,534,554 $ 2,460,838 $ 1,087,162 $ (889,279) 3,425,283 1,212,928 1,921,046 1,173,158 (85,665) (134,294) (69,795) 26,353 25,870 (10,125) 19,854 310 (798,386) 749,514 1,067,865 57,659 (6,650) 47,154 3,648 (5,798) (292,865) (6,033) (83,048) (15,433) 103,382 31,308 28,562 12,149 87,236 129,482 22,337 33,594 (32,439) (22,739) (16,379) 5,687 2,425,766 1,997,195 2,894,090 1,287,679 $ 4,960,320 $ 4,458,033 $ 3,981,252 $ 398,400 G 60 575 t 10 IRO R d FRR 7aa I _ $ $ $ 7,655,090 $ 194,403 54 EXHIBIT 7 (continued) Business-tvoe Activities -Enterprise Funds Governmental Other Activities - Enterprise Internal 17—A. Tnf�l Car.,irA F„nAe $ (4,145,917) $ 1,047,358 $ (24,863) 1,158,982 8,891,397 40,868 (422,299) (685,700) (40,288) (2,563) 33,346 (173,492) (18,289) 1,058,363 (664,504) 16,865 55,219 4,620 (142,952) (540,331) (98,165) 88,083 263,484 60,190 200,286 472,935 112,201 19,577 (46,293) - 897,690 9,502,420 (758,570) $ (3,248,227) $ 10,549,780 $ (783,433) $ - $ 4,777,699 $ $ - $ 7,849,493 $ 55 CITY OF DUBUQUE, IOWA STATEMENT OF FIDUCIARY ASSETS AND LIABILITIES AGENCY FUNDS JUNE 30, 2020 ASSETS Cash and pooled cash investments Accounts receivable Prepaids Accrued interest Total Assets LIABILITIES Due to other agency Total Liabilities See notes to financial statements. EXHIBIT 8 Agency Funds $ 1,921,801 57,633 7,552 3.351 $ 1,990,337 $ 1,990,337 $ 1,990,337 56 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 The notes to financial statements contain a summary of significant accounting policies and other notes considered necessary for an understanding of the financial statements of the City and are an integral part of this report. The index to the notes is as follows: 1. Summary of Significant Accounting Policies 2. Deficit Fund Equity 3. Cash on Hand, Deposits, and Investments 4. Notes Receivable 5. Interfund Balances and Transfers 6. Capital Assets 7. Long -Term Debt 8. Risk Management 9. Commitments and Contingent Liabilities 10. Other Postemployment Benefits (OPEB) 11. Employee Pension Plans 12. Landfill Closure and Postclosure Care 13. Leases Where City is Lessor 14. Subsequent Events 15. Prospective Accounting Pronouncements 16. Tax Abatements 57 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 1— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Reporting Entity The City of Dubuque, Iowa, is a municipal corporation governed by an elected mayor and a six -member council. As required by accounting principles generally accepted in the United States of America, these financial statements present the City and its component units, entities for which the City is considered to be financially accountable. The City has no blended component units. The discretely presented component units are reported in separate columns in the government -wide financial statements to emphasize that they are legally separate from the City. Discretely Presented Component Units The Dubuque Metropolitan Area Solid Waste Agency was created under the provisions of Chapter 28E of the Code of Iowa by the City of Dubuque and Dubuque County. The purpose of the Agency is to provide solid waste management for the Dubuque metropolitan area. The City appoints a voting majority of the Agency's governing board and has authority over those persons responsible for the day-to-day operations of the Agency. The Agency is presented as a proprietary fund type and has a June 30 year end. During the year ended June 30, 2020, $652,637 of the Dubuque Metropolitan Area Solid Waste Agency's charges for services were related to services provided to the City of Dubuque. Dubuque Initiatives and Subsidiaries is a non-profit corporation organized under the laws of Iowa and Section 501(c)(3) of the Internal Revenue Code. The Organization was created to render service to the City Council of the City of Dubuque, Iowa, on matters of community interest. The Organization's articles require that its board members include two city council members, the mayor, and the city manager of the City of Dubuque, Iowa; and in the event of dissolution, any assets or property of the Organization be transferred to the City of Dubuque, Iowa. During the fiscal year 2008, the City of Dubuque, Iowa guaranteed debt issued by Dubuque Initiatives and Subsidiaries for the rehabilitation of the Roshek Building. The Organization is presented as a proprietary fund type and has a December 31 year end. Dubuque Convention and Visitors Bureau is a non-profit corporation organized under the laws of Iowa and Section 501(c)(3) of the Internal Revenue Code. The Organization's purpose is to strengthen the Dubuque area economy by competitively marketing the area as a destination for conventions, tour groups, sporting events and individual travelers. The Organization's articles require that its board members include one City Council member, the City of Dubuque Mayor and the City Manager. In the event of dissolution, any assets or property of the Organization shall be distributed to the City of Dubuque, Iowa after paying or making provision for the payment of all liabilities of the Corporation. The City collects hotel/motel taxes and forwards 50% to the CVB as the primary source of funds for its operations. The CVB is presented as a governmental fund type and has a June 30 year end. Dubuque Initiatives and Subsidiaries and the Dubuque Convention and Visitors Bureau present their financial information in accordance with the Financial Accounting Standards Board (FASB). Complete financial statements for the Component Units may be obtained from the City of Dubuque's Finance Department for the Dubuque Metropolitan Area Solid Waste Agency and Dubuque Area Convention and Visitors Bureau, and the Economic Development Office for Dubuque Initiatives and Subsidiaries. These offices are located at: City Hall, 50 West 13th Street, Dubuque, Iowa 52001. 58 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 1— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Jointly Governed Organizations The City participates in several jointly governed organizations that provide goods or services to the citizenry of the City but do not meet the criteria of a joint venture since there is no ongoing financial interest or responsibility by the participating governments. City officials are members of the following boards and commissions: City of Dubuque Conference Board Dubuque County E-911 Committee Dubuque Drug Task Force Government -wide and Fund Financial Statements The government -wide financial statements (i.e., the statement of net position and the statement of activities) report information on all of the nonfiduciary activities of the primary government and its component units. For the most part, the effect of interfund activity has been removed from these statements. Governmental activities, which normally are supported by taxes and intergovernmental revenues, are reported separately from business -type activities, which rely to a significant extent on fees and charges for services. Likewise, the primary government is reported separately from the legally separate component units for which the primary government is financially accountable. The statement of activities demonstrates the degree to which the direct expenses of a given function or segment are offset by program revenues. Direct expenses are those clearly identifiable with a specific function or segment. Program revenues include 1) charges to customers or applicants who purchase, use, or directly benefit from goods, services, or privileges provided by a given function or segment and 2) grants, contributions, and interest restricted to meeting the operational or capital requirements of a particular function or segment. Taxes and other items not properly included among program revenues are reported instead as general revenues. Separate financial statements are provided for governmental funds, proprietary funds, and a fiduciary fund, even though the latter is excluded from the government -wide financial statements. Major individual governmental funds and major individual enterprise funds are reported as separate columns in the fund financial statements. Measurement Focus, Basis of Accounting, and Financial Statement Presentation The government -wide financial statements are reported using the economic resources measurement focus and the accrual basis of accounting, as are the proprietary fund and fiduciary fund financial statements. Revenues are recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Property taxes are recognized as revenues in the year for which they are levied. Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met. Governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the City considers revenues to be available if they are collected within 60 days of the end of the current fiscal period (year-end). 59 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 1— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Expenditures generally are recorded when a liability is incurred, as under accrual accounting. However, debt service expenditures, as well as expenditures related to compensated absences and claims and judgments, are recorded only when payment is due. Property taxes, franchise taxes, licenses, interest, special assessments, and grants are susceptible to accrual. Sales taxes are considered measurable and available at the time the underlying transaction occurs, provided they are collected by the City within 60 days after year-end. All other revenue items are considered to be measurable and available only when cash is received by the City. The City reports the following major governmental funds: The General Fund is the City's primary operating fund. It accounts for all financial resources of the general government, except those required to be accounted for in another fund. The Tax Increment Financing Fund is used to account for the receipt of property taxes, for the payment of projects within the tax increment financing district, and for the payment of remaining principal and interest costs on the tax increment financing districts' long-term debt service. The Community Development Fund is used to account for the use of Community Development Block Grant funds as received from federal and state governmental agencies. The Debt Service Fund is used to account for the accumulation of resources and payment of general obligation bond principal and interest from governmental resources and special assessment bond principal and interest from special assessment levies when the government is obligated in some manner for the payment. The City reports the following major proprietary funds: The Sewage Disposal Works Fund is used to account for the operations of the City's sewage disposal works and services. The Water Utility Fund is used to account for the operations of the City's water facilities and services. The Stormwater Utility Fund is used to account for the operations of the City's stormwater services. The Parking Facilities Fund is used to account for the operations of the City -owned parking ramps and other parking facilities. Additionally, the City reports the internal service fund type. Internal service funds are used to account for general, garage, stores/printing, health insurance, and worker's compensation insurance services provided by one department to other departments of the City on a cost -reimbursement basis. These funds cannot be used to support City activities. Fiduciary funds, other than agency funds, use the economic resources measurement focus and the full accrual basis of accounting. Agency funds use the full accrual basis of accounting but do not have a measurement focus and therefore report only assets and liabilities. The City reports Agency Funds to account for assets held by the City as an agent under the cable franchise agreement, for the Dubuque Racing Association, and for the decommissioning of the prior Flexsteel site. 60 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 1— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) As a general rule the effect of interfund activity has been eliminated from the government -wide financial statements. Exceptions to this general rule are charges between the City's water and sewer function and various other functions of the City. Eliminations of these charges would distort the direct costs and program revenues reported for the various functions concerned. Amounts reported as program revenues include 1) charges to customers or applicants for goods, services, or privileges provided, 2) operating grants and contributions, and 3) capital grants and contributions, including special assessments. Internally dedicated resources are reported as general revenues rather than as program revenues. Likewise, general revenues include all taxes. Proprietary funds distinguish operating revenues and expenses from nonoperating items. Operating revenues and expenses generally result from providing services and producing and delivering goods in connection with a proprietary fund's principal ongoing operations. The principal operating revenues of the City's enterprise funds and of the City's internal service funds are charges to customers for sales and services. Operating expenses for enterprise funds and internal service funds include the cost of sales and services, administrative expenses, and depreciation on capital assets. All revenues and expenses not meeting this definition are reported as nonoperating revenues and expenses. When both restricted and unrestricted resources are available for use, it is the City's policy to use restricted resources first, then unrestricted resources as they are needed. Assets, Deferred Outflows of Resources, Liabilities, Deferred Inflows of Resources, and Net Position/Fund Balance Deposits and Investments The City's cash, pooled cash investments, and cash equivalents are considered to be cash on hand, demand deposits, and short-term investments with original maturities of three months or less from the date of acquisition. The cash balances of most City funds are pooled and invested. Interest earned on investments is recorded in the General Fund unless otherwise provided by law. Investments are stated at fair value except for the investment in the Iowa Public Agency Investment Trust and non-negotiable certificates of deposit which are valued at amortized cost. For purposes of the Statement of Cash Flows, all short-term cash investments that are highly liquid are considered to be cash equivalents. Cash equivalents are readily convertible to known amounts of cash and, at the day of purchase, have a maturity date no longer than three months. Receivables and Payables Activity between funds that are representative of lending/borrowing arrangements outstanding at year-end are referred to as either "due to/from other funds" (i.e., the current portion of interfund loans) or "advances to/from other funds" (i.e., the non -current portion of interfund loans). All other outstanding balances between funds are reported as "due to/from other funds." Any residual balances outstanding between the governmental activities and business -type activities are reported in the government -wide financial statements as "internal balances." 61 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 1— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Advances between funds, as reported in the fund financial statements, are offset by a nonspendable fund balance account in applicable governmental funds to indicate that they are not available for appropriation and are not expendable available financial resources. Property tax receivable is recognized in the funds on the levy or lien date, which is the date that the tax asking is certified by the City to the County Board of Supervisors. Current year delinquent property tax receivable represents taxes collected by the County but not remitted to the City at June 30, 2020, and 2020 unpaid taxes. The succeeding year property tax receivable represents taxes certified by the City to be collected in the next fiscal year for the purposes set out in the budget for the next fiscal year. By statute, the City is required to certify its budget to the County Auditor by March 15 of each year for the subsequent fiscal year. However, by statute, the tax asking and budget certification for the following fiscal year becomes effective on the first day of that year. Although the succeeding year property tax receivable has been recorded, the related revenue is reported as a deferred inflow of resources in both the government -wide and fund financial statements and will not be recognized as revenue until the year for which it is levied. Property taxes are levied as of July 1 on property values assessed as of January 1 of the previous year. The tax levy is divided into two billings. The billings are due September 1 and March 1. On September 30 and March 31, the bill becomes delinquent, and penalties and interest may be assessed by the City. Special asssessment receivable represents the amounts due from individuals for work done which benefits their property. These assessments are payable by invidviduals in not less than ten nor more than twenty annual installments. Each annual installment with interest on the unpaid balance is due on September 30 and is subject to the same interest and penalties as the other tax. Inventories and Prepaid Items Inventories included in the governmental funds are valued at cost using the first -in first -out (FIFO) method. The costs of governmental fund inventories are recorded as expenditures when consumed rather than when purchased. Inventories of materials and supplies in the enterprise funds are determined by actual count and priced on the FIFO method. Inventories included in internal service funds are stated at cost and consist of consumable supplies. The cost of these supplies is recorded as an expense at the time they are removed from inventory for use. Certain payments to vendors reflect costs applicable to future accounting periods and are recorded as prepaid items. The costs of governmental fund prepaids are recorded as expenditures when consumed rather than when purchased. 62 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 1— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Restricted Assets Certain proceeds of the City's enterprise fund revenue bonds, as well as certain resources set aside for their repayment, are classified as restricted assets on the statement of net position because their use is limited by applicable bond covenants. The "revenue bond operating" account is used to report resources set aside to subsidize potential deficiencies from the enterprise fund's operation that could adversely affect debt service payments. The "revenue bond sinking" account is used to segregate resources accumulated for debt service payments over the next twelve months. The "revenue bond reserve" account is used to report resources set aside to make up potential future deficiencies in the revenue bond sinking account. Certain assets of the special revenue funds and capital project funds are classified as restricted assets because their use is limited by debt agreement, the City's cable television franchise agreement, or Iowa Finance Authority housing program agreement. Certain assets of the Dubuque Metropolitan Area Solid Waste Agency are classified as restricted assets because their use is restricted by state statute for certain specified uses. Capital Assets Capital assets, which include property, plant, equipment, intangibles, and infrastructure assets (e.g., roads, bridges, sidewalks, and similar items), are reported in the applicable governmental or business -type activities columns in the government -wide statement of net position and in the proprietary funds statement of net position. Capital assets are defined by the government as assets with an initial, individual cost of more than $100,000 for infrastructure and intangible assets, $20,000 for building assets, and $10,000 for the remaining assets, and an estimated useful life of more than one year. Such assets are recorded at historical cost or estimated historical cost if purchased or constructed. Donated capital assets are recorded at acquisition value at the date of donation. The costs of normal maintenance and repair not adding to the value of the asset or materially extending asset lives are not capitalized. All of the City's infrastructure has been recorded, including infrastructure acquired prior to June 30, 1980. Major outlays for capital assets and improvements are capitalized as projects are constructed. There was no interest incurred during the construction phase of capital assets of business -type activities to capitalize with the value of the assets constructed in the current year. Property, plant, and equipment of the primary government, as well as the component units, are depreciated using the straight-line method over the following estimated useful lives: Assets Years Buildings 40 to 125 Improvements other than buildings 15 to 50 Machinery and equipment 2 to 30 Infrastructure and intangibles 15 to 75 63 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 1— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Deferred Outflows of Resources Deferred outflows of resources represent a consumption of net position that applies to a future period(s) and will not be recognized as an outflow of resources (expense/expenditure) until then. Deferred outflows of resources consist of unrecognized items not yet charged to pension and OPEB expense and contributions from the employer after the measurement date but before the end of the employer's reporting period. Compensated Absences The City allows employees to accumulate a limited amount of earned but unused vacation and sick pay benefits. Vacation pay is payable to employees upon retirement or termination. Sick pay is payable only upon retirement, in which event, employees with twenty years or more of service are paid 100% of their accrued sick leave balance over a five year period. All vacation pay and applicable sick pay benefits are accrued when incurred in the government -wide and proprietary fund financial statements. A liability for these amounts is reported in governmental funds only if they have matured, for example, as a result of employee resignations and retirements. Long -Term Obligations In the government -wide financial statements and proprietary fund types in the fund financial statements, long-term debt and other long-term obligations are reported as liabilities in the applicable governmental activities, business -type activities, or proprietary fund type statement of net position. Bond premiums and discounts, and deferred amounts on refunding are deferred and amortized over the life of the bonds using the straight-line method. Bonds payable are reported net of the applicable bond premium or discount. In the fund financial statements, governmental fund types recognize bond premiums and discounts, as well as bond issuance costs, during the current period. The face amount of debt issued is reported as other financing sources. Premiums received on debt issuance's are reported as other financing sources while discounts on debt issuance's are reported as other financing uses. Issuance costs, whether or not withheld from the actual debt proceeds received, are reported as debt service expenditures. Pensions For purposes of measuring the net pension liability, deferred outflows of resources, and deferred inflows of resources related to pensions, and pension expense, information about fiduciary net position of the Iowa Public Employees' Retirement System and the Municipal Fire and Police Retirement System (Systems') and additions to/deductions from the Systems' fiduciary net position have been determined on the same basis as they are reported by the Systems'. For this purpose, benefit payments (including refunds of employee contributions) are recognized when due and payable in accordance with the benefit terms. Investments are reported at fair value. For the governmental activities, the net pension liability is generally liquidated by the General Fund, Community Development Fund, and Seciton VIII Housing Fund. 64 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 1— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Total OPEB Liability For purposes of measuring the total OPEB liability, deferred outflows of resources related to OPEB and OPEB expense, information has been determined based on the City's actuary report. For this purpose, benefit payments are recognized when due and payable in accordance with the benefit terms. For the governmental activities, the total OPEB liability is generally liquidated by the General Fund, Community Development Fund, and Section VIII Housing Fund. Deferred Inflows of Resources Deferred inflows of resources represents an acquisition of net position that applies to a future period(s) and will not be recognized as an inflow of resources (revenue) until that time. Although certain revenues are measurable, they are not available. Available means collected within the current year or expected to be collected soon enough thereafter to be used to pay liabilities of the current year. Deferred inflows of resources in the governmental fund financial statements represent the amount of assets that have been recognized, but the related revenue has not been recognized since the assets are not collected within the current year or expected to be collected soon enough thereafter to be used to pay liabilities of the current year. Deferred inflows of resources consist of property tax receivable and other receivables not collected within sixty days after year end. Deferred inflows of resources in the Statement of Net Position consist of succeeding year property tax and tax increment financing receivable that will not be recognized as revenue until the year for which they are levied, and unrecognized items not yet charged to pension and OPEB expense. Net Position/Fund Balance The Dubuque Metropolitan Area Solid Waste Agency's restricted net position represents outside third -party restrictions and amounts restricted for minority interest of the Agency. The Agency is restricted to using certain amounts for purposes specified by state statute. The net position restricted for minority interest is calculated at 22.7% of unrestricted net position, based on the 1976 revenue bond resolution authorizing the issuance of revenue bonds for the construction of the landfill. In the government -wide and proprietary fund financial statements, net position is displayed in three components as follows: • Net investment in capital assets: This consists of capital assets, net of accumulated depreciation, less the outstanding balances of any bonds, notes or other borrowings that are attributable to the acquisition, construction, or improvement of those assets. Net investment in capital assets excludes unspent debt proceeds. Unspent debt proceeds were $4,034,501 for the governmental activities and $2,448,390 for business -type activities. • Restricted: This consists of net position that is legally restricted by outside parties or by law through constitutional provisions or enabling legislation. Net position restricted through enabling legislation as of June 30, 2020 consists of $5,055 for debt service and $57,032 for employee benefits. All other restrictions are by outside parties through grants, debt agreements or donors. • Unrestricted: This consists of net position that does not meet the definition of restricted or net investment in capital assets. 65 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) In the governmental fund financial statements, fund balances are classified as follows: • Nonspendable: Nonspendable fund balances cannot be spent because they are not expected to be converted to cash or they are legally or contractually required to remain intact. • Restricted: Restricted fund balances are restricted to specific purposes when constraints placed on the use of the resources are either externally imposed by creditors, grantor or state or federal laws or imposed by law through constitutional provisions or enabling legislation. • Committed: Committed fund balances can be used only for specific purposes determined pursuant to constraints formally imposed by the City Council through resolution approved prior to year-end. Those committed amounts cannot be used for any other purpose unless the City Council removes or changes the specified use by resolution. • Assigned: Assigned fund balances contain self-imposed constraints of the government to be used for a particular purpose. Intent can be expressed by the City Council or by an official or body to which the City Council delegates the authority. The City Council has by resolution delegated the authority to the City Manager, and Director of Finance and Budget. • Unassigned: Unassigned fund balances are amounts not included in the other spendable classifications. Positive unassigned fund balance amount is only appropriate in the general fund. However in governmental funds, other than the general fund, if expenditures incurred for specific purposes exceed the amounts that are restricted, committed, or assigned to those purposes, it may be necessary to report a negative unassigned fund balance in that fund. Sometimes the government will fund outlays for a particular purpose from both restricted and unrestricted resources (the total of committed, assigned, and unassigned fund balance). In order to calculate the amounts to report as restricted, committed, assigned, and unassigned fund balance in the governmental fund financial statements a flow assumption must be made about the order in which the resources are considered to be applied. It is the government's policy to consider restricted fund balance to have been depleted before using any of the components of unrestricted fund balance. Further, when the components of unrestricted fund balance can be used for the same purpose, committed fund balance is depleted first, followed by assigned fund balance. Unassigned fund balance is applied last. The budget guideline of the City of Dubuque maintains a General Fund working balance or operating reserve of 20% of the total General Fund operating revenue requirements. An operating reserve or working balance must be carried into a fiscal year to pay operating costs until tax money, or other anticipated revenue is received. The State of Iowa recommends a reasonable amount for a working balance as (a) anticipated revenues for the first three months of the fiscal year, less anticipated expenditures or (b) 5% of the total General Fund operating budget, excluding fringes and tort liability expenses. The City's rating agency, Moody's Investor Service, recommends a reserve balance of at least 10% for "A" rated cities. This is based on the fact that a large portion of the revenue sources are beyond the City's control and therefore uncertain. None of the City's policies qualify as stabilization arrangements. 66 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30. 2020 NOTE 1— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Budgets and Budgetary Accounting The budgetary comparison and related disclosures are reported as Required Supplementary Information. Other Significant Accounting Policies Other significant accounting policies are set forth in the financial statements and the notes thereto. 67 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 2 — DEFICIT FUND EQUITY The following funds have deficit net position amounts as of June 30, 2020: Internal Service Funds: General Service $ 652,820 The General Service deficit will be addressed during next fiscal year's reallocation of expenses. NOTE 3 — CASH ON HAND, DEPOSITS, AND INVESTMENTS Cash on Hand. Cash on hand represents authorized change funds and petty cash funds used for current operating purposes. The carrying amount at year-end was $11,261 for the City and $1,200 for the Dubuque Metropolitan Area Solid Waste Agency. Deposits. At year-end, the City's carrying amount of deposits was $61,227,976, and the bank balance was $62,024,494. The City's deposits in banks at June 30, 2020, were entirely covered by federal depository insurance or by the State Sinking Fund in accordance with Chapter 12C of the Code of Iowa. This chapter provides for additional assessments against the depositories to insure there will be no loss of public funds. The carrying amount of deposits for the Dubuque Metropolitan Area Solid Waste Agency was $13,322,551, and the bank balance was $13,322,551. The Agency's deposits in banks at June 30, 2020, were entirely covered by federal depository insurance or by the State Sinking Fund in accordance with Chapter 12C of the Code of Iowa. 68 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 3 — CASH ON HAND, DEPOSITS, AND INVESTMENTS (continued) Investments. As of June 30, 2020, the City had the following investments and maturities. (The City assumes callable bonds will not be called): Investment Maturities (In Years) Investment Type Less Than 1 1 to 5 6 to 10 More than 10 Total Money Market Funds- U.S. Treasury $ 1,962,700 $ - $ - $ - $ 1,962,700 U.S. Treasury Securities 2,097,587 1,859,971 - 3,235,784 7,193,342 Federal Agency Obligations 2,912,787 12,034,640 2,399,028 4,906,284 22,252,739 Corporate Stock 89,727 - - - 89,727 $ 7,062,801 $ 13,894,611 $ 2,399,028 $ 8,142,068 $ 31,498,508 The City and the Dubuque Metropolitan Solid Waste Agency are authorized by statute to invest public funds in obligations of the United States government, its agencies and instrumentality's; certificates of deposit or other evidences of deposit at federally insured depository institutions approved by the City Council or Board of Trustees and the Treasurer of the State of Iowa; prime eligible bankers acceptances; certain high rated commercial paper; perfected repurchase agreements; certain registered open-end management investment companies; certain joint investment trusts; and warrants or improvement certificates of a drainage district. Corporate stock was donated in 1957 to the City to establish the Ella Lyons Peony Trail Permanent Trust Fund. The City uses the fair value hierarchy established by generally accepted accounting principles based on the valuation inputs used to measure the fair value of the asset. Level 1 inputs are quoted prices in active markets for identical assets. Level 2 inputs are significant other observable inputs. Level 3 inputs are significant unobservable inputs. All of the City's investments, except for U.S. Treasury Securities, Federal Agency Obligations, and Managed Accounts L/T CD which were valued by the custodians of the securities using pricing models based on credit quality, time to maturity, stated interest rates, and market -rate assumptions (Level 2 inputs), were determined using the last reported sales price at current exchange rates. (Level 1 inputs) Interest Rate Risk. The City's investment policy limits the investment of operating funds (funds expected to be expended in the current budget year or within 15 months of receipt) to instruments that mature within 397 days. Funds not identified as operating funds may be invested in instruments with maturities longer than 397 days, but the maturities shall be consistent with the needs and use of the City. Credit Risk. The City's investment policy limits investments in commercial paper and other corporate debt to the top two highest classifications. The City did not invest in any commercial paper or other corporate debt during the year. The City's investments in Money Market Funds and US Agencies were rated AAA. Concentration of Credit Risk. The City's investment policy does not allow for a prime bankers' acceptance or commercial paper and other corporate debt balances to be greater than ten percent of its total deposits and investments. The policy also limits the amount that can be invested in a single issue to five percent of its total deposits and investments. The City held no such investments during the year. 69 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 3 — CASH ON HAND, DEPOSITS, AND INVESTMENTS (continued) Custodial Credit Risk - Deposits. In the case of deposits, this is the risk that in the event of a bank failure, the City's deposits may not be returned to it. The City's deposits are entirely covered by federal depository insurance or by the State Sinking Fund in accordance with Chapter 12C of the Code of Iowa. This chapter provides for additional assessments against the depositories to insure there will be no loss of public funds. Custodial Credit Risk — Investments. For an investment, this is the risk that, in the event of the failure of the counterparty, the City will not be able to recover the value of its investments or collateral securities that are in the possession of an outside party. The City had no custodial risk with regards to investments, since all investments were held by the City or its agent in the City's name. Due to legal and budgetary reasons, the General Fund is assigned a portion of the investments earnings associated with other funds. These funds are the employee benefits, community development, road use tax, cable TV, general construction, transit system, general service, garage service, and stores/printing funds. The Dubuque Metropolitan Area Solid Waste Agency had a money market account valued at $1,487,929 as of June 30, 2020. A reconciliation of cash and investments as shown on the government -wide statement of net position for the primary government and statement of fiduciary assets and liabilities follows: Cash on hand $ 11,261 Carrying amount of deposits 61,227,976 Carrying amount of investments 31,498,508 Total $ 92,737,745 Government -wide Cash and pooled cash investments $ 78,184,073 Cash and pooled cash investments - temporarily restricted 12,562,459 Cash and pooled cash investments - permanently restricted 69,412 Fiduciary Cash and pooled cash investments 1,921,801 Total $ 92,737,745 A reconciliation of cash and investments as shown on the government -wide statement of net position for the Dubuque Metropolitan Solid Waste Agency follows: Cash on hand Carrying amount of deposits Total Cash and pooled cash investments Cash and pooled cash investments - temporarily restricted Total $ 1,200 13,322,551 $ 13,323,751 $ 7,962,484 5,361,267 $ 13,323,751 70 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 3 — CASH ON HAND, DEPOSITS, AND INVESTMENTS (continued) A reconciliation of cash and investments as shown on the government -wide statement of net position for the Dubuque Initiatives and Subsidiaries (December 31, 2019) follows: Deposits $ 10,976,497 Beneficial interest in assets held by others 1,420,609 Total $ 12,397,106 Cash and pooled cash investments $ 10,976,497 Cash and pooled cash investments -temporarily restricted 1,420,609 Total $ 12,397,106 A reconciliation of cash and investments as shown on the government -wide statement of net position for the Dubuque Convention and Visitors Bureau (June 30, 2020) follows: Deposits $ 347,963 Total $ 347,963 Cash and pooled cash investments $ 112,376 Cash and pooled cash investments -temporarily restricted 235,587 Total $ 347,963 71 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 4 — NOTES RECEIVABLE The City provides low interest and no interest loans to promote economic and community development, provide opportunities for home ownership to low and moderate income citizens and improve rental properties for low income citizens. Loans may contain a forgivable portion if recipient meets specific conditions such as job creation for economic development or residency requirements community development. Loans are secured by mortgage liens against the property. At June 30, 2020 the City had the following notes receivable. Original Interest Current Balance Rate Issued Maturity Balance Portion Downtown Rehabilitation Loan Program Harry & Rosey's $ 300,000 3 % 2011 7/1/2031 $ 226,568 $ 17,766 Clark Wolff 150,000 3 2001 5/l/2022 17,785 9,556 Gronen Adaptive 300,000 2 2006 5/l/2036 148,552 8,043 Plastic Center, Inc. 270,000 3 2020 6/l/2040 50,044 - HJD Landlord LLC 466,000 3 2016 4/l/2036 466,000 4,111 Interstate Building LLP 300,000 3 2010 9/22/2015 219,137 18,540 Urban Development Action Grant 40 Main, LLC - Note A 300,000 - 2009 6/30/2036 241,250 16,250 Downtown Housing Incentive Loan Caradco Landlord, LLC 4,500,000 3 2012 6/l/2030 3,299,296 119,314 40 Main Real Estate Loan 156,583 - 2009 8/l/2022 156,583 - Sales Tax Construction DB&T Community Development Corporation 1,700,000 - 2012 2/l/2032 1,700,000 1,700,000 $ 6,525,215 $ 1,893,580 72 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 4 — NOTES RECEIVABLE (continued) Interest Current Rate Balance Portion Community Development Installment Loans Receivables Residential Rehabilitation Installment Loan Programs First Time Home Buyers 6 %$ 249,879 $ 57,000 Local Housing Assistance Program (LHAP) 6 25,120 4,000 Homebuyers Assistance Program 6 1,294,797 109,000 Infill 6 221,652 1,000 RRP Reserve - 160,601 55,000 Washington Neighborhood Revitalize - 38,304 1,000 The Accessibility Rehabilitation Program (for rentals) 6 306,019 4,000 Iowa Finance Authority - 896,029 23,373 HOME Program (1) - 135,086 17,000 Historic Preservation Revolving Loan Fund/Historic Preservation Housing Forgivable Loan Program 6 34,248 5,000 MicroLending - 89,987 6,000 TIF Receivables Roasting Solutions - 289,800 289,800 $ 3,741,522 $ 572,173 (1) Principal payments deferred if one tenant is low income At December 31, 2019, Dubuque Initiatives and Subsidiaries had the following notes receivable: City of Dubuque, 5.00%, unsecured, matures July 2023 $ 152,332 Less: current maturities (47,065) Noncurrent portion $ 105,267 73 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 5 — INTERFUND BALANCES AND TRANSFERS Interfund balances at June 30, 2020, include amounts due to/from other funds. Interfund balances are as follows: Due From Due To Other Funds Other Funds Governmental activities: General Fund $ 456,500 $ - Nonmajor Governmental - 456,500 $ 456,500 $ 456,500 These balances result from a time lag between the date that 1) transactions are recorded in the accounting system, and 2) payments between funds are made. 74 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 5 — INTERFUND BALANCES AND TRANSFERS (continued) Interfund transfers for the year ended June 30, 2020, consisted of the following: Transfers From Tax Sewer Increment Nonmajor Disposal Water Parking Transfer to General Financing Governmental Works Utility Facilities Total General $ $ 433,860 $ 3,787,970 $ 174,562 $ 142,884 $ - $ 4,539,276 Tax increment financing - - - - 513,374 513,374 Community development 100,000 11,000 - - 111,000 Debt service 1,109,870 6,298,308 921,184 - 8,329,362 Nonmajor Governmental 538,407 2,320,880 793,901 - 3,653,188 Water utility - 942,591 6,880 - 949,471 Stormwater utility 299,600 - 183,682 - 483,282 Parking facilities - 414,246 - - 414,246 Nonmajor enterprise 1,695,964 - - - - 1,695,964 $ 3,643,841 $ 10,509,885 $ 5,704,617 $ 174,562 $ 142,884 $ 513,374 $ 20,689,163 Net capital assets of $7,655,090 and $194,403 were transferred from governmental capital assets to Storm Water Utility and Parking Facilities, respectively. The transfer was reported as a capital contribution in the Storm Water Utility and Parking Facilities Funds. No amounts were reported in the governmental funds, as the amounts did not involve the transfer of financial resources. Transfers are used to (1) move revenues from the fund that statute or budget requires to collect them to the fund that statute or budget requires to expend them, (2) move receipts restricted to debt service from the funds collecting the receipts to the debt service fund as debt service payments become due, (3) use unrestricted revenues collected in the general fund to finance various programs accounted for in other funds in accordance with budgetary authorizations, and (4) fund capital projects. 75 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 6 — CAPITAL ASSETS Capital asset activity for the year ended June 30, 2020, was as follows: Primary Government: Governmental activities: Beginning Transfers Transfers Ending Balance hi Out Increases Decreases Balance Capital assets, not being depreciated: Land $ 78,777,621 $ $ $ 1,005,397 $ (451,489) $ 79,331,529 Construction in Progress 56,019,935 (7,849,493) 17,549,977 (6,463,664) 59,256,755 Total Capital assets, not being depreciated 134,797,556 (7,849,493) 18,555,374 (6,915,153) 138,588,284 Capital assets, being depreciated: Buildings 141,858,066 271,247 (2,573,477) 139,555,836 Improvements other than buildings 25,455,654 785,234 (1,514,202) 24,726,686 Machinery and equipment 51,673,620 3,624,057 (2,916,035) 52,381,639 Infrastructure 236,909,111 2,627,476 (96,177) 239,440,410 Total capital assets, being depreciated 455,896,451 7,308,014 (7,099,891) 456,104,574 Less accumulated depreciation for: Buildings (45,863,885) (2,398,084) 2,509,135 (45,752,834) Improvements other than buildings (12,474,217) (880,192) 614,834 (12,739,575) Machinery and Equipment (29,858,954) (3,297,882) 2,745,936 (30,410,900) Infrastructure (82,277,181) (3,725,891) 76,942 (85,926,130) Total accumulated depreciation (170,474,237) (10,302,049) 5,946,847 (174,829,436) Total capital assets, being depreciated, net 285,422,214 (2,994,035) (1,153,044) 281,275,135 Governmental activities capital assets, net $ 420,219,770 $ $ (7,849,493) $ 15,561,339 $ (8,068,197) $ 419,863,419 76 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 6 — CAPITAL ASSETS (continued) Business -type activities: Beginning Transfers Balance In Capital assets, not being depreciated: Land $ 24,805,263 $ - $ Construction in progress 11,853,774 7,849,493 _ Total Capital assets, not being depreciated 36,659,037 7,849,493 Capital assets, being depreciated: Buildings 159,586,137 Improvements other than buildings 177,818,388 Machinery and equipment 113,861,028 Total capital assets, being depreciated 451,265,553 Less accumulated depreciation for: Buildings (55,366,625) Improvements other than buildings (36,575,209) Machinery and equipment (44,480,324) Total accumulated depreciation (136,422,158) Total capital assets, being depreciated, net 314,843,395 Transfers Ending Out Increases Decreases Balance $ - $ (11,440) $ 24,793,823 17,557,084 (3,147,026) 34,113,325 - 17,557,084 (3,158,466) 58,907,148 - - (346,112) 159,240,025 - 916,199 (184,291) 178,550,296 - 2,922,367 (1,709,810) 115,073,585 - 3,838,566 (2,240,213) 452,863,906 - (2,118,361) 346,112 (57,138,874) - (3,004,617) 147,340 (39,432,486) _ - (3,768,419) 1,542,838 (46,705,905) - (8,891,397) 2,036,290 (143,277,265) - (5,052,831) (203,923) 309,586,641 Business -type activities capital assets, net $ 351,502,432 $ 7,849,493 $ $ 12,504,253 $ (3,362,389) $ 368,493,789 77 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 6 — CAPITAL ASSETS (continued) Depreciation expense was charged to functions/programs for the primary government as follows: Governmental activities: Public safety $ 929,175 Public works 6,155,998 Health and social services 5,496 Culture and recreation 2,260,698 Community and economic development 68,541 General government 841,274 Capital assets held by the government's internal service funds are charged to various functions based on their usage of their assets 40,867 Total depreciation expense - governmental activities $ 10,302,049 Business -type activities: Sewage disposal works $ 3,425,283 Water utility 1,212,928 Stormwater utility 1,921,046 Parking facilities 1,173,158 Refuse collection 317,135 Salt 27,639 Transit system 814,208 Total depreciation expense - business -type activities $ 8,891,397 78 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 6 — CAPITAL ASSETS (continued) Dubuque Metropolitan Area Solid Waste Agency (Component Unit): Capital assets, not being depreciated: Land Construction in progress Total Capital assets, not being depreciated Capital assets, being depreciated: Buildings Improvements other than buildings Machinery and equipment Total capital assets, being depreciated Less accumulated depreciation for: Buildings Improvements other than buildings Machinery and equipment Total accumulated depreciation Total capital assets, being depreciated, net Dubuque Metropolitan Area Solid Waste, capital assets Beginning Ending Balance Increases Decreases Balance $ 2,737,804 $ - $ - $ 2,737,804 556,340 2,990,607 (251,348) 3,295,599 3,294,144 2,990,607 (251,348) 6,033,403 386,779 386,779 16,901,278 251,348 (1,249,069) 15,903,557 4,112,793 332,000 (454,625) 3,990,168 21,400,850 583,348 (1,703,694) 20,280,504 (74,124) (13,938) (88,062) (7,467,760) (351,046) 1,249,069 (6,569,737) (2,804,766) (199,240) 234,025 (2,769,981) (10,346,650) (564,224) 1,483,094 (9,427,780) 11,054,200 19,124 (220,600) 10,852,724 $ 14,348,344 $ 3,009,731 $ (471,948) $ 16,886,127 Depreciation expense of $564,224 was charged to the Dubuque Metropolitan Area Solid Waste Agency. 79 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 6 — CAPITAL ASSETS (continued) Dubuque Initiatives (Component Unit): Beginning Ending Balance Increases Decreases Balance Capital assets, not being depreciated: Land $ 100,000 $ $ (100,000) $ Total Capital assets, not being depreciated 100,000 (100,000) Capital assets, being depreciated: Buildings & Land Improvements 12,000,000 (12,000,000) Other Property 31,735 (31,735) Total capital assets, being depreciated 12,031,735 (12,031,735) Less accumulated depreciation for: Buildings (472,744) (474,665) 947,409 Improvements other than buildings (30,629) (73) 30,702 Total accumulated depreciation (503,373) (474,738) 978,111 Total capital assets, being depreciated, net 11,528,362 (474,738) (11,053,624) Dubuque Initiatives, capital assets $ 11,628,362 $ (474,738) $ (11,153,624) $ The Dubuque Initiatives component unit entered into an agreement to sell the Roshek Building in exchange for cash proceeds of $9,527,861 and various other non -cash considerations of $2,472,139. As a result of this transaction, Roshek Building, LLC results from operations have been reported as miscellaneous income on the government wide statement of net position. 80 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 7 — LONG-TERM DEBT General Obligation Bonds. The City issues general obligation bonds to provide funds for the acquisition and construction of major capital facilities. General obligation bonds have been issued for both governmental and business -type activities. The original amount of general obligation bonds issued in prior years was $114,120,500. During fiscal year 2020, the City issued $4,240,000 of general obligation bonds, which was used for a current refunding of bonds. The City refunded $4,370,000 of general obligation bonds. The refunding was undertaken to reduce total debt service payments. The results of the transaction is a reduction of $193,675 in future debt service payments for an economic gain of $167,292. General obligation bonds are direct obligations and pledge the full faith and credit of the City. These bonds generally are issued as serial bonds with varying amounts of principal maturing annually and with interest payable semi-annually. General obligation bonds outstanding at June 30, 2020, are as follows: Amount Amount Date of Interest Originally Outstanding Purpose Issue Maturity Dates Rates Issued End of Year Corporate Purpose Series 2012A 03/15/2012 06/01/14-06/01/31 2.00-3.00 $ 4,380,000 $ 2,890,000 Corporate Purpose and Refund Series 2012B 03/15/2012 06/01/13-06/01/31 2.00-3.13 7,495,000 4,900,000 Corporate Purpose 06/28/2012 06/01/14-06/01/32 2.00-3.90 6,965,000 4,810,000 (taxable) Series 2012C Corporate Purpose Series 2012D 06/28/2012 06/01/14-06/01/32 2.00-3.46 7,175,000 - Corporate Purpose Series 2012E 12/12/2012 06/01/14-06/01/32 2.00-3.00 3,640,000 2,190,000 Corporate Purpose (taxable) Series 2012F 12/10/2012 06/01/14-06/01/22 1.00-2.20 1,035,000 275,000 Corporate Purpose Series 2012H 12/10/2012 06/01/15-06/01/32 2.00-3.00 2,385,000 1,520,000 Corporate Purpose (taxable) and Refund Series 2012I 12/04/2013 06/01/13-06/01/21 0.30-2.20 7,285,000 50,000 Corporate Purpose Series 2014B 12/08/2014 06/01/16-06/01/34 3.00-3.65 18,835,000 15,845,000 Corporate Purpose (taxable) Series 2014C 12/08/2014 06/01/16-06/01/34 3.00-4.16 7,615,000 7,045,000 Corporate Purpose Series 2016A 04/04/2016 06/01/17-06/01/35 2.00-3.75 2,830,000 2,310,000 Corporate Purpose Refunding Series 2016B 04/04/2016 06/01/16-06/01/28 2.00-3.00 10,920,000 5,025,000 Corporate Purpose Series 2016C 04/04/2016 06/01/17-06/01/35 2.00-3.13 4,145,000 3,420,000 Corporate Purpose Series 2017A 04/17/2017 06/01/18-06/01/30 3.00 8,495,000 4,925,000 Corporate Purpose Refunding Series 2017B 04/17/2017 06/01/18-06/01/30 3.00 9,745,500 7,730,000 Corporate Purpose Refunding Series 2017C 04/17/2017 06/01/18-06/01/30 3.00-3.45 2,120,000 1,745,000 Corporate Purpose Series 2018A 03/19/2018 06/01/18-06/01/31 3.00-4.00 4,950,000 4,300,000 Corporate Purpose Refunding Series 2018B 03/19/2018 06/01/18-06/01/26 3.00-3.15 1,005,000 785,000 Corporate Purpose Series 2019A 06/20/2019 06/01/22-06/01/39 3.00 2,240,000 2,240,000 Corporate Purpose Series 2019B 06/20/2019 06/20/20-06/01/27 3.00 860,000 755,000 Corporate Purpose Refunding Series 2019C 07/03/2019 06/01/20-06/01/32 3.00 4,240,000 3,905,000 $ 118,360,500 $ 76,665,000 81 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 7 — LONG-TERM DEBT (continued) Annual debt service requirements to maturity for general obligation bonds are as follows: Fiscal Year June 30 2021 2022 2023 2024 2025 2026-2030 2031-2035 2036-2039 Total Governmental Activities Principal $ 4,578,192 3,452,405 3,334,048 3,079,188 3,186,488 15,692,123 7,268,961 593,748 $ 41,185,153 Interest $ 1,227,824 1,108,727 1,022,235 936,395 856,404 2,945,283 746,305 74,959 $ 8,918,132 Business -type Activities Principal Interest $ 2,916,809 $ 1,097,008 3,007,595 1,013,605 3,065,952 927,079 3,020,812 835,757 2,983,512 745,541 13,807,558 2,382,542 6,596,358 556,627 81,251 6,191 $ 35,479,847 $ 7,564,350 Tax Increment Financing Bonds. The City issues tax increment financing bonds to provide funds for urban renewal projects. The City pledges property tax revenues from the tax increment financing districts to pay debt service. These bonds are generally issued as serial bonds with varying amounts of principal maturing annually and with interest payable semi-annually. Tax increment financing bonds outstanding at June 30, 2020, are as follows: Amount Amount Date of Interest Originally Outstanding Current Purpose Issue Maturity Dates Rates Issued End of Year Portion Diamond Jo Parking Ramp 10/16/07 06/01/11-06/01/37 7.50% $ 23,025,000 $ 18,985,000 $ 590,000 Annual debt service requirements to maturity for tax increment financing bonds are as follows: Fiscal Year June 30 2021 2022 2023 2024 2025 2026-2030 2031-2035 2036-2037 Total Governmental Activities Principal $ 590,000 635,000 680,000 730,000 785,000 4,910,000 7,045,000 3,610,000 $ 18,985,000 Interest $ 1,423,875 1,379,625 1,332,000 1,281,000 1,226,250 5,173,625 3,014,625 411,000 $ 15,242,000 82 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 7 — LONG-TERM DEBT (continued) Revenue Bonds. The City also issues bonds where the City pledges income derived from the acquired or constructed assets to pay debt service. These bonds are generally issued as serial bonds with varying amounts of principal maturing annually and with interest payable semi-annually. Revenue bonds outstanding at June 30, 2020, are as follows: Date of Purpose Issue Maturity Dates Water Utility Series 2008D 11/04/2008 06/01/10-06/01/23 Water Utility Series 201OD 09/21/2010 06/01/12-06/01/30 Sales Tax Incremental 2014 06/14/2014 06/01/23-06/01/29 Sales Tax Incremental 2015A 06/15/2015 06/01/23-06/01/31 Amount Amount Interest Originally Outstanding Rates Issued End of Year 3.00-5.00 % $ 1,195,000 $ 315,000 2.00-4.00 5,700,000 3,850,000 4.00-5.00 7,190,000 7,190,000 3.25-4.00 20,800,000 20,800,000 $ 34,885,000 $ 32,155,000 The City has pledged future water customer revenues, net of specified operating expenses, to repay $1,195,000 of water revenue bonds, issued in November 2008, to provide financing for water main replacements and repairs, construction of water main extensions, and the acquisition and installation of a pump station radio communication equipment and facilities. The bonds are payable solely from water customer net operating revenues and are payable through 2023. The City has pledged future water customer revenues, net of specified operating expenses, to repay $5,700,000 of water revenue bonds, issued in November 2010, to provide funds to pay costs of constructing and equipping improvements, and extensions to the municipal water system. The bonds are payable solely from water customer net operating revenues and are payable through 2030. Net operating income is expected to equal or exceed 125% of the annual principal and interest payments on both bonds. The City shall at all times prescribe, fix, and maintain and collect rates, fees and other charges for their services and facilities furnished by the system that are fully sufficient at all times which will (a) equal at least 125% of the debt service requirement of all bonds and parity obligations then outstanding for the year of computation; (b) enable the City to make all required payments, if any, into the debt service reserve fund. For the current year, principal and interest paid and total customer net revenues (operating revenues, plus interest earnings, plus depreciation expense) were $501,658 and $3,898,159, respectively. Except with respect to the Senior SRF Bonds, or any future SRF bonds, the City covenants to establish and maintain a debt service reserve fund in the amount determined to be a reasonable reserve for the payment of principal and interest on the Bonds and outstanding parity obligations, (b) the maximum annual principal and interest requirements on the bonds and outstanding parity obligations, or (c) 125% of the average annual principal and interest requirements on the bonds. During the year ended June 30, 2020, the City was in compliance with the revenue bonds' provisions. Pursuant to the Master Resolutions, approved by the City Council, Sales Tax Increment Revenues received as a result of the Flood Mitigation Program under the Award Agreement shall be applied solely for the benefit of the holders of the Series 2016A Bonds $20,800,000, and outstanding from time to time, any other Senior Bonds, the Series 2014 Bonds, $7,190,000 and any other second lien bonds that may be issued in the future under the Master Resolution. The bonds provide financing for costs for acquisition, construction and installation and equipping of the Bee Branch Watershed Flood Mitigation Project. The total principal and interest remaining to be paid on all revenue bonds is $39,908,833. 83 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 7 — LONG-TERM DEBT (continued) The City issued $7,190,000 Sales Tax Increment Revenue Bonds, June 2014 and $20,800,000 June 2016, for the purpose of paying costs of the acquisition, construction and installation and equipping of the Bee Branch Watershed Flood Mitigation Project. The master resolution establishes a Debt Service Reserve Account that may secure one or more series of Bonds. Upon the issuance of the Series 2016A Bonds a deposit of $2,080,000 was made into the Debt Service Reserve Account, and the Series 2016A Bonds shall be secured by amounts held in the Debt Service Reserve Account. The Series 2014 Bonds are revenue bonds secured by and payable as provided in the Master Resolution from all Pledged Revenues which are pledged under the Master Resolution to the payment of the principal and interest of the Series 2014 Bonds. There shall be no deposit made into the Debt Service Reserve Account for Series 2014 Bonds, there is no debt service reserve requirement applicable to the Series 2014 Bonds, and Series 2014 Bonds shall not be secured by any amounts held in the Debt Service Reserve Account. Revenue bond debt service requirements to maturity are as follows: Fiscal Year Business -type Activities June 30 Principal Interest 2021 $ 340,000 $ 922,698 2022 355,000 910,598 2023 2,490,000 897,275 2024 3,535,000 1,139,525 2025 3,680,000 1,000,844 2026-2030 16,030,000 2,547,493 2031 5,725,000 335,400 Total $ 32,155,000 $ 7,753,833 Notes Payable. Notes payable have been issued to provide funds for economic development and for the purchase of capital assets. Notes payable at June 30, 2020, are as follows: Amount Amount Date of Interest Originally Outstanding Current Purpose Issue Maturity Dates Rates Issued End of Year Portion 40 Main LLC 08/06/09 06/30/11-06/30/21 6.50 % $ 690,529 $ 91,860 $ 91,860 During Fiscal Year 2010, the City issued $690,529 Urban Renewal Tax Increment Revenue Notes, Taxable Series 2009 (40 Main LLC Project). Interest is payable each December 31 and June 30 at a rate of 6.50%. Principal payments are due each December 31 and June 30 and range from $24,764 to $45,195 with final maturity in 2021. The proceeds were used for the construction of eighteen apartments for market -rate rental and 7,800 square feet of retail space by the Developer on the Development Property in accordance with the terms of the Development Agreement. The debt is owned by Premier Bank and; therefore, constitutes a direct borrowing. Annual debt service requirements to maturity for notes payable are as follows: Fiscal Year Governmental Activities June 30 Principal Interest 2021 $ 91,860 $ 3,549 84 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 7 — LONG-TERM DEBT (continued) Capital Loan Notes. Revenue capital loan notes have been issued for the planning and construction of sewer, stormwater, and water capital projects through the State of Iowa State Revolving Loan Funds. The City issued an additional $5,000 of SRF debt in 2020 as part of the Bee Branch stormwater construction project, $5,000 for green alley projects reducing stormwater run off, $80,136 for the Catfish Creek stabilization project, $1,120,000 for CIWA purchase, $866,260 for Kerper sewer project, $2,400,024 for Roosevelt tower, $31,678 for Eagle Point Park project, and $5,970,053 for upper Bee Branch culverts. The City has pledged income derived from the acquired or constructed assets to pay debt service. Capital loan notes payable at June 30, 2020, are as follows: Purpose Date Authorized Final Maturity Date Clear Wells 10/18/07 06/01/28 West 32nd St. Detention Basin 01/14/09 06/01/28 North Catfish Creek Stormwater 01/13/10 06/01/30 North Catfish Creek Sewer 01/13/10 06/01/30 Water Meter Replacement 02/12/10 06/01/30 Water and Resource Recovery Center 08/18/10 06/01/39 Bee Branch Stormwater 10/27/10 06/01/41 Cogeneration 05/17/13 06/01/33 Meter Replacement Sewer 05/31/13 06/01/30 Bee Branch Stormwater 06/19/15 06/01/37 CIWA Purchase 07/07/17 06/01/37 Roosevelt Tower 09/22/17 06/01/40 Kerper Blvd 03/08/19 06/01/38 Bee Branch Culverts 06/07/19 06/01/40 Interest Rates Amount Authorized Amount Outstanding End of Year Current Portion 2.00 % $ 1,037,000 $ 435,000 $ 48,000 2.00 1,847,000 876,000 98,000 2.00 800,000 463,000 40,000 2.00 912,000 529,000 46,000 2.00 7,676,000 1,991,000 154,000 2.00 74,285,000 57,961,000 2,538,000 3.25 7,850,000 6,224,000 211,000 2.00 3,048,000 2,116,000 144,000 3.25 3,058,000 1,991,000 154,000 1.43 32,446,000 27,682,726 1,176,000 2.00 10,198,000 4,908,761 512,000 2.00 4,400,000 2,844,187 181,000 0.75 2,763,000 2,201,642 118,000 2.00 16,382,000 6,742,332 674,000 $ 166,702,000 $ 116,965,648 $ 6,094,000 On October 18, 2007 the City entered into an agreement with the Iowa Finance Authority Drinking Water Program Revolving Loan Fund for a line of credit up to $1.037 million. This line of credit was issued to finance the clear well improvements by the Water Fund. The interest rate for this line of credit is 2.00%. Annual payments began in Fiscal Year 2008, with the last payment in Fiscal Year 2028.The note payable is payable solely from the Water Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On January 14, 2009 the City entered into an agreement with the Iowa Finance Authority Clean Water Program Revolving Loan Fund for a line of credit up to $1.847 million. This line of credit was issued to finance the West 32nd Stormwater Detention Basin improvements by the Stormwater Fund. The interest rate for this line of credit is 2.00%. Annual payments began in Fiscal Year 2009, with the last payment in Fiscal Year 2028.The note payable is payable solely from the Stormwater Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On January 13, 2010 the City entered into an agreement with the Iowa Finance Authority Clean Water Program Revolving Loan Fund for a line of credit up to $800,000. This line of credit was issued to finance the North Catfish Creek improvements by the Stormwater Fund. The interest rate for this line of credit is 2.00%. Annual payments began in Fiscal Year 2010, with the last payment in Fiscal Year 2030.The note payable is payable solely from the Stormwater Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On January 13, 2010 the City entered into an agreement with the Iowa Finance Authority Clean Water Program Revolving Loan Fund for a line of credit up to $912,000. This line of credit was issued to finance the North Catfish Creek improvements by the Sanitary Sewer Fund. The interest rate for this line of credit is 2.00%. Annual payments began in Fiscal Year 2010, with the last payment in Fiscal Year 85 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 7 — LONG-TERM DEBT (continued) 2030. The note payable is payable solely from the Sanitary Sewer Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On February 12, 2010 the City entered into an agreement with the Iowa Finance Authority Drinking Water Program Revolving Loan Fund for a line of credit up to $7.676 million. This line of credit was issued to finance the Water Meter Replacements by the Water Fund. The interest rate for this line of credit is 2.00%. Annual payments began in Fiscal Year 2010, with the last payment in Fiscal Year 2031. The note payable is payable solely from the Water Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On August 18, 2010 the City entered into an agreement with the Iowa Finance Authority Clean Water Program Revolving Loan Fund for a line of credit up to $74.285 million. This line of credit was issued to finance the Water & Resource Recovery Center Renovation and the Green Alley Sponsorship Program by the Sanitary Sewer Fund. The interest rate for this line of credit is 2.00%. Annual payments began in Fiscal Year 2011, with the last payment in Fiscal Year 2039. The note payable is payable solely from the Sanitary Sewer Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On October 27, 2010 the City entered into an agreement with the Iowa Finance Authority Clean Water Program Revolving Loan Fund for a line of credit up to $7.85 million. This line of credit was issued to finance the Lower Bee Branch Creek Restoration by the Stormwater Fund. The interest rate for this line of credit is 3.25%. Annual payments began in Fiscal Year 2011, with the last payment in Fiscal Year 2041. The note payable is payable solely from the Stormwater Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On May 17, 2013 the City entered into an agreement with the Iowa Finance Authority Clean Water Program Revolving Loan Fund for a line of credit up to $3.048 million. This line of credit was issued to finance the Water & Resource Recovery Center Cogeneration by the Sanitary Sewer Fund. The interest rate for this line of credit is 3.25%. Annual payments began in Fiscal Year 2011, with the last payment in Fiscal Year 2041. The note payable is payable solely from the Sanitary Sewer Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On May 31, 2013 the City entered into an agreement with the Iowa Finance Authority Clean Water Program Revolving Loan Fund for a line of credit up to $3.058 million. This line of credit was issued to finance the Meter Replacements by the Sanitary Sewer Fund. The interest rate for this line of credit is 3.25%. Annual payments began in Fiscal Year 2011, with the last payment in Fiscal Year 2041. The note payable is payable solely from the Sanitary Sewer Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On June 19, 2015 the City entered into an agreement with the Iowa Finance Authority Clean Water Program Revolving Loan Fund for a line of credit up to $31.418 million. This line of credit was issued to finance the Upper Bee Branch Creek Restoration project and Catfish Creek Sponsorship project by the Sales Tax Increment Fund. The interest rate for this line of credit is 1.43%. Annual payments began in Fiscal Year 2016, with the last payment in Fiscal Year 2037. The note payable is payable solely from the Sales Tax Increment Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. 86 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 7 — LONG-TERM DEBT (continued) On July 7, 2017 the City entered into an agreement with the Iowa Finance Authority Drinking Water Program Revolving Loan Fund for a line of credit up to $10.198 million. This line of credit was issued to finance the purchase of the Central Iowa Water Association Water System and Improvements by the Water Fund. The interest rate for this line of credit is 2.00%. Annual payments began in Fiscal Year 2018, with the last payment in Fiscal Year 2037. The note payable is payable solely from the Water Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On March 8, 2019 the City entered into an agreement with the Iowa Finance Authority Clean Water Program Revolving Loan Fund for a line of credit up to $2.763 million. This line of credit was issued to finance the reconstruction of the Kerper Sanitary Sewer project and the Eagle Point Park Sponsorship Project by the Sanitary Sewer Fund. The interest rate for this line of credit is 0.75%. Annual payments began in Fiscal Year 2019, with the last payment in Fiscal Year 2038. The note payable is payable solely from the Sanitary Sewer Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On June 7, 2019 the City entered into an agreement with the Iowa Finance Authority Clean Water Program Revolving Loan Fund for a line of credit up to $16.382 million. This line of credit was issued to finance the construction of the Bee Branch Creek Restoration Railroad Culverts project by the Stormwater Fund. The interest rate for this line of credit is 2.00%. Annual payments will begin in Fiscal Year 2020, with the last payment in Fiscal Year 2040. The note payable is payable solely from the Stormwater Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. On August 9, 2019 the City entered into an agreement with the Iowa Finance Authority Drinking Water Facilities Financing Program Revolving Loan Fund for a line of credit up to $4.4 million. This line of credit was issued to finance the Roosevelt Street water tower and water distribution improvements and the Eagle Point water treatment plant and water distribution improvements project by the Water Fund. The interest rate for this line of credit is 2.00%. Annual payments will begin in Fiscal Year 2020, with the last payment in Fiscal Year 2040. The note payable is payable solely from the Water Fund. The debt is owned by the Iowa Finance Authority and; therefore, constitutes direct borrowing. 87 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 7 — LONG-TERM DEBT (continued) Annual debt service requirements to maturity for capital loan notes are as follows: Fiscal Year Business -type Activities June 30 Principal Interest 2021 $ 6,094,000 $ 2,249,380 2022 6,195,000 2,125,694 2023 6,313,000 2,012,040 2024 6,443,000 1,890,002 2025 6,573,000 1,765,389 2026-2030 33,535,093 8,120,610 2031-2035 27,156,186 4,992,402 2036-2040 24,255,369 1,171,454 2041 401,000 13,033 Total $ 116,965,648 $ 24,340,004 At June 30, 2020, the City of Dubuque had $14,911,317 of capital loan note funds available. These funds are available to the City by filing a disbursement request with the State of Iowa. The City expects to use the remaining available funds in fiscal year 2022. The Sewer Utility revenue capital loan notes covenants include a requirement for the utility to produce net revenue of at least 110% of the current year debt service requirement. Loans Payable. Loans payable have been issued to fund several City projects. Loans payable at June 30, 2020, are as follows: Amount Amount Date of Interest Originally Outstanding Current Purpose Issue Maturity Dates Rates Issued End of Year Portion Parking Lot Purchase 07/08/08 01/01/09-07/01/23 5.0 % $ 400,000 $ 152,330 $ 63,545 Iowa Finance Authority 08/26/11 06/01/20-06/01/30 3.0 4,500,000 3,299,296 201,865 Bowling & Beyond Inc. 10/15/12 12/04/12-12/04/32 - 1,000,000 600,000 50,000 Central Iowa Water 12/01/16 12/01/17-12/01/21 3.0 5,000,000 2,000,000 1,000,000 $ 10,900,000 $ 6,051,626 $ 1,315,410 On July 8, 2008, the City issued a $400,000 loan. Interest is payable each July 1 and January 1 at a rate of 5.00%. Principal payments are due each July 1 and January 1 and range from $9,111 to $18,645 with final maturity in 2024. The proceeds were used to purchase parking lots 87, 88, and the north 20 feet 3 inches of lot 86. The debt is owned by Dubuque Initiatives and; therefore, constitutes a direct borrowing. On August 26, 2011, the City issued $4.5 million loan. Interest is payable each December 1 and June 1 at a rate of 3.00%. Principal payments are due each December 1 and June 1 and range from $82,922 to $2,582,540 with final maturity in 2030. The proceeds were used to pay costs of funding workforce housing assistance loans to private developers constructing improvements and rehabilitating historic buildings for residential and commercial use in the Greater Downtown Urban Renewal Area. The debt is owned by the Iowa Finance Authority and; therefore, constitutes a direct borrowing. On October 15, 2012, the City terminated the leases with Bowling & Beyond Dubuque, Inc. and entered into a lease buyout agreement. The purchase price is $1.0 million. There is no interest. Principal payments are due each July 25 in the amount of $50,000 with final maturity in 2032. The debt is owned by Michael K. Schmidt and; therefore, constitutes a direct borrowing. 88 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 7 - LONG-TERM DEBT (continued) On December 1, 2016, the City issued a $5,000,000 loan. Interest is payable each December 1 at a rate of 3.00%. Principal payments of $1 million are due each December 1 with final maturity in 2022. The proceeds were used to purchase water supply, service and territory. The debt is owned by Iowa Association of Regional Utilities (DB/A Central Iowa Water Association) and; therefore, constitutes a direct borrowing. Annual debt service requirements to maturity for loans payable are as follows: Fiscal Year June 30 2021 2022 2023 2024 2025 2026-2030 2031-2032 Total Governmental Activities Principal $ 251,865 257,921 264,159 270,583 277,201 2,477,567 100,000 $ 3,899,296 Interest $ 98,979 92,923 86,685 80,261 73,643 216,665 Business -type Activities Principal Interest $ 1,063,545 $ 72,899 1,034,205 34,017 35,937 2,285 18,645 466 $ 649,156 $ 2,152,332 $ 109,667 Changes in Long-term Liabilities. Long-term liability activity for the year ended June 30, 2020, was as follows: Balance Beginning Balance End Due Within of Year Additions Reductions of Year One Year Governmental activities: General obligation bonds $ 46,149,135 $ 1,372,906 $ (6,336,888) $ 41,185,153 $ 4,578,192 Unaccreted premium 812,091 62,184 (34,124) 840,151 - Unamortized discounts (43,398) - 3,607 (39,791) - Total general obligation bonds 46,917,828 1,435,090 (6,367,405) 41,985,513 4,578,192 Tax increment financing bonds 19,535,000 - (550,000) 18,985,000 590,000 Unamortized discounts (168,566) - 8,872 (159,694) - Total tax increment financing bonds 19,366,434 - (541,128) 18,825,306 590,000 Notes payable 176,054 - (84,194) 91,860 91,860 Loans payable 3,984,110 - (84,816) 3,899,294 251,865 Compensated absences 5,576,544 3,152,842 (2,713,127) 6,016,259 404,373 Total governmental activities $ 76,020,970 $ 4,587,932 $ (9,790,670) $ 70,818,232 $ 5,916,290 Business -type activities: General obligation bonds $ 38,550,865 $ 2,867,094 $ (5,938,113) $ 35,479,846 $ 2,916,809 Unaccreted premium 724,182 105,490 (62,354) 767,318 - Unamortized discounts (29,042) - 2,734 (26,308) - Total general obligation bonds 39,246,005 2,972,584 (5,997,733) 36,220,856 2,916,809 Revenue bonds 32,485,000 - (330,000) 32,155,000 340,000 Unaccreted premium 666,808 - (66,360) 600,448 - Unamortized discounts (54,108) - 4,927 (49,181) - Total revenue bonds 33,097,700 - (391,433) 32,706,267 340,000 Notes payable 111,655,589 10,478,152 (5,168,094) 116,965,647 6,094,000 Loans payable 3,152,331 - (1,000,000) 2,152,331 1,063,545 Compensated absences 704,575 349,193 (334,805) 718,963 60,060 Total business -type activities $ 187,856,200 $ 13,799,929 $ (12,892,065) $ 188,764,064 $ 10,474,414 For the governmental activities, compensated absences are generally liquidated by the General Fund, Community Development Fund, and Section VIII Housing Fund. 89 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30.2020 NOTE 7 — LONG-TERM DEBT (continued) Legal Debt Margin Calculation. Estimated actual value Debt limit - 5% of total actual valuation Debt applicable to limit Legal debt margin $ 4,785,964,957 239,298,248 (109,020,970) $ 130,277,278 Dubuque Metropolitan Area Solid Waste Agency General Obligation Bonds. Dubuque County, Iowa issued a general obligation landfill facilities bond to provide funds for the acquisition and construction of major capital facilities. The Dubuque Area Metropolitan Solid Waste Agency will reimburse Dubuque County for interest and principal payments from operating revenue. These bonds generally are issued as serial bonds with varying amounts of principal maturing annually and with interest payable semi-annually. The amount outstanding as of June 30, 2020 is as follows: Purpose Landfill Facility Landfill Facility Date of Issue 12/30/2014 12/28/2016 Interest Maturity Date Rate 06/01/16-06/01/34 2.0-4.0 % 06/01/17-06/01/36 3.0 Amount Amount Originally Outstanding Issued End of Year $ 4,500,000 $ 3,535,000 5,100,000 4,385,000 $ 9,600,000 $ 7,920,000 Annual debt service requirements to maturity of the general obligation bond is as follows: Fiscal Year June 30 Principal 2021 $ 425,000 2022 435,000 2023 450,000 2024 465,000 2025 475,000 2026-2030 2,605,000 2031-2035 2,725,000 2036 340,000 Total $ 7,920,000 Interest $ 238,359 225,609 210,459 198,609 186,065 719,488 300,435 11,050 $ 2,090,074 90 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 7 — LONG-TERM DEBT (continued) Changes in Long -Term Liabilities. Long term liability activity for the year ended June 30, 2020 is as follows: Balance Beginning of Year Additions General obligation bond $ 8,330,000 $ Unaccreted premium 217,529 _ Total general obligation bond $ 8,547,529 $ Balance Due Within Reductions End of Year One Year $ (410,000) $ 7,920,000 $ 425,000 - (12,857) 204,672 - $ (422,857) $ 8,124,672 $ 425,000 91 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 8 — RISK MANAGEMENT The City is exposed to various risks of loss related to torts; theft of, damage to, and destruction of assets; errors and omissions; and natural disasters for which the government carries commercial insurance purchased from independent third parties and participates in a local government risk pool. The City assumes liability for deductibles and claims in excess of coverage limitations. The City has established a Health Insurance Reserve Fund for insuring benefits provided to City employees and covered dependents which is included in the Internal Service Fund Type. Health benefits were self -insured up to an individual stop -loss amount of $120,000, and an aggregate stop -loss of 125% of expected claims. Coverage from a private insurance company is maintained for losses in excess of the stop -loss amount. All claims handling procedures are performed by a third -party claims administrator. Incurred but not reported claims have been accrued as a liability based upon the claims administrator's estimate. Settled claims have not exceeded commercial coverage in any of the past three fiscal years. The estimated liability does not include any allocated or unallocated claims adjustment expense. The City has established a Workers' Compensation Reserve Fund for insuring benefits provided to City employees which is included in the Internal Service Fund Type. Through May 15, 2020 workers' compensation benefits were self -insured up to a specific stop -loss amount of $750,000, and an aggregate -stop loss consistent with statutory limits for 2020. Coverage from a private insurance company is maintained for losses in excess of the stop -loss amount. As of May 15, 2020 the City changed workers' compensation coverage providers. Under this new agreement, the City is fully insured for all claims with the exception of sworn Police Officers and Fire Fighters medical claims. All claims handling procedures are performed by a third -party claims administrator. Incurred but not reported claims have been accrued as a liability based upon the claims administrator's estimate. Settled claims have not exceeded commercial coverage in any of the past three fiscal years. The estimated liability does not include any allocated or unallocated claims adjustment expense. The City purchases private insurance to include sworn Police Officers and Fire Fighters medical claims under a self- insured retention of $750,000 for each accident. All funds of the City participate in both programs and make payments to the Health Insurance Reserve Fund and the Workers' Compensation Reserve Fund based on actuarial estimates of the amounts needed to pay prior and current year claims. The claims liability of $873,589 in the Health Insurance Reserve Fund and $499,557 in the Workers' Compensation Reserve Fund is based on the requirements of Governmental Accounting Standards Board Statement No. 10, which requires that a liability for claims be reported if information prior to the issuance of the financial statements indicates that it is probable that a liability has been incurred at the date of the financial statements and the amount of the loss can be reasonably estimated. Changes in reported liabilities, all of which are expected to be paid within one year of year end, for the fiscal years ended June 30, 2020 and 2019, are summarized as follows: Liabilities at June 30, 2018 Claims and changes in estimates during fiscal year 2019 Claim payments Liabilities at June 30, 2019 Claims and changes in estimates during fiscal year 2020 Claim payments Liabilities at June 30, 2020 Health Workers' Insurance Compensation Reserve Fund Reserve Fund $ 499,834 $ 996,687 9,637,510 693,550 (9,161,398) (667,147) 975,946 1,023,090 10,259,919 - (10,362,276) (523,533) $ 873,589 $ 499,557 92 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 8 — RISK MANAGEMENT (continued) The City is a member in the Iowa Communities Assurance Pool (Pool), as allowed by Chapter 670.7 of the Code of Iowa. The Pool is a local government risk -sharing pool whose 787 members include various governmental entities throughout the State of Iowa. The Pool was formed in August 1986 for the purpose of managing and funding third -party liability claims against its members. The Pool provides coverage and protection in the following categories: general liability, automobile liability, automobile physical damage, public officials' liability, police professional liability, property, inland marine, and boiler/machinery. The City acquires automobile physical damage coverage through the Pool. All other property, inland marine, and boiler/machinery insurance is acquired through commercial insurance. There have been no reductions in insurance coverage from prior years. Each member's annual casualty contributions to the Pool fund current operations and provide capital. Annual operating contributions are those amounts necessary to fund, on a cash basis, the Pool's general and administrative expenses, claims, claims expenses, and reinsurance expenses due and payable in the current year, plus all or any portion of any deficiency in capital. Capital contributions are made during the first six years of membership and are maintained not to exceed 300 percent of the total current members' basis rates or to comply with the requirements of any applicable regulatory authority having jurisdiction over the Pool. The Pool also provides property coverage. Members who elect such coverage make annual property operating contributions which are necessary to fund, on a cash basis, the Pool's general and administrative expenses and reinsurance premiums, all of which are due and payable in the current year, plus all or any portion of any deficiency in capital. Any year-end operating surplus is transferred to capital. Deficiencies in operations are offset by transfers from capital and, if insufficient, by the subsequent year's member contributions. The City has property insurance coverage in addition to the Pool. The City's property and casualty contributions to the risk pool are recorded as expenditures from its operating funds at the time of payment to the risk pool. The City's annual contributions to the Pool for the year ended June 30, 2020, were $986,843. The Pool uses reinsurance and excess risk -sharing agreements to reduce its exposure to large losses. The Pool retains general, automobile, police professional, and public officials' liability risks up to $500,000 per claim. Excess coverage is provided for claims exceeding $500,000 under various reinsurance agreements. Property and automobile physical damage risks are retained by the Pool up to $250,000 each occurrence, each location, with excess coverage reinsured on an individual -member basis. The Pool's Iowa Risk Management Agreement with its members provides that in the event a casualty claim, property loss or series of claims exceeds the amount of risk -sharing protection provided by the member's risk -sharing certificate, or in the event that a series of casualty claims exhausts total members' equity plus any reinsurance and any excess risk -sharing recoveries, then payment of such claims shall be the obligation of the respective individual member. As of June 30, 2020, settled claims have not exceeded the risk pool or reinsurance company coverage since the Pool's inception. 93 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 8 — RISK MANAGEMENT (continued) Members agree to continue membership in the Pool through the Iowa Risk Management Agreement for a period of not less than one full year. After such period, a member who has given 60 days' prior written notice may withdraw from the Pool. Upon withdrawal, a formula set forth in the Pool's intergovernmental contract with it's members is applied to determine the amount (if any) to be refunded to the withdrawing member. NOTE 9 — COMMITMENTS AND CONTINGENT LIABILITIES Grants The City has received financial assistance from numerous federal and state agencies in the form of grants and entitlements. The disbursement of funds received under these programs generally requires compliance with terms and conditions specified in the grant agreements and is subject to audit by the grantor agencies. Any disallowed claims resulting from such audits could become a liability of the applicable fund. However, in the opinion of management, liabilities resulting from disallowed claims, if any, will not have a material effect on the City's financial position as of June 30, 2020. Litigation The City Attorney reported that various claims and lawsuits were on file against the City. The City Attorney has estimated that all potential settlements and lawsuits against the City not covered by insurance would not materially affect the financial position of the City. The City has authority to levy additional taxes (outside the regular limit) to cover uninsured judgments against the City. Construction Contracts The City has recognized as a liability only that portion of construction contracts representing construction completed through June 30, 2020. The City has additional commitments for signed construction contracts of $24,645,567 as of June 30, 2020. These commitments will be funded by federal and state grants, cash reserves, and bond proceeds. Dubuque Metropolitan Area Solid Waste Agency has recognized a liability for only that portion of construction contracts representing construction completed through June 30, 2020. DMASWA has an additional commitments for a signed construction contracts of $1,350,786 as of June 30, 2020. These commitments will be partially funded by bond proceeds. Southwest Arterial The City is currently in process of constructing the Southwest Arterial. As of June 30, 2020, the City has expended $52,182,117 on the project. Upon completion of the project, the Southwest Arterial will be reverted to the State of Iowa. 94 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 10 — OTHER POST EMPLOYMENT BENEFITS (OPEB) Plan Description - The City operates a single -employer retiree benefit plan which provides postemployment benefits for eligible participants enrolled in the City -sponsored plans, which include the employees of the Dubuque Metropolitan Area Solid Waste Agency (a component unit). The Plan does not issue a stand-alone financial report. No assets are accumulated in a trust that meets the criteria in paragraph 4 of GASB Statement 75. The benefits are provided in the form of: An implicit rate subsidy where pre-65 retirees receive health insurance coverage by paying a combined retiree/active rate for the self -insured medical and prescription drug plan. An explicit rate subsidy where the City pays the full cost of a $1,000 policy in the fully -insured life insurance plan. To be eligible for the health insurance coverage, retirees must be at least 55 years old, have completed 4 years of service, and be vested with either the Iowa Public Employee's Retirement System (IPERS) or the Municipal Fire and Police Retirement System of Iowa (MFPRSI). In addition to the health eligibility coverage requirements, one must have belonged to a bargaining group to be eligible for life insurance benefits. There are approximately 543 active and 46 retired members in the plan, as of most recent actuarial valuation report. Funding Policy - The contribution requirements of plan members are established and may be amended by the City. The City currently finances the retiree benefit plan on a pay-as-you-go basis. Total OPEB Liability - The City's OPEB liability of $5,882,693 was measured as of June 30, 2020, and was determined by an actuarial valuation as of June 30, 2020. The City's proportion is based on the number of employees in the plan. The City's proportion was 98.13% as of June 30, 2020. Changes in the Total OPEB Liability Total OPEB Liability beginning of year Changes for the year: Service cost Interest Other changes Changes in experience Changes in assumptions Benefit payments Net Changes Total OPEB Liability end of year Total OPEB Liabiilty $ 6,121,366 288,187 165,496 (49,951) (242,264) (19,983) (380,158) (238,673) $ 5,882,693 95 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 10 — OTHER POST EMPLOYMENT BENEFITS (OPEB) (continued) Actuarial Methods and Assumptions - The total OPEB liability in the June 30, 2020 actuarial valuation was determined using the following actuarial assumptions and the entry age normal actuarial cost method, applied to all periods included in the measurement. Rate of inflation effective June 30, 2020 Rates of salary increase effective June 30, 2020 Discount rate effective June 30, 2020 Healthcare cost trend rate effective June 30, 2020 3.00% per annum 4.00% per annum, including inflation 2.66% compounded annually, including inflation 6.50% initial rate decreasing by 0.14% annually to an ultimate rate of 4.50% Discount Rate - The discount rate used to measure the total OPEB liability was 2.66% which reflects the index rate for 20-year tax-exempt general obligation municipal bonds with an average rating of AA/Aa or higher as of the measurement date. Mortality rates are from the PubG.H-2010 Mortality Table. Annual retirement and termination probabilities were developed consistent with the City's experience and the IPERS and MFPRSI retirement patterns. Projected claim costs of the medical plan are $12,299-$17,508 per year for retirees depending on the age of retiree. The actuarial assumptions used in the June 30, 2020 valuation were based on the results of actual experience dates study with dates corresponding to those listed above. Sensitivity of the City's Total OPEB Liability to Changes in the Discount Rate - The following presents the total OPEB Liability of the City, as well as what the City's total OPEB liability would be if it were calculated using a discount rate that is 1% lower (1.66%) or 1% higher (3.66%) than the current discount rate. 1% Decrease (1.66%) Discount Rate (2.66%) 1% Increase (3.66%) Total OPEB Liability $ 6,356,003 $ 5,882,693 $ 5,442,330 Sensitivity of the City's Total OPEB Liability to Changes in the Healthcare Cost Trend Rates - The following presents the total OPEB Liability of the City, as well as what the City's total OPEB liability would be if it were calculated using healthcare cost trend rates that are 1% lower (5.50%) or 1% higher (7.50%) than the current healthcare cost trend rates. 1% Decrease (5.50%) Healthcare Cost Trend 1% Increase (7.50%) Rate (6.50%) Total OPEB Liability $ 5,249,207 $ 5,882,693 $ 6,633,694 96 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 10 — OTHER POST EMPLOYMENT BENEFITS (OPEB) (continued) OPEB Expense and Deferred Outflows of Resources Related to OPEB - For the year ended June 30, 2020 the City recognized OPEB expense of $452,022. At June 30, 2020 the City reported deferred outflows of resources related to OPEB from the following sources: Changes in Experience $ Changes in Assumptions Deferred Outflows of Resources Deferred Inflows of Resources (259,614) $ 218,458 116,769 (259,614) $ The amount reported as deferred outflows of resources and deferred inflows of resources related to OPEB will be recognized as OPEB expense as follows: Year Ending June 30 Deferred Outflows of Resources Deferred Inflows of Resources 2021 $ 34,897 $ (36,557) 2022 34,897 (36,557) 2023 34,897 (36,557) 2024 34,897 (36,557) 2025 34,897 (36,557) Thereafter 85,129 (152,442) $ 259,614 $ (335,227) Dubuque Metropolitan Area Solid Waste Agency Specific (DMASWA) OPEB Disclosures Total OPEB Liability- DMASWA OPEB liability of $112,052 was measured as of June 30, 2020, and was determined by an actuarial valuation as of June 30, 2020. The Agency's portion is based on the number of employees in the plan. The Agency's portion was 1.87% as of June 30, 2020. Total OPEB Liability Total OPEB Liability beginning of year $ 117,066 Changes for the year: Service Cost 5,489 Interest 3,152 Other Changes (1,418) Changes in experience (4,615) Changes in assumptions (381) Benefit payments (7,241) Net Changes (5,014) Total OPEB Liability end of year $ 112,052 335,227 97 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 10 — OTHER POST EMPLOYMENT BENEFITS (OPEB) (continued) Sensitivity of the City's Total OPEB Liability to Changes in the Discount Rate- The following presents the total OPEB Liability of the DMASWA, as well as what the DMASWA's total OPEB liability would be if it were calculated using a discount rate that is 1 % lower (1.66%) or 1 % higher (3.66%) than the current discount rate. Total OPEB Liability 1% Decrease (1.66%) Discount Rate (2.66%) 1% Increase (3.66%) 121,066 $ 112,052 $ 103,663 Sensitivity of the DMASWA's Total OPEB Liability to Changes in the Healthcare Cost Trend Rates- The following presents the total OPEB Liability of the DMASWA, as well as what the DMASWA's total OPEB liability would be if it were calculated using healthcare cost trend rates that are 1% lower (5.50%) or 1% higher (7.50%) than the current healthcare cost trend rates. 1% Decrease (5.50%) Healthcare Cost Trend 1% Increase (7.50%) Rate (6.50%) Total OPEB Liability $ 99,985 $ 112,052 $ 126,356 OPEB Expense and Deferred Outflows of Resources Related to OPEB - For the year ended June 30, 2020 the DMASWA recognized OPEB expense of $8,610. At June 30, 2020 the DMASWA reported deferred outflows of resources and deferred inflows of resources related to OPEB from the following sources: Changes in Experience Changes in Assumptions Deferred Outflows of Resources Deferred Inflows of Resources 4,945 4,945 $ (4,161) (2,224) (6,385) The amount reported as deferred outflows of resources related to OPEB will be recognized as OPEB expense as follows: Year Ending Deferred Outflows of June 30 Resources Deferred Inflows of Resources 2021 $ 665 $ (696) 2022 665 (696) 2023 665 (696) 2024 665 (696) 2025 665 (696) Thereafter 1,620 (2,905) $ 4,945 $ (6,385) 98 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 11—EMPLOYEE PENSION PLANS Aggregate Pension Expense The primary government participates in two public pension systems, Iowa Public Employees' Retirement System (IPERS) and Municipal Fire and Police Retirement System of Iowa (MFPRSI). The component unit DMASWA participates in IPERS only. The following secitons outline the pension related disclosures for each pension of both entities. The aggregate amount of recognized pension expense for the period associated with the net pension liability for all plans is $9,429,159 for the primary government. Other aggregate amounts related to pension are separately displayed in the financial statements. Iowa Public Employees Retirement System IPERS Plan Description — IPERS membership is mandatory for employees of the City, except for those covered by another retirement system. Employees of the City are provided with pensions through a cost -sharing multiple employer defined benefit pension plan administered by Iowa Public Employees' Retirement System (IPERS). IPERS issues a stand-alone financial report which is available to the public by mail at 7401 Register Drive P.O. Box 9117, Des Moines, Iowa 50306-9117 or at www.ipers.org. IPERS benefits are established under Iowa Code chapter 97B and the administrative rules thereunder. Chapter 97B and the administrative rules are the official plan documents. The following brief description is provided for general informational purposes only. Refer to the plan documents for more information. Pension Benefits — A Regular member may retire at normal retirement age and receive monthly benefits without an early -retirement reduction. Normal retirement age is age 65, anytime after reaching age 62 with 20 or more years of covered employment, or when the member's years of service plus the member's age at the last birthday equals or exceeds 88, whichever comes first. These qualifications must be met on the member's first month of entitlement to benefits. Members cannot begin receiving retirement benefits before age 55. The formula used to calculate a Regular member's monthly IPERS benefit includes: A multiplier based on years of service. The member's highest five-year average salary, except members with service before June 30, 2012 will use the highest three-year average salary as of that date if greater than the highest five-year average salary. If a member retires before normal retirement age, the member's monthly retirement benefit will be permanently reduced by an early -retirement reduction. The early -retirement reduction is calculated differently for service earned before and after July 1, 2012. For service earned before July 1, 2012, the reduction is 0.25% for each month that the member receives benefits before the member's earliest normal retirement age. For service earned starting July 1, 2012, the reduction is 0.50% for each month that the member receives benefits before age 65. Generally, once a member selects a benefit option, a monthly benefit is calculated and remains the same for the rest of the member's lifetime. However, to combat the effects of inflation, retirees who began receiving benefits prior to July 1990 receive a guaranteed dividend with the regular November benefit payments. 99 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 11—EMPLOYEE PENSION PLANS (continued) Disability and Death Benefits - A vested member who is awarded federal Social Security disability or Railroad Retirement disability benefits is eligible to claim IPERS benefits regardless of age. Disability benefits are not reduced for early retirement. If a member dies before retirement, the member's beneficiary will receive a lifetime annuity or a lump -sum payment equal to the present actuarial value of the member's accrued benefit or calculated with a set formula, whichever is greater. When a member dies after retirement, death benefits depend on the benefit option the member selected at retirement. Contributions - Contribution rates are established by IPERS following the annual actuarial valuation, which applies IPERS' Contribution Rate Funding Policy and Actuarial Amortization Method. State statute limits the amount rates can increase or decrease each year to 1 percentage point. IPERS Contribution Rate Funding Policy requires that the actuarial contribution rate be determined using the "entry age normal" actuarial cost method and the actuarial assumptions and methods approved by the IPERS Investment Board. The actuarial contribution rate covers normal cost plus the unfunded actuarial liability payment based on a 30-year amortization period. The payment to amortize the unfunded actuarial liability is determined as a level percentage of payroll, based on the Actuarial Amortization Method adopted by the Investment Board. In fiscal year 2020, pursuant to the required rate, Regular members contributed 6.29% of covered payroll and the City contributed 9.44% for a total rate of 15.73%. The City's total contributions to IPERS for the year ended June 30, 2020 were $2,459,936. The Dubuque Metropolitan Area Solid Waste Agency's total contributions to IPERS for the year ended June 30, 2020 were $62,182. City Specific IPERS Disclosures Net Pension Liabilities, Pension Expense, and Deferred Outflows of Resources and Deferred Inflows of Resources Related to Pensions - At June 30, 2020, the City reported a liability of $19,350,354 for its proportionate share of the net pension liability. The net pension liability was measured as of June 30, 2019, and the total pension liability used to calculate the net pension liability was determined by an actuarial valuation as of that date. The City's proportion of the net pension liability was based on the City's share of contributions to IPERS relative to the contributions of all IPERS participating employers. At June 30, 2019, the City's collective proportion was .33194% which was a decrease of-0.00135% from its proportion measured as of June 30, 2018. 100 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 11—EMPLOYEE PENSION PLANS (continued) For the year ended June 30, 2020, the City recognized pension expense of $3,243,411. At June 30, 2020, the City reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Differences between expected and actual experience Changes of assumptions Net difference between projected and actual earnings on IPERS' investments Changes in proportion and differences between City's contributions and City's proportionate share of contributions City contributions subsequent to the measurement date Total Deferred Outflows Deferred Inflows of Resources of Resources 53,645 2,072,700 2,459,936 $ 695,737 2,180,553 502,336 $ 4,586,281 $ 3,378,626 $2,459,936 reported as deferred outflows of resources related to pensions resulting from the City contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended June 30, 2021. Other amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized in pension expense as follows: Year Ended June 30 Total 2021 $ 198,509 2022 (625,853) 2023 (409,103) 2024 (369,913) 2025 (45,921) $ (1,252,281) Sensitivitv of the Citv's Proportionate Share of the Net Pension Liabilitv to Chances in the Discount Rate- The following presents the City's proportionate share of the net pension liability calculated using the discount rate of 7.00%, as well as what the City's proportionate share of the net pension liability would be if it were calculated using a discount rate that is 1.00% lower (6.00%) or 1.00% higher (8.00%) than the current rate. 101 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 11—EMPLOYEE PENSION PLANS (continued) 1 % Discount 1 % Decrease Rate Increase (6.0)% (7.0)% (8.0)% City's proportionate share of the net pension liability: $ 34,359,983 $ 19,350,354 $ 6,760,443 Dubuque Metropolitan Area Sold Waste Agency Specific (DMASWA) IPERS Disclosures Net Pension Liabilities. Pension Expense. and Deferred Outflows of Resources and Deferred Inflows of Resources Related to Pensions - At June 30, 2020, the DMASWA reported a liability of $489,134 for its proportionate share of the net pension liability. The net pension liability was measured as of June 30, 2019, and the total pension liability used to calculate the net pension liability was determined by an actuarial valuation as of that date. The DMASWA's proportion of the net pension liability was based on the DMASWA's share of contributions to the pension plan relative to the contributions of all IPERS participating employers. At June 30, 2019, the DMASWA's collective proportion was 0.008391% which was an increase of 0.0001934% from its proportion measured as of June 30, 2018. For the year ended June 30, 2020, the DMASWA recognized pension expense of $81,986. At June 30, 2020, the DMASWA reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Differences between expected and actual experience Changes of assumptions Net difference between projected and actual earnings on IPERS' investments Net changes in proportion and differences between Agency's contributions and Agency's proportionate share of contributions Agency contributions subsequent to the measurement date Total Deferred Outflows Deferred Inflows of Resources of Resources 1,356 $ 17,587 52,393 55,120 12,698 62,182 $ 115,931 $ 85,405 102 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE II —EMPLOYEE PENSION PLANS (continued) $62,182 reported as deferred outflows of resources related to pensions resulting from the Agency contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended June 30, 2021. Other amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized in pension expense as follows: Year Ended June 30 Total 2021 $ 5,018 2022 (15,820) 2023 (10,341) 2024 (9,351) 2025 (1,162) $ (31,656) Sensitivitv of the Aeencv's Proportionate Share of the Net Pension Liabilitv to Chances in the Discount Rate - The following presents the Agency's proportionate share of the net pension liability calculated using the discount rate of 7.00%, as well as what the Agency's proportionate share of the net pension liability would be if it were calculated using a discount rate that is 1% lower (6.00%) or 1% higher (8.00%) than the current rate. 1% Discount 1% Decrease Rate Increase (6.00)% (7.00)% (8.00)% Agency's proportionate share of the net pension liability: $ 868,543 $ 489,134 $ 170,889 There were no non -employer contributing entities at IPERS. Actuarial Assumptions - The total pension liability in the June 30, 2019, actuarial valuation was determined using the following actuarial assumptions, applied to all periods included in the measurement: Rate of inflation (effective June 30, 2017) Rates of salary increase (effective June 30, 2017) Long-term Investment rate of return (effective June 30, 2017) Wage Growth (effective June 30, 2017) 2.60% per annum 3.25 to 16.25% average, including inflation. Rates vary by membership group. 7.00% , compounded annually, net of investment expense, including inflation. 3.25% per annum based on 2.60% inflation and 0.65% real wage inflation 103 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE II —EMPLOYEE PENSION PLANS (continued) The actuarial assumptions used in the June 30, 2019 valuation were based on the results of an economic assumption study dated March 24, 2017 and a demographic assumption study dated June 28, 2018. Mortality rates used in the 2019 valuation were based on the RP-2014 Employee and Healthy Annuitant Tables with MP-2017 generational adjustments. The long-term expected rate of return on IPERS' was determined using a building-block method in which best -estimate ranges of expected future real rates (expected returns, net of pension plan investment expense and inflation) are developed for each major asset class. These ranges are combined to produce the long-term expected rate of return by weighting the expected future real rates of return by the target asset allocation percentage and by adding expected inflation. The target allocation and best estimates of arithmetic real rates of return for each major asset class are summarized in the following table: Asset Long -Term Expected Asset Class Allocation Real Rate of Return Domestic equity 22 % 5.60% International equity 15 6.08 Global smart beta equity 3 5.82 Core plus fixed income 27 1.71 Public credit 3.5 3.32 Public real assets 7 2.81 Cash 1.0 (0.21) Private equity 11 10.13 Private real assets 7.5 4.76 Private credit 3 3.01 Total 100 % Discount Rate - The discount rate used to measure the total pension liability was 7.00%. The projection of cash flows used to determine the discount rate assumed that employee contributions will be made at the contractually required rate and that contributions from the City will be made at contractually required rates, actuarially determined. Based on those assumptions, the IPERS' fiduciary net position was projected to be available to make all projected future benefit payments of current active and inactive employees. Therefore, the long-term expected rate of return on IPERS' investments was applied to all periods of projected benefit payments to determine the total pension liability. IPERS' Fiduciary Net Position - Detailed information about the pension plan's fiduciary net position is available in the separately issued IPERS financial report which is available on IPERS' website at www.ipers.org. Payables to IPERS - At June 30, 2020, the City reported payables to the defined benefit pension plan of $104,231 for legally required employer contributions. There were no legally required employee contributions which had been withheld from employee wages but not yet remitted to IPERS. 104 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 11—EMPLOYEE PENSION PLANS (continued) Municipal Fire and Police Retirement System of Iowa (MFPRSI) Plan Description — MFPRSI membership is mandatory for fire fighters and police officers covered by the provisions of Chapter 411 of the Code of Iowa. Employees of the City are provided with pensions through a cost -sharing multiple employer defined benefit pension plan administered by MFPRSI. MFPRSI issues a stand-alone financial report which is available to the public by mail at 7155 Lake Drive, Suite #201, West Des Moines, Iowa 50266 or at www.mfprsi.org. MFPRSI benefits are established under Chapter 411 of the Code of Iowa and the administrative rules thereunder. Chapter 411 of the Code of Iowa and the administrative rules are the official plan documents. The following brief description is provided for general informational purposes only. Refer to the plan documents for more information. Pension Benefits - Members with 4 or more years of service are entitled to pension benefits beginning at age 55. Full service retirement benefits are granted to members with 22 years of service, while partial benefits are available to those members with 4 to 22 years of service based on the ratio of years completed to years required (i.e., 22 years). Members with less than 4 years of service are entitled to a refund of their contribution only, with interest, for the period of employment. Benefits are calculated based upon the member's highest 3 years of compensation. The average of these 3 years becomes the member's average final compensation. The base benefit is 66% of the member's average final compensation. Members who perform more than 22 years of service receive an additional 2% of the member's average final compensation for each additional year of service, up to a maximum of 8 years. Survivor benefits are available to the beneficiary of a retired member according to the provisions of the benefit option chosen, plus an additional benefit for each child. Survivor benefits are subject to a minimum benefit for those members who chose the basic benefit with a 50% surviving spouse benefit. Active members, at least 55 years of age, with 22 or more years of service have the option to participate in the Deferred Retirement Option Program (DROP). The DROP is an arrangement whereby a member who is otherwise eligible to retire and commence benefits opts to continue to work. A member can elect a 3, 4, or 5 year DROP period. By electing to participate in DROP, the member is signing a contract indicating the member will retire at the end of the selected DROP period. During the DROP period the member's retirement benefit is frozen and a DROP benefit is credited to a DROP account established for the member. Assuming the member completes the DROP period, the DROP benefit is equal to 52% of the member's retirement benefit at the member's earliest date eligible and 100% if the member delays enrollment for 24 months. At the member's actual date of retirement, the member's DROP account will be distributed to the member in the form of a lump sum or rollover to an eligible plan. Disability and Death Benefits — Disability benefits may be either accidental or ordinary. Accidental disability is defined as a permanent disability incurred in the line of duty, with benefits equivalent to the greater of 60% of the member's average final compensation or the member's service retirement benefit calculation amount. Ordinary disability occurs outside the call of duty and pays benefits equivalent to the greater of 50% of the member's average final compensation for those with 5 or more years of service or the member's service retirement benefit calculation amount and 25% of average final compensation for those with less than 5 years of service. 105 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 11—EMPLOYEE PENSION PLANS (continued) Death benefits are similar to disability benefits. Benefits for accidental death are 50% of the average final compensation of the member plus an additional amount for each child, or the provisions for ordinary death. Ordinary death benefits consist of a pension equal to 40% of the average final compensation of the member plus an additional amount for each child, or a lump -sum distribution to the designated beneficiary equal to 50% of the previous year's earnable compensation of the member or equal to the amount of the member's total contributions plus interest. Benefits are increased (escalated) annually in accordance with Chapter 411.6 of the Code of Iowa which states a standard formula for the increases. The surviving spouse or dependents of an active member who dies due to a traumatic personal injury incurred in the line of duty receives a $100,000 lump -sum payment. Contributions - Member contribution rates are set by state statute. In accordance with Chapter 411 of the Code of Iowa, the contribution rate was 9.40% of earnable compensation for the year ended June 30, 2020. Employer contribution rates are based upon an actuarially determined normal contribution rate and set by state statute. The required actuarially determined contributions are calculated on the basis of the entry age normal method as adopted by the Board of Trustees as permitted under Chapter 411 of the Code of Iowa. The normal contribution rate is provided by state statute to be the actuarial liabilities of the plan less current plan assets, with such total divided by 1 % of the actuarially determined present value of prospective future compensation of all members, further reduced by member contributions and state appropriations. Under the Code of Iowa the employer's contribution rate cannot be less than 17.00% of earnable compensation. The contribution rate was 24.41% for the year ended June 30, 2020. The City's contributions to MFPRSI for the year ended June 30, 2020 was $3,631,952. If approved by the state legislature, state appropriation may further reduce the employer's contribution rate, but not below the minimum statutory contribution rate of 17.00% of earnable compensation. The State of Iowa therefore is considered to be a nonemployer contributing entity in accordance with the provisions of the Governmental Accounting Standards Board Statement No. 67 — Financial Reporting for Pension Plans, (GASB 67). There were no state appropriations to MFPRSI during the fiscal year ended June 30, 2020. Net Pension Liabilities, Pension Expense, and Deferred Outflows of Resources and Deferred Inflows of Resources Related to Pensions - At June 30, 2020, the City reported a liability of $30,775,196 for its proportionate share of the net pension liability. The net pension liability was measured as of June 30, 2019, and the total pension liability used to calculate the new pension liability was determined by an 106 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 11—EMPLOYEE PENSION PLANS (continued) actuarial valuation as of that date. The City's proportion of the net pension liability was based on the City's share of contributions to the pension plan relative to the contributions of all MFPRSI participating employers. At June 30, 2019, the City's proportion was 4.691866% which was a decrease of 0.172025% from it proportions measured as of June 30, 2018. For the year ended June 30, 2020, the City recognized pension expense of $6,185,748. At June 30, 2020, the City reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Net difference between expected and actual experience Changes of assumptions Net difference between projected and actual earnings on pension plan investments Changes in proportion and differences between City contributions and proportionate share of contributions City contributions subsequent to the measurement date Total Deferred Outflows Deferred Inflows of Resources of Resources $ 1,059,736 $ 287,981 1,545,167 133,943 1,695,596 - 247,343 1,167,309 3,631,952 - $ 8,179,794 $ 1,589,233 $3,631,952 is reported as deferred outflows of resources related to pensions resulting from City contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended June 30, 2021. Amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized in pension expense as follows: Year Ended June 30 Total 2021 $ 1,542,875 2022 195,386 2023 676,980 2024 511,965 2025 31,403 $ 2,958,609 107 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 11—EMPLOYEE PENSION PLANS (continued) Actuarial Assumptions - The total pension liability in the June 30, 2019 actuarial valuation was determined using the following actuarial assumptions, applied to all periods included in the measurement: Rate of inflation Rates of salary increase Investment rate of return 3.00% per annum 3.75% to 15.11% including inflation 7.50%, net of pension plan investment expense, including inflation The actuarial assumptions used in the June 30, 2019 valuation were based on the results of an actuarial experience study for the period from July 1, 2007 to June 30, 2017. Mortality rates were based on the RP-2014 Blue Collar Healthy Annuitant Table with males set -forward zero years, females set -forward two years and disabled individuals set -forward three years (male only rates), with generational projection of future mortality improvement with 50% of Scale BB beginning 2017. The long-term expected rate of return on MFPRSI investments was determined using a building-block method in which best -estimate ranges of expected future real rates (i.e., expected returns, net of investment expense and inflation) are developed for each major asset class. These ranges are combined to produce the long-term expected rate of return by weighting the expected future real rates of return by the target asset allocation percentage and by adding expected inflation. The best estimates of geometric real rates of return for each major asset class are summarized in the following table: Asset Class Long -Term Expected Real Rate of Return Large Cap 5.5% Small Cap 5.8 International Large Cap 7.3 Emerging Markets 9.0 Emerging Market Debt 6.3 Private Non -Core Real Estate 8.0 Master Limited Partnerships 9.0 Private Equity 9.0 Core Plus Fixed Income 3.3 Private Core Real Estate 6.0 Tactical Asset Allocation 6.4 108 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 11—EMPLOYEE PENSION PLANS (continued) Discount Rate - The discount rate used to measure the total pension liability was 7.50%. The projection of cash flows used to determine the discount rate assumed employee contributions will be made at the contractually required rates, actuarially determined. Based on those assumptions, MFPRSI fiduciary net position was projected to be available to make all projected future benefit payments to current active and inactive employees. Therefore, the long-term expected rate of return on MFPRSI investments was applied to all periods of projected benefit payments to determine the total pension liability. Sensitivity of Ci . 's Proportionate Share of the Net Pension Liability to Changes in the Discount Rate - The following presents the City's proportionate share of the net pension liability calculated using the discount rate of 7.50%, as well as what the city's proportionate share of the net pension liability would be if it were calculated using a discount rate that is 1.00% lower (6.50%) or 1.00% higher (8.50%) than the current rate. 1% Decrease (6.50)% City's proportionate share of the net pension liability: $ 50,107,415 Discount Rate (7.50)% $ 30,775,196 1% Increase (8.50)% $ 14,764,335 MFPRSI Fiduciary Net Position - Detailed information about the pension plan's fiduciary net position is available in the separately issued MFPRSI financial report which is available on MFPRSI's website at www.mfprsi.org. Payables to MFPRSI - At June 30, 2020, City of Dubuque, Iowa reported payables to the defined benefit pension plan of $165,066 for legally required employer contributions. There were no legally required employee contributions which had been withheld from employee wages but not yet remitted to MFPRSI. 109 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 12 — LANDFILL CLOSURE AND POST CLOSURE CARE To comply with federal (40 CFR 258.74) and state regulations (IAC 113.14 (455b)), the Dubuque Metropolitan Area Solid Waste agency (DMASWA) is required to complete a closure and post -closure plan and to provide funding necessary to effect that plan, including the proper monitoring and care of the landfill after closure. Once the landfill is no longer accepting waste and is closed, the owner is responsible for maintaining the final cover, monitoring ground water and methane gas, and collecting leachate (the liquid that drains out of waste) for thirty years. State governments are primarily responsible for implementation and enforcement of those requirements and have been given flexibility to tailor requirements to accommodate local conditions that exist. A variety of financial mechanisms can be used to demonstrate compliance with federal and state financial assurance rules. The Agency utilizes the dedicated fund mechanism, which is funded through the tipping fees it receives. The Agency files an annual report with the State to provide compliance with its legal requirements of maintaining a balance per the prescribed formula. Any adjustments to the account are made prior to June 30. The Agency is required to estimate total landfill closure and post -closure care costs and recognize a portion of these costs each year based on the percentage of estimated total landfill capacity used that period. Estimated total costs, for closure and post -closure, would consist of four components: (1) the cost of equipment and facilities used in post -closure monitoring and care, (2) the cost of final cover (material and labor), (3) the cost of environmental monitoring of the landfill during the post -closure period and (4) the cost of any environmental cleanup required after closure. Estimated total cost is based on an engineer's estimate for these services is required to be updated annually for changes due to inflation or deflation, technology, and/or changes to applicable laws or regulations. The Agency's estimated closure and post -closure care expected costs are as follows: 2020 Closure $ 3,468,474 Post -closure care 2,265,000 Totals $ 5,733,474 The total closure and post -closure care costs for the DMASWA has been estimated at approximately $5,733,474 as of June 30, 2020, and the portion of the liability, that has been recognized is $1,981,708. This liability represents the cumulative amount reported to date based on the use of 100% of the estimated capacity of cells 1, 2, 3, 4, 5, 6, 7, 8, and 6% of cell 9. The Agency has accumulated resources to fund closure and post -closure costs; they are included in assets whose use is limited on the balance sheet and total $4,885,167 as of June 30, 2020. The Agency will recognize the remaining estimated cost of closure and post closure care of $4,228,766 over the estimated remaining life of 18 years as the remaining capacity is filled. NOTE 13 — LEASES WHERE CITY IS LESSOR The City of Dubuque leases riverfront property, airport property (hangars and terminal space), farm land, parking areas, space for antennas on top of water towers, and concession areas under operating leases. The most significant lease is the lease of the greyhound racing and gambling facility and related parking area to the Dubuque Racing Association (DRA). The City's cost of the leased DRA assets total $10,144,771. The carrying amount of the assets at June 30, 2020 is $5,872,087, with $142,423 of depreciation expense during the year ended June 30, 2020. The DRA lease amount is based on the association's gross gambling receipts. During the year ended June 30, 2020, the DRA lease generated $3,961,996 in lease revenue. 110 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 14 — SUBSEQUENT EVENTS On July 7, 2020, the City of Dubuque accepted the Miracle League Complex project. The final cost of the project totaled $3,354,079. The City owns all amenities constructed by Miracle League of Dubuque and they become a part of Veterans Memorial Park. The Miracle League Complex will be used and owned by the City as a public park to be enjoyed by all. The Miracle League of Dubuque project improvements are subject to a lease agreement. The lease agreement between the City of Dubuque and Miracle League of Dubuque will govern the usage of the park. The lease agreement has a term that is 25 years and started upon the date of City Council acceptance. Miracle League of Dubuque will have preferential but non-exclusive use of the Miracle League Complex. NOTE 15 — CONTINGENCIES The COVID-19 outbreak is disrupting business accross a range of industries in the United States and financial markets have experienced a significant decline. As a result, local, regional and national economies, including that of the City, may be adversly impacted. The extent of the financial impact of COVID-19 will depend on future developments, including the duration and spread, which are uncertain and cannot be predicted. Due to the uncertainties surrounding the outbreak, management cannot presently estimate the potential impact to the City's operations and finances. NOTE 16 — PROSPECTIVE ACCOUNTING PRONOUNCEMENTS The Governmental Accounting Standards Board (GASB) has issued statements not yet implemented by the City. The statements which might impact the City are as follows: Statement No. 84, Fiduciary Activities, will be effective for the fiscal year June 30, 2021. The objective of this Statement is to improve guidance regarding the identification of certain fiduciary activities for accounting and reporting purposes and how those activities should be reported. Statement No. 87, Leases, will be effective for the fiscal year June 30, 2022. The objective of this Statement is to better meet the information needs of financial statements users by improving accounting and financial reporting for leases by governments. Statement No. 89, Accounting for Interest Cost Incurred before the End of a Construction Period, will be effective for the fiscal year June 30, 2022. The objectives of this Statement are to enhance the relevance and comparability of information about capital assets and cost of borrowing for a reporting period and to simplify accounting for interest cost incurred before the end of a construction period. Statement No. 90, Majority Equity Interest -an amendment of GASB Statement No. 14 and No. 61, will be effective for the fiscal year June 30, 2021. The primary objective of this Statement are to improve the consistency and comparability of reporting a government's majority equity interest in a legally separate organization and to improve the relevance of financial statement information for certain component units. Statement No. 91, Conduit Debt Obligations, will be effective for the fiscal year June 30, 2023. The primary objectives of this Statement are to provide a single method of reporting conduit debt obligations by issuers and eliminated diversity in practice associated with (1) commitments extended by issuers, (2) arrangements associated with conduit debt obligations, and (3) related note disclosures. ill CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS DUNE 30, 2020 NOTE 16 — PROSPECTIVE ACCOUNTING PRONOUNCEMENTS (continued) Statement No. 92, Omnibus 2020, issued January 2020, will be effective for the City beginning with its fiscal year ending June 30, 2022 except for the requirements related to the effective date of Statement No. 87 and Implementation Guide 2019-3, reinsurance recoveries, and terminology used to refer to derivative instruments effective upon issuance. The objectives of this Statement are to enhance comparability in accounting and financial reporting and to improve the consistency of authoritative literature by addressing practice issues that have been identified during implementation and application of certain GASB Statements. This Statement addresses a variety of topics including leases, intra-entity transfers, assets accumulated for postemployment benefits, applicability of Statement No. 84 to postemployment benefit arrangements, measurement of liabilities related to asset retirement obligations in a government acquisition, reporting by public entity risk pools for amounts that are recoverable from reinsurers or excess insurers, nonrecurring fair value measurements of assets or liabilities, and terminology to refer to derivative instruments. Statement No. 93, Replacement of Interbank Offered Rates, issued March 2020, will be effective for the City beginning with its fiscal year ending June 2022. The objective of this Statement is to address accounting and financial reporting implications that result from the replacement of an interbank offered rate (IBOR). Statement No. 94, Public -Private and Public -Public Partnerships and Availability Payment Arrangements, issued March 2020, will be effective for the City beginning with its fiscal year ending June 30, 2023. The primary objective of this Statement is to improve financial reporting by addressing issues related to public -private and public -public partnership arrangements (PPPs). Statement No. 96, Subscription -Based Information Technology Arrangements, issued in May 2020, will be effective for fiscal year ending June 30, 2023. This Statement provides guidance on the accounting and financial reporting for subscription -based information technology arrangements (SBITAs) for government end users (governments). Statement No. 97, Certain Component Unit Criteria, and Accounting and Financial Reporting for Internal Revenue Code Section 457 Deferred Compensation Plans, issued June 2020, will be effective for the fiscal year ended June 30, 2022. This Statement will result in more consistent financial reporting of defined contribution pension plans, defined contribution OPEB plans, and other employee benefit plans, while mitigating the costs associated with reporting those plans. The City's management has not yet determined the effect these statements will have on the City's financial statements. 112 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2020 NOTE 17 — TAX ABATEMENTS Governmental Accounting Standards Board Statement No. 77 defines tax abatements as a reduction in tax revenues that results from an agreement between one or more governments and an individual or entity in which (a) one or more governments promise to forgo tax revenues to which they are otherwise entitled and (b) the individual or entity promises to take a specific action after the agreement has been entered into that contributes to economic development or otherwise benefits the governments or the citizens of those governments. City Tax Abatements The City provides tax abatements for urban renewal and economic development projects with tax increment financing as provided for in Chapter 15A and 403 of the Code of Iowa. For these types of projects, the City enters into agreements with developers which require the City, after developers meet the terms of the agreements, to rebate a portion of the property tax paid by the developers, to pay the developers an economic development grant or to pay the developers a predetermined dollar amount. No other commitments were made by the City as a part of these agreements. For the year ended June 30, 2020, the City abated $2,454,454 of property tax under the urban renewal and economic development projects. 113 THIS PAGE IS INTENTIONALLY LEFT BLANK 114 Required Supplementary Information June 30, 2020 City of Dubuque, Iowa CITY OF DUBUQUE, IOWA SCHEDULE OF RECEIPTS, DISBURSEMENTS AND CHANGES IN BALANCES - BUDGET AND ACTUAL (BUDGETARY BASIS) GOVERNMENTAL AND ENTERPRISE FUNDS FOR THE YEAR ENDED JUNE 30, 2020 RECEIPTS Property tax Tax increment financing Other City tax Licenses and permits Use of money and property Intergovernmental Charges for fees and service Special assessments Miscellaneous Total Receipts EXPENDITURES Public safety Public works Health and social services Culture and recreation Community and economic development General government Debt service Capital projects Business -type activities Total Expenditures EXCESS (DEFICIENCY) OF RECEIPTS OVER (UNDER) EXPENDITURES OTHER FINANCING SOURCES, NET EXCESS DEFICIENCY OF RECEIPTS AND OTHER FINANCING SOURCES OVER (UNDER) EXPENDITURES AND OTHER FINANCING USES BALANCE, BEGINNING OF YEAR BALANCE, ENDING OF YEAR Actual $ 25,908,220 9,959,562 17,995,431 1,503,252 14,474,768 40,369,620 39,175,530 113,709 8,896,634 158,396,726 29,268,525 12,307,869 970,434 12,316,173 14,432,317 10,013,656 12,165,590 28,946,802 54,048,579 174,469,945 (16,073,219) Budgeted Amounts Final to Actual Original Final Variance $ 25,575,669 10,73 8,108 18,167,857 1,827,379 14,388,998 48,393,574 44,184,398 30,000 7,971,324 171,277,307 30,100,398 13,022,573 1,196,081 12,850,660 14,373,472 10,214,750 10,779,398 37,057,261 61,888,644 191,483,237 (20,205,930) $ 25,575,669 10,73 8,108 18,167,857 1,904,123 14,391,312 101,904,967 43,907,605 30,000 11,463,679 228,083,320 30,851,935 14,053,891 1,279,935 13,588,266 15,695,646 10,582,261 12,233,320 82,014,175 90,103,926 270,403,355 (42,320,035) $ 332,551 (778,546) (172,426) (400,871) 83,456 (61,535,347) (4,732,075) 83,709 (2,567,045) (69,686,594) 1,583,410 1,746,022 309,501 1,272,093 1,263,329 568,605 67,730 53,067,373 36,055,347 95,933,410 26,246,816 15,661,869 12,989,828 36,769,518 (21,107,649) (411,350) (7,216,102) (5,550,517) 5,139,167 80,882,630 37,452,616 82,384,365 $ 80,471,280 $ 30,236,514 $ 76,833,848 $ 5,139,167 See Notes to Required Supplementary Information. 116 CITY OF DUBUQUE, IOWA NOTE TO REQUIRED SUPPLEMENTARY INFORMATION — BUDGETARY REPORTING FOR THE YEAR ENDED JUNE 30, 2020 The budgetary comparison is presented as Required Supplementary Information in accordance with Governmental Accounting Standards Board Statement No. 41 for governments with significant budgetary perspective differences resulting from not being able to present budgetary comparisons for the General Fund and each major Special Revenue Fund. The Code of Iowa requires the adoption of an annual budget by the City Council on or before March 31 of each year which becomes effective July 1 and constitutes the appropriation for each function specified therein until amended. The legal level of control (the level on which expenditures may not legally exceed appropriations) is the function level for the City as a whole, rather than at the fund or fund type level. The internal service fund or agency fund activity is not included in the adopted budget. The City's budget is prepared on the cash basis of accounting with an adjustment for accrued payroll following required public notice and hearings. After the initial annual budget is adopted, it may be amended for specified purposes. Budget amendments must be prepared and adopted in the same manner as the original budget. Management is not authorized to amend the budget or to make budgetary transfers between functions without the approval of the City Council. Management may make budgeting transfers between funds as long as the transfers are within the same function. The City has adopted a policy relative to budgetary control and amendment which provides for control at the line -item level and review of the current year's budget at the time the next year's budget is prepared. This usually results in amending the appropriations of all functions to adjust to current conditions. Supplemental appropriations are only provided when unanticipated revenues or budget surpluses become available. Appropriations as adopted lapse at the end of the fiscal year. The budget for the fiscal year ended June 30, 2020, was amended three times during the year to allow the City to increase function expenditures by $78,920,118 primarily for the carry -forward of unfinished capital improvement projects. During the year ended June 30, 2020, no function expenses exceeded the budgeted amount. The following is a reconciliation of the budgetary basis to the modified accrual basis of accounting: Governmental Enterprise Modified Funds Funds Budgetary Accrual Accrual/Accrual Modified Accrual Basis Adjustments Basis Accrual Basis Basis Total Receipts/Revenue $ 158,396,726 $ (10,090,619) $ 148,306,107 $ 110,144,389 $ 38,161,718 $ 148,306,107 Expenditures/Expenses 174,469,945 (25,286,719) 149,183,226 111,229,453 37,953,773 149,183,226 Deficiency of Receipts/Revenue Under Expenditures/Expenses (16,073,219) 15,196,100 (877,119) (1,085,064) 207,945 (877,119) Other Financing Sources 15,661,869 661,880 16,323,749 (540,161) 16,863,910 16,323,749 Net (411,350) 15,857,980 15,446,630 (1,625,225) 17,071,855 15,446,630 Balance, Beginning 80,882,630 177,340,350 258,222,980 62,912,469 195,310,511 258,222,980 Balance, Ending $ 80,471,280 $ 193,198,330 $ 273,669,610 $ 61,287,244 $ 212,382,366 $ 273,669,610 117 CITY OF DUBUQUE, IOWA SCHEDULE OF THE CITY'S PROPORTIONATE SHARE OF NET PENSION LIABILITY IOWA PUBLIC EMPLOYEES' RETIREMENT SYSTEM LAST SIX FISCAL YEARS* (IN THOUSANDS) Required Supplementary Information 2020 2019 2018 2017 2016 2015 City's proportion of the net pension liability (asset) 0.33194% 0.33329% 0.33490% 0.34275% 0.35135% 0.37035% City's proportionate share of the net pension $ 19,350 $ 21,091 $ 22,309 $ 21,570 $ 17,358 $ 14,688 liability City's covered payroll $ 25,423 $ 25,024 $ 24,961 $ 24,597 $ 24,039 $ 24,210 City's proportionate share of the net pension liability as a percentage of its covered payroll 76.11% 84.28% 89.38% 87.69% 72.21% 60.67% Plan fiduciary net position as a percentage of the 85.45% 83.62% 82.21 % 81.82% 85.19% 87.61 % total pension liability *In accordance with GASB Statement No. 68, the amounts presented for each fiscal year were determined as of June 30 of the preceding fiscal year. Note: GASB Statement No. 68 requires ten years of information to be presented in this table. However, until a full 10-year trend is compiled, the City will present information for those years for which information is available. 118 CITY OF DUBUQUE, IOWA SCHEDULE OF THE CITY CONTRIBUTION IOWA PUPLIC EMPLOYEES RETIREMENT SYSTEM LAST 10 FISCAL YEARS (IN THOUSANDS) Required Supplementary Information 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 Statutorily required contribution $ 2,460 $ 2,403 $ 2,235 2,229 2,196 2,151 2,164 2,022 2,022 1,573 Contributions in relation to the statutorily required contribution (2,460) (2,403) (2,235) (2,229) (2,196) (2,151) (2,164) (2,022) (2,022) (1,573) Contribution deficiency (excess) $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - City's covered payroll $ 26,048 $ 25,423 $ 25,024 $ 24,961 $ 24,597 $ 24,039 $ 24,210 $ 23,321 $ 23,676 $ 22,627 Contributions as a percentage of covered payroll 9.44% 9.45% 8.93% 8.93% 8.93% 8.95% 8.94% 8.67% 8.54% 6.95% 119 CITY OF DUBUQUE, IOWA NOTES TO REQUIRED SUPPLEMENTARY INFORMATION -- PENSION LIABILITY IOWA PUBLIC EMPLOYEES' RETIREMENT SYSTEMS YEAR ENDED JUNE 30, 2020 Changes of benefit terms: Thee are no significant changes in benefit terms. Changes of assumption: The 2018 valuation implemented the following refinements as a result of a demographic assumption study dated June 28, 2018: • Changed mortality assumptions to the RP-2014 mortality tables with mortality improvements modeled using Scale MP-2017. • Adjusted retirement rates • Lowered disability rates • Adjusted the probability of a vested Regular member electing to receive a deferred benefit. • Adjusted the merit component of the salary increase assumption. The 2017 valuation implemented the following refinements as a result of an experience study dated March 24, 2017: • Decreased the inflation assumption from 3.00% to 2.60%. • Decreased the assumed rate of interest on member accounts from 3.75% to 3.50% per year. • Decreased the discount rate from 7.50% to 7.00%. • Decreased the wage growth assumption from 4.00% to 3.25%. • Decreased the payroll growth assumption from 4.00% to 3.25%. The 2014 valuation implemented the following refinements as a result of a quadrennial experience study: • Decreased the inflation assumption from 3.25% to 3.00%. • Decreased the assumed rate of interest on member accounts from 4.00% to 3.75% per year. • Adjusted male mortality rates for retirees in the Regular membership group. • Reduced retirement rates for sheriffs and deputies between the ages of 55 and 64. • Moved from an open 30-year amortization period to a closed 30-year amortization period for the UAL (unfunded actuarial liability) beginning June 30, 2014. Each year thereafter, changes in the UAL from plan experience will be amortized on a separate closed 20-year period. 120 CITY OF DUBUQUE, IOWA SCHEDULE OF THE CITY'S PROPORTIONATE SHARE OF NET PENSION LIABILITY MUNICIPAL FIRE AND POLICE RETIREMENT SYSTEM OF IOWA LAST SIX FISCAL YEARS* (IN THOUSANDS) Required Supplementary Information 2020 2019 2018 2017 2016 2015 City's proportion of the net pension liability (asset) City's proportionate share of the net pension liability City's covered payroll City's proportionate share of the net pension liability as a percentage of its covered payroll Plan fiduciary net position as a percentage of the total pension liability 4.6919% 4.8639% 4.7840% 4.9533% 4.9854% 5.0788% $ 30,775 $ 28,960 $ 28,062 $ 30,971 $ 23,423 $ 18,410 $ 14,203 $ 14,118 $ 13,552 $ 13,423 $ 13,052 $ 12,968 216.68% 205.13% 207.07% 230.73% 179.46% 141.96% 79.94% 81.07% 80.60% 78.20% 83.04% 86.27% *In accordance with GASB Statement No. 68, the amounts presented for each fiscal year were determined as of June 30 of the preceding fiscal year. Note: GASB Statement No. 68 requires ten years of information to be presented in this table. However, until a full 10-year trend is compiled, the City will present information for those years for which information is available. 121 CITY OF DUBUQUE, IOWA SCHEDULE OF THE CITY CONTRIBUTION MUNICIPAL FIRE AND POLICE RETIREMENT SYSTEM OF IOWA LAST 10 FISCAL YEARS (IN THOUSANDS) Required Supplementary Information Statutorily required contribution $ 3,632 $ 3,696 $ 3,626 $ 3,513 $ 3,727 $ 3,969 $ 3,906 $ 3,310 $ 3,177 $ 2,404 Contributions in relation to the statutorily required contribution (3,632) (3,696) (3,626) (3,513) (3,727) (3,969) (3,906) (3,310) (3,177) (2,404) Contribution deficiency (excess) $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - City's covered payroll $ 14,879 $ 14,203 $ 14,118 $ 13,552 $ 13,423 $ 13,052 $ 12,968 $ 12,672 $ 12,831 $ 12,080 Contributions as a percentage of covered payroll 24.41% 26.02% 25.68% 25.92% 27.77% 30.41% 30.12% 26.12% 24.76% 19.90% 122 CITY OF DUBUQUE, IOWA NOTES TO REQUIRED SUPPLEMENTARY INFORMATION -- PENSION LIABILITY MUNICIPAL FIRE AND POLICE RETIREMENT SYSTEM OF IOWA YEAR ENDED JUNE 30, 2020 Changes of benefit terms: There were no significant changes of benefit terms. Changes of assumptions The 2018 valuation changed postretirement mortality rates were based on the RP-2014 Blue Collor Healthy Annuitant Table with males set -forward zero years, females set -forward two years and disabled individuals set -forward three years (male only rates), with generational projection of future mortality improvement with 50% of Scale BB beginning in 2017. The 2017 valuation added five years projection of future mortality improvement with Scale BB. The 2016 valuation changed postretirement mortality rates to the RP-2000 Blue Collar Combined Healthy Mortality Table with males set -back two years, females set -forward one year and disabled individuals set -forward one year (male only rates), with no projection of future mortality improvement. The 2015 valuation phased in the 1994 Group Annuity Mortality Table for post retirement mortality. This resulted in a weighting of 1/12 of the 1971 Group Annuity Mortality Table and 11/12 of the 1994 Group Annuity Mortality Table. The 2014 valuation phased in the 1994 Group Annuity Mortality Table for post retirement mortality. This resulted in a weighting of 2/12 of the 1971 Group Annuity Mortality Table and 10/12 of the 1994 Group Annuity Mortality Table. 123 CITY OF DUBUQUE, IOWA SCHEDULE OF CHANGES IN TOTAL OPEB LIABILITY, RELATED RATIOS AND NOTES LAST THREE FISCAL YEARS Service Cost Interest Cost Changes in assumptions Changes in experience Other Changes Benefit payments Net change in total OPEB Liability Total OPEB liability beginning of year Total OPEB liability end of year Covered -employee payroll Total OPEB liability as a percentage of covered -employee payroll 2020 2019 2018 $ 288,187 $ 296,597 $ 277,469 165,496 172,576 172,219 (19,982) 85,951 138,371 (242,263) - - (49,950) 2,582 58,589 (380,158) (452,573) (474,856) (238,670) 105,133 171,792 6,121,366 6,016,233 5,844,441 $ 5,882,696 $ 6,121,366 $ 6,016,233 $ 34,543,167 $ 39,626,000 $ 39,782,000 17.03% 15.45% 15.12% Notes to Schedule of Changes in the Total OPEB Liabilitv and Related Ratios No assets are accumulated in a trust that meets the criteria in paragraph 4 of GASB Statement 75. Changes in benefit terms: There were no significant changes in benefit terms. Change in assumptions: Changes in assumptions and other inputs reflect the effects of changes in the discount rate, health care trend rates and other changes. Note: GASB Statement No. 75 requires ten years of information to be presented in this table. However, until a 10-year trend is completed, the City will present information for those years for which information is available. 124 THIS PAGE IS INTENTIONALLY LEFT BLANK 125 NONMAJOR GOVERNMENTAL FUNDS SPECIAL REVENUE FUNDS Special revenue funds are used to account for specific revenues that are legally restricted to expenditure for particular purposes. Road Use Tax Fund — This fund is used to account for state revenues allocated to the City for maintenance and improvement of City streets. Section VIII Housing Fund — This fund is used to account for the operations of federal Section VIII existing, voucher, and moderate rehabilitation projects. Employee Benefits Fund — This fund is used to account for pension and related employee benefit costs for those employees paid wages from the General Fund. Special Assessments Fund — This fund is used to account for the financing of public improvements that are deemed to benefit primarily the properties against which special assessments are levied and to accumulate monies for the payment of principal and interest on the outstanding long-term debt service. Cable TV Fund — This fund is used to account for the monies and related costs as set forth in the cable franchise agreement between the City of Dubuque and the cable franchisee. Library Expendable Gifts Trust — This fund is used to account for contributions given to the library to be spent for specific purposes. IFA Housing Trust — This fund is used to account for funds received under the Iowa Finance Authority State Housing Trust Fund Program. Police Expendable Gifts Fund — This fund is used to account for contributions given to the police department to be spent for specific purposes. Veteran's Memorial - This fund is used to account for contributions given to the Veteran's Memorial for specific purposes and for maintainance. 126 NONMAJOR GOVERNMENTAL FUNDS CAPITAL PROJECTS FUNDS Capital projects funds are used to account for the acquisition and construction of major capital facilities other than those financed by proprietary funds and trust funds. Airport Construction Fund — This fund is used to account for the resources and costs related to airport capital improvements. Sales Tax Construction Fund — This fund is used to account for the resources and costs related to capital improvements financed through the local option sales tax. General Construction Fund — This fund is used to account for the resources and costs related to general capital improvements. Street Construction Fund — This fund is used to account for the resources and costs related to street capital improvements. PERMANENT FUNDS Permanent funds are used to report resources that are legally restricted to the extent that only earnings, not principal, may be used for purposes that support the reporting City's programs. Ella Lyons Peony Trail Trust Fund — This fund is used for dividends and maintenance cost related to the City Peony Trail, per trust agreement. Library Gifts Trust Fund — This fund is used to account for testamentary gifts to the City library. 127 CITY OF DUBUQUE, IOWA COMBINING BALANCE SHEET NONMAJOR GOVERNMENTAL FUNDS JUNE 30, 2020 ASSETS Cash and pooled cash investments Receivables Property tax Delinquent Succeeding year Accounts and other Special assessments Accrued interest Notes Intergovernmental Inventories Prepaid items Restricted cash and pooled cash investments Total Assets LIABILITIES, DEFERRED INFLOWS OF RESOURCES AND FUND BALANCES LIABILITIES Accounts payable Accrued payroll Intergovernmental payable Due to other funds Unearned revenue Total Liabilities DEFERRED INFLOWS OF RESOURCES Unavailable revenues Succeeding year property tax Special assessments Grants Other Total Deferred Inflows of Resources FUND BALANCES Nonspendable: Endowment corpus Inventory Prepaid items Restricted: Endowments Library Police Veterans Capital improvements Franchise agreement Special assessments Iowa Finance Authority Trust Community programs Employee benefits Committed, capital improvements Unassigned Total Fund Balances Total Liabilities, Deferred Inflows of Resources and Fund Balances Revenue Funds Road Use Section VIII Employee Special Tax Housing Benefits Assessments $ 4,778,396 $ 381,745 $ - $ - - 100,588 - - 3,033,914 67,199 - - - 407,620 969,042 3,724 302,382 - 435 11,980 - 308,903 - - $ 6,050,255 $ 773,551 $ 3,134,502 $ 407,620 $ 319,704 $ 111,731 $ $ 76,481 26,467 - 8,141 - 117,685 396,185 264,024 - 3,033,914 - - 389,289 - 3,724 - - - - 43,556 - - 3,724 3,077,470 389,289 302,382 - 435 11,980 5,351,253 - 18,331 - 593,625 - - - 57,032 - (99,802) - - 5,654,070 505,803 57,032 18,331 $ 6,050,255 $ 773,551 $ 3,134,502 $ 407,620 128 EXHIBIT A-1 Revenue Funds Capital Projects Funds Library Police IFA Expendable Expendable Veteran's Housing Airport General Sales Tax Cable TV Gifts Trust Gifts Trust Memorial Trust Construction Construction Construction $ 495,264 $ 1,154,946 $ 7,749 $ 152,925 $ 374,024 $ (146) $ 699 $ 3,070,492 136,095 - - - - 2,081 3,716 25 - - 648 9,975 - - - - 861,944 - 34,085 657,518 - - - 632,963 546,269 152,219 - - - - 599,254 - 21,669 - - - 3,847 - - - - - - 1,262,287 1,344,808 1,207,665 $ 655,109 $ 1,158,662 $ 7,774 $ 152,925 $ 1,235,968 $ 1,895,104 $ 2,529,610 $ 5,097,869 $ 1,165 $ - $ - $ - $ $ 291,831 $ 726,502 $ 72,339 13,418 1,448 - - - - - - - 42,278 414,272 - 14,583 1,448 - - 334,109 1,140,774 72,339 - - 294,122 47,886 - - - 294,122 47,886 - - - - 599,254 - 21,669 - - 3,847 - 1,157,214 - - - - 7,774 - - - 152,925 - - - - - 1,266,873 737,849 1,207,665 618,857 - - - - - - - 1,235,968 - - - - - 3,817,865 640,526 1,157,214 7,774 152,925 1,235,968 1,266,873 1,340,950 5,025,530 $ 655,109 $ 1,158,662 $ 7,774 $ 152,925 $ 1,235,968 $ 1,895,104 $ 2,529,610 $ 5,097,869 (Continued) 129 CITY OF DUBUQUE, IOWA COMBINING BALANCE SHEET EXHIBIT A-1 (CONTINUED) NONMAJOR GOVERNMENTAL FUNDS JUNE 30, 2020 ASSETS Cash and pooled cash investments Receivables Property tax Delinquent Succeeding year Accounts and other Special assessments Accrued interest Notes Intergovernmental Inventories Prepaid items Restricted cash and pooled cash investments Total Assets LIABILITIES, DEFERRED INFLOWS OF RESOURCES AND FUND BALANCES LIABILITIES Accounts payable Accrued payroll Intergovernmental payable Due to other funds Unearned revenue Total Liabilities DEFERRED INFLOWS OF RESOURCES Unavailable revenues Succeeding year property tax Special assessments Grants Other Total Deferred Inflows of Resources FUND BALANCES Nonspendable: Endowment corpus Inventory Prepaid items Restricted: Endowments Library Police Veterans Capital improvements Franchise agreement Special assessments Iowa Finance Authority Trust Community programs Employee benefits Committed, capital improvements Unassigned Total Fund Balances Total Liabilities, Deferred Inflows of Resources and Fund Balances Capital Projects Funds Permanent Funds Total Ella Lyons Library Nonmajor Street Peony Trail Gifts Governmental Construction Trust Trust Funds $ 2,168,691 $ - $ - $ 12,584,785 100,588 3,033,914 26,045 - 229,339 - - - 407,620 6,978 212 58 23,693 - - - 1,553,547 1,052,044 - 3,356,261 - - 901,636 340 - 38,271 - 155,677 18,051 4,297,391 $ 3,254,098 $ 155,889 $ 18,109 $ 26,527,045 $ 418,269 $ - $ $ 1,941,541 - - 117,814 - - 8,141 - - 456,550 - - 117,685 418,269 2,641,731 3,033,914 - - 389,289 515,173 - 860,905 314,963 - 358,519 830,136 - 4,642,627 57,412 12,000 69,412 - - - 901,636 340 - 38,271 - 98,477 6,109 104,586 - - - 1,157,214 - - 7,774 152,925 8,563,640 618,857 - - 18,331 - - 1,235,968 - - 593,625 - - 57,032 2,005,353 - 5,823,218 - - (99,802) 2,005,693 155,889 18,109 19,242,687 $ 3,254,098 $ 155,889 $ 18,109 $ 26,527,045 130 THIS PAGE IS INTENTIONALLY LEFT BLANK 131 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES NONMAJOR GOVERNMENTAL FUNDS FOR THE YEAR ENDED JUNE 30, 2020 REVENUES Taxes Special assessments Intergovernmental Charges for services Investment earnings Contributions Miscellaneous Total Revenues EXPENDITURES Governmental activities Current Public safety Public works Culture and recreation Community and economic development General government Debt service Interest and fiscal charges Capital projects Total Expenditures EXCESS (DEFICIENCY) OF REVENUES OVER (UNDER) EXPENDITURES OTHER FINANCING SOURCES (USES) Transfers in Transfers out Insurance recovery Sale of capital assets Total Other Financing Sources (Uses) NET CHANGE IN FUND BALANCES FUND BALANCES, BEGINNING FUND BALANCES, ENDING Special Revenue Funds Road Use Section VIII Employee Special Tax Housing Benefits Assessments $ - $ - $ 3,645,629 $ - - - - 69,891 7,782,636 5,498,322 - - 211,083 - - - - 8,257 - 21,506 - 650 - - 38,900 59,808 - 1,255 8,032,619 5,567,037 3,645,629 92,652 6,328,105 - - - 5,707,258 - - 6,849 - 242 - 442,418 - - - 6,777,372 5,707,258 242 - 1,255,247 (140,221) 3,645,387 92,652 33,682 97,138 - - (462,469) - (3,633,932) (109,439) (428,787) 97,138 (3,633,932) (109,439) 826,460 (43,083) 11,455 (16,787) 4,827,610 548,886 45,577 35,118 $ 5,654,070 $ 505,803 $ 57,032 $ 18,331 132 Special Revenue Funds Capital Projects Funds Library Police IFA Expendable Expendable Veteran's Housing Airport General Cable TV Gifts Trust Gifts Trust Memorial Trust Construction Construction - - - - 106,583 998,895 499,120 750 8,976 - - - 169,259 - 11,710 25,507 176 2,812 - 19,047 42,834 - 460 3,655 8,700 - - 2,684 564,765 98,997 - - 537,161 390 14,292 577,225 133,940 3,831 11,512 643,744 1,187,591 558,930 3,102 - - - - - 137,140 - 2,029 - - - 570,026 - - - - - - 5,000 - - - - - (15,258) - - - - - 1,848,826 5,519,810 575,026 137,140 3,102 2,029 - 1,848,826 5,504,552 2,199 (3,200) 729 9,483 643,744 (661,235) (4,945,622) - - - 50,000 335,790 2,948,594 - (34,567) (31,349) - - 3,000 - - - - 50,000 301,223 2,920,245 2,199 (3,200) 729 9,483 693,744 (360,012) (2,025,377) 638,327 1,160,414 7,045 143,442 542,224 1,626,885 3,366,327 $ 640,526 $ 1,157,214 $ 7,774 $ 152,925 $ 1,235,968 $ 1,266,873 $ 1,340,950 EXHIBIT A-2 (Continued) 133 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF REVENUES, EXHIBIT A-2 (CONTINUED) EXPENDITURES, AND CHANGES IN FUND BALANCES NONMAJOR GOVERNMENTAL FUNDS FOR THE YEAR ENDED JUNE 30, 2020 REVENUES Taxes Special assessments Intergovernmental Charges for services Investment earnings Contributions Miscellaneous Total Revenues EXPENDITURES Governmental activities Current Public safety Public works Culture and recreation Community and economic development General government Debt service Interest and fiscal charges Capital projects Total Expenditures EXCESS (DEFICIENCY) OF REVENUES OVER (UNDER) EXPENDITURES OTHER FINANCING SOURCES (USES) Transfers in Transfers out Insurance recovery Sale of capital assets Total Other Financing Sources (Uses) NET CHANGE IN FUND BALANCES FUND BALANCES, BEGINNING FUND BALANCES, ENDING Capital Projects Funds Permanent Funds Ella Lyons Sales Tax Street Peony Trail Construction Construction Trust Total Library Nonmajor Gifts Governmental Trust Funds $ 1,930,466 $ 2,895,699 $ - $ - $ 8,471,794 - - - - 69,891 - 1,180,314 - - 16,065,870 - 18,720 - - 408,788 84,478 37,853 (2,470) 416 252,126 - - - - 16,149 2,637 73,574 - 158 1,391,937 2,017,581 4,206,160 (2,470) 574 26,676,555 - - 3,102 - - - - 6,328,105 - - - 1,760 140,929 - - - - 5,707,258 - - 577,117 10,980 - - - 722 1,617,936 3,413,817 - - 12,842,807 1,628,916 3,413,817 - 1,760 25,600,040 388,665 792,343 (2,470) (1,186) 1,076,515 102,132 85,852 - - 3,653,188 (758,092) (674,769) - - (5,704,617) - 52,182 - - 52,182 - - - - 3,000 (655,960) (536,735) - - (1,996,247) (267,295) 255,608 (2,470) (1,186) (919,732) 5,292,825 1,750,085 158,359 19,295 20,162,419 $ 5,025,530 $ 2,005,693 $ 155,889 $ 18,109 $ 19,242,687 134 NONMAJOR ENTERPRISE FUNDS Enterprise funds are used to account for operations that are financed and operated in a manner similar to private business enterprises -- where the intent of the City Council is that the costs of providing goods or services to the general public on a continuing basis be financed or recovered primarily through user charges; or where the City Council has decided that periodic determination of net income is appropriate for accountability purposes. Refuse Collection Fund — This fund is used to account for the operations of the City's refuse collection services. Transit System Fund — This fund is used to account for the operations of the City's bus and other transit services. Salt Fund — This fund is used to account for the operations of the City's salt distribution. America's River Project — This fund is used to account for all projects covered by the Vision Iowa Grant, including all matching funds. 135 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF NET POSITION NONMAJOR ENTERPRISE FUNDS JUNE 30, 2020 EXHIBIT B-1 Total Other Refuse Transit America's Enterprise Collection System Salt River Project Funds ASSETS CURRENT ASSETS Cash and pooled cash investments $ 1,246,871 $ 870,152 $ 62,776 $ 4 $ 2,179,803 Receivables Accounts 424,445 439 - - 424,884 Intergovernmental - 3,093,798 - - 3,093,798 Prepaid items - 12,688 - - 12,688 Inventories - 2,044 - - 2,044 Total Current Assets 1,671,316 3,979,121 62,776 4 5,713,217 NONCURRENT ASSETS Restricted cash and pooled cash investments - 199,787 - - 199,787 Capital assets Land - 36,000 - - 36,000 Buildings - 13,366,053 175,458 - 13,541,511 Improvements to other than buildings - 659,598 686,312 - 1,345,910 Machinery and equipment 2,808,292 7,570,600 36,342 - 10,415,234 Accumulated depreciation (2,114,960) (6,158,720) (177,580) - (8,451,260) Net Capital Assets 693,332 15,473,531 720,532 - 16,887,395 Total Noncurrent Assets 693,332 15,673,318 720,532 - 17,087,182 Total Assets 2,364,648 19,652,439 783,308 4 22,800,399 DEFERRED OUTFLOWS OF RESOURCES Pension related deferred outflows 204,091 299,534 - - 503,625 OPEB related deferred outflows 10,384 8,407 - - 18,791 Total Deferred Outflows of Resources 214,475 307,941 - - 522,416 LIABILITIES CURRENT LIABILITIES Accounts payable 24,317 1,626,530 - - 1,650,847 Accrued payroll 64,016 84,089 - - 148,105 General obligation bonds payable 5,400 9,268 - - 14,668 Accrued compensated absences 3,414 - - - 3,414 Accrued interest payable 1,980 722 - - 2,702 Total Current Liabilities 99,127 1,720,609 - - 1,819,736 NONCURRENT LIABILITIES General obligation bonds payable 61,629 289,810 - - 351,439 Accrued compensated absences 213,160 36,193 - - 249,353 Net pension liability 861,091 1,263,774 - - 2,124,865 Total OPEB liability 235,307 190,488 - - 425,795 Total Noncurrent Liabilities 1,371,187 1,780,265 - - 3,151,452 Total Liabilities 1,470,314 3,500,874 - - 4,971,188 DEFERRED INFLOWS OF RESOURCES Pension related deferred inflows OPEB related deferred inflows Total Deferred Inflows of Resources NET POSITION Net investment in capital assets Unrestricted Total Net Position 150,348 220,659 - - 371,007 13,409 10,855 - - 24,264 163,757 231,514 - - 395,271 626,303 15,374,240 720,532 - 16,721,075 318,749 853,752 62,776 4 1,235,281 $ 945,052 $ 16,227,992 $ 783,308 $ 4 $ 17,956,356 136 CITY OF DUBUQUE, IOWA EXHIBIT B-2 COMBINING STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN NET POSITION NONMAJOR ENTERPRISE FUNDS FOR THE YEAR ENDED JUNE 30, 2020 Total Other Refuse Transit America's Enterprise Collection System Salt River Project Funds OPERATING REVENUES Charges for sales and services $ 4,444,871 $ 364,116 $ 346,753 $ - $ 5,155,740 Other 3,446 36,460 - - 39,906 Total Operating Revenues 4,448,317 400,576 346,753 - 5,195,646 OPERATING EXPENSES Employee expense 2,805,672 2,436,336 - - 5,242,008 Utilities 21,747 91,001 - - 112,748 Repairs and maintenance 329,703 769,849 940 - 1,100,492 Supplies and services 889,936 463,777 304,977 3,161 1,661,851 Insurance 21,745 43,737 - - 65,482 Depreciation 317,135 814,208 27,639 - 1,158,982 Total Operating Expenses 4,385,938 4,618,908 333,556 3,161 9,341,563 OPERATING INCOME (LOSS) 62,379 (4,218,332) 13,197 (3,161) (4,145,917) NONOPERATING REVENUES Intergovernmental - 2,531,111 - - 2,531,111 Investment earnings 27,158 3,059 - - 30,217 Contributions - 84,280 - - 84,280 Interest expense (1,745) 565 - - (1,180) Gain on disposal of assets 16,500 (130,120) - - (113,620) Net Nonoperating Revenues 41,913 2,488,895 - - 2,530,808 INCOME (LOSS) BEFORE TRANSFERS 104,292 (1,729,437) 13,197 (3,161) (1,615,109) CAPITAL CONTRIBUTIONS - 1,524,575 - - 1,524,575 TRANSFERS IN - 1,693,164 - 2,800 1,695,964 CHANGE IN NET POSITION 104,292 1,488,302 13,197 (361) 1,605,430 NET POSITION, BEGINNING 840,760 14,739,690 770,111 365 16,350,926 NET POSITION, ENDING $ 945,052 $ 16,227,992 $ 783,308 $ 4 $ 17,956,356 137 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF CASH FLOWS NONMAJOR ENTERPRISE FUNDS YEAR ENDED JUNE 30, 2020 America's Total Other Refuse Transit River Enterprise Collection System Salt Project Funds CASH FLOWS FROM OPERATING ACTIVITIES Cash received from customers $ 4,020,426 $ 366,262 $ 346,753 $ - $ 4,733,441 Cash payments to suppliers for goods and services (1,261,848) (1,390,499) (305,917) (3,161) (2,961,425) Cash payments to employees for services (2,749,600) (2,310,549) - - (5,060,149) Other operating receipts 3,446 36,460 - - 39,906 NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES 12,424 (3,298,326) 40,836 (3,161) (3,248,227) CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Transfers from other funds Transfers to other funds Contributions Intergovernmental grant proceeds NET CASH PROVIDED BY NONCAPITAL FINANCING ACTIVITIES - 1,693,164 - 2,800 1,695,964 - 1,608,855 - - 1,608,855 - 613,900 - - 613,900 - 3,915,919 - 2,800 3,918,719 CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Proceeds from issuance of debt - - Premium on debt issuance - - Acquisition and construction of capital assets (96,987) (323,130) Proceeds from sale of capital assets 16,500 - Principal Paid (5,222) (9,600) Interest paid (2,064) NET CASH PROVIDED BY (USED FOR) CAPITAL AND RELATED FINANCING ACTIVITIES (87,773) (332,730) CASH FLOWS FROM INVESTING ACTIVITIES Interest received NET INCREASE (DECREASE) IN CASH AND POOLED INVESTMENTS (420,117) 16,500 (14,822) (2,064) (420,503) 424,922 3,059 - - 427,981 349,573 287,922 40,836 (361) 677,970 CASH AND POOLED INVESTMENTS, BEGINNING 897,298 782,017 21,940 365 1,701,620 CASH AND POOLED INVESTMENTS, ENDING $ 1,246,871 1,069,939 $ 62,776 $ 4 $ 2,379,590 138 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF CASH FLOWS EXHIBIT B-3 NONMAJOR ENTERPRISE FUNDS YEAR ENDED JUNE 30, 2020 Business -type Activities - Enterprise Funds America's Total Other Refuse River Enterprise Collection Transit Salt Project Funds RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES Operating income (loss) $ 62,379 $ (4,218,332) $ 13,197 $ (3,161) $ (4,145,917) Adjustments to reconcile operating income (loss) to net cash provided by (used for) operating activities Depreciation Change in assets and liabilities (Increase) Decrease in receivables Decrease in inventories and prepaid items Increase in accounts payable Increase (Decrease) in accrued liabilities (Decrease) in net pension liability Decrease in deferred outflows Increase in deferred inflows Increase in total OPEB liability Total Adjustments 317,135 814,208 27,639 - 1,158,982 (424,445) 2,146 - - (422,299) - (2,563) - - (2,563) 1,283 (19,572) - - (18,289) (6,253) 23,118 - - 16,865 (59,460) (83,492) - - (142,952) 36,000 52,083 - - 88,083 84,609 115,677 - - 200,286 1,176 18,401 - - 19,577 (49,955) 920,006 27,639 - 897,690 NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES $ 12,424 $ (3,298,326) $ 40,836 $ (3,161) $ (3,248,227) 139 THIS PAGE IS INTENTIONALLY LEFT BLANK 140 INTERNAL SERVICE FUNDS Internal service funds are used to account for the financing of goods or services provided by one department to other departments of the government and to other government units, on a cost -reimbursement basis. General Service Fund - This fund is used to account for engineering, street, and general services supplied to other departments. Garage Service Fund - This fund is used to account for maintenance and repair services for the City's automotive equipment. Stores/Printing Fund - This fund is used to account for printing, supplies, and other services provided to other departments. Health Insurance Reserve Fund - This fund is used to account for health insurance costs. Workers' Compensation Reserve Fund - This fund is used to account for workers' compensation costs. 141 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF NET POSITION INTERNAL SERVICE FUNDS JUNE 30, 2020 ASSETS CURRENT ASSETS Cash and pooled cash investments Receivables Accounts Accrued interest Prepaid items Inventories Total Current Assets NONCURRENT ASSETS Capital assets Machinery and equipment Accumulated depreciation Net Capital Assets Total Noncurrent Assets Total Assets DEFERRED OUTFLOWS OF RESOURCES Pension related deferred outflows LIABILITIES CURRENT LIABILITIES Accounts payable Accrued payroll Total Current Liabilities NONCURRENT LIABILITIES Net pension liability Total Noncurrent Liabilities Total Liabilities DEFERRED INFLOWS OF RESOURCES Pension related deferred inflows NET POSITION Net investment in capital assets Unrestricted Total Net Position (Deficit) General Garage Stores/ Service Service Printing $ 165,283 $ 574,541 $ 14,264 - 51,319 14,484 165,283 625,860 28,748 - 356,590 - - (263,134) - - 93,456 - - 93,456 - 165,283 719,316 28,748 206,807 115,834 - 38,333 8,558 32,543 - 70,876 8,558 872,559 488,728 - 872,559 488,728 - 872,559 559,604 8,558 152,351 85,332 - 93,456 - (652,820) 96,758 20,190 $ (652,820) $ 190,214 $ 20,190 142 Health Workers' Insurance Compensation Reserve Reserve Total $ 4,603,574 $ 1,605,767 $ 6,963,429 268,177 - 268,177 14,812 5,166 19,978 - 183,763 183,763 - - 65,803 4,886,563 1,794,696 7,501,150 - 356,590 - (263,134) - 93,456 - - 93,456 4,886,563 1,794,696 7,594,606 322,641 873,589 499,557 1,420,037 - - 32,543 873,589 499,557 1,452,580 1,361,287 - - 1,361,287 873,589 499,557 2,813,867 237,683 - - 93,456 4,012,974 1,295,139 4,772,241 $ 4,012,974 $ 1,295,139 $ 4,865,697 EXHIBIT C-1 143 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN NET POSITION (DEFICITS) INTERNAL SERVICE FUNDS FOR THE YEAR ENDED JUNE 30, 2020 OPERATING REVENUES Charges for sales and services Other Total Operating Revenues OPERATING EXPENSES Employee expense Utilities Repairs and maintenance Supplies and services Insurance Depreciation Total Operating Expenses OPERATING INCOME (LOSS) NONOPERATING REVENUES (EXPENSES) Investment earnings Gain on disposal of assets Net Nonoperating Revenues (Expenses) CHANGE IN NET POSITION NET POSITION (DEFICIT), BEGINNING NET POSITION (DEFICIT), ENDING General Garage Stores/ Service Service Printing $ 1,606,347 $ 1,942,010 $ 583,270 - 55,543 - 1,606,347 1,997,553 583,270 1,501,747 941,530 - 1 30,810 6,821 - 54,093 - - 824,259 559,042 - 16,604 - - 40,868 - 1,501,748 1,908,164 565,863 104,599 89,389 17,407 2,679 - 2,679 - 104,599 92,068 17,407 (757,419) 98,146 2,783 $ (652,820) $ 190,214 $ 20,190 144 Health Workers' Insurance Compensation Reserve Reserve Total $ 9,359,270 $ 807,864 $ 14,298,761 137 14,432 70,112 9,359,407 822,296 14,368,873 - 2,443,277 - 37,632 - - 54,093 10,259,919 - 11,643,220 - 158,042 174,646 - - 40,868 10,259,919 158,042 14,393,736 (900,512) 664,254 (24,863) 119,990 38,415 158,405 - - 2,679 119,990 38,415 161,084 (780,522) 702,669 136,221 4,793,496 592,470 4,729,476 $ 4,012,974 $ 1,295,139 $ 4,865,697 EXHIBIT C-2 145 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF CASH FLOWS INTERNAL SERVICE FUNDS YEAR ENDED JUNE 30, 2020 CASH FLOWS FROM OPERATING ACTIVITIES Cash received from customers Cash payments to suppliers for goods and services Cash payments to employees for services Other operating receipts NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Proceeds from sale of capital assets NET CASH (USED FOR) CAPITAL AND RELATED FINANCING ACTIVITIES CASH FLOWS FROM INVESTING ACTIVITIES Interest received NET INCREASE (DECREASE) IN CASH AND POOLED INVESTMENTS CASH AND POOLED INVESTMENTS, BEGINNING CASH AND POOLED INVESTMENTS, ENDING RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES Operating income Adjustments to reconcile operating income to net cash provided by (used for) operating activities Depreciation Change in assets and liabilities (Increase) in receivables (Increase) Decrease in inventories and prepaid items Increase (Decrease) in accounts payable (Decrease) in net pension liability Decrease in deferred outflows Increase in deferred inflows Increase in accrued liabilities Total Adjustments NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES General Garage Stores/ Service Service Printing $ 1,606,347 $ 1,942,010 $ 583,270 (1) (950,333) (569,639) (1,441,063) (923,368) - - 55,543 - 165,283 123,852 13,631 - 2,679 - - 2,679 - 165,283 126,531 13,631 - 448,010 633 $ 165,283 $ 574,541 $ 14,264 $ 104,599 $ 89,389 $ 17,407 - 40,868 - - 15,173 (4,902) - (39,740) 1,126 (47,010) (51,155) - 34,407 25,783 - 73,287 38,914 - - 4,620 - 60,684 34,463 (3,776) $ 165,283 $ 123,852 $ 13,631 146 Health Workers' Insurance Compensation Reserve Reserve Total $ 9,318,982 $ 807,864 $ 14,258,473 (10,362,276) (865,338) (12,747,587) - - (2,364,431) 137 14,432 70,112 (1,043,157) (43,042) (783,433) 2,679 2,679 120,568 37,736 158,304 (922,589) (5,306) (622,450) 5,526,163 1,611,073 7,585,879 $ 4,603,574 $ 1,605,767 $ 6,963,429 $ (900,512) $ 664,254 $ (24,863) 40,868 (40,288) - (40,288) (183,763) (173,492) (102,357) (523,533) (664,504) - - (98,165) - 60,190 - 112,201 - 4,620 (142,645) (707,296) (758,570) $ (1,043,157) $ (43,042) $ (783,433) EXHIBIT C-3 147 THIS PAGE IS INTENTIONALLY LEFT BLANK 148 AGENCY FUNDS The agency fund is used to report resources held by the City in a purely custodial capacity. Cable Equipment Fund — This fund is used to account for resources received under the cable franchise agreement to support public, educational, and governmental access and internet use grants. Dog Track Depreciation Fund — This fund is used to account for the resources held for improvements at the greyhound racing facility. Flexsteel Decomission Fund —This fund is used to account for the resources held for the decomissioning of the prior Flexsteel site. 149 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF CHANGES IN ASSETS AND LIABILITIES EXHIBIT D-1 AGENCY FUND FOR THE YEAR ENDED JUNE 30, 2020 Balance Balance Beginning End of Year Additions Deductions of Year CABLE EQUIPMENT FUND ASSETS Cash and pooled cash investments $ 747,424 $ 200,770 $ 67,916 $ 880,278 Prepaids 12,054 7,552 12,054 7,552 Accounts receivable 50,729 47,633 50,729 47,633 Total Assets $ 810,207 $ 255,955 $ 130,699 $ 935,463 LIABILITIES Due to other agency $ 810,207 $ 255,955 $ 130,699 $ 935,463 Total Liabilities $ 810,207 $ 255,955 $ 130,699 $ 935,463 DOG TRACK DEPRECIATION FUND ASSETS Cash and pooled cash investments $ 1,012,729 $ 132,987 $ 104,193 $ 1,041,523 Accounts receivable - 10,000 - 10,000 Accrued interest 2,820 3,351 2,820 3,351 Total Assets $ 1,015,549 $ 146,338 $ 107,013 $ 1,054,874 LIABILITIES Due to other agency Total Liabilities FLEXSTEEL DECOMISSION FUND ASSETS Cash and pooled cash investments Notes receivable Total Assets LIABILITIES Due to other agency Total Liabilities TOTAL AGENCY FUNDS ASSETS Cash and pooled cash investments Prepaids Accounts receivable Notes receivable Accrued interest Total Assets LIABILITIES Due to other agency Total Liabilities $ 1,015,549 $ 146,338 $ 107,013 $ 1,054,874 $ 1,015,549 $ 146,338 $ 107,013 $ 1,054,874 $ 965,839 $ 1,700,000 _ $ 2,665,839 $ 325,343 $ 1,291,182 $ 1,700,000 _ 325,343 $ 2,991,182 $ $ 2,665,839 $ 325,343 $ 2,991,182 $ - $ 2,665,839 $ 325,343 $ 2,991,182 $ - $ 2,725,992 $ 659,100 $ 1,463,291 $ 1,921,801 12,054 7,552 12,054 7,552 50,729 57,633 50,729 57,633 1,700,000 - 1,700,000 - 2,820 3,351 2,820 3,351 $ 4,491,595 $ 727,636 $ 3,228,894 $ 1,990,337 $ 4,491,595 $ 727,636 $ 3,228,894 $ 1,990,337 $ 4,491,595 $ 727,636 $ 3,228,894 $ 1,990,337 150 Statistical Section (Unaudited) June 30, 2020 City of Dubuque, Iowa 151 THIS PAGE IS INTENTIONALLY LEFT BLANK 152 CITY OF DUBUQUE, IOWA STATISTICAL SECTION This statistical section of the City's comprehensive annual financial report presents detailed information as a context for understanding what the information in the financial statements, note disclosures, and required supplementary information says about the City's overall financial health. Contents Page Financial Trends These schedules contain trend information to help the reader understand how the City's financial performance and well-being have changed over time. 154 Revenue Capacity These schedules contain information to help the reader assess the City's most significant local revenue source, the property tax. 162 Debt Capacity These schedules present information to help the reader assess the affordability of the City's current levels of outstanding debt and the City's ability to issue additional debt in the future. 166 Demographic and Economic Information These schedules offer demographic and economic indicators to help the reader understand the environment within which the City's financial activities take place and to help make comparisons over time and with other governments. 177 Operating Information These schedules contain service and infrastructure data to help the reader understand how the information in the City's financial report relates to the services the City provides and the activities it performs. 179 Sources: Unless otherwise noted, the information in these schedules is derived from the comprehensive annual financial reports for the relevant year. 153 CITY OF DUBUQUE, IOWA NET POSITION BY COMPONENT LAST TEN FISCAL YEARS (ACCRUAL BASIS OF ACCOUNTING) Fiscal - 2011 2012 2013 2014 2015 Governmental activities Net investment in capital assets $ 329,416,245 $ 347,890,769 $ 342,046,442 $ 354,732,451 $ 348,173,267 Restricted 23,738,199 26,180,100 23,491,207 21,501,638 22,047,405 Unrestricted (4,891,381) (16,876,988) (8,361,688) (18,151,279) (49,579,334) Total governmental activities net position $ 348,263,063 $ 357,193,881 $ 357,175,961 $ 358,082,810 $ 320,641,338 Business -type activities Net investment in capital assets $ 135,026,753 $ 132,237,734 $ 138,498,777 $ 138,842,390 $ 148,487,126 Restricted 893,519 957,802 6,011,848 5,315,519 7,796,668 Unrestricted 2,603,799 10,665,596 (641,384) (593,202) (4,568,933) Total business -type activities net position $ 138,524,071 $ 143,861,132 $ 143,869,241 $ 143,564,707 $ 151,714,861 Primary government Net investment in capital assets Restricted Unrestricted Total primary government net positions $ 464,442,998 $ 480,128,503 $ 480,545,219 $ 493,574,841 $ 496,660,393 24,631,718 27,137,902 29,503,055 26,817,157 29,844,073 (2,287,582) (6,211,392) (9,003,072) (18,744,481) (54,148,267) G AQr'74'7 12A Q CM ncc n'11 @ CM MG 7M G CM AA7 c17 N A'P7 1 r A 100 154 Year TABLE 1 2016 2017 2018 2019 2020 $ 369,244,904 $ 375,578,520 $ 379,040,697 $ 385,005,220 $ 387,344,725 21,473,309 23,955,112 27,269,997 28,321,603 26,501,434 (47,166,839) (43,921,629) (41,853,174) (36,682,314) (35,985,750) $ 343,551,374 $ 355,612,003 $ 364,457,520 $ 376,644,509 $ 377,860,409 $ 161,326,743 $ 164,448,390 $ 168,205,523 $ 179,561,228 $ 191,757,112 4,254,907 3,796,752 3,053,616 3,131,716 3,187,364 (7,339,071) 3,876,760 10,696,792 12,617,567 17,437,890 $ 158,242,579 $ 172,121,902 $ 181,955,931 $ 195,310,511 $ 212,382,366 $ 530,571,647 $ 540,026,910 $ 547,246,220 $ 564,566,448 $ 579,101,837 25,728,216 27,751,864 30,323,613 31,453,319 29,688,798 (54,505,910) (40,044,869) (31,156,382) (24,064,747) (18,547,860) $ 501,793,953 $ 527,733,905 $ 546,413,451 $ 571,955,020 $ 590,242,775 155 CITY OF DUBUQUE, IOWA CHANGES IN NET POSITION LAST TEN FISCAL YEARS (ACCRUAL BASIS OF ACCOUNTING) Expenses Governmental activities: Public safety Public works Health and social services Culture and recreation Community and economic development General government Interest on long-term debt Total governmental activities expenses Business -type activities: Sewage disposal works Water utility Stormwater utility Parking facilities America's River Project Refuse collection Transit system Salt Total business -type activities expenses Total primary government expenses Program Revenues Governmental activities: Charges for services Public safety Public works Culture and recreation Other activities Operating grants and contributions Capital grants and contributions Total governmental activities program revenues Business -type activities: Charges for services Sewage disposal works Water utility Stormwater utility Parking facilities America's River Project Refuse collection Transit system Salt Operating grants and contributions Capital grants and contributions Total business -type activities program revenues Total primary government program revenues Fiscal - 2011 2012 2013 2014 2015 $ 23,759,068 18,978,423 1,072,347 10,911,733 12,890,841 9,052,704 3,294,951 79,960,067 7,899,011 6,523,993 2,811,321 4,775,834 180,086 2,828,891 2,947,958 671,647 28,638,741 $ 108,598,808 2,579,573 5,331,667 2,108,177 2,530,234 14,204,627 23,482,866 50,237,144 $ 26,326,367 22,917,747 913,954 12,749,558 22,030,950 6,133,983 3,294,912 94,367,471 9,718,669 7,410,710 2,750,767 3,152,055 22,787 3,173,075 3,629,750 661,395 30,519,208 $ 124,886,679 2,915,562 5,178,439 2,321,553 2,873,298 23,013,997 16,560,811 52,863,660 $ 28,292,481 21,607,536 716,970 13,647,178 17,388,720 6,248,483 4,049,640 91,951,008 9,375,748 6,817,772 3,347,304 3,586,405 22,770 3,468,859 3,492,095 346,066 30,457,019 $ 122,408,027 2,495,737 4,472,479 2,488,844 3,264,979 13,995,316 10,791,945 37,509,300 $ 27,578,517 21,306,882 1,055,398 13,696,331 14,591,257 9,610,084 3,684,993 91,523,462 11,481,103 8,812,340 3,431,096 3,732,492 33,579 3,750,366 3,847,320 56,468 35,144,764 $ 126,668,226 2,624,455 5,829,293 2,321,265 3,921,256 12,784,907 12,162,649 39,643,825 6,643,974 7,827,281 8,924,785 10,025,673 10,582,662 5,638,277 6,037,073 6,922,582 7,248,790 7,463,430 2,993,539 3,180,134 3,192,256 3,224,504 3,490,040 2,750,610 2,908,989 2,883,865 2,920,148 3,036,214 3,082,197 193,236 773,258 2,773,933 6,536,527 31,385,551 $ 81,622,695 3,257,960 3,346,795 3,700,922 3,783,493 278,835 307,314 275,907 397,545 665,942 395,000 45,600 232,271 1,579,493 2,264,695 1,717,208 1,866,535 5,323,486 1,240,583 2,920,942 10,020,715 31,059,193 29,477,875 32,079,694 40,872,905 $ 83,922,853 $ 66,987,175 $ 71,723,519 $ 77,234,843 156 TABLE 2 Year 2016 2017 2018 2019 2020 $ 26,851,624 $ 30,020,343 $ 29,482,962 $ 29,637,417 $ 32,079,903 24,323,023 19,608,137 20,393,871 24,835,035 22,667,132 967,936 815,251 883,217 1,442,658 1,677,181 12,993,331 13,653,509 14,323,710 12,916,646 13,576,571 15,464,781 18,096,170 21,109,384 15,837,039 17,848,570 4,101,423 8,982,668 7,573,081 5,944,116 8,821,692 2,963,134 3,467,685 3,129,502 3,387,730 2,929,997 87,665,252 94,643,763 96,895,727 94,000,641 99,601,046 12,817,669 11,326,661 11,614,347 12,177,352 11,725,889 6,483,229 6,807,217 7,109,421 7,892,423 7,631,411 5,021,523 6,234,015 6,159,039 7,025,525 5,887,171 3,420,296 3,547,856 2,866,510 2,845,911 3,414,851 21,521 22,893 10,143 19,874 3,161 3,968,761 4,208,268 4,244,551 4,215,881 4,387,683 4,274,967 4,237,054 4,722,979 4,533,060 4,748,463 181,617 45,039 119,421 182,092 333,556 36,189,583 36,429,003 36,846,411 38,892,118 38,132,185 $ 123,854,835 $ 131,072,766 $ 133,742,138 $ 132,892,759 $ 137,733,231 2,713,065 2,930,068 2,600,751 2,535,504 2,641,633 5,765,075 5,681,107 6,654,101 7,327,692 6,732,825 2,723,270 2,767,636 2,874,493 2,459,644 2,237,000 3,887,056 3,541,205 5,864,541 3,815,321 5,455,952 15,301,219 15,028,527 21,569,356 23,198,271 14,484,320 18,667,619 13,360,280 7,779,713 11,048,200 15,450,271 49,057,304 43,308,823 47,342,955 50,384,632 47,002,001 12,158,439 12,442,584 12,659,662 12,479,684 12,606,632 8,406,928 8,553,225 8,906,136 8,959,023 9,273,720 3,754,148 4,076,396 4,367,963 4,714,670 5,061,855 3,247,383 3,286,947 3,034,744 3,066,118 2,313,344 1,605 4 4 4 - 3,857,340 4,185,051 4,232,542 4,351,428 4,448,317 463,688 459,258 465,550 512,385 400,576 81,720 86,887 96,273 174,784 346,753 1,648,077 1,700,171 1,648,403 1,917,366 2,967,619 7,607,721 14,160,820 5,705,262 6,215,459 6,410,594 41,227,049 48,951,343 41,116,539 42,390,921 43,829,410 $ 90,284,353 $ 92,260,166 $ 88,459,494 $ 92,775,553 $ 90,831,411 (Continued) 157 CITY OF DUBUQUE, IOWA CHANGES IN NET POSITION LAST TEN FISCAL YEARS (ACCRUAL BASIS OF ACCOUNTING) Fiscal - 2011 2012 2013 2014 2015 Net (Expense)/Revenue Governmental activities $ (29,722,923) $ (41,503,811) $ (54,441,708) $ (51,879,637) $ (50,692,165) Business -type activities 2,746,810 539,985 (979,144) (3,065,070) 5,282,747 Total primary government net expense $ (26,976,113) $ (40,963,826) $ (55,420,852) $ (54,944,707) $ (45,409,418) General Revenues and Other Changes in Net Position Governmental activities: General Revenues Property taxes $ 28,249,114 $ 30,816,614 $ 32,668,554 $ 33,264,283 $ 36,277,719 Local option sales tax 7,929,761 8,459,888 8,764,787 8,211,366 8,760,246 Hotel/motel tax 1,826,809 1,903,944 1,953,763 2,006,514 2,623,551 Utility franchise fees 2,488,858 2,272,481 2,568,347 2,609,421 2,828,688 Gaming 13,327,223 8,785,453 8,452,298 7,878,008 7,397,709 Unrestricted investment earnings 668,363 1,529,149 201,153 777,958 668,134 Gain on sale of capital assets 149,937 1,417,048 907,122 483,782 19,495 Other 622,494 - - - - Transfers (1,211,263) (4,749,948) (1,092,236) (2,444,846) (7,288,593) Total governmental activities 54,051,296 50,434,629 54,423,788 52,786,486 51,286,949 Business -type activities General Revenues Unrestricted investment earnings 184,581 206,672 65,321 135,461 185,356 Gain on sale of capital assets 19,337 84,178 384,697 180,229 6,571 Extraordinary item (2,253,036) (243,722) (555,031) - - Transfers 1,211,263 4,749,948 1,092,236 2,444,846 7,288,593 Total business -type activities (837,855) 4,797,076 987,223 2,760,536 7,480,520 Total primary government $ 53,213,441 $ 55,231,705 $ 55,411,011 $ 55,547,022 $ 58,767,469 Change in Net Position Governmental activities $ 24,328,373 $ 8,930,818 $ (17,920) $ 906,849 $ 594,784 Business -type activities 1,908,955 5,337,061 8,079 (304,534) 12,763,267 Total primary government $ 26,237,328 $ 14,267,879 $ (9,841) $ 602,315 $ 13,358,051 158 TABLE 2 (continued) Year 2016 2017 2018 2019 2020 $ (38,607,948) $ (51,334,940) $ (49,552,772) $ (43,616,009) $ (52,599,045) 5,037,466 12,522,340 4,270,124 3,494,540 5,697,225 $ (33,570,482) $ (38,812,600) $ (45,282,648) $ (40,121,469) $ (46,901,820) $ 36,518,506 $ 39,678,473 $ 39,632,246 $ 37,973,888 $ 38,354,691 9,155,411 8,890,046 8,610,948 8,940,109 9,652,332 2,128,042 2,821,745 2,286,469 2,113,273 2,117,506 4,360,107 4,558,847 4,832,958 5,072,350 4,976,472 8,440,161 8,098,324 8,062,251 8,730,986 7,394,294 1,082,165 335,577 688,769 1,858,476 1,857,420 813,492 83,720 309,857 94,980 23,866 (979,900) (1,071,163) (5,423,015) (8,981,064) (10,561,636) 61,517,984 63,395,569 59,000,483 55,802,998 53,814,945 407,528 231,746 268,283 798,497 796,494 102,824 54,074 4,680 80,479 16,500 979,900 1,071,163 5,423,015 8,981,064 10,561,636 1,490,252 1,356,983 5,695,978 9,860,040 11,374,630 $ 63,008,236 $ 64,752,552 $ 64,696,461 $ 65,663,038 $ 65,189,575 $ 22,910,036 $ 12,060,629 $ 9,447,711 $ 12,186,989 $ 1,215,900 6,527,718 13,879,323 9,966,102 13,354,580 17,071,855 $ 29,437,754 $ 25,939,952 $ 19,413,813 $ 25,541,569 $ 18,287,755 159 CITY OF DUBUQUE, IOWA FUND BALANCES, GOVERNMENTAL FUNDS LAST TEN FISCAL YEARS (MODIFIED ACCRUAL BASIS OF ACCOUNTING) Fiscal - 2011 2012 2013 2014 2015 General Fund Nonspendable $ 868,631 $ 5,613,359 $ 6,646,278 $ 6,549,063 $ 6,082,043 Restricted - - - - - Assigned 8,904,490 5,549,803 3,434,440 1,904,805 647,772 Unassigned 6,139,306 9,371,016 8,806,171 7,356,066 8,693,524 Total general fund $ 15,912,427 $ 20,534,178 $ 18,886,889 $ 15,809,934 $ 15,423,339 All Other Governmental Funds Nonspendable $ 10,320,305 $ 10,975,468 $ 9,092,520 $ 8,640,780 $ 1,183,423 Restricted 18,010,570 31,362,126 30,738,046 23,620,615 30,496,183 Committed 5,203,472 5,843,671 10,827,172 10,548,592 12,298,896 Unassigned (377,363) (429,344) - - - Total all other governmental funds $ 33,156,984 $ 47,751,921 $ 50,657,738 $ 42,809,987 $ 43,978,502 160 Year TABLE 3 2016 2017 2018 2019 2020 $ 6,049,052 $ 5,585,672 $ 5,414,922 $ 5,369,478 $ 5,145,558 - 2,208 - 229,995 219,741 1,015,935 1,590,065 1,267,250 1,438,616 1,396,196 10,908,497 12,582,596 15,193,241 19,276,479 20,128,223 $ 17,973,484 $ 19,760,541 $ 21,875,413 $ 26,314,568 $ 26,889,718 $ 553,292 $ 944,856 $ 415,271 $ 406,813 $ 1,030,515 27,450,187 28,103,397 30,347,598 34,367,024 30,247,351 7,635,502 6,592,154 4,660,158 3,009,111 5,823,218 - - (2,021,937) (1,185,047) (2,703,558) $ 35,638,981 $ 35,640,407 $ 33,401,090 $ 36,597,901 $ 34,397,526 161 CITY OF DUBUQUE, IOWA CHANGES IN FUND BALANCES, GOVERNMENTAL FUNDS LAST TEN FISCAL YEARS (MODIFIED ACCRUAL BASIS OF ACCOUNTING) Fiscal - 2011 2012 2013 2014 2015 Revenues Taxes $ 40,428,894 $ 43,443,669 $ 45,440,973 $ 46,034,361 $ 50,490,204 Special assessments 232,535 596,138 175,486 154,692 85,501 Licenses and permits 1,170,922 1,570,022 1,271,771 1,136,941 1,198,420 Intergovernmental 26,171,082 37,574,783 26,580,831 23,050,052 20,828,524 Charges for services 8,723,086 9,296,329 8,952,179 10,264,257 10,711,243 Fines and forfeits 454,117 525,389 484,128 455,219 362,661 Investment earnings 654,587 1,511,437 180,016 756,809 668,134 Contributions 1,297,621 1,578,376 370,154 678,561 789,268 Gaming 13,327,223 8,785,453 8,452,298 7,878,008 7,397,709 Miscellaneous 2,075,262 1,319,558 1,315,915 1,705,275 1,466,542 Total revenues 94,535,329 106,201,154 93,223,751 92,114,175 93,998,206 Expenditures Current Public safety 23,950,386 24,476,772 26,506,714 27,644,190 27,570,773 Public works 14,429,415 12,385,929 13,416,108 13,942,772 11,200,427 Health and social services 1,040,114 828,837 680,466 1,049,194 939,172 Culture and recreation 11,279,951 10,873,474 11,218,019 12,351,497 12,300,454 Community and economic development 12,361,176 22,237,140 18,678,496 14,420,980 16,418,909 General government 7,686,929 6,335,947 5,035,108 5,898,293 5,977,605 Debt service Principal 2,820,371 3,224,680 3,182,240 4,595,808 4,910,735 Interest 3,321,157 3,220,546 3,991,115 3,650,694 3,577,829 Capital projects 15,102,893 23,459,891 16,636,698 18,779,651 14,829,037 Total expenditures 91,992,392 107,043,216 99,344,964 102,333,079 97,724,941 Excess (deficiency) of revenues over (under) expenditures 2,542,937 (842,062) (6,121,213) (10,218,904) (3,726,735) Other Financing Sources (Uses) Issuance of bonds 6,996,722 27,215,363 6,577,268 11,137,321 Discount on bonds (39,547) (71,689) - 72,852 Premiums on bonds 1,642 123,990 - - Issuance of refunding bonds 705,000 - 4,949,148 Payment to refunded bonds escrow agent (690,000) - (4,949,148) - - Transfers in 15,850,523 8,773,387 15,295,630 15,862,516 18,073,553 Transfers out (18,961,892) (18,336,603) (16,981,203) (17,294,762) (25,241,795) Insurance recovery 628,482 132,425 49,209 59,796 106,288 Sale of capital assets 753,153 2,221,877 2,438,837 666,648 360,436 Total other financing sources (uses) 5,244,083 20,058,750 7,379,741 (705,802) 4,508,655 Net change in fund balances $ 7,787,020 $ 19,216,688 $ 1,258,528 $ (10,924,706) $ 781,920 Debt service as a percentage of noncapital expenditures 8.49% 7.65% 8.57% 9.51% 9.97% 162 Year TABLE 4 2016 2017 2018 2019 2020 $ 51,580,084 $ 55,949,111 $ 55,362,621 $ 54,101,901 $ 54,818,674 111,193 261,233 122,968 113,178 76,394 1,480, 643 1,505,564 1,642,498 1,619,892 1,497, 086 29,302,824 26,314,297 27,229,554 31,359,695 28,618,060 10,919, 854 10,816,025 11,559,017 12,476,036 10,994,598 421,925 484,687 407,322 404,400 365,458 1,082,165 335,577 688,769 1,701,846 1,699,015 1,440,405 689,237 816,922 1,343,916 1,163,721 8,440,161 8,098,324 8,062,251 8,708,702 7,394,294 1,367,875 1,811,681 1,589,072 1,526,804 3,517,089 106,147,129 106,265,736 107,480,994 113,356,370 110,144,389 28,036,551 29,155,128 28,581,466 28,807,920 29,518,515 14,597, 823 11,728,716 11,687,309 12,851,393 11,838,812 1,015,987 868,280 854,045 1,046,184 1,340,544 11,909,029 12,397,294 12,776,591 13,037,048 13,199,378 13,473,413 16,474,553 20,350,200 15,730,191 16,685,406 6,436,114 7,287,586 6,755,479 6,571,094 7,447,439 10,302,412 17,615,698 7,989,850 5,509,605 7,065,499 3,707,268 3,579,807 3,274,200 3,320,911 3,044,421 31,504,581 16,260,851 17,402,848 20,145,054 21,089,439 120,983,178 115,367,913 109,671,988 107,019,400 111,229,453 (14,836,049) (9,102,177) (2,190,994) 6,336,970 (1,085,064) 3,933,882 230,000 110,000 2,883,875 1,372,907 292,521 319,384 16,915 81,693 62,182 - 11,023,700 1,778,325 4,650,000 - - - - 17,397,007 18,814,586 18,889,096 17,025,952 17,146,200 (18,376,907) (19,917,219) (20,980,391) (18,876,402) (19,858,343) 86,359 41,345 98,058 87,843 71,604 1,063,814 378,861 2,154,546 96,035 665,289 9,046,676 10,890,657 2,066,549 1,298,996 (540,161) $ (5,789,373) $ 1,788,480 $ (124,445) $ 7,635,966 $ (1,625,225) 15.17% 20.94% 11.96% 9.84% 11.01% 163 CITY OF DUBUQUE, IOWA TAXABLE AND ASSESSED VALUE OF PROPERTY LAST TEN FISCAL YEARS (IN THOUSANDS OF DOLLARS) TABLE 5 Total Taxable Value to Real Property Exemptions Total Total Levy Fiscal Taxable Assessed Real Taxable Assessed Assessed Total Direct Year Year Value Value Property Value Value Value Tax Rate 2009 2011 $ 2,159,622 $ 3,349,823 $ 8,885 $ 2,150,737 $ 3,349,823 64.20 % 10.02742 % 2010 2012 2,243,474 3,406,186 8,875 2,234,599 3,406,186 65.60 10.45111 2011 2013 2,337,129 3,476,638 8,872 2,328,257 3,476,638 66.97 10.78478 2012 2014 2,398,151 3,503,774 8,799 2,389,352 3,503,774 68.19 11.02586 2013 2015 2,522,048 3,686,202 8,729 2,513,319 3,686,202 68.18 11.02588 2014 2016 2,508,933 3,723,003 8,631 2,500,302 3,723,003 67.16 11.02590 2015 2017 2,652,700 3,914,425 8,086 2,644,614 3,914,425 67.56 11.16739 2016 2018 2,686,813 3,931,498 7,783 2,679,030 3,931,498 68.14 10.89220 2017 2019 2,765,470 4,141,732 7,921 2,757,549 4,141,732 66.58 10.58844 2018 2020 2,825,245 4,185,444 7,640 2,825,245 4,185,444 67.50 10.33144 Source: Dubuque County Assessor's and Auditor's Offices 164 CITY OF DUBUQUE, IOWA PROPERTY TAX RATES TABLE 6 DIRECT AND OVERLAPPING GOVERNMENTS LAST TEN FISCAL YEARS TAX RATES PER $1,000 ASSESSED VALUE Levy Year Fiscal Year Dubuque City Dubuque School District Board of Education and Independents Area 1 Voc. Tech Dubuque County Total Ratio of Dubuque City to Total 2009 2011 $ 10.02742 $ 16.88349 $ 0.55740 $ 1.03532 $ 6.50193 $ 35.00556 28.65 % 2010 2012 10.45111 16.87685 0.67766 1.07379 6.49167 35.57108 29.38 2011 2013 10.78477 15.40388 0.71653 0.98407 6.43124 34.32049 31.42 2012 2014 11.02586 14.60281 0.75274 0.90455 6.43124 33.71720 32.70 2013 2015 11.02588 13.99630 0.66355 0.90807 6.43124 33.02504 33.39 2014 2016 11.02590 14.05629 0.63899 0.91036 6.38779 33.01933 33.39 2015 2017 11.16739 14.97697 0.63146 0.93757 6.29673 34.01012 32.84 2016 2018 10.89220 14.95665 0.62780 1.09993 6.34143 33.91801 32.17 2017 2019 10.58844 14.59791 0.65204 1.09993 5.97760 32.91592 32.11 2018 2020 10.33144 14.71233 0.64911 1.03168 5.94098 32.66554 31.63 Separate components of the Dubuque City Rate is as follows: Levy Fiscal Public Employee Debt Year Year General Transit Insurance Benefits Service Total 2009 2011 $ 8.10000 $ 0.54469 $ 0.20531 $ 1.12441 $ 0.05300 $ 10.02741 2010 2012 8.10000 0.35273 0.19508 1.75052 0.05278 10.45111 2011 2013 8.10000 0.49516 0.13965 2.02267 0.02729 10.78477 2012 2014 8.10000 0.38382 0.16288 2.33093 0.04823 11.02586 2013 2015 8.10000 0.48268 0.16595 2.23209 0.04516 11.02588 2014 2016 8.10000 0.48461 0.16428 2.16440 0.11261 11.02590 2015 2017 8.10000 0.49739 0.14963 2.30637 0.11400 11.16739 2016 2018 8.10000 0.66319 0.15561 1.89350 0.07990 10.89220 2017 2019 8.10000 0.62877 0.13933 1.62026 0.10008 10.58844 2018 2020 8.10000 0.61307 0.13974 1.38492 0.09371 10.33144 Source: Dubuque County Auditor's Office. 165 CITY OF DUBUQUE, IOWA PRINCIPAL PROPERTY TAXPAYERS CURRENT YEAR AND NINE YEARS AGO (IN THOUSANDS OF DOLLARS) 2020 2011 Taxable Taxpayer Value Rank Peninsula Gaming Company LLC $ 63,779 1 Kennedy Mall Inc. 38,960 2 GRDT Investments LLC (Queck) 31,301 3 ITC Midwest LLC 28,451 4 Progressive Proccessing LLC (Hormel) 25,380 5 Walter Development LLC 25,166 6 MAR Holdings LLC (Medical Assoc.) 21,343 7 Nordstrom, Inc. 14,800 8 Flexsteel Industries, Inc. 14,792 9 Platinum Holdings LLC 13,500 10 Lexington Dubuque LLC Otto A LLC Asbury Dubuque LLC Minglewood Limiited Partnership $ 277,472 Source: Dubuque County Auditor's Office Percentage of Total City Taxable Taxable Value Value Rank 2.26 % $ 56,784 1 1.38 31,133 2 1.11 19,157 3 1.01 0.90 0.89 0.76 16,884 5 0.52 14,440 6 0.52 0.48 11,179 7 9,844 10 17,500 4 9,925 9 9,948 8 9.83 % $ 196,794 TABLE 7 Percentage of Total City Tnvnhla 1.44 0.89 0.78 0.67 0.52 0.46 0.81 0.46 0.46 9.12 % 166 CITY OF DUBUQUE, IOWA PROPERTY TAX LEVIES AND COLLECTIONS LAST TEN FISCAL YEARS (IN THOUSANDS OF DOLLARS) TABLE 8 Total Percent of Total Tax Ratio of Tax Current Current Delinquent Total Tax Collections Outstanding Delinquent Fiscal Levy Levy Tax Taxes Tax Collections to Total Delinquent Taxes to Total Year Year (1) Collections Collected Collections (2) Tax Levy Taxes Tax Levy 2011 2010 $ 19,906 $ 19,793 99.4 % $ 13 $ 19,806 99.5 % $ 276 1.39 % 2012 2011 21,340 21,339 100.0 1 21,340 99.9 185 0.87 2013 2012 22,789 22,752 99.8 7 22,759 99.9 182 0.80 2014 2013 23,993 23,915 99.7 8 23,923 99.7 211 0.88 2015 2014 24,866 24,715 99.4 7 24,722 99.4 362 1.46 2016 2015 24,944 24,889 100.0 84 24,973 100.0 288 1.15 2017 2016 26,435 26,318 99.6 2 26,320 99.6 354 1.34 2018 2017 25,924 26,026 100 1 26,027 100.4 199 0.77 2019 2018 26,556 26,442 99.6 4 26,446 99.6 202 0.76 2020 2019 26,360 26,106 99.0 1 26,107 99.0 1,096 4.16 (1) Excludes tax increment levy. (2) Includes taxes collected in June by the County but not received by the City until July. 167 CITY OF DUBUQUE RATIOS OF OUTSTANDING DEBT BY TYPE LAST TEN FISCAL YEARS Governmental Activities Business - General Tax Increment Tax Increment General Fiscal Obligation Financing Financing Other Loans Obligation Year Bonds Bonds Notes Payable Bonds 2011 $ 32,561,048 $ 23,037,222 $ 1,931,348 $ 282,857 $ 25,254,652 2012 53,087,811 22,258,283 1,767,664 4,735,714 35,108,003 2013 56,517,165 21,920,537 1,235,903 5,638,871 34,921,131 2014 52,568,648 21,556,435 1,030,036 5,541,428 32,738,862 2015 59,614,941 21,165,946 811,608 5,444,285 45,868,394 2016 58,869,812 20,764,818 625,429 5,347,142 46,806,473 2017 53,800,719 20,333,690 451,763 4,650,000 44,487,023 2018 48,833,498 19,867,562 255,881 4,067,700 41,979,910 2019 46,917,828 19,366,434 176,054 3,984,111 39,246,002 2020 41,985,513 18,825,306 91,860 3,899,294 36,220,856 Note: Details regarding the City's outstanding debt can be found in the notes to the financial statements. 2016 data changed to include premium and discounts in the outstanding computation. (1) Population and personal income data can be found in Table 18. * Personal Income unavailable at report date 168 TABLE 9 Type Activities Capital Other Total Percentage of Loan Revenue Loans Primary Personal Per Notes Bonds Payable Government Income (1) Capita (1) $ 33,195,408 $ 6,777,793 $ 2,252,109 $ 125,292,437 5.1 % $ 2,174 61,957,749 6,521,188 331,235 185,767,647 7.1 3,223 75,415,431 6,260,299 309,304 202,218,641 7.8 3,508 82,924,949 14,151,437 286,263 210,798,058 8.1 3,657 85,477,970 34,543,432 262,055 253,188,631 10.0 4,393 104,156,549 34,196,999 236,623 271,003,845 9.9 4,637 110,513,944 33,840,566 5,209,900 273,287,605 10.1 4,648 112,765,210 33,474,133 4,181,826 265,425,720 9.1 4,555 111,655,588 33,097,700 3,152,331 257,596,051 8.4 4,446 116,965,647 32,706,267 2,152,331 252,847,074 * 4,368 169 CITY OF DUBUQUE RATIOS OF GENERAL BONDED DEBT OUTSTANDING LAST TEN FISCAL YEARS DOLLARS IN THOUSANDS EXCEPT PER CAPITA TABLE 10 Percentage of Percentage of General Taxable Taxable Assessed Assessed Fiscal Obligation Value of Value of Value of Value of Per Year Bonds Property Property Property Property Capita 2011 $ 57,816 $ 2,159,622 2.68 % $ 3,349,823 1.73 % $ 1,003 2012 88,196 2,243,474 3.93 3,406,186 2.59 1,530 2013 91,438 2,337,129 3.91 3,476,638 2.63 1,586 2014 85,308 2,398,151 3.56 3,503,774 2.43 1,480 2015 105,483 2,522,048 4.18 3,686,202 2.86 1,830 2016 105,676 2,508,933 4.21 3,723,003 2.84 1,808 2017 98,288 2,652,700 3.71 3,914,425 2.51 1,672 2018 90,813 2,686,813 3.38 3,931,498 2.31 1,558 2019 86,164 2,765,470 3.12 4,141,732 2.08 1,487 2020 78,206 2,825,245 2.77 4,185,444 1.87 1,351 *Prior year information has been modified to net GO Bonds with the fund balance in Debt Service. *General Obligation Bonds are netted with the fund balance in the Debt Service fund. 170 CITY OF DUBUQUE, IOWA DIRECT AND OVERLAPPING DEBT AS OF JUNE 30, 2020 TABLE 11 Net General Tax Tax Obligation Increment Increment Sales Tax Percentage Amount Bonded Debt Financing Financing Revenue Loans Applicable Applicable to Jurisdiction Outstanding Bonds (1) Notes Bonds Payable to City Government Direct, City of Dubuque, Iowa $ 76,664,999 $ 18,985,000 $ 91,860 $ - $ 3,899,295 100.00 % $ 99,641,154 Overlapping: Dubuque County 20,405,000 - - - 205,561 73.85 % 15,220,899 Dubuque Community School District - - - - - 70.57 % - Northeast Iowa Community College 13,340,000 - - - 18,015,000 53.64 % 16,818,822 Total Overlapping 33,745,000 - - - 18,220,561 32,039,721 Total $ 110,409,999 $ 18,985,000 $ 91,860 $ - $ 22,119,856 $ 131,680,875 Source: Dubuque County Auditor, Dubuque Community School District and Northeast Iowa Community College (1) Excludes sales tax revenue bonds. Note: Overlapping governments are those that coincide, at least in part, with the geographic boundaries of the City. This schedule estimates the portion of the outstanding debt of those overlapping governments that is borne by the residents and businesses of Dubuque. This process recognizes that, when considering the city's ability to issue and repay long-term debt, the entire debt burden borne by the residents and businesses should be taken into account. However, this does not imply that every taxpayer is a resident, and therefore respo- nsible for repaying the debt, of each overlapping government. 171 CITY OF DUBUQUE, IOWA LEGAL DEBT MARGIN INFORMATION LAST TEN FISCAL YEARS (IN THOUSANDS OF DOLLARS) 2011 2012 2013 2014 Debit limit $ 174,333 $ 177,668 $ 181,668 $ 183,621 Total net debt applicable to limit 109,636 142,551 144,118 131,289 Legal debit margin $ 64,697 $ 35,117 $ 37,550 $ 52,332 Total net debt applicable to the debt limit as a percentage of debt limit 62.89% 80.23% 79.33% 71.50% 172 TABLE 12 2015 2016 2017 2018 2019 2020 $ 193,114 $ 196,031 $ 207,174 $ 209,049 $ 221,513 $ 239,298 154,643 152,386 141,076 124,926 117,223 109,021 $ 38,471 $ 43,645 $ 66,098 $ 84,123 $ 104,290 $ 130,277 80.08% 77.74% 68.10% 59.76% 52.92% 45.56% Legal Debt Margin Calculation for Fiscal Year 2020 Estimated actual value Debt limit - 5% of total actual valuation Debt applicable to limit: (Including GO Debt, TIF Debt, and Lease) Legal debt margin $ 4,785,964,957 $ 239,298,248 (109,020,970) $ 130,277,278 173 CITY OF DUBUQUE, IOWA REVENUE DEBT COVERAGE LAST TEN FISCAL YEARS ( IN THOUSANDS OF DOLLARS) TABLE 13 Gross Operating Net Revenue Current Fiscal Year's Fiscal Revenues Expenses Available For Debt Service Requirements Coverage Year (1) (2) Debt Service Principal Interest Total (3) WATER UTILITY 2011 5,680 5,316 364 70 182 252 1.44 2012 6,087 5,895 192 255 238 493 0.39 2013 6,944 5,391 1,553 260 231 491 3.16 2014 7,283 7,384 (101) 432 344 776 (0.13) 2015 7,511 6,322 1,189 275 218 493 2.41 2016 8,508 4,826 3,682 285 211 496 7.42 2017 8,589 4,678 3,911 473 305 778 5.03 2018 8,962 4,989 3,973 489 288 777 5.11 2019 9,160 5,726 3,434 505 345 850 4.04 2020 9,497 5,599 3,898 1,049 371 1,420 2.75 STORMWATER UTILITY 2011 3,023 1,679 1,344 100 178 278 4.83 2012 3,211 1,497 1,714 231 243 474 3.62 2013 3,194 2,019 1,175 462 268 730 1.61 2014 3,240 1,833 1,407 320 309 629 2.24 2015 3,551 2,162 1,389 331 311 642 2.16 2016 3,948 2,140 1,808 341 301 642 2.82 2017 4,224 2,601 1,623 352 291 643 2.52 2018 4,486 2,374 2,112 363 283 646 3.27 2019 5,062 3,229 1,833 343 273 616 2.98 2020 5,303 1,964 3,339 1,503 711 2,214 1.51 SEWAGE DISPOSAL WORKS 2011 6,699 6,029 670 33 382 415 1.61 2012 7,878 7,018 860 34 1,129 1,163 0.74 2013 8,951 6,113 2,838 1,719 1,443 3,162 0.90 2014 10,083 6,754 3,329 2,326 1,423 3,749 0.89 2015 10,629 6,950 3,679 2,603 1,358 3,961 0.93 2016 12,237 7,702 4,535 2,610 1,435 4,045 1.12 2017 12,475 6,082 6,393 2,652 1,454 4,106 1.56 2018 12,731 6,360 6,371 2,707 1,476 4,183 1.52 2019 12,667 7,013 5,654 2,878 1,429 4,307 1.31 2020 12,777 6,645 6,131 2,946 1,362 4,308 1.42 (1) Total revenues (including interest). (2) Total operating expenses exclusive of depreciation. (3) Coverage is computed by dividing net revenue available for debt service by debt service requirement. 174 CITY OF DUBUQUE, IOWA WATER AND SEWER RECEIPT HISTORY LAST TEN FISCAL YEARS Water Fiscal Year Revenue TABLE 14 Sewer Gallons Revenue Billed 2011 $ 5,561,910 $ 6,502,740 1,903,364,420 2012 6,298,768 8,682,927 1,914,175,940 2013 6,701,771 8,472,382 1,945,227,547 2014 7,028,091 9,756,996 1,845,151,329 2015 7,231,393 10,417,833 1,864,028,948 2016 8,159,240 11,772,847 1,883,797,577 2017 8,248,796 12,000,115 1,844,997,668 2018 8,525,072 12,015,480 1,632,426,374 2019 8,636,521 12,266,217 1,750,735,443 2020 8,958,162 12,395,751 1,738,198,948 Source: Cash basis receipt ledgers. *Revenue includes penalties and investment earnings collected. New in 2015 - revenue does not include sales tax. All years reflect this change. WATER RATE SCHEDULE HISTORY Steps Gallons 2021 2020 2019 2018 2017 2016 2015 2014 First 22,440 @ $ 0.00512 $ 0.00512 $ 0.00488 $ 0.00474 $ 0.00447 $ 0.00406 $ 0.00387 $ 0.00355 Next 89,760 @ 0.00419 0.00419 0.00399 0.00387 0.00365 0.00332 0.00316 0.00290 Next 261,800 @ 0.00391 0.00391 0.00372 0.00361 0.00340 0.00309 0.00294 0.00270 Next 374,000 @ 0.00345 0.00345 0.00329 0.00280 0.00301 0.00274 0.00261 0.00239 Excess @ 0.00302 0.00302 0.00288 0.00280 0.00264 0.00240 0.00229 0.00210 175 CITY OF DUBUQUE, IOWA WATER METERS BY RATE CLASS LAST TEN FISCAL YEARS TABLE 15 Fiscal Year Residential Commercial Industrial Government Total 2011 20,338 1,904 79 51 22,372 2012 20,532 1,902 79 52 22,565 2013 20,753 1,921 80 53 22,807 2014 20,887 1,945 81 68 22,981 2015 20,969 1,968 83 76 23,096 2016 21,157 1,972 84 104 23,317 2017 21,522 2,061 83 114 23,780 2018 20,498 2,019 83 115 22,715 2019 20,523 2,148 80 147 22,898 2020 21,886 1,941 69 138 24,034 176 CITY OF DUBUQUE, IOWA LARGEST WATER AND SEWER CUSTOMERS FISCAL YEAR 2020 Customer Rousselot Inc #155296 Prairie Farms Dairy Inc Hormel Foods Corporation* Hormel Foods Corporation* Alpine Park Community Finley Hospital Stonehill Nursing Home Yes Companies Exp Fred, LLC APC, Inc. Georgia Pacific IADU Table Mound MHP LLC Grand Harbor Resor & Waterpark Ronsan Enterprises Inc/Days Inn Total Receipts TABLE 16 Percentage of Percentage of Water Total Water Sewer Total Sewer Receipts Rank Receipts Receipts Rank Receipts $ 390,478 1 3.50 % 218,443 2 1.96 163,328 3 1.46 $ 368,486 1 2.97 % 157,032 4 1.41 353,173 2 2.85 47,996 5 0.43 96,599 3 0.78 47,717 6 0.43 73,714 6 0.59 45,411 7 0.41 83,082 4 0.67 41,322 8 0.37 80,595 5 0.65 40,960 9 0.37 38,867 10 0.35 61,002 7 0.49 60,801 8 0.49 52,534 9 0.42 42,670 10 0.34 $ 11,168,595 $ 12,395,751 *Same company, separate accounts. Previously combined several accounts under same business, now listed separately. 177 CITY OF DUBUQUE, IOWA SALES TAX INCREMENT BONDS FISCAL YEAR ENDING JUNE 30, 2020 Estimated Sales Tax Increment Fiscal Revenue Year Receipts* 2015 * $ 2,037,489 2016 * 2,532,846 2017 * 3,945,134 2018 * 3,654,915 2019 * 4,207,297 2020 * 4,709,559 2021 5,574,673 2022 6,380,938 2023 6,866,198 2024 6,956,351 2025 6,957,401 2026 6,952,046 2027 6,952,532 2028 6,947,494 2029 6,723,750 2030 6,250,000 2031 4,467,912 2032 2,217,912 2033 2,250,000 * Actual receipts. Senior Lien Series 2015A Net Debt Service (1) (762,650) (762,650) (762,650) (762,650) (762,650) (2,767,650) (2,771,000) (2,768,969) (2,771,031) (2,768,719) (2,768,394) (2,767,300) (2,768,800) (2,766,400) Remaining Revenues After Senior Lien Debt Service 2,037,489 2,532,846 3,945,134 2,892,265 3,444,647 3,946,909 4,812,023 5,618,288 4,098,548 4,185,351 4,188,432 4,181,015 4,183,813 4,179,100 3,956,450 3,481,200 1,701,512 2,217,912 2,250,000 (1) Net of capitalized interest and the debt service reserve fund. (2) Net of capitalized interest. Second Lien Series 2014 Net Debt Service (2) (323,100) (323,100) (323,100) (323,100) (323,100) (323,100) (43 8,100) (1,393,500) (1,400,500) (1,344,250) (1,363,000) (1,365,000) (1,365,000) TABLE 17 Remaining Revenues After Second Lien Debt Service 2,037,489 2,532,846 3,622,034 2,569,165 3,121,547 3,623,809 4,488,923 5,295,188 3,660,448 2,791,851 2,787,932 2,836,765 2,820,813 2,814,100 2,591,450 3,481,200 1,701,512 2,217,912 2,250,000 178 CITY OF DUBUQUE, IOWA DEMOGRAPHIC AND ECONOMIC STATISTICS LAST TEN CALENDAR YEARS TABLE 18 Per Capita Public Personal Median School Unemployment Personal Income Age Enrollment Rate Year Population Income (1) (2) (3) (4) 2011 57,637 $ 2,354,759,635 40,855 37 10,467 5.8 % 2012 57,637 2,453,952,912 42,576 37 10,469 5.2 2013 57,637 2,489,053,845 43,185 39 10,513 4.6 2014 57,637 2,560,293,177 44,421 39 10,578 4.4 2015 57,637 2,645,653,574 45,902 38 10,634 3.7 2016 58,436 2,734,454,184 46,794 38 10,588 3.9 2017 58,799 2,717,101,790 46,210 38 10,556 2.9 2018 58,276 2,903,485,148 49,823 37 10,507 2.2 2019 57,941 3,049,782,476 52,636 38 10,459 2.2 2020 57,882 * * 38 10,489 8.7 Data Sources: (1) U.S. Department of Commerce, Bureau of Economic Analysis. (2) Greater Dubuque Development Corporation. (3) Dubuque Community School District. (4) Iowa Department of Employment Services as of June 30. * Unavailable at report date. 179 THIS PAGE IS INTENTIONALLY LEFT BLANK 180 CITY OF DUBUQUE, IOWA PRINCIPAL EMPLOYERS TABLE 19 CURRENT YEAR AND NINE YEARS AGO 2020 2011 Percentage of Percentage of # of Total City # of Total City Employer Employees Rank Employment (1) Employees Rank Employment (1) John Deere (2) 2,600 1 4.88 % 1,946 2 3.58 % Dubuque Community Schools 1,957 2 3.67 2,065 1 3.80 Mercy One 1,410 3 2.65 1,324 3 2.44 Medical Associates 1,061 4 1.99 999 5 1.84 Unity Point Health -Finley Hospital 975 5 1.83 920 6 1.69 Andersen Windows 750 6 1.41 550 9 1.01 City of Dubuque 737 7 1.38 666 7 1.26 Sedgwick 725 8 1.36 Cottingham & Butler 715 9 1.34 Dubuque Bank & Trust and Heartland Financial USA, 600 10 1.13 IBM 1,300 4 2.39 Holy Family Catholic Schools 575 8 1.06 Prudential Retirement 550 9 1.01 Dubuque Racing Association 413 10 0.76 11,530 21.63 % 11,308 Source: Greater Dubuque Development Corp. 20.86 % (1) Based on the percentage of total employment for Dubuque area from the U.S. Department of Labor, Bureau of Labor Statistics. (2) Located just outside City Limits. 181 CITY OF DUBUQUE, IOWA FULL-TIME EQUIVALENT CITY GOVERNMENT EMPLOYEES BY FUNCTION/DEPARTMENT LAST TEN FISCAL YEARS 2011 2012 2013 2014 Public Safety Emergency Communications 13.00 13.00 13.00 13.00 Fire 90.00 90.00 90.00 90.00 Police 113.34 114.25 115.00 115.08 Building Services 9.00 9.00 9.00 9.24 Public Works Public Works 87.42 87.42 86.17 86.42 Engineering 27.00 27.00 29.00 29.00 Health & Social Services Health Services 4.00 4.00 4.00 4.00 Human Rights 3.00 4.00 5.00 5.00 Cultural and Recreation Civic Center 0.15 0.15 0.15 0.15 Library 18.00 18.00 19.00 19.00 Park 22.50 23.50 23.50 23.50 Recreation 8.93 9.93 9.93 9.93 Community & Economic Development Community / Economic Dev 3.00 3.00 3.00 4.00 Housing Services 22.25 23.00 25.80 27.00 Planning Services 8.00 8.00 8.00 8.00 General Government Airport 12.00 12.00 12.00 12.00 Cable TV 2.00 2.00 2.00 2.00 City Clerk's Office 3.00 3.00 3.00 3.00 City Manager's Office 15.00 14.00 15.00 15.00 Finance 14.00 14.00 14.00 14.08 Legal 5.00 5.00 5.00 5.00 Information Services 7.00 7.00 7.50 8.00 Business Type Water 25.00 25.00 25.00 26.00 Water & Resource Recovery Center 18.00 18.00 18.00 18.00 Parking 9.00 9.00 9.00 9.00 Transit 7.00 6.00 6.00 6.32 Total 546.59 549.25 557.05 561.72 Source: City Budget Records Departments with employees who are allocated to more than one function are reflected in the area with largest number of employees. 182 TABLE 20 2015 2016 2017 2018 2019 2020 13.00 13.00 14.00 14.00 14.00 15.00 90.00 90.00 90.00 90.00 90.00 91.00 115.88 116.00 116.00 116.00 117.00 118.00 11.66 12.00 12.00 12.00 11.00 11.00 86.42 86.42 86.42 86.42 87.42 87.42 29.00 30.00 30.00 26.06 26.00 27.00 4.00 4.00 4.00 4.00 4.00 5.00 5.00 5.00 5.00 5.00 5.00 5.00 0.15 0.15 0.15 0.15 0.15 0.15 19.00 19.00 19.00 19.00 19.00 19.00 23.50 23.50 22.50 22.50 22.50 22.50 10.93 11.93 11.93 11.93 11.93 11.93 4.00 2.00 2.00 3.00 3.00 3.00 26.00 21.00 25.00 25.00 23.52 27.00 8.00 8.00 8.00 8.00 8.00 8.00 12.00 12.00 12.00 12.00 12.00 12.00 2.00 2.00 2.00 2.00 2.00 2.00 3.00 3.00 3.00 3.00 3.00 3.00 16.00 16.00 16.00 17.00 17.50 15.50 14.88 15.00 15.00 15.00 14.00 19.00 5.00 5.00 5.00 4.00 4.00 4.00 8.00 8.00 8.00 8.00 8.00 8.00 26.00 25.00 25.00 25.00 24.00 25.00 18.00 17.00 17.00 17.00 15.00 15.00 9.00 9.00 8.00 7.00 - - 8.00 13.00 13.00 14.00 20.00 23.00 183 CITY OF DUBUQUE, IOWA OPERATING INDICATORS BY FUNCTION/PROGRAM LAST TEN FISCAL YEARS Fiscal - 2011 2012 2013 2014 Public Safety Police Physical arrests 6,350 6,319 6,106 5,532 Traffic violations 12,289 11,836 12,089 8,959 Parking violations 35,799 34,910 35,516 36,768 Fire Number of calls answered 4,884 5,307 4,792 5,165 Inspections conducted 555 589 512 471 Sewer Sewage system Daily average treatment in gallons 8,132,000 7,817,000 10,987,000 7,091,000 Maximum daily capacity of treatment plant in gallons 23,240,000 23,240,000 23,240,000 24,500,000 Water systems Daily average consumption in gallons 7,636,000 7,226,000 6,953,000 7,235,000 Maximum daily capacity of plant in gallons 18,000,000 18,000,000 18,000,000 18,000,000 Refuse (Municipal Collection) Tonnage 10,660 11,180 10,535 10,311 Sources: Various City Departments. Statistics updated for fiscal year 2017 184 TABLE 21 Year 2015 2016 2017 2018 2019 2020 3,767 3,397 3,238 3,519 3,403 2,830 7,354 9,058 9,063 9,415 8,369 7,156 37,635 38,880 33,953 32,857 25,685 18,044 5,603 5,750 5,990 5,949 6,058 6,304 791 993 1,649 1,675 1,232 1,260 7,237,000 7,016,000 7,377,000 7,900,000 7,930,000 8,730,000 24,500,000 24,500,000 24,500,000 24,500,000 24,500,000 24,500,000 6,956,000 7,068,184 7,200,000 6,917,000 6,133,000 6,210,000 18,000,000 18,000,000 18,000,000 18,000,000 18,000,000 18,000,000 10,690 11,098 11,284 11,481 11,569 12,212 185 CITY OF DUBUQUE, IOWA CAPITAL ASSETS BY FUNCTION LAST TEN FISCAL YEARS 2011 2012 2013 2014 Public safety Police Stations 1 1 1 1 Patrol units 22 22 22 22 Fire Stations 6 6 6 6 Aerial trucks 3 3 3 3 Public works Streets Miles (1) 325 328 329 331 Street lights (1) 1,931 2,081 2,084 2,110 Health and social services Hospital 2 2 2 2 Number of patient beds 389 389 389 389 Cultural and recreation Library 1 1 1 1 Golf 1 1 1 1 Parks 48 51 51 51 Acreage 901 1,001 1,001 1,001 Recreation Civic center 1 1 1 1 Swimming pools 2 2 2 2 Softball fields 7 7 7 7 Baseball fields 1 1 1 Tennis courts 20 20 20 20 Sewer Sewage system Miles of sanitary sewer (1) 300 304 304 307 Miles of storm sewers (1) 150 155 141 144 Number of treatment plants 1 1 1 1 Number of service connectors 21,702 22,393 22,428 22,888 Water systems Miles of water mains 319 320 321 315 Number of service connectors 22,092 22,161 22,536 22,702 Number of city owned fire hydrants 2,854 2,863 2,879 2,336 Sources: Various City Departments. (1) City GIS System 186 TABLE 22 2015 2016 2017 2018 2019 2020 1 1 1 1 1 1 22 22 22 22 22 22 6 6 6 6 6 6 3 3 3 3 3 3 333 332 336 334 340 331 2,161 2,162 2,184 2,312 2,436 2,489 2 2 2 2 2 2 373 373 373 373 373 373 1 1 1 1 1 1 1 1 1 1 1 1 53 53 53 53 53 53 974 974 974 974 974 985 1 1 1 1 1 1 2 2 2 2 2 2 11 11 11 11 10 10 1 1 1 1 1 1 20 20 20 20 16 16 320 322 326 321 332 333 145 147 152 156 158 151 1 1 1 1 1 1 22,928 23,119 23,343 23,423 23,488 23,601 318 329 337 370 410 325 22,787 22,970 23,443 23,546 23,605 23,695 2,346 2,380 2,450 2,973 2,539 2,553 187 CITY OF DUBUQUE, IOWA RETAIL SALES LAST TEN CALENDAR YEARS Taxable Number of Year Retail Sales Businesses 2011 $ 1,014,284,468 2,009 2012 1,060,222,499 1,993 2013 1,057,837,212 2,008 2014 1,240,664,593 3,337 2015 1,305,893,119 3,347 2016 1,316,561,626 2,997 2017 1,324,993,666 2,971 2018 1,323,052,623 2,970 2019 1,353,208,250 3,353 2020 Data Sources: Iowa Department of Revenue * Unavailable at report date TABLE 23 188 Compliance Section June 30, 2020 City of Dubuque, Iowa 189 THIS PAGE IS INTENTIONALLY LEFT BLANK 190 EideBailly. CPAs & BUSINESS ADVISORS Independent Auditor's Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards To the Honorable Mayor and Members of the City Council City of Dubuque, Iowa We have audited, in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the financial statements of the governmental activities, the business -type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City of Dubuque, Iowa, (City) as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise the City's basic financial statements, and have issued our report thereon dated January 15, 2021. The financial statements of Dubuque Initiatives and Subsidiaries, a discretely presented component unit which was audited by other auditors, were not audited in accordance with Government Auditing Standards, and accordingly, this report does not extend to those financial statements. The financial statements of Dubuque Convention and Visitors Bureau, a discretely presented component unit, were not audited in accordance with Government Auditing Standards, and accordingly, this report does not extend to those financial statements. Internal Control over Financial Reporting In planning and performing our audit of the financial statements, we considered the City's internal control over financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we do not express an opinion on the effectiveness of the City's internal control. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the entity's financial statements will not be prevented or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. What inspires you, inspires us. I eidebailly.com 191 1545 Associates Dr., Ste. 101 ' Dubuque, IA 52002-2299 I T 563.556.1790 I F 563.557.7842 EOE Our consideration of internal control over financial reporting was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control over financial reporting that might be material weaknesses or significant deficiencies and therefore, material weaknesses or significant deficiencies may exist that have not been identified. We did identify a certain deficiency in internal control, described in the accompanying schedule of findings and questioned costs as item 2020-001 that we consider to be a material weakness. Compliance and Other Matters As part of obtaining reasonable assurance about whether the City's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. However, we noted certain immaterial instances of non-compliance which are described in Part IV of the accompanying schedule of findings and questioned costs. Comments involving statutory and other legal matters about the City's operations for the year ended June 30, 2020 are based exclusively on knowledge obtained from procedures performed during our audit of the financial statements of the City and are reported in Part IV of the accompanying schedule of findings and questioned costs. Since our audit was based on tests and samples, not all transactions that might have had an impact on the comments were necessarily audited. The comments involving statutory and other legal matters are not intended to constitute legal interpretations of those statutes. City's Responses to Findings The City's responses to the findings identified in our audit are described in the accompanying schedule of findings and questioned costs. The City's responses were not subjected to the auditing procedures applied in the audit of the financial statements and, accordingly, we express no opinion on them. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the City's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control and compliance. Accordingly, this communication is not suitable for any other purpose. Dubuque, Iowa January 15, 2021 192 EideBailly. CPAs & BUSINESS ADVISORS Independent Auditor's Report on Compliance for Each Major Federal Program and Report on Internal Control Over Compliance Required by the Uniform Guidance To the Honorable Mayor and Members of the City Council City of Dubuque, Iowa Report on Compliance for Each Major Federal Program We have audited the City of Dubuque, Iowa's (City) compliance with the types of compliance requirements described in the OMB Compliance Supplement that could have a direct and material effect on each of the City's major federal programs for the year ended June 30, 2020. The City's major federal programs are identified in the summary of auditor's results section of the accompanying schedule of findings and questioned costs. Management's Responsibility Management is responsible for compliance with federal statutes, regulations, and the terms and conditions of its federal awards applicable to its federal programs. Auditor's Responsibility Our responsibility is to express an opinion on the compliance for each of the City's major federal programs based on our audit of the types of compliance requirements referred to above. We conducted our audit of compliance in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States; and the audit requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Those standards and the Uniform Guidance require that we plan and perform the audit to obtain reasonable assurance about whether noncompliance with the types of compliance requirements referred to above that could have a direct and material effect on a major federal program occurred. An audit includes examining, on a test basis, evidence about the City's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions on compliance for each major federal program. However, our audit does not provide a legal determination of the City's compliance. What inspires you, inspires us. I eidebailly.com 193 1545 Associates Dr., Ste. 101 ' Dubuque, IA 52002-2299 I T 563.556.1790 I F 563.557.7842 EOE Opinion on Each Major Federal Program In our opinion, the City complied, in all material respects, with the types of compliance requirements referred to above that could have direct and material effect on each of its major federal programs for the year ended June 30, 2020. Report on Internal Control over Compliance Management of the City is responsible for establishing and maintaining effective internal control over compliance with the types of compliance requirements referred to above. In planning and performing our audit of compliance, we considered the City's internal control over compliance with the types of requirements that could have a direct and material effect on each major federal program to determine the auditing procedures that are appropriate in the circumstances for the purpose of expressing an opinion on compliance for each major federal program and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, we do not express an opinion on the effectiveness of the City's internal control over compliance. A deficiency in internal control over compliance exists when the design or operation of a control over compliance does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, noncompliance with a type of compliance requirement of a federal program on a timely basis. A material weakness in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance, such that there is a reasonable possibility that material noncompliance with a type of compliance requirement of a federal program will not be prevented, or detected and corrected, on a timely basis. A significant deficiency in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal program that is less severe than a material weakness in internal control over compliance, yet important enough to merit attention by those charged with governance. Our consideration of internal control over compliance was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control over compliance that might be material weaknesses or significant deficiencies. We did not identify any deficiencies in internal control over compliance that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. The purpose of the report on internal control over compliance is solely to describe the scope of our testing of internal control over compliance and the results of that testing based on the requirements of the Uniform Guidance. Accordingly, this report is not suitable for any other purpose. Dubuque, Iowa January 15, 2021 194 City of Dubuque, Iowa Schedule of Expenditures of Federal Awards Year Ended June 30, 2020 Pass -through Federal Entity Amounts Passed - Federal Grantor/Pass-Through CFDA Identifying Through to Grantor/Program or Cluster Title Number Number Expenditures Subrecipients U.S. Department of Agriculture Direct program Soil and Water Conservation 10.902 $ 71,799 $ Environmental Quality Incentives Program 10.912 15,094 Conservation Stewardship Program 10.924 2,594 Total U.S. Department of Agriculture 89,487 U.S. Department of Housing and Urban Development Direct program CDBG - Entitlement Grants Cluster Community Development Block Grants/Entitlement Grants 14.218 49,237 Community Development Block Grants/Entitlement Grants 14.218 251,317 Community Development Block Grants/Entitlement Grants 14.218 312,448 Community Development Block Grants/Entitlement Grants 14.218 846,560 115,880 COVID-19 - Community Development Block Grants/Entitlement Grants 14.218 172,900 - Total CDBG - Entitlement Grants Cluster 1,632,462 115,880 Continuum of Care Program 14.267 84,739 - Pass -through program from Iowa Economic Development Authority CDBG - Disaster Recovery Grants - Pub. L. No. 113-2 Cluster National Resiliency Disaster Recovery Competition 14.272 B-13-DS-19-001 9,680,113 Direct program Section 8 Project -Based Cluster Lower Income Housing Assistance Program - Section 8 Moderate Rehabilitation 14.856 92,080 Housing Voucher Cluster Section 8 Housing Choice Vouchers 14.871 5,343,226 Section 8 Housing Choice Vouchers 14.871 66,740 Total Housing Voucher Cluster 5,409,966 Lead -Based Paint Hazard Control in Privately -Owned Housing 14.900 545,198 - Total U.S. Department of Housing and Urban Development 17,444,558 115,880 U.S. Department of Interior Pass -through program from Iowa Department of Cultural Affairs Historic Preservation Fund Grants -In -Aid 15.904 2019-03 6,589 U.S. Department of Justice Direct program COVID-19 - Coronavirus Emergency Supplemental Funding Program 16.034 1,742 Pass -through program from Iowa Department of Justice Violence Against Women Formula Grants 16.588 VW-19-14-CJ 1,216 Violence Against Women Formula Grants 16.588 VW-20-41-LE 1,470 2,686 195 Federal Grantor/Pass-Through Grantor/Program or Cluster Title U.S. Department of Justice (continued) Direct program Bulletproof Vest Partnership Program Pass -through program from Iowa Department of Justice Public Safety Partnership and Community Policing Grants Public Safety Partnership and Community Policing Grants Direct program Edward Byrne Memorial Justice Assistance Grant Program Edward Byrne Memorial Justice Assistance Grant Program Edward Byrne Memorial Justice Assistance Grant Program Pass -through program from Dubuque County Sheriff's Office Edward Byrne Memorial Justice Assistance Grant Program Total U.S. Department of Justice U.S. Department of Transportation Direct program Airport Improvement Program COVID-19 - Airport Improvement Program Airport Improvement Program Airport Improvement Program Highway Planning and Construction Cluster Pass -through program from Iowa Department of Transportation Highway Planning and Construction Highway Planning and Construction Highway Planning and Construction Highway Planning and Construction Highway Planning and Construction Highway Planning and Construction Highway Planning and Construction Total Highway Planning and Construction Cluster Federal Transit Cluster Direct program Federal Transit - Formula Grants COVID-19 - Federal Transit - Formula Grants Federal Transit - Formula Grants Buses and Bus Facilities Formula, Competitive, and Low or No Emissions Programs Total Federal Transit Cluster City of Dubuque, Iowa Schedule of Expenditures of Federal Awards Year Ended June 30, 2020 Pass -through Federal Entity CFDA Identifying Number Number 16.607 Amounts Passed - Through to Expenditures Subrecipients $ 4,428 $ 16.710 18-CAMP-05 5,315 16.710 18-COPS-HEROIN-02 2,618 7,933 16.738 7,185 16.738 12,168 16.738 19,548 16.738 17-JAG-299019 31,658 70,559 87,348 20.106 294,122 20.106 274,162 20.106 581,546 20.106 338,794 1,488,624 20.205 EDP-2100(695)-7Y-31 547,006 20.205 HDP-2100 (664)--71-31 7,916 20.205 HDP-2100(679)-71-31 307,591 20.205 SB-IA-2100(675)--7T-31 17,000 20.205 STP-U-2100(693)-70-31 282,070 20.205 STP-U-2100(634)-70-31 11,469 20.205 TAP-U-2100(683)--81-31 15,668 1,188,720 20.507 80,130 20.507 1,175,154 20.507 767,200 2,022,484 20.526 1,632,894 3,655,378 196 Federal Grantor/Pass-Through Grantor/Program or Cluster Title U.S. Department of Transportation (continued) Pass -through program from Iowa Department of Transportation Formula Grants for Rural Areas and Tribal Transit Program Transit Services Program Cluster Enhanced Mobility of Seniors and Individuals with Disabilities Highway Safety Cluster Iowa Department of Public Safety State and Community Highway Safety State and Community Highway Safety Total Highway Safety Cluster Total U.S. Department of Transportation Environmental Protection Agency Direct program Brownsfields Assessment and Cleanup Cooperative Agreements Brownsfields Assessment and Cleanup Cooperative Agreements Brownsfields Assessment and Cleanup Cooperative Agreements Brownsfields Assessment and Cleanup Cooperative Agreements Total Environmental Protection Agency Corporation for National and Community Service Pass -through program from Iowa Commission on Volunteers AmeriCorps AmeriCorps AmeriCorps AmeriCorps Total Corporation for National and Community Service Total City of Dubuque, Iowa Schedule of Expenditures of Federal Awards Year Ended June 30, 2020 Pass -through Federal Entity Amounts Passed- CFDA Identifying Through to Number Number Expenditures Subrecipients 20.509 20.513 ICB-CY19 $ 6,792 $ 2020-001-00-SFY20 60,614 20.600 PAP 19-402-MOOP 12,435 20.600 PAP 20-402-MOOP 8,184 20,619 6,420,747 66.818 48,878 66.818 99,773 66.818 61,289 66.818 500 210,440 94.006 19-AC-10 119,916 94.006 19-AF-05 35,297 94.006 18-AC-10 45,459 94.006 18-FP-02 6,725 207,397 - $ 24,466,566 $ 115,880 197 City of Dubuque, Iowa Notes to the Schedule of Expenditures of Federal Awards Year Ended June 30, 2020 Note 1- Basis of Presentation The accompanying schedule of expenditures of federal awards (the schedule) includes the federal award activity of the City of Dubuque, Iowa, (the City) under programs of the federal government for the year ended June 30, 2020. The information is presented in accordance with the requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Because the schedule presents only a selected portion of the operations of the City, it is not intended to and does not present the financial position, changes in net position, fund balance, or cash flows of the City. Note 2 - Significant Accounting Policies Expenditures reported in the schedule are reported on the modified accrual basis of accounting. Such expenditures are recognized following the cost principles contained in the Uniform Guidance, wherein certain types of expenditures are not allowable or are limited as to reimbursement. Federal financial assistance provided to a subrecipient is treated as an expenditure when it is paid to the subrecipient. Note 3 - Indirect Cost Rate The City has not elected to use the 10% de minimis cost rate. 198 Part I: Summary of the Independent Auditor's Results: FINANCIAL STATEMENTS Type of auditor's report issued Internal control over financial reporting: Material weaknesses identified Significant deficiencies identified not considered to be material weaknesses Noncompliance material to financial statements noted? FEDERAL AWARDS Internal control over major programs: Material weaknesses identified Significant deficiencies identified not considered to be material weaknesses Type of auditor's report issued on compliance for major programs: Any audit findings disclosed that are required to be reported in accordance with Uniform Guidance 2 CFR 200.516: Identification of major programs: Name of Federal Program CDBG - Entitlement Grants Cluster Community Development Block Grants/Entitlement Grants CDBG - Disaster Recovery Grants - Pub. L. No. 113-2 Cluster National Resiliency Disaster Recovery Competition Housing Voucher Cluster Section 8 Housing Choice Vouchers Airport Improvement Program Dollar threshold used to distinguish between type A and type B programs: Auditee qualified as low -risk auditee? City of Dubuque, Iowa Schedule of Findings and Questioned Costs Year Ended June 30, 2020 Unmodified Yes None reported No No None reported Unmodified No CFDA Number 14.218 14.272 14.871 20.106 $750,000 No 199 City of Dubuque, Iowa Schedule of Findings and Questioned Costs Year Ended June 30, 2020 Part II: Findings related to Financial Statements Material Weakness 2020-001 Material Audit Adjustments Criteria — A properly designed system of internal control over financial reporting allows entities to initiate, authorize, record, process, and report financial data reliably in accordance with generally accepted accounting principles. Condition — During the course of our engagement, we proposed material audit adjustments to accounts payable and the Schedule of Expenditures of Federal Awards. We also proposed significant audit adjustments to receivables, unavailable revenue, and capital assets. Cause —The City's existing internal controls over accounts payable, the Schedule of Expenditures of Federal Awards, receivables, unavailable revenue, and capital assets are limited. Effect— The effect of this condition was financial data not in accordance with generally accepted accounting principles. Recommendation — We recommend the City increase procedures over accounts payable, the Schedule of Expenditures of Federal Awards, receivables, unavailable revenue, and capital assets. Views of Responsible Officials — We agree with the auditor's comments. The City of Dubuque Finance Department has experienced significant staff turnover, including key management staff, in the past twelve months. The following action will be taken to improve the situation. An Assistant Director of Finance, who possesses significant government accounting experience, was hired on April 1, 2020. The Assistant Director of Finance has taken the lead of the audit and financial preparation and will continue to improve procedures. In addition, the City is in the process of selecting a new Enterprise Resource Planning (ERP) system to be implemented over the next two years. The new ERP system will have better management and controls over accounts payable, grants, accounts receivable, unearned revenue, and assets. The current ERP system lacks functionality and the procedures related to accounts payable, grants, accounts receivable, unearned revenue, and capital assets are all manual and compiled by reviewing invoices and receipts and compiling the information into spreadsheets. Part III: Findings and Questioned Costs for Federal Awards There were no findings and questioned costs to report. 200 City of Dubuque, Iowa Schedule of Findings and Questioned Costs Year Ended June 30, 2020 Part IV: Other Findings Related to Required Statutory Reporting 2020-IA-A Certified Budget — Disbursements during the year ended June 30, 2020 did not exceed the budget by function. 2020-IA-B Questionable Expenditures — We noted no expenditures that we believe may not meet the requirements of public purpose as defined in an Attorney General's opinion dated April 25, 1979. 2020-IA-C 2020-IA-D 2020-IA-E Travel Expense — No expenditures of City money for travel expenses of spouses of City officials or employees were noted. Business Transactions — Business transactions between the City and City officials or employees are detailed as follows: Name, Title, and Transaction Business Connection Description Riley Fairchild, City employee, spouse is Services owner of Fairchild Business Coaching Mike Kerth, City employee, spouse is Supplies co-owner of Steve's Ace Hardware Gina Hodgson, City employee, Crop Cover spouse is Bob Hodgson Paula Cook, City employee, spouse is Services owner of JASC Property LLC. Douglas Merke, City employee, Services spouse is owner of River Valley Veterinary Services John Hefel, City employee, Services spouse is owner of A Frame of Mind Framing & Gallery Amount $ 18,950 14,100 1,635 483 450 318 In accordance with Chapter 362.5(3)(j) of the Code of Iowa, the transaction with Gina Hodgson, Paula Cook, Douglas Merke, and John Hefel do not appear to represent conflict of interest since the total transaction was less than $6,000 during the fiscal year. The transactions with Riley Fairchild and Mike Kerth may represent conflicts of interest since they were not entered into through competitive bidding in accordance with Chapter 362.5(3)(d) of the Code of Iowa. Restricted Donor Activity — No transactions were noted between the City, City officials, City employees, and restricted donors in compliance with Chapter 68B of the Code of Iowa. 201 City of Dubuque, Iowa Schedule of Findings and Questioned Costs Year Ended June 30, 2020 Part IV: Other Findings Related to Required Statutory Reporting (continued) 2020-IA-F Bond Coverage — Surety bond coverage of City officials and employees is in accordance with statutory provisions. The amount of coverage should be reviewed annually to ensure the coverage is adequate for current operations. 2020-IA-G Council Minutes — No transactions were found that we believe should have been approved in the Council minutes but were not. 2020-IA-H Deposits and Investments — No instances of non-compliance with the deposit and investment provisions of Chapters 12B and 12C of the Code of Iowa and the City's investment policy were noted. 2020-IA-1 Revenue Debt — No instances of non-compliance with the provisions of the Sewage Disposal Works, Water Utility, or Stormwater Utility revenue debt resolutions were noted. 2020-IA-J Annual Urban Renewal Report —The annual urban renewal report was properly approved and certified to the Iowa Department of Management on or before December 1. However, we noted instances in which TIF debt balances did not reconcile with City records. Recommendation — The City should implement additional preparation and review procedures relating to the Annual Urban Renewal Report. Response — We agree with the auditor's comments. The following action will be taken to improve the situation. The annual TIF Debt Certification to the County and the Annual Urban Renewal Report will be prepared at the same time. A reconciliation will be done between both reports prior to submittal. 2020-IA-K Solid Waste Tonnage Fees Retained — No instances of non-compliance with the solid waste fees used or retained in accordance with provisions of Chapter 45513.310 of the Code of Iowa by the Dubuque Metropolitan Area Solid Waste Agency, a component unit of the City, were noted. 2020-IA-L Financial Assurance — The Dubuque Metropolitan Area Solid Waste Agency, a component unit of the City, has demonstrated financial assurance for closure and postclosure care costs by establishing a local government dedicated fund as provided in 567-113.14(6) of the Iowa Administrative Code. 2020-IA-M Public Improvement Projects— During our audit, we noted one project in which the City published a notice of public hearing 24 days before the date of the public hearing. To be in accordance with Chapter 26.12 and Chapter 362.3 of the Code of Iowa, a notice of public hearing must be published for public improvement projects between 4-20 days before the public hearing date. Recommendation — The City should ensure all notices are published in accordance with Chapter 26.12 and Chapter 362.3 of the Code of Iowa. 202 City of Dubuque, Iowa Schedule of Findings and Questioned Costs Year Ended June 30, 2020 Part IV: Other Findings Related to Required Statutory Reporting (continued) Response — We agree with the auditor's comments. The following action will be taken to improve the situation. The notice for the Jackson Street Construction Project should have been split into two separate notices: Notice of Hearing and the Notice to Property Owners. A notice to property owners has a different timeline and publication requirement than a Notice of Hearing. In the future, notices for construction projects will be reviewed to ensure that publication requirements are met. 203 THIS PAGE IS INTENTIONALLY LEFT BLANK 204 APPENDIX D: FORM OF CONTINUING DISCLOSURE CERTIFICATE CONTINUING DISCLOSURE CERTIFICATE This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed and delivered by the City of Dubuque, State of Iowa (the "Issuer"), in connection with the issuance of $3,720,000* Water Revenue Refunding Bonds, Series 2021C (the "Bonds") dated August 18, 2021 *. The Bonds are being issued pursuant to a Resolution of the Issuer approved on , 2021 (the "Resolution"). The Issuer covenants and agrees as follows: Purpose of the Disclosure Certificate; Interpretation. This Disclosure Certificate is being executed and delivered by the Issuer for the benefit of the Holders and Beneficial Owners of the Bonds and in order to assist the Participating Underwriters in complying with S.E.C. Rule 15c2- 12(b)(5). This Disclosure Certificate shall be governed by, construed and interpreted in accordance with the Rule, and, to the extent not in conflict with the Rule, the laws of the State. Nothing herein shall be interpreted to require more than required by the Rule. Definitions. In addition to the definitions set forth in the Resolution, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: "Annual Financial Information" shall mean financial information or operating data of the type included in the final Official Statement, provided at least annually by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. "Beneficial Owner" shall mean any person which (a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries), or (b) is treated as the owner of any Bonds for federal income tax purposes. "Business Day" shall mean a day other than a Saturday or a Sunday or a day on which banks in Iowa are authorized or required by law to close. "Dissemination Agent" shall mean the Issuer or any Dissemination Agent designated in writing by the Issuer and which has filed with the Issuer a written acceptance of such designation. "Financial Obligation" shall mean a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) guarantee of (i) or (ii). The term Financial Obligation shall not include municipal securities as to which a final official statement has been provided to the MSRB consistent with S.E.C. Rule 15c2-12. "Holders" shall mean the registered holders of the Bonds, as recorded in the registration books of the Registrar. "Listed Events" shall mean any of the events listed in Section 5(a) of this Disclosure Certificate. "Municipal Securities Rulemaking Board" or "MSRB" shall mean the Municipal Securities Rulemaking Board, 1300 I Street NW, Suite 1000, Washington, DC 20005. "National Repository" shall mean the MSRB's Electronic Municipal Market Access website, a/k/a "EMMA" (emma.msrb.org). "Official Statement" shall mean the Issuer's Official Statement for the Bonds, dated , 2021. "Participating Underwriter" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds. "Rule" shall mean Rule 15c2-12 adopted by the Securities and Exchange Commission (S.E.C.) under the Securities Exchange Act of 1934, and any guidance and procedures thereunder published by the S.E.C., as the same may be amended from time to time. "State" shall mean the State of Iowa. Provision of Annual Financial Information. a. The Issuer shall, or shall cause the Dissemination Agent to, not later than two hundred ten (210) days after the end of the Issuer's fiscal year (presently June 30th), commencing with information for the 2020/2021 fiscal year, provide to the National Repository an Annual Financial Information filing consistent with the requirements of Section 4 of this Disclosure Certificate. The Annual Financial Information filing must be submitted in such format as is required by the MSRB (currently in "searchable PDF" format). The Annual Financial Information filing may be submitted as a single document or as separate documents comprising a package. The Annual Financial Information filing may cross-reference other information as provided in Section 4 of this Disclosure Certificate; provided that the audited financial statements of the Issuer may be submitted separately from the balance of the Annual Financial Information filing and later than the date required above for the filing of the Annual Financial Information if they are not available by that date. If the Issuer's fiscal year changes, it shall give notice of such change in the same manner as for a Listed Event under Section 5(c). b. If the Issuer is unable to provide to the National Repository the Annual Financial Information by the date required in subsection (a), the Issuer shall send a notice to the Municipal Securities Rulemaking Board, if any, in substantially the form attached as Exhibit A. C. The Dissemination Agent shall: i. each year file Annual Financial Information with the National Repository; and ii. (if the Dissemination Agent is other than the Issuer), file a report with the Issuer certifying that the Annual Financial Information has been filed pursuant to this Disclosure Certificate, stating the date it was filed. Content of Annual Financial Information. The Issuer's Annual Financial Information filing shall contain or incorporate by reference the following: d. The last available audited financial statements of the Issuer for the prior fiscal year, prepared in accordance with generally accepted accounting principles promulgated by the Financial Accounting Standards Board as modified in accordance with the governmental accounting standards promulgated by the Governmental Accounting Standards Board or as otherwise provided under State law, as in effect from time to time, or, if and to the extent such financial statements have not been prepared in accordance with generally accepted accounting principles, noting the discrepancies therefrom and the effect thereof. If the Issuer's audited financial statements for the preceding years are not available by the time Annual Financial Information is required to be filed pursuant to Section 3(a), the Annual Financial Information filing shall contain unaudited financial statements of the type included in the final Official Statement, and the audited financial statements shall be filed in the same manner as the Annual Financial Information when they become available. e. A table, schedule or other information prepared as of the end of the preceding fiscal year, of the type contained in the final Official Statement under the caption "Rates and Charges," "Number of Water Customers," "Larger Water Customers", "Water Sales," "Historical Cash Flow & Anticipated Debt Coverage," "Water System Revenue Debt," "Debt Limit," "Direct Debt," & "Other Debt". Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of the Issuer or related public entities, which have been filed with the National Repository. The Issuer shall clearly identify each such other document so included by reference. Reporting of Significant Events. f. Pursuant to the provisions of this Section, the Issuer shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds in a timely manner not later than 10 Business Days after the day of the occurrence of the event: Principal and interest payment delinquencies; ii. Non-payment related defaults, if material; iii. Unscheduled draws on debt service reserves reflecting financial difficulties; iv. Unscheduled draws on credit enhancements relating to the Bonds reflecting financial difficulties; V. Substitution of credit or liquidity providers, or their failure to perform; vi. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax-exempt status of the Series Bonds, or material events affecting the tax-exempt status of the Bonds; vii. Modifications to rights of Holders of the Bonds, if material; viii. Bond calls (excluding sinking fund mandatory redemptions), if material, and tender offers; ix. Defeasances of the Bonds; X. Release, substitution, or sale of property securing repayment of the Bonds, if material; xi. Rating changes on the Bonds; xii. Bankruptcy, insolvency, receivership or similar event of the Issuer; xiii. The consummation of a merger, consolidation, or acquisition involving the Issuer or the sale of all or substantially all of the assets of the Issuer, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; xiv. Appointment of a successor or additional trustee or the change of name of a trustee, if material; xv. Incurrence of a Financial Obligation of the Issuer, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the Issuer, any of which affect security holders, if material; and xvi. Default, event of acceleration, termination event, modification of terms or other similar events under the terms of a Financial Obligation of the Issuer, any of which reflect financial difficulties. g. Whenever the Issuer obtains the knowledge of the occurrence of a Listed Event, the Issuer shall determine if the occurrence is subject to notice only if material, and if so shall as soon as possible determine if such event would be material under applicable federal securities laws. h. If the Issuer determines that knowledge of the occurrence of a Listed Event is not subject to materiality, or determines such occurrence is subject to materiality and would be material under applicable federal securities laws, the Issuer shall promptly, but not later than 10 Business Days after the occurrence of the event, file a notice of such occurrence with the Municipal Securities Rulemaking Board through the filing with the National Repository. Termination of Reporting Obligation. The Issuer's obligations under this Disclosure Certificate with respect to each Series of Bonds shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds of that Series or upon the Issuer's receipt of an opinion of nationally recognized bond counsel to the effect that, because of legislative action or final judicial action or administrative actions or proceedings, the failure of the Issuer to comply with the terms hereof will not cause Participating Underwriters to be in violation of the Rule or other applicable requirements of the Securities Exchange Act of 1934, as amended. Dissemination Agent. The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate, and may discharge any such Agent, with or without appointing a successor Dissemination Agent. The Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the Issuer pursuant to this Disclosure Certificate. The initial Dissemination Agent shall be the Issuer. Amendment, Waiver. Notwithstanding any other provision of this Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied: i. If the amendment or waiver relates to the provisions of Section 3(a), 4, or 5(a), it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature or status of an obligated person with respect to the Bonds, or the type of business conducted; j. The undertaking, as amended or taking into account such waiver, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the original issuance of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and k. The amendment or waiver either (i) is approved by the Holders of the Bonds in the same manner as provided in the Resolution for amendments to the Resolution with the consent of Holders, or (ii) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the Holders or Beneficial Owners of the Bonds. In the event of any amendment or waiver of a provision of this Disclosure Certificate, the Issuer shall describe such amendment in the next Annual Financial Information filing, and shall include, as applicable, a narrative explanation of the reason for the amendment or waiver and its impact on the type (or in the case of a change of accounting principles, on the presentation) of financial information or operating data being presented by the Issuer. In addition, if the amendment relates to the accounting principles to be followed in preparing financial statements, (i) notice of such change shall be given in the same manner as for a Listed Event under Section 5(c), and (ii) the Annual Financial Information filing for the year in which the change is made will present a comparison or other discussion in narrative form (and also, if feasible, in quantitative form) describing or illustrating the material differences between the financial statements as prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Financial Information filing or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the Issuer chooses to include any information in any Annual Financial Information filing or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the Issuer shall have no obligation under this Certificate to update such information or include it in any future Annual Financial Information filing or notice of occurrence of a Listed Event. Default. In the event of a failure of the Issuer to comply with any provision of this Disclosure Certificate, any Holder or Beneficial Owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the Issuer to comply with its obligations under this Disclosure Certificate. Direct, indirect, consequential and punitive damages shall not be recoverable by any person for any default hereunder and are hereby waived to the extent permitted by law. A default under this Disclosure Certificate shall not be deemed an event of default under the Resolution, and the sole remedy under this Disclosure Certificate in the event of any failure of the Issuer to comply with this Disclosure Certificate shall be an action to compel performance. Duties, Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and the Issuer agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys' fees) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent's negligence or willful misconduct. The obligations of the Issuer under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the Issuer, the Dissemination Agent, the Participating Underwriters and Holders and Beneficial Owners from time to time of the Bonds, and shall create no rights in any other person or entity. Rescission Rights. The Issuer hereby reserves the right to rescind this Disclosure Certificate without the consent of the Holders in the event the Rule is repealed by the S.E.C. or is ruled invalid by a federal court and the time to appeal from such decision has expired. In the event of a partial repeal or invalidation of the Rule, the Issuer hereby reserves the right to rescind those provisions of this Disclosure Certificate that were required by those parts of the Rule that are so repealed or invalidated. Date: day of , 2021. ATTEST: Lm City Clerk CITY OF DUBUQUE, STATE OF IOWA Im Mayor EXHIBIT A NOTICE TO NATIONAL REPOSITORY OF FAILURE TO FILE ANNUAL FINANCIAL INFORMATION Name of Issuer: City of Dubuque, Iowa. Name of Bond Issue: $3,720,000* Water Revenue Refunding Bonds, Series 2021C Dated Date of Issue: August 18, 2021 * NOTICE IS HEREBY GIVEN that the Issuer has not provided Annual Financial Information with respect to the above -named Bonds as required by Section 3 of the Continuing Disclosure Certificate delivered by the Issuer in connection with the Bonds. The Issuer anticipates that the Annual Financial Information will be filed by Dated: day of , 20 CITY OF DUBUQUE, STATE OF IOWA By: Its: APPENDIX E: EXCERPTS OF THE MASTER RESOLUTION AND THE SERIES RESOLUTION This Appendix includes a summary of certain definitions and provisions of the Master Resolution (referred to herein as the "Master Resolution') and the Series Resolution (the "Series Resolution') authorizing the issuance of the Series 2021 C Bonds. The summary does not purport to be comprehensive or definitive and is qualified in its entirety by reference to the complete resolutions. For descriptions of the provisions of the Series Resolution relating to the authorization of the Bonds and their redemption, please see the inside cover pages of this Official Statement, and "DESCRIPTION OF THE BONDS" herein. EXCERPTS FROM THE MASTER RESOLUTION DEFINITIONS Definitions. The following terms shall have the following meanings in this Resolution unless the text expressly or by necessary implication requires otherwise: "Authorized Denominations" shall mean $5,000 or any integral multiple thereof. "Beneficial Owner" shall mean the person in whose name such Bond is recorded as the beneficial owner of a Bond by a Participant on the records of such Participant or such person's subrogee. "Bond Principal and Interest Fund" means the fund by that name established in Section 6.5 of this Resolution. "Bond Register" means the books maintained by the Registrar for the registration, transfer and exchange of Bonds. "Bondholder" means the registered owner of one or more Bonds. "Bonds" means any water revenue bonds, notes or other obligations authorized by and authenticated and delivered pursuant to this Resolution and any Series Resolution, including the Series 2008D Bonds, any other Senior Bonds, and any Subordinate Bonds. "City Clerk" means the individual presently serving as the City Clerk of the Issuer, and any successor who may hereafter serve as such officer or be charged with substantially the same duties and responsibilities. "Code" means the Internal Revenue Code of 1986, as amended, and the applicable regulations of the Treasury Department proposed or promulgated thereunder. "Continuing Disclosure Certificate" shall mean that certain Continuing Disclosure Certificate executed by the Issuer and dated the date of issuance and delivery of the Series 2008D Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof. "Costs of Issuance" means issuance costs with respect to any series of Bonds, including but not limited to the following: underwriters' spread (whether realized directly or derived through purchase of such Bonds at a discount below the price at which they are expected to be sold to the public); Credit Facility fees; trustee's fees; counsel fees (including bond counsel, underwriter's counsel, and any other specialized counsel fees incurred in connection with the borrowing); fees of any Financial Advisor to the Issuer incurred in connection with the issuance of the Bonds; Rating Agency fees; escrow agent and paying agent fees; accountant fees and other expenses related to issuance of the Bonds; printing costs (for the Bonds and of the preliminary and final official statement relating to the Bonds); and other fees and expenses of the Issuer incurred in connection with the issuance of the Bonds. "Credit Facility" means any letter of credit, insurance policy, guaranty, surety bond, standby bond purchase agreement, line of credit, revolving credit agreement, or similar obligation, arrangement, or instrument issued by a bank, insurance company, or other financial institution which is used by the Issuer to perform one or more of the following tasks: (i) enhancing the Issuer's credit by assuring owners of any of the Bonds that Principal of and interest on such Bonds will be paid promptly when due; (ii) providing liquidity for the owners of Bonds through undertaking to cause Bonds to be bought from the owners thereof when submitted pursuant to an arrangement prescribed by the Series Resolution relating to such Bonds; or (iii) remarketing any Bonds so submitted to the Issuer or Credit Facility Provider for purchase (whether or not the same Credit Facility Provider is remarketing the Bonds). "Credit Facility Agreement" means an agreement between the Issuer and a Credit Facility Provider pursuant to which the Credit Facility Provider issues a Credit Facility and may include the promissory note or other instrument evidencing the Issuer's obligations to a Credit Facility Provider pursuant to a Credit Facility Agreement. "Credit Facility Provider" means any issuer of a Credit Facility then in effect for all or part of the Bonds. Whenever in a Series Resolution the consent of the Credit Facility Provider is required, such consent shall only be required from the Credit Facility Provider whose Credit Facility is issued with respect to the series of Bonds for which the consent is required. "Debt Service Requirement" shall mean the total Principal and interest coming due on Senior Bonds, or all Bonds, as applicable, whether at maturity, on any Interest Payment Date, or upon mandatory sinking fund redemption in any specified period; provided, however, that the Debt Service Requirement with respect to any Bonds shall mean the net amount of principal and interest coming due on such Bonds after taking into account any so-called "subsidy" (i.e., the amount of anticipated investment earnings which will accrue on any reserve account relating to the Bonds and which will reduce the debt service payments of the Issuer with respect to such Bonds). In addition: (a) With respect to any Bonds secured by a Credit Facility, Debt Service Requirement shall include (i) any upfront or periodic commission or commitment fee obligations with respect to such Credit Facility, (ii) the outstanding amount of any Reimbursement Obligation owed to the applicable Credit Facility Provider and interest thereon, and (iii) any remarketing agent fees. (b) The Principal of and interest on Bonds shall be excluded from the determination of Debt Service Requirement to the extent that (1) the same were or are expected to be paid with amounts on deposit on the date of calculation (or Bond proceeds to be deposited on the date of issuance of proposed Bonds) in the Project Fund, the Debt Service Reserve Fund or a similar fund for Subordinate Bonds or (2) cash or non -callable Government Obligations are on deposit in an irrevocable escrow or trust account in accordance with Section 9.1 hereof (or a similar escrow or trust account for Subordinate Bonds) and such amounts (including, where appropriate, the earnings or other increment to accrue thereon) are required to be applied to pay Principal or interest and are sufficient to pay such Principal or interest. "Debt Service Reserve Fund" means the fund by that name established in Section 6.6 of this Resolution. "Debt Service Reserve Requirement" means the amount determined to be a reasonable reserve for the payment of Principal of and interest on Senior Bonds (other than Senior SRF Bonds), which amount shall be the least of (a) 10% of the stated Principal amount of the Senior Bonds (other than Senior SRF Bonds), (b) the maximum annual Principal and interest requirements on the Senior Bonds (other than Senior SRF Bonds) (determined as of the issue date of each series of such Senior Bonds), or (c) 125% of the average annual Principal and interest requirements on the Senior Bonds (other than Senior SRF Bonds) (determined as of the issue date of each series of such Senior Bonds). If the aggregate initial offering price of a series of Bonds to the public is less than 98% or more than 102% of par, such offering price shall be used in lieu of the stated Principal amount. Notwithstanding the foregoing, the Debt Service Reserve Requirement, if any, in connection with any Senior SRF Bonds or any Subordinate Bonds shall be as provided in the Series Resolution authorizing the issuance of such Senior SRF Bonds or such Subordinate Bonds. "Depository Bonds" shall mean the Bonds as issued in the form of one global certificate for each maturity, registered in the Bond Register maintained by the Registrar in the name of DTC or its nominee. "DTC" shall mean The Depository Trust Company, New York, New York, a limited purpose trust company, or any successor book -entry securities depository appointed for the Bonds. "Financial Advisor" means a financial advisory firm appointed by the Governing Body for the purpose of assisting the Issuer with the structuring and offering of Bonds, SRF Bonds, Subordinate Bonds or other obligations. "Fiscal Year" shall mean the twelve-month period beginning on July 1 of each year and ending on the last day of June of the following year, or any other consecutive twelve-month period adopted by the Governing Body or by law as the official accounting period of the System. Requirements of a Fiscal Year as expressed in this Resolution shall exclude any payment of principal or interest falling due on the first day of the Fiscal Year and include any payment of principal or interest falling due on the first day of the succeeding Fiscal Year. "Governing Body" shall mean the City Council of the Issuer, or its successor in function with respect to the operation and control of the System. "Government Obligations" means (a) direct obligations of the United States of America for the full and timely payment of which the full faith and credit of the United States of America is pledged or (b) obligations issued by an agency controlled or supervised by and acting as an instrumentality of the United States of America, the full and timely payment of the principal of and the interest on which is fully and unconditionally guaranteed as a full faith and credit obligation of the United States of America (including any securities described in (a) or (b) issued or held in book -entry form on the books of the Department of the Treasury of the United States of America), which obligations, in either case, (i) are not subject to redemption or prepayment prior to maturity except at the option of the holder of such obligations and (ii) may include U.S. Treasury Trust Receipts. "Gross Revenues" shall mean all rents, profits, fees, charges and income derived directly from the operation of the System, including Investment Earnings. "Independent Auditor" shall mean an independent firm of certified public accountants or the Auditor of the State of Iowa. "Interest Payment Date" means each date on which interest is to become due on any Bonds, as established in the Series Resolution for such Bonds, and with respect to the Series 2008D Bonds, shall be as specified in Section 2.2 hereof. "Investment Earnings" means all interest received on and profits derived from investments of moneys in all funds and accounts of the Issuer established hereunder, other than investments derived from or with respect to (i) all funds and accounts established in connection with SRF Bonds and (ii) those funds or accounts established within or as part of the Project Fund or the Rebate Fund. "Issuer" shall mean the City of Dubuque, Iowa. "Maximum Annual Debt Service Requirement" means the maximum amount of Debt Service Requirements as computed for the then current or any future Fiscal Year. "Net Revenues" shall mean Gross Revenues of the System after provision for payment of all Operation and Maintenance Expenses. "Operation and Maintenance Expenses" shall mean the reasonable necessary current expenses paid or accrued in operating and maintaining the System as determined in accordance with generally accepted accounting principles, including but not limited to (a) costs, including a reserve for bad debts of collecting Gross Revenues and making refunds; (b) engineering, audit reports, legal and administrative expenses; (c) salaries, wages, benefits and other compensation; (d) costs of routine repairs, replacements and renewals; (e) costs of utility services; (f) general administrative overhead, marketing or advertising; (g) losses from the sale, abandonment, reclassification or other disposition of any property of the System; (h) material and supplies used in the ordinary course of business; (i) contractual and professional services; 0) costs of insurance and fidelity bonds; (k) costs of carrying out provisions of the Resolution; (1) expenditures which do not exceed the standards for capitalization under the Issuer's accounting basis; and (m) all other routine costs and expenses. The term "Operation and Maintenance Expense" shall not include any allowance for depreciation or amortization, any debt service or the costs associated with early extinguishment of debt, nor any other accounting charges which are not payable from Gross Revenues. "Operation and Maintenance Fund" means the fund by that name established in Section 6.4 of this Resolution. "Original Purchaser" shall mean the purchaser of the Series 2008D Bonds from the Issuer at the time of their original issuance. "Outstanding" shall mean, as of a particular date, all such Bonds theretofore and thereupon delivered except: (a) any such Bond cancelled by or on behalf of the Issuer on or before said date; (b) any such Bond defeased pursuant to Section 9.1 of this Resolution or of the Series Resolution authorizing its issuance, or otherwise defeased as permitted by applicable law; and (c) any such Bond in lieu of or in substitution for which another bond shall have been delivered pursuant to the Series Resolution authorizing the issuance of such Bond. "Outstanding SRF Loan" shall mean the $1,037,000 Water Revenue Capital Loan Note, Series 2007, dated October 18, 2007 and authorized for issuance under the Prior Resolution. The Outstanding SRF Loan shall be deemed to be a Senior SRF Bond under this Resolution. "Participants" shall mean those broker -dealers, banks and other financial institutions for which DTC holds Bonds as securities depository. "Paying Agent" shall mean Wells Fargo Bank, National Association, or such successor as may be approved by the Issuer as provided herein and who shall carry out the duties prescribed herein as the Issuer's agent to provide for the payment of principal of and interest on the Bonds as the same shall become due. "Permitted Investments" shall mean those obligations in which the Issuer is permitted to invest moneys of the Issuer under applicable law and the Issuer's then -prevailing Investment Policy, as amended from time to time. "Principal" means the principal amount of such Bond. "Principal Maturity Date" means each date on which Principal is to become due on any Bonds, by maturity or mandatory sinking fund redemption, as established in the Series Resolution for such Bonds. "Prior Resolution" means Resolution No. 490-07 of the City Council approved on October 1, 2007, authorizing the issuance of the Outstanding SRF Loan. "Project" shall mean the acquisition, construction, reconstruction, extension, improvement, repairing and equipping of any part of the System, in whole or in part with the proceeds of a series of Bonds. "Project Costs" with respect to any Project shall mean costs including the following: (a) obligations of the Issuer for labor and materials in connection with the construction, installation and equipping of the Project; (b) the cost of contract bonds and insurance of all kinds that may be required or necessary during the construction of the Project; (c) all costs of architectural and engineering services, including the costs of the Issuer for test borings, surveys, estimates, plans and specifications and preliminary investigation therefor, and for supervising construction, as well as for the performance of all other duties required by or consequent upon the proper construction of the Project; (d) all expenses incurred in connection with the issuance of Bonds, including without limitation compensation and expenses of any trustee, Registrar and Paying Agents, expenses of the Issuer, legal and accounting expenses and fees, costs of printing and engraving, recording and filing fees, compensation of underwriters, Rating Agency fees, costs of financial services, and accrued interest on the Bonds; (e) all sums required to reimburse the Issuer for advances made by it for any of the above items or for any other costs incurred and for work done, whether before or after the adoption of the Series Resolution, which are properly chargeable to the Project; and (f) all other components of cost of labor, materials, machinery, and equipment and financing charges attributable to the Project to the extent permitted by law. "Project Fund" shall mean the fund by that name established in Section 5.1 of this Resolution. "Rating" means a rating in one of the categories by a Rating Agency, disregarding pluses, minuses, and numerical gradations. "Rating Agencies" or "Rating Agency" means Fitch, Inc., Moody's Investors Service, Inc., and Standard & Poor's, a division of The McGraw-Hill Companies, Inc., or any successors thereto and any other nationally recognized credit rating agency then maintaining a rating on any Bonds at the request of the Issuer. If at any time a particular Rating Agency does not have a rating outstanding with respect to the relevant Bonds, then a reference to Rating Agency or Rating Agencies shall not include such Rating Agency. "Rebate Fund" means the fund by that name established in Section 6.10 of this Resolution. "Registrar" shall mean Wells Fargo Bank, National Association, or such successor as may be approved by the Issuer as provided herein and who shall carry out the duties prescribed herein with respect to maintaining a register of the owners of the Bonds. Unless otherwise specified, the Registrar shall also act as Transfer Agent for the Bonds. "Reimbursement Obligation" means the obligation of the Issuer to directly reimburse any Credit Facility Provider for amounts paid by such Credit Facility Provider under a Credit Facility, whether or not such obligation to so reimburse is evidenced by a promissory note or other similar instrument. "Representation Letter" shall mean the Blanket Issuer Letter of Representations executed by the Issuer and previously delivered to DTC. "Resolution" shall mean this Master Resolution of the Governing Body, as it may from time to time be modified, supplemented or amended by Supplemental Resolutions. "Revenue Fund" means the fund by that name established in Section 6.2 of this Resolution for the deposit of all Gross Revenues. "Senior Bonds" means the Series 2008D Bonds and any other Bonds, including Senior SRF Bonds, issued with a right to payment and secured by a lien on the Net Revenues on a parity with the Series 2008D Bonds pursuant to Section 8.3 (except with respect to any Credit Facility which may be available only to one or more series of Senior Bonds and except that Senior SRF Bonds shall not be secured by the Debt Service Reserve Fund). "Senior SRF Bonds" means the Outstanding SRF Loan and any other SRF Bonds which are issued as Senior Bonds (except with respect to any Credit Facility which may be available only to one or more series of Senior Bonds and except that Senior SRF Bonds shall not be secured by the Debt Service Reserve Fund). "Series 2008D Bonds" shall mean the $1,195,000 Water Revenue Bonds, Series 2008D, dated the date of delivery, authorized to be issued pursuant to this Resolution. "Series 2008D Costs of Issuance Account" means the account by that name within the Project Fund established in Section 5.1 of this Resolution. "Series 2008D Projects" means the water main replacements and repairs, construction of water main extensions, and the acquisition and installation of pump station radio communications equipment and facilities being funded with the proceeds of the Series 2008D Bonds. "Series Resolution" means a resolution or resolutions of the Governing Body (which may be supplemented by one or more resolutions) to be adopted prior to and authorizing the issuance and delivery of any series of Bonds. This Resolution shall constitute the Series Resolution for the Series 2008D Bonds and the Outstanding SRF Loan. Such a Series Resolution as supplemented shall establish the date or dates of the pertinent series of Bonds, the schedule of maturities of such Bonds, the name of the purchaser(s) of such series of Bonds, the purchase price thereof, the rate or rates of interest to be borne thereby, whether fixed or variable, the interest payment dates for such Bonds, the terms and conditions, if any, under which such Bonds may be made subject to redemption (mandatory or optional) prior to maturity, the form of such Bonds, and such other details as the Issuer may determine. "Sinking Fund" shall mean the Bond Principal and Interest Fund established in Section 6.5 of this Resolution. "SRF Bonds" shall mean such bonds, notes or other obligations as may be issued in connection with the Issuer's participation in the Iowa Drinking Water State Revolving Fund Program administered by the Iowa Finance Authority and Iowa Department of Natural Resources, which SRF Bonds may be Senior SRF Bonds or Subordinate SRF Bonds. "State" shall mean the State of Iowa. "Subordinate Bond Fund" means the fund by that name established in Section 6.7 of this Resolution "Subordinate Bonds" means Bonds, including Subordinate SRF Bonds, issued with a right to payment from the Net Revenues and secured by a lien on the Net Revenues expressly junior and subordinate to the Senior Bonds. "Subordinate SRF Bonds" means SRF Bonds which are issued as Subordinate Bonds. "Supplemental Resolution" means any Series Resolution and any modification, amendment or supplement to this Resolution (other than a Series Resolution). "Surplus Fund" means the fund by that name established in Section 6.8 of this Resolution. "System" shall mean and include the municipal water system utility of the Issuer and all properties of every nature hereinafter owned by the Issuer and comprising part of or used as a part of the System, including all water treatment facilities, storage facilities, pumping stations, water main extensions, and all related property and improvements and extensions to the same, all related real and personal property of the Issuer and all related appurtenances, contracts, leases, franchises and other intangibles of the Issuer. "Tax Exemption Certificate" shall mean the Tax Exemption Certificate executed by the Treasurer and delivered at the time of issuance and delivery of the Series 2008D Bonds. "Treasurer" shall mean the City Treasurer or such other officer of the Issuer as shall succeed to the same duties and responsibilities with respect to the recording and payment of the Bonds issued hereunder. "U.S. Treasury Trust Receipts" means receipts or certificates which evidence an undivided ownership interest in the right to the payment of portions of the principal of or interest on obligations described in clauses (a) or (b) of the term Government Obligations, provided that such obligations are held by a bank or trust company organized under the laws of the United States acting as custodian of such obligations, in a special account separate from the general assets of such custodian. PLEDGE OF NET REVENUES AND FLOW OF FUNDS Section 6.1. Pledge of Revenues; Limited Obligations. Subject only to the rights of the Issuer to apply amounts as provided in this Article VI, all Net Revenues shall be and are hereby pledged to the prompt payment of the Principal of, premium, if any, and interest on the Bonds; provided, however, that the pledge of the Net Revenues to any Subordinate Bonds shall be junior and subordinate in lien and right of payment to all Senior Bonds Outstanding at any time. Such moneys and securities shall immediately be subject to the lien of this pledge for the benefit of the Bondholders without any physical delivery thereof or further act, and the lien of this pledge shall be valid and binding against the Issuer and against all other persons having claims against the Issuer, whether such claims shall have arisen in tort, contract, or otherwise, and regardless of whether such persons have notice of the lien of this pledge. This pledge shall rank superior to all other pledges which may hereafter be made of any of the Net Revenues. The lien of the pledge made in this Section does not secure any obligation of the Issuer other than the Bonds. The Bonds shall be limited obligations of the Issuer as provided therein payable solely from the Net Revenues. The Bonds and the interest thereon shall not constitute a general or moral obligation of the Issuer nor a debt, indebtedness, or obligation of the Issuer or the State or any political subdivision thereof within the meaning of any constitutional, statutory or charter provision whatsoever. No taxing power of the Issuer is pledged to the payment of the Principal of, premium, if any, or interest on the Bonds or other costs incident thereto. Neither the members of the Governing Body nor any person executing the Bonds shall be liable personally on the Bonds by reason of the issuance thereof. Section 6.2. Special Funds. The following special funds shall be established, maintained and accounted for as hereinafter provided so long as any of the Bonds remain Outstanding: (a) Revenue Fund; (b) Operation and Maintenance Fund; (c) Bond Principal and Interest Fund; (d) Debt Service Reserve Fund; (e) Subordinate Bond Fund (while Subordinate Bonds are Outstanding); (f) Surplus Fund; and (g) Rebate Fund. The Issuer shall have the right to create special accounts, from time to time, in each of the foregoing Funds as the Governing Body determines to be desirable. Section 6.3. Flow of Funds. All Gross Revenues shall be deposited as received into the Revenue Fund. Moneys from time to time credited to the Revenue Fund shall be applied to the funds hereby established in the following order of priority: (a) First, to transfer to the Operation and Maintenance Fund sufficient amounts required for the payment of all current Operation and Maintenance Expenses, as provided in Section 6.4 of this Resolution. (b) Second, to transfer all amounts to the Bond Principal and Interest Fund as required by Section 6.5 of this Resolution. (c) Third, to transfer all amounts to the Debt Service Reserve Fund as required by Section 6.6 of this Resolution. (d) Fourth, to transfer all amounts to the Rebate Fund as required by Section 6.10 of this Resolution. (e) Fifth, to transfer all amounts to the Subordinate Bond Fund as required by Section 6.7 of this Resolution. (f) Sixth, to make deposits to the Surplus Fund as required in Section 6.8 of this Resolution. Section 6.4. Operation and Maintenance Fund. Money in the Revenue Fund shall first be disbursed to make deposits into the Operation and Maintenance Fund. There shall be deposited in the Operation and Maintenance Fund each month an amount sufficient to pay the Operation and Maintenance Expenses due, or expected to come due, during the month, plus an amount equal to one/twelfth of expenses payable on an annual basis such as insurance. After the first day of the month, further deposits may be made to the Operations and Maintenance Fund from the Revenue Fund to the extent necessary to pay current Operation and Maintenance Expenses accrued and payable to the extent that funds are not available in the Surplus Fund. Section 6.5. Bond Principal and Interest Fund. On or before the last business day of each month so long as any Bonds remain Outstanding, there shall next be transferred into the Bond Principal and Interest Fund (also referred to as the "Sinking Fund") from the Revenue Fund, to the extent not funded from capitalized interest, the following amounts: (a) General. Sufficient moneys shall be paid in periodic installments from the Revenue Fund into the Sinking Fund for the purpose of paying the Principal of and interest on the Senior Bonds as they become due and payable. Amounts held in the Sinking Fund shall be used solely to pay interest and Principal of the Senior Bonds as the same become due and payable (whether at maturity or upon redemption). (b) Interest. On or before the 30th day preceding each Interest Payment Date for Senior Bonds, the Issuer shall deposit in the Sinking Fund an amount which, together with any other moneys already on deposit therein and available to make such payment, is not less than the interest coming due on such Senior Bonds on such Interest Payment Date. (c) Principal. On or before the 30th day preceding each Principal Maturity Date for Senior Bonds, the Issuer shall deposit in the Sinking Fund an amount which, together with any other moneys already on deposit therein and available to make such payment, is not less than the Principal coming due on such Senior Bonds on such Principal Maturity Date. (d) Application of Money in Sinking Fund. No further payments need be made into the Sinking Fund whenever the amount available in the Sinking Fund, if added to the amount then in the Debt Service Reserve Fund, is sufficient to retire all Senior Bonds then Outstanding and to pay all unpaid interest accrued and to accrue prior to such retirement. No moneys in the Sinking Fund shall be used or applied to the optional purchase or redemption of Senior Bonds prior to maturity unless: (i) provision shall have been made for the payment of all of the Senior Bonds; or (ii) such moneys are applied to the purchase and cancellation of Senior Bonds which are subject to mandatory redemption on the next mandatory redemption date, which falls due within 12 months, such Senior Bonds are purchased at a price not more than would be required for mandatory redemption, and such Senior Bonds are cancelled upon purchase; or (iii) such moneys are in excess of the then required balance of the Sinking Fund and are applied to redeem a part of the Senior Bonds Outstanding on the next succeeding redemption date for which the required notice of redemption may be given. Section 6.6. Debt Service Reserve Fund. Upon the issuance of the Series 2008D Bonds, the Issuer shall deposit into the Debt Service Reserve Fund the amounts specified in Section 4.1. There also shall be deposited into the Debt Service Reserve Fund the amounts specified in Series Resolutions with respect to additional Senior Bonds. Notwithstanding the foregoing, there shall be no deposit into the Debt Service Reserve Fund with respect to any SRF Bonds nor shall the Debt Service Reserve Fund secure any SRF Bonds. After the issuance of any Senior Bonds, the increase in the amount of the Debt Service Reserve Requirement resulting from the issuance of such Senior Bonds shall be accumulated, to the extent not covered by deposits from Bond proceeds or funds on hand, over a period not exceeding 61 months from the date of delivery of such Senior Bonds in monthly deposits ("Accumulation Payments"), none of which is less than 1/60 of the amount to be accumulated. The balance of the Debt Service Reserve Fund shall be maintained at an amount equal to the Debt Service Reserve Requirement (or such lesser amount that is required to be accumulated in the Debt Service Reserve Fund in connection with the periodic accumulation to the Debt Service Reserve Requirement after the issuance of Senior Bonds). There shall be transferred from the Revenue Fund to the Debt Service Reserve Fund the amount necessary to restore, as further described below, the amount of cash and securities in the Debt Service Reserve Fund to an amount equal to the Debt Service Reserve Requirement (or such lesser monthly amount that is required to be deposited into the Debt Service Reserve Fund after the issuance of Senior Bonds). Whenever for any reason the amount in the Sinking Fund is insufficient to pay all interest or Principal becoming due on the Senior Bonds within the next seven days, the Issuer shall make up any deficiency by transfers from the following funds and accounts, in the following order of priority: first, from the Surplus Fund; and second, from the funds and accounts of the Issuer relating to Subordinate Bonds which are not Subordinate SRF Bonds. Whenever, on the date that such interest or Principal is due, there are insufficient moneys in the Sinking Fund available to make such payment, the Issuer shall, without further instructions, apply so much as may be needed of the moneys in the Debt Service Reserve Fund to prevent default in the payment of such interest or Principal, with priority to interest payments. Whenever by reason of any such application or otherwise (other than required Accumulation Payments), the amount remaining to the credit of the Debt Service Reserve Fund is less than the amount then required to be in the Debt Service Reserve Fund, such deficiency shall be remedied by monthly deposits from the Revenue Fund, to the extent funds are available in the Revenue Fund for such purpose after all required transfers set forth above have been made. Section 6.7. Subordinate Bond Fund. On or before the last business day of each month so long as any Subordinate Bonds remain Outstanding, there shall next be transferred into the Subordinate Bond Fund from the Revenue Fund such amounts as may be required to be deposited into the funds and accounts created by any Series Resolution authorizing the issuance of Subordinate Bonds, for the purpose of paying Principal of and interest on Subordinate Bonds, and accumulating reserves for such payments. Moneys credited to the Subordinate Bond Fund shall be used solely for the purpose provided in the Series Resolutions authorizing the Subordinate Bonds. Section 6.8. Surplus Fund. After making all payments and transfers hereinabove required, all amounts remaining in the Revenue Fund shall be transferred by the last day of each month to the Surplus Fund. Amounts credited to the Surplus Fund may be used for any lawful System purposes, including without limitation, to pay for any Projects, to pay costs of replacing any depreciable property or equipment of the System, to pay costs of any major or extraordinary repairs, replacements or renewals of the System, to acquire land or any interest therein, to pay any lease or contractual obligations not paid as Operation and Maintenance Expenses and to make any transfers required to cure any deficiencies in any funds. Section 6.9. Deficiencies in Funds. If in any month there shall not be transferred into any fund maintained pursuant to this Article, the full amounts required herein, amounts equivalent to such deficiency shall be set apart and transferred to such fund or funds from the first available and unallocated moneys in the Revenue Fund, and such transfer shall be in addition to the amounts otherwise required to be transferred to such funds during any succeeding month or months. Section 6.10. Rebate Fund. The Issuer shall calculate, from time to time, as required in order to comply with the provisions of Section 148(f) of the Internal Revenue Code of 1986, as amended, the amounts required to be rebated (including penalties) to the United States and shall deposit or cause to be deposited into the Rebate Fund any and all of such amounts promptly following a determination of any such amount. The Issuer shall direct any depository of the Rebate Fund to keep all moneys held therein invested in Permitted Investments. To the extent and at the times required in order to comply with Section 148(f) of the Code, the Issuer may withdraw funds from the Rebate Fund for the purpose of making rebate payments (including penalties) to the United States as required by Section 148(f) of the Code. Except as otherwise specifically provided in this Section, moneys in the Rebate Fund may not be withdrawn from the Rebate Fund for any other purpose. All Investments Earnings held in the Rebate Fund shall be retained in the Rebate Fund and shall become part of the Rebate Fund. Moneys held in the Rebate Fund, including the Investment Earnings thereon, if any, shall not be subject to a pledge in favor of the owners of the Bonds under the Series Resolution and may not be used to pay amounts due on the Bonds or amounts required for the operation, maintenance, enlargement, or extension of the System. Whenever the Issuer has filed all reports required to be filed with the United States pursuant to Section 148(f) of the Code with respect to any series of Bonds and has made all payments required to be made to the United States pursuant to Section 148(f) of the Code relating thereto, all moneys or investments remaining in the Rebate Fund may be transferred to the Surplus Fund, and such moneys and investments may be used by the Issuer for any lawful purpose. Section 6.11. Investment of Funds; Transfer of Investment Earnings. (a) Monies in all funds shall, at the option and direction of the Treasurer, be invested and secured in the manner required by law for public funds, in direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America, or in any other Permitted Investments; provided that all such deposits and investments shall be made in such manner that the money required to be expended from any fund will be available at the proper time or times. All such investments shall be valued no less frequently than the last business day of the Issuer's fiscal year at cost (taking into account normal amortization and accretions of premiums and discounts) or, in the case of investments having a maturity greater than five years from the date of valuation, at market value, except that any direct obligations of the United States of America - State and Local Government Series shall be continuously valued at their par value or principal face amount. For purposes of maximizing investment returns, money in such funds may be invested, together with money in other funds or with other money of the Issuer, in common investments of the kind described above, or in a common pool of such investments maintained by the Issuer which shall be kept and held at an official depository of the Issuer, which shall not be deemed to be a loss of the segregation of such money or funds. Safekeeping receipts, certificates of participation or other documents clearly evidencing the investment or investment pool in which such money is invested and the share thereof purchased with such money or owned by such fund shall be held by or on behalf of each such fund. If and to the extent necessary, such investments shall be promptly sold to prevent any default. (b) To the extent it is not otherwise provided for in a Series Resolution or is needed to eliminate a deficiency, all Investment Earnings derived from deposits and investments credited to the funds established in this Article shall be transferred or credited to the Revenue Fund. (c) Notwithstanding anything to the contrary contained herein, any interest and income derived from deposits and investment of any amounts credited to any fund or account may be paid to the federal government if in the written opinion of bond counsel such payment is required in order to prevent interest on any Bonds from being includable within the gross income of the owners thereof for federal income tax purposes. GENERAL PROVISIONS Section 7.1. Rate Covenant. The Issuer shall continuously own, control, operate, and maintain the System in an efficient and economical manner and on a revenue producing basis and shall at all times prescribe, fix, maintain and collect rates, fees and other charges for the services and facilities furnished by the System that are fully sufficient at all times to: (a) provide for 100% of the budgeted Operation and Maintenance Expenses and for the accumulation in the Revenue Fund of a reasonable reserve therefor; and (b) produce Net Revenues in each Fiscal Year which: (a) will equal at least 125% of the Debt Service Requirement on all Senior Bonds then Outstanding for the year of computation; (b) will enable the Issuer to make all required payments, if any, into the Debt Service Reserve Fund and the Rebate Fund; (c) will enable the Issuer to accumulate an amount which, in the judgment of the Governing Body, is adequate to meet the costs of major renewals, replacements, repairs, additions, betterments, and improvements to the System, necessary to keep the same in good operating condition or as is required by any governmental agency having jurisdiction over the System; and (d) will remedy all deficiencies in required payments into any of the funds and accounts established under the Resolution from prior Fiscal Years. If the Issuer fails to prescribe, fix, maintain and collect rates, fees and other charges in accordance with the provisions of this Section, the owners of not less than 25% in aggregate principal of the Bonds then Outstanding, without regard to whether any Event of Default shall have occurred, may institute and prosecute in any court of competent jurisdiction an appropriate action to compel the Issuer to prescribe, fix, maintain and collect rates, fees and other charges in accordance with the requirements of this Section. Section 7.2. Other Covenants Regarding the Operation of the System. The Issuer hereby covenants and agrees with each and every holder of the Bonds as follows: (a) Maintenance and Efficiency. The Issuer will maintain the System in good condition and operate it in an efficient manner and at reasonable cost. (b) Insurance. The Issuer shall maintain insurance for the benefit of the holders on the insurable portions of the System of a kind and in an amount which normally would be carried by private companies engaged in a similar kind of business. The proceeds of any insurance, except public liability insurance, shall be used to repair or replace the part or parts of the System damaged or destroyed, or if not so used shall be placed in the Operations and Maintenance Fund. (c) Accounting and Audits. The Issuer will cause to be kept proper books and accounts adapted to the System and in accordance with generally accepted accounting practices, and will diligently act to cause the books and accounts to be audited annually and reported upon not later than 180 days after the end of each Fiscal Year, or as soon thereafter as is practicable, by an Independent Auditor and will provide copies of the audit report to the Bondholders upon request. The Bondholders shall have at all reasonable times the right to inspect the System and the records, accounts and data of the Issuer relating thereto. (d) State Laws. The Issuer will faithfully and punctually perform all duties with reference to the System required by the Constitution and laws of the State of Iowa, including the making and collecting of reasonable and sufficient rates for services rendered by the System as above provided, and will segregate the revenues of the System and apply said revenues to the funds specified in this Resolution. (e) Pro e . The Issuer will not sell, lease, mortgage or in any manner dispose of the System, or any capital part thereof, including any and all extensions and additions that may be made thereto, until satisfaction and discharge of all of the Bonds shall have been provided for in the manner provided in this Resolution; provided, however, that this covenant shall not be construed to prevent the disposal by the Issuer of property which in the judgment of the Governing Body has become inexpedient or unprofitable to use in connection with the System, or if it is to the advantage of the System that other property of equal or higher value be substituted therefor, and provided further that the proceeds of the disposition of such property shall be placed in the Operations and Maintenance Fund and used in preference to other sources for capital improvements to the System. (f) Fidelity. The Issuer shall maintain fidelity bond coverage in amounts which normally would be carried by private companies engaged in a similar kind of business on each officer or employee having custody of funds of the System. (g) Additional Charges. The Issuer will require proper connecting charges and/or other security for the payment of services charges. (h) Budget. The Governing Body of the Issuer shall approve and conduct operations pursuant to a system budget of revenues and current expenses for each Fiscal Year. Such budget shall take into account revenues and expenses during the current and last preceding Fiscal Years. SENIOR BONDS AND SUBORDINATE BONDS Section 8.1. No Prior Lien Bonds nor Senior Bonds Except as Permitted in the Resolution. All Senior Bonds shall have complete parity of lien on the Net Revenues despite the fact that any of the Senior Bonds may be delivered at an earlier date than any other of the Senior Bonds. The Issuer may issue Senior Bonds in accordance with this Resolution, but the Issuer shall issue no other obligations of any kind or nature payable from or enjoying a lien on the Net Revenues or any part thereof having priority over or, except as permitted in this Resolution, on a parity with the Series 2008D Bonds. Section 8.2. Refunding Bonds. Any or all of the Senior Bonds may be refunded prior to maturity, upon redemption in accordance with their terms, or with the consent of the owners of such Senior Bonds, and the refunding Bonds so issued shall constitute Senior Bonds, if the Issuer shall have obtained a report from an Independent Auditor or a Financial Advisor demonstrating that the refunding will reduce the total debt service payments on the Senior Bonds being refunded on a present value basis or, as an alternative to, and in lieu thereof, the Senior Bonds are being refunded under arrangements which immediately result in making provision for the payment of the refunded Bonds. Section 8.3. Senior Bonds. Bonds (including refunding Bonds which do not meet the requirements of Section 8.2) may also be issued on a parity with the Series 2008D Bonds pursuant to a Series Resolution, and the Bonds so issued shall constitute Senior Bonds, if all of the following conditions are satisfied: (a) The Issuer shall have received, at or before issuance of the Senior Bonds, a report by an Independent Auditor or Financial Advisor to the effect that the historical Net Revenues for the preceding Fiscal Year were equal to at least 125% of the Maximum Annual Debt Service Requirement on all Senior Bonds which will be Outstanding immediately after the issuance of the proposed Senior Bonds. The report by the Independent Auditor or Financial Advisor as aforesaid may contain proforma adjustments to historical Net Revenues equal to 100% of the increased annual amount attributable to any revision in the schedule of rates, fees and charges for the services and facilities furnished by the System, adopted prior to the date of delivery of the proposed Senior Bonds and not fully reflected in the historical Net Revenues actually received during such 12 month period. For purposes of this Section, "preceding Fiscal Year" shall be the most recently completed Fiscal Year for which audited financial statements prepared by a certified public accountant are issued and available, but in no event a Fiscal Year which ended more than eighteen (18) months prior to the date of issuance of the additional Senior Bonds. (b) The Issuer shall have received, at or before issuance of the Senior Bonds, a report from an Independent Auditor or Financial Advisor to the effect that the payments required to be made into each account of the Sinking Fund, the Debt Service Reserve Fund and the Subordinate Bond Fund have been made and the balance in each account of each such Fund is not less than the balance required by this Resolution as of the date of issuance of the proposed Senior Bonds. (c) Except with respect to Senior SRF Bonds, the Series Resolution authorizing the proposed Senior Bonds must require (i) that the amount to be accumulated and maintained in the Debt Service Reserve Fund be increased to not less than 100% of the Debt Service Reserve Requirement computed on a basis which includes all Senior Bonds which will be Outstanding immediately after issuance of the proposed Senior Bonds and (ii) that the amount of such increase be deposited in the Debt Service Reserve Fund on or before the date and at least as fast as specified in Section 6.6 of this Resolution. (d) The Series Resolution authorizing the proposed Senior Bonds must require the proceeds of such proposed Senior Bonds to be used solely to make capital improvements to the System, to fund interest on the proposed Senior Bonds, to acquire existing or proposed water utilities, extensions or related facilities, to refund other obligations issued for such purposes (whether or not such refunding Bonds satisfy the requirements of Section 8.2), and to pay expenses incidental thereto and to the issuance of the proposed Senior Bonds. Section 8.4. Subordinate Bonds. (a) Bonds may also be issued on a subordinate basis to the Series 2008D Bonds and any other Senior Bonds pursuant to a Series Resolution, and the Bonds so issued shall constitute Subordinate Bonds, if all of the following conditions are satisfied: (1) The Series Resolution authorizing the Subordinate Bonds shall provide that such Subordinate Bonds shall be junior and subordinate in lien and right of payment to all Senior Bonds Outstanding at any time. (2) The Series Resolution authorizing the Subordinate Bonds shall establish funds and accounts for the moneys to be used to pay debt service on the Subordinate Bonds, and to provide any desired reserves therefor. (3) The requirements of Section 8.3(d) are met with respect to such Subordinate Bonds (as if such Bonds constituted Senior Bonds). (b) In the event of any insolvency or bankruptcy proceedings, and any receivership, liquidation, reorganization, or other similar proceedings in connection therewith, relative to the Issuer or to its creditors, as such, or to its property, and in the event of any proceedings for voluntary liquidation, dissolution, or other winding up of the Issuer, whether or not involving insolvency or bankruptcy, the owners of all Senior Bonds then Outstanding shall be entitled to receive payment in full of all Principal and interest due on all such Senior Bonds in accordance with the provisions of the Series Resolution before the owners of the Subordinate Bonds are entitled to receive any payment from the Net Revenues or the amounts held in the funds and accounts created under the Series Resolution on account of Principal of, premium, if any, or interest on the Subordinate Bonds. (c) If any Event of Default shall have occurred and be continuing (under circumstances when the provisions of paragraph (b) are not applicable), the owners of all Senior Bonds then Outstanding shall be entitled to receive payment in full of all Principal and interest then due on all such Senior Bonds before the owners of the Subordinate Bonds are entitled to receive any Payment from the Net Revenues or the amounts held in the funds and accounts created under the Series Resolution of Principal of, premium, if any, or interest on the Subordinate Bonds. (d) Any series of Subordinate Bonds may have such rank or priority with respect to any other series of Subordinate Bonds as may be provided in the Series Resolution authorizing such series of Subordinate Bonds and may contain such other provisions as are not in conflict with the provisions of the Series Resolution. Section 8.5. Accession of Subordinate Bonds to Senior Status. By proceedings authorizing all or any Subordinate Bonds, the Issuer may provide for the accession of such Subordinate Bonds to the status of complete parity with the Senior Bonds if, as of the date of accession, the conditions of Section 8.3 are satisfied, on a basis which includes all Outstanding Senior Bonds and such Subordinate Bonds, and if on the date of accession: (a) the Debt Service Reserve Fund contains an amount equal to the Debt Service Reserve Requirement computed on a basis which includes all Outstanding Senior Bonds and such Subordinate Bonds (but which excludes, in the case of both Outstanding Senior Bonds and such Subordinate Bonds, any SRF Bonds); and (b) the Sinking Fund contains the amount which would have been required to be accumulated therein on the date of accession if the Subordinate Bonds had originally been issued as Senior Bonds. Section 8.6. Adoption of Proceedings. The Governing Body shall adopt a Series Resolution authorizing the issuance of any additional Bonds and reciting that the requirements of this Article have been satisfied, and shall set forth in such proceedings, among other things, the date or dates such additional Bonds shall bear and the rate or rates of interest, interest payment date or dates, maturity date or dates, and redemption provisions with respect to such additional Bonds and any other matters applicable to such additional Bonds as the Governing Body may deem advisable. Any such Series Resolution shall restate and reaffirm, by reference, all of the applicable terms, conditions and provisions of this Resolution not modified by the Series Resolution. Section 8.7. Proceedings Authorizing Additional Bonds. No Series Resolution authorizing the issuance of additional Bonds as permitted under this Article shall conflict with the terms and conditions of this Resolution, except to the extent that the Series Resolution is adopted for one of the purposes set forth in Section 11.1 and complies with the provisions of Section 11.1 for the adoption of Supplemental Resolutions without the consent of Bondholders. Section 8.8. Applicability to Additional Bonds and Prior Resolution. (a) The provisions of this Resolution shall be construed as including and being applicable to any future series of Bonds, and any such Bonds shall be treated, unless otherwise specifically stated, as if they had been issued together with the Series 2008D Bonds and pursuant to the terms of this Resolution. (b) In accordance with the Consent and Waiver dated September 29, 2008 executed by the Iowa Finance Authority, in its capacity as the sole holder of the Outstanding SRF Loan, the provisions of the Prior Resolution are hereby amended and restated to conform to the provisions of this Resolution, and the Outstanding SRF Loan shall be deemed to be a Senior SRF Bond within the meaning of this Resolution. This Resolution shall be construed whenever possible so as not to conflict with the terms and conditions of the Loan and Disbursement Agreement approved in the Prior Resolution and entered into at the time of issuance of the Outstanding SRF Loan. In the event such construction is not possible, or in the event of any conflict or inconsistency between the terms hereof and those of the foregoing Loan and Disbursement Agreement, the terms of said Loan and Disbursement Agreement shall prevail and be given effect to the extent necessary to resolve any such conflict or inconsistency. Section 8.9. Credit Facilities. In connection with the issuance of any Bonds under the Series Resolution, the Issuer may obtain or cause to be obtained one or more Credit Facilities providing for payment of all or a portion of the Principal of, premium, if any, or interest due or to become due on such Bonds, providing for the purchase of such Bonds by the Credit Facility Provider, or providing funds for the purchase of such Bonds by the Issuer. In connection therewith the Issuer shall enter into Credit Facility Agreements with such Credit Facility Providers providing for, among other things, (i) the payment of fees and expenses to such Credit Facility Providers for the issuance of such Credit Facilities; (ii) the terms and conditions of such Credit Facilities and the Bonds affected thereby; and (iii) the security, if any, to be provided for the issuance of such Credit Facilities. The Issuer may secure any Credit Facility by an agreement providing for the purchase of the Bonds secured thereby with such adjustments to the rate of interest, method of determining interest, maturity, or redemption provisions as are specified by the Issuer in the applicable Series Resolution. The Issuer may in a Credit Facility Agreement agree to directly reimburse such Credit Facility Provider for amounts paid under the terms of such Credit Facility, together with interest thereon; provided, however, that no Reimbursement Obligation shall be created for purposes of the Series Resolution until amounts are paid under such Credit Facility. Any such Reimbursement Obligation shall be deemed to be a part of the Bonds to which the Credit Facility relates which gave rise to such Reimbursement Obligation, and references to Principal and interest payments with respect to such Bonds shall include Principal and interest due on the Reimbursement Obligation incurred as a result of payment of such Bonds with the Credit Facility. Any such Credit Facility shall be for the benefit of and secure such Bonds or portion thereof as specified in the applicable Series Resolution. DISCHARGE AND SATISFACTION Section 9.1. Discharge and Satisfaction of Bonds. The covenants, liens and pledges entered into, created or imposed pursuant to this Resolution or any Series Resolution may be fully discharged and satisfied with respect to the Bonds authorized thereunder, or any of them, in any one or more of the following ways: (a) By paying the said Bonds when the same shall become due and payable; and (b) By depositing in trust with the Treasurer, or with a corporate trustee designated by the Governing Body for the payment of said Bonds and irrevocably appropriated exclusively to that purpose an amount in cash or Government Obligations the maturities and income of which shall be sufficient to retire at maturity, or by redemption prior to maturity on a designated date upon which said Bonds may be redeemed, all of such Bonds Outstanding at the time, together with the interest thereon to maturity or to the designated redemption date, premiums thereon, if any that may be payable on the redemption of the same; provided that proper notice of redemption of all such obligations to be redeemed shall have been previously published or provisions shall have been made for such publication. Upon such payment or deposit of money or securities, or both, in the amount and manner provided by this Section, all liability of the Issuer with respect to such Bonds shall cease, determine and be completely discharged, and the holders thereof shall be entitled only to payment out of the money or securities so deposited. EVENTS OF DEFAULT AND REMEDIES Section 10.1. Events of Default. An Event of Default is one or more of the following: (a) A default shall be made in the due and punctual payment of the principal or redemption price of any Bond when and as the same shall become due and payable, whether at maturity or by call or proceedings for redemption, or otherwise; (b) A default shall be made in the due and punctual payment of any installment of interest on any Bond when and as such interest installment shall become due and payable; (c) A default shall be made by the Issuer in the performance or observance of any other of the covenants, agreements or conditions on its part in the Series Resolution or in the Bonds contained, and such default shall have continued for a period of 90 days after written notice specifying such default and requiring that it shall have been remedied is given to the Issuer by the owners of not less than 25% in principal amount of the Bonds Outstanding; provided that, if such failure cannot be corrected within such 90 day period, it shall not constitute an Event of Default if corrective action is instituted within such period and such corrective action is diligently pursued until the failure is corrected, provided that if such corrective action includes legal action such legal action shall be diligently pursued until either the failure is corrected or such failure shall be determined by a court of final and competent jurisdiction as not correctable as a matter of law. Section 10.2. Default and Remedies. In the event of (a) a default on the part of the Issuer in the prompt and full payment of principal of or interest on any Bond, or (b) a default in the keeping of any other covenant herein contained (if such default shall continue for a period of ninety days after written notice specifying the nature of the default and requiring it to be remedied is received by the Issuer), the holders of the Bonds shall have the right to proceed at law or in equity by suit, action or mandamus to enforce and compel performance of the duties required by the terms of the Resolution authorizing the issuance of the Bonds, or to obtain the appointment of a receiver to take possession of and operate the System, and to perform the duties required by the terms of the Resolution. The holders of the Bonds shall have no right to accelerate any payment obligation of the Issuer with respect to the Bonds. No holder of any Bond shall have the right to institute any proceeding, judicial or otherwise, for the enforcement of the covenants herein contained, except as provided in this Section. The holders of not less than 25% in principal amount of the Outstanding Bonds shall have the right, either at law or in equity, through suit, action or other proceedings, to protest and enforce the rights of all holders of such Bonds and to compel the performance of any and all of the covenants required herein to be performed by the Issuer, and its officers and employees, including but not limited to the fixing and maintaining of rates, fees and charges and the collection and proper segregation of Net Revenues and the application and use thereof. The holders of a majority in principal amount of Outstanding Bonds shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Bondholders or the exercise of any power conferred on them and the right to waive a default in the performance of any such covenant, and its consequences, except a default in the payment of the principal of or interest on any Bond when due. Nothing herein, however, shall impair the absolute and unconditional right of the holder of each Bond to receive payment of the principal of, premium, if any, and interest on such Bond as such principal, premium and interest respectively become due, and to institute suit for any such payment. Section 10.3. Resolution a Contract. The provisions of this Resolution shall constitute a contract between the Issuer and the holder or holders of the Bonds, and after the issuance of any of the Bonds no change, variation or alteration of any kind in the provisions of this Resolution shall be made in any manner, except as provided in Article XI, until such time as all of the Bonds, and interest due thereon, shall have been satisfied and discharged as provided in this Resolution. SUPPLEMENTAL RESOLUTIONS Section 11.1. Amendment of Resolution Without Consent. The Issuer may, without the consent of or notice to any of the holders of the Bonds, approve one or more Supplemental Resolutions, which thereafter shall form a part of this Resolution, for any one or more of the following purposes: (a) to cure any ambiguity, defect, omission or inconsistent provision in this Resolution or in the Bonds; or to comply with any applicable provision of law or regulation of federal or state agencies; provided, however, that such action shall not materially adversely affect the interests of the holders of the Bonds; (b) to change the terms or provisions of this Resolution to the extent necessary to prevent the interest on the Bonds from being includable within the gross income of the holders thereof for federal income tax purposes; (c) to grant to or confer upon the holders of the Bonds any additional rights, remedies, powers or authority that may lawfully be granted to or conferred upon the holders of the Bonds; (d) to add to the covenants and agreements of the Issuer contained in this Resolution other covenants and agreements of, or conditions or restrictions upon, the Issuer or to surrender or eliminate any right or power reserved to or conferred upon the Issuer in this Resolution; (e) To subject to the lien and pledge of this Resolution additional Net Revenues as may be permitted by law; (f) To modify any of the provisions of the Resolution in any respect if such modification shall not become effective until after the Bonds Outstanding immediately prior to the effective date of such Supplemental Resolution shall cease to be Outstanding and if any Bonds issued contemporaneously with or after the effective date of such Supplemental Resolution shall contain a specific reference to the modifications contained in such subsequent proceedings; (g) To modify the Resolution to provide for the issuance of Senior Bonds or Subordinate Bonds, and such modification may deal with any subjects and make any provisions which the Issuer deems necessary or desirable for that purpose; (h) To modify any of the provisions of the Resolution in any respect (other than a modification of the type described in Section 11.2 requiring the consent of the Bondholders); provided that for (i) any Outstanding Bonds which are assigned a Rating and which are not secured by a Credit Facility providing for the payment of the full amount of Principal and interest to be paid thereon, each Rating Agency shall have given written notification to the Issuer that such modification will not cause the then applicable Rating on any Bonds to be reduced or withdrawn, and (ii) any Outstanding Bonds which are secured by Credit Facilities providing for the payment of the full amount of the Principal and interest to be paid thereon, each Credit Facility Provider shall have consented in writing to such modification. Section 11.2. Amendment of Resolution Requiring Consent. The Issuer also may approve one or more Supplemental Resolutions, which thereafter shall form a part of this Resolution, if such Supplement Resolution shall have been consented to by holders of not less than two-thirds (2/3) in principal amount of the Bonds at any time Outstanding (not including in any case any Bonds which may then be held or owned by or for the account of the Issuer, but including such refunding Bonds as may have been issued for the purpose of refunding any of such Bonds if such refunding Bonds shall not then be owned by the Issuer); but this Resolution may not be so amended in such manner as to: (a) Make any change in the maturity or interest rate of the Bonds, or modify the terms of payment of Principal of or interest on the Bonds or any of them or impose any conditions with respect to such payment; (b) Materially affect the rights of the holders of less than all of the Bonds then Outstanding; and (c) Reduce the percentage of the Principal amount of Bonds, the consent of the holders of which is required to effect a further amendment; in each case without the consent of the owners of all of the affected Bonds then Outstanding. Whenever the Issuer shall propose to amend this Resolution under the provisions of this Section, it shall cause notice of the Supplemental Resolution to be filed with the Original Purchaser and to be mailed by certified mail to each registered owner of any Bond as shown by the records of the Registrar. Such notice shall set forth the nature of the proposed amendment and shall state that a copy of the proposed Supplemental Resolution is on file in the office of the City Clerk. Whenever at any time within one year from the date of the mailing of said notice there shall be filed with the City Clerk an instrument or instruments executed by the holders of at least two-thirds in aggregate principal amount of the Bonds then outstanding as in this Section defined, which instrument or instruments shall refer to the proposed Supplemental Resolution described in said notice and shall specifically consent to and approve the adoption thereof, thereupon, but not otherwise, the Governing Body of the Issuer may adopt such Supplemental Resolution and such Supplemental Resolution shall become effective and binding upon the holders of all of the Bonds. Any consent given by the holder of a Bond pursuant to the provisions of this Section shall be irrevocable for a period of six months from the date of the instrument evidencing such consent and shall be conclusive and binding upon all future holders of the same Bond during such period. Such consent may be revoked at any time after six months from the date of such instrument by the holder who gave such consent or by a successor in title by filing notice of such revocation with the City Clerk. The fact and date of the execution of any instrument under the provisions of this Section may be proved by the certificate of any officer in any jurisdiction who by the laws thereof is authorized to take acknowledgments of deeds within such jurisdiction that the person signing such instrument acknowledged before him the execution thereof, or may be proved by an affidavit of a witness to such execution sworn to before such officer. The amount and numbers of the Bonds held by any person executing such instrument and the date of his holding the same may be proved by an affidavit by such person or by a certificate executed by an officer of a bank or trust company showing that on the date therein mentioned such person had on deposit with such bank or trust company the Bonds described in such certificate. EXCERPTS FROM THE SERIES RESOLUTION 2. Definitions. Except as otherwise provided below in this Article I, all words and terms defined in Article I of the Master Resolution shall have the same meanings in this Series Resolution as such defined words and terms are given in Article I of the Master Resolution. In addition, the following terms shall have the following meanings in this Series Resolution unless the text expressly or by necessary implication requires otherwise: • "Bonds" or the "Series 2021C Bonds" shall mean $3,720,000* Water Revenue Refunding Bonds, Series 2021C, authorized to be issued by this Resolution. "Call Date" shall mean August 19, 2021, on which date the Refunded Bonds shall be redeemed and paid. • "Cede & Co." shall mean Cede & Co., the nominee of DTC, and any successor nominee of DTC with respect to the Bonds. • "Clerk" shall mean the City Clerk, or such other officer of the successor Governing Body as shall be charged with substantially the same duties and responsibilities. • "Continuing Disclosure Certificate" shall mean that certain Continuing Disclosure Certificate executed by the Issuer and dated the date of issuance and delivery of the Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof. • "Master Resolution" means the City Council Resolution No. 379-08, passed and approved on October 20, 2008, entitled "Master Resolution relating to the issuance of Water Revenue Bonds by the City of Dubuque, Iowa under the provisions of Chapter 384 of the Code of Iowa, authorizing and providing for the issuance and securing the payment of $1,195,000 Water Revenue Bonds, Series 2008D, providing for a method of payment thereof, funding a Debt Service Reserve Fund, and related matters," as the same may be amended from time to time. "Original Purchaser" shall mean the purchaser of the Bonds from Issuer at the time of their original issuance. • "Paying Agent" shall mean UMB Bank, N.A., or such successor as may be approved by Issuer as provided herein and who shall carry out the duties prescribed herein as Issuer's agent to provide for the payment of principal of and interest on the Bonds as the same shall become due. • "Refunded Bonds" shall mean $215,000 of the Water Revenue Bonds, Series 201 OD dated September 21, 2010, and $3,610,000 of the Water Revenue Bonds, Series 2008D dated November 4, 2008. • "Registrar" shall mean UMB Bank, N.A. of West Des Moines, Iowa, or such successor as may be approved by Issuer as provided herein and who shall carry out the duties prescribed herein with respect to maintaining a register of the owners of the Bonds. Unless otherwise specified, the Registrar shall also act as Transfer Agent for the Bonds. • "Reserve Fund Requirement" shall have the meaning set forth below, notwithstanding any contrary language in the Master Resolution: the amount determined to be a reasonable reserve for the payment of Principal of and interest on Senior Bonds (other than Senior SRF Bonds), which amount shall be the least of (a) 10% of the stated Principal amount of the Senior Bonds (other than Senior SRF Bonds), (b) the maximum annual Principal and interest requirements on the Senior Bonds (other than Senior SRF Bonds), or (c) 125% of the average annual Principal and interest requirements on the Senior Bonds (other than Senior SRF Bonds). If the aggregate initial offering price of a series of Bonds to the public is less than 98% or more than 102% of par, such offering price shall be used in lieu of the stated Principal amount. Notwithstanding the foregoing, the Debt Service Reserve Requirement, if any, in connection with any Senior SRF Bonds or any Subordinate Bonds shall be as provided in the Series Resolution authorizing the issuance of such Senior SRF Bonds or such Subordinate Bonds. "Series Resolution" shall mean this resolution authorizing the issuance of the Bonds. "Series 2021 C Costs of Issuance Account" means the account by that name within the Project Fund established in Section 5.1 of the Master Resolution. "Series 2021 C Projects" shall paying costs of refunding outstanding revenue obligations of the City, including Water Revenue Bonds, Series 2010D dated September 21, 2010, and Water Revenue Bonds, Series 2008D dated November 4, 2008. "Series 2021C Projects Account" means the account by that name within the Project Fund established in Section 5.1 of the Master Resolution. "Series 2021 C Rebate Account" means the account by that name within the Rebate Fund established in Section 6.10 of the Master Resolution. • "Tax Exemption Certificate" shall mean the Tax Exemption Certificate executed by the Treasurer and delivered at the time of issuance and delivery of the Bonds. • "Treasurer" shall mean the Director of Finance & Budget or such other officer as shall succeed to the same duties and responsibilities with respect to the recording and payment of the Bonds issued hereunder. 3. Authority. The Bonds authorized by this Resolution shall be issued pursuant to Division V, Chapter 384 of the City Code of Iowa, and in compliance with the Master Resolution and all applicable provisions of the Constitution and laws of the State of Iowa. 4. Status as Series Resolution and Senior Bonds. This Series Resolution shall constitute and be treated as a Series Resolution within the meaning of the Master Resolution. The terms of the Master Resolution are hereby ratified, confirmed and approved and all of the provisions thereof are hereby made applicable to the Series 2021C Bonds as if fully set forth herein, except as the same may otherwise be modified in this Series Resolution. The Series 2012C Bonds shall constitute and be treated for all purposes as Senior Bonds under the Master Resolution. 5. Authorization and Purpose. Pursuant to the Master Resolution, there are hereby authorized to be issued, negotiable, serial, fully registered Water Revenue Refunding Bonds of the City, in the County of Dubuque, State of Iowa, Series 2021, in the aggregate amount of $3,720,000* for the purpose of paying costs of refunding outstanding revenue obligations of the City, including Water Revenue Bonds, Series 2010D dated September 21, 2010, and Water Revenue Bonds, Series 2008D dated November 4, 2008. 6. Source of Payment. The Bonds herein authorized and Parity Bonds and the interest thereon shall be payable solely and only out of the net earnings of the System and shall be a first lien on the future Net Revenues of the System. The Bonds shall not be general obligations of the Issuer nor shall they be payable in any manner by taxation and the Issuer shall be in no manner liable by reason of the failure of the Net Revenues to be sufficient for the payment of the Bonds. 7. Bond Details. Pursuant to the provisions of the Master Resolution, and in particular Section 8.3 thereof, Water Revenue Refunding Bonds of the City in the amount of $3,720,000* shall be issued pursuant to the provisions of Section 384.83 of the City Code of Iowa for the aforesaid purpose. The Bonds shall be issued as Senior Bonds under the terms of the Master Resolution, shall be designated "WATER REVENUE REFUNDING BOND, SERIES 2021 C", be dated August 18, 2021, and bear interest from the date thereof, until payment thereof, at the office of the Paying Agent, the interest payable on December 1, 2021 and semiannually thereafter on the 1 st day of June and December in each year until maturity at the rates hereinafter provided. The Bonds shall be in substantially the form set forth in Exhibit A attached hereto, with such variations, omissions, substitutions and insertions as are required or permitted by this Series Resolution. The Bonds shall be executed by the manual or facsimile signature of the Mayor and attested by the manual or facsimile signature of the City Clerk, and impressed or printed with the seal of the City and shall be fully registered as to both principal and interest as provided in this Resolution; principal, interest and premium, if any shall be payable at the office of the Paying Agent by mailing of a check to the registered owner of the Bond. The Bonds shall be in the denomination of $5,000 or multiples thereof. The Bonds shall mature and bear interest as follows: Principal Interest Maturity Amount Rate June 1 st [* Term Bonds] 8. Redemption. Bonds maturing after June 1, 2028, may be called for redemption by the Issuer and paid before maturity on such date or any date thereafter, from any funds regardless of source, in whole or from time to time in part, in any order of maturity and within an annual maturity by lot. The terms of redemption shall be par, plus accrued interest to date of call. Notice of redemption shall be given as provided in the Master Resolution. 9. Mandatory Payment and Redemption of Bonds. All Bonds are subject to mandatory redemption prior to maturity at a price equal to 100% of the portion of the principal amount thereof to be redeemed plus accrued interest at the redemption date on June I st of each of the years in the principal amount set opposite each year in the following schedule: The Term Bonds Principal Interest Maturity Amount Rate June 1st * Maturity The principal amount of Term Bonds may be reduced through the earlier optional redemption, with any partial optional redemption of the Term Bonds credited against future mandatory redemption requirements for such Terms Bonds in such order as the Council shall determine. 10. Issuance of Bonds in Book -Entry Form; Replacement Bonds. a. Notwithstanding the other provisions of this Resolution regarding registration, ownership, transfer, payment and exchange of the Bonds, unless the Issuer determines to permit the exchange of Depository Bonds for Bonds in the Authorized Denominations, the Bonds shall be issued as Depository Bonds in denominations of the entire principal amount of each maturity of Bonds (or, if a portion of the principal amount is prepaid, the principal amount less the prepaid amount); and such Depository Bonds shall be registered in the name of Cede & Co., as nominee of DTC. Payment of semi-annual interest for any Depository Bond shall be made by wire transfer or New York Clearing House or equivalent next day funds to the account of Cede & Co. on the interest payment date for the Bonds at the address indicated in or pursuant to the Representation Letter. b. With respect to Depository Bonds, neither the Issuer nor the Paying Agent shall have any responsibility or obligation to any Participant or to any Beneficial Owner. Without limiting the immediately preceding sentence, neither the Issuer nor the Paying Agent shall have any responsibility or obligation with respect to (i) the accuracy of the records of DTC or its nominee or of any Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any Participant, any Beneficial Owner or any other person, other than DTC or its nominee, of any notice with respect to the Bonds, (iii) the payment to any Participant, any Beneficial Owner or any other person, other than DTC or its nominee, of any amount with respect to the principal of, premium, if any, or interest on the Bonds, or (iv) the failure of DTC to provide any information or notification on behalf of any Participant or Beneficial Owner. The Issuer and the Paying Agent may treat DTC or its nominee as, and deem DTC or its nominee to be, the absolute owner of each Bond for the purpose of payment of the principal of, premium, if any, and interest on such Bond, for the purpose of all other matters with respect to such Bond, for the purpose of registering transfers with respect to such Bonds, and for all other purposes whatsoever (except for the giving of certain Bondholder consents, in accordance with the practices and procedures of DTC as may be applicable thereto). The Paying Agent shall pay all principal of, premium, if any, and interest on the Bonds only to or upon the order of the Bondholders as shown on the Registration Books, and all such payments shall be valid and effective to fully satisfy and discharge the Issuer's obligations with respect to the principal of, premium, if any, and interest on the Bonds to the extent so paid. Notwithstanding the provisions of this Resolution to the contrary (including without limitation those provisions relating to the surrender of Bonds, registration thereof, and issuance in Authorized Denominations), as long as the Bonds are Depository Bonds, full effect shall be given to the Representation Letter and the procedures and practices of DTC thereunder, and the Paying Agent shall comply therewith. C. Upon (i) a determination by the Issuer that DTC is no longer able to carry out its functions or is otherwise determined unsatisfactory, or (ii) a determination by DTC that the Bonds are no longer eligible for its depository services or (iii) a determination by the Paying Agent that DTC has resigned or discontinued its services for the Bonds, if such substitution is authorized by law, the Issuer shall (A) designate a satisfactory substitute depository as set forth below or, if a satisfactory substitute is not found, (B) provide for the exchange of Depository Bonds for replacement Bonds in Authorized Denominations. d. To the extent authorized by law, if the Issuer determines to provide for the exchange of Depository Bonds for Bonds in Authorized Denominations, the Issuer shall so notify the Paying Agent and shall provide the Registrar with a supply of executed unauthenticated Bonds to be so exchanged. The Registrar shall thereupon notify the owners of the Bonds and provide for such exchange, and to the extent that the Beneficial Owners are designated as the transferee by the owners, the Bonds will be delivered in appropriate form, content and Authorized Denominations to the Beneficial Owners, as their interests appear. e. Any substitute depository shall be designated in writing by the Issuer to the Paying Agent. Any such substitute depository shall be a qualified and registered "clearing agency" as provided in Section 17A of the Securities Exchange Act of 1934, as amended. The substitute depository shall provide for (i) immobilization of the Depository Bonds, (ii) registration and transfer of interests in Depository Bonds by book entries made on records of the depository or its nominee and (iii) payment of principal of, premium, if any, and interest on the Bonds in accordance with and as such interests may appear with respect to such book entries. Registration of Bonds; Annointment of Registrar: Transfer: Ownershin: Deliverv: and Cancellation. a. Registration. The ownership of Bonds may be transferred only by the making of an entry upon the books kept for the registration and transfer of ownership of the Bonds, and in no other way. UMB Bank, N.A. is hereby appointed as Bond Registrar under the terms of this Resolution and under the provisions of a separate agreement with the Issuer filed herewith which is made a part hereof by this reference. Registrar shall maintain the books of the Issuer for the registration of ownership of the Bonds for the payment of principal of and interest on the Bonds as provided in this Resolution. All Bonds shall be negotiable as provided in Article 8 of the Uniform Commercial Code and Section 384.83(5) of the Code of Iowa, subject to the provisions for registration and transfer contained in the Bonds and in this Resolution. b. Transfer. The ownership of any Bond may be transferred only upon the Registration Books kept for the registration and transfer of Bonds and only upon surrender thereof at the office of the Registrar together with an assignment duly executed by the holder or his duly authorized attorney in fact in such form as shall be satisfactory to the Registrar, along with the address and social security number or federal employer identification number of such transferee (or, if registration is to be made in the name of multiple individuals, of all such transferees). In the event that the address of the registered owner of a Bond (other than a registered owner which is the nominee of the broker or dealer in question) is that of a broker or dealer, there must be disclosed on the Registration Books the information pertaining to the registered owner required above. Upon the transfer of any such Bond, a new fully registered Bond, of any denomination or denominations permitted by this Resolution in aggregate principal amount equal to the unmatured and unredeemed principal amount of such transferred fully registered Bond, and bearing interest at the same rate and maturing on the same date or dates shall be delivered by the Registrar. C. Registration of Transferred Bonds. In all cases of the transfer of the Bonds, the Registrar shall register, at the earliest practicable time, on the Registration Books, the Bonds, in accordance with the provisions of this Resolution. d. Ownership. As to any Bond, the person in whose name the ownership of the same shall be registered on the Registration Books of the Registrar shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of or on account of the principal of any such Bonds and the premium, if any, and interest thereon shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond, including the interest thereon, to the extent of the sum or sums so paid. e. Cancellation. All Bonds which have been redeemed shall not be reissued but shall be cancelled by the Registrar. All Bonds which are cancelled by the Registrar shall be destroyed and a certificate of the destruction thereof shall be furnished promptly to the Issuer; provided that if the Issuer shall so direct, the Registrar shall forward the cancelled Bonds to the Issuer. f. Non -Presentment of Bonds. In the event any payment check, wire, or electronic transfer of funds representing payment of principal of or interest on the Bonds is returned to the Paying Agent or if any bond is not presented for payment of principal at the maturity or redemption date, if funds sufficient to pay such principal of or interest on Bonds shall have been made available to the Paying Agent for the benefit of the owner thereof, all liability of the Issuer to the owner thereof for such interest or payment of such Bonds shall forthwith cease, terminate and be completely discharged, and thereupon it shall be the duty of the Paying Agent to hold such funds, without liability for interest thereon, for the benefit of the owner of such Bonds who shall thereafter be restricted exclusively to such funds for any claim of whatever nature on his part under this Resolution or on, or with respect to, such interest or Bonds. The Paying Agent's obligation to hold such funds shall continue for a period equal to two years and six months following the date on which such interest or principal became due, whether at maturity, or at the date fixed for redemption thereof, or otherwise, at which time the Paying Agent shall surrender any remaining funds so held to the Issuer, whereupon any claim under this Resolution by the Owners of such interest or Bonds of whatever nature shall be made upon the Issuer. 12. Reissuance of Mutilated, Destroyed, Stolen or Lost Bonds. In case any outstanding Bond shall become mutilated or be destroyed, stolen or lost, the Issuer shall at the request of Registrar authenticate and deliver a new Bond of like tenor and amount as the Bond so mutilated, destroyed, stolen or lost, in exchange and substitution for such mutilated Bond to Registrar, upon surrender of such mutilated Bond, or in lieu of and substitution for the Bond destroyed, stolen or lost, upon filing with the Registrar evidence satisfactory to the Registrar and Issuer that such Bond has been destroyed, stolen or lost and proof of ownership thereof, and upon furnishing the Registrar and Issuer with satisfactory indemnity and complying with such other reasonable regulations as the Issuer or its agent may prescribe and paying such expenses as the Issuer may incur in connection therewith. 13. Record Date. Payments of principal and interest, otherwise than upon full redemption, made in respect of any Bond, shall be made to the registered holder thereof or to their designated agent as the same appear on the books of the Registrar on the 15th day of the month preceding the payment date. All such payments shall fully discharge the obligations of the Issuer in respect of such Bonds to the extent of the payments so made. Payment of principal shall only be made upon surrender of the Bond to the Paying Agent. 14. Execution, Authentication and Delivery of the Bonds. Upon the adoption of this Resolution, the Mayor and Clerk shall execute and deliver the Bonds to the Registrar, who shall authenticate the Bonds and deliver the same to or upon order of the Original Purchaser. No Bond shall be valid or obligatory for any purpose or shall be entitled to any right or benefit hereunder unless the Registrar shall duly endorse and execute on such Bond a Certificate of Authentication substantially in the form of the Certificate herein set forth. Such Certificate upon any Bond executed on behalf of the Issuer shall be conclusive evidence that the Bond so authenticated has been duly issued under this Resolution and that the holder thereof is entitled to the benefits of this Resolution. No Bonds shall be authenticated and delivered by the Registrar, unless and until there shall have been provided the following: A certified copy of the resolution of Issuer authorizing the issuance of the Bonds. A written order of Issuer signed by the Treasurer directing the authentication and delivery of the Bonds to or upon the order of the Original Purchaser upon payment of the purchase price as set forth therein. The opinion of Ahlers & Cooney, P.C., Bond Counsel, affirming the validity and legality of all the Bonds proposed to be issued. 15. Right to Name Substitute Pang Agent or Re ig strar. Issuer reserves the right to name a substitute, successor Registrar or Paying Agent upon giving prompt written notice to each registered bondholder. 16. Application of Bond Proceeds - Redemption and Current Refunding of Refunded Bonds. Proceeds of the Bonds shall be applied as follows: ♦ An amount equal to $ shall be deposited in the Reserve Fund. ♦ $ of proceeds shall be deposited in trust with the Treasurer for the payment of the Refunded Bonds and is irrevocably appropriated exclusively to the payment of principal of, interest on and premium, if any, due on the redemption thereof of the Refunded Bonds. Said amount shall be held separately from all other moneys or accounts, in cash or direct obligations of the United States, maturing on or before the Call Date of the Refunded Bonds, and is determined to be sufficient to retire on the designated Call Date all of such obligations, together with the interest thereon to the designated redemption date and premium thereon, if any, that may be payable on the redemption of the same. ♦ The remaining proceeds shall be held by the Treasurer and applied to pay the costs of issuance of the Bonds. The Refunded Bonds are called and shall be redeemed as of the Call Date. The Clerk is hereby authorized and directed to cause notice of such redemption to be given in compliance with the terms of the Refunded Bonds. Any excess proceeds remaining on hand after completion of the purpose of issuance shall be used to call or otherwise retire Bonds. 17. The Series 2021C Bonds shall be issued as Senior Bonds under the Master Resolution, and shall be secured by and payable from amounts held in the Debt Service Reserve Fund established in the Master Resolution. Upon issuance of the Series 2021 C Bonds, the amount to be accumulated and maintained in the Debt Service Reserve Fund shall be increased, and shall continue to remain equal to 100% of the Debt Service Reserve Requirement computed on a basis which includes all Senior Bonds which will be Outstanding immediately after issuance of the Series 2021 C Bonds and which are not Senior SRF Bonds. Notwithstanding any language to the contrary in the Master Resolution, the Debt Service Reserve Requirement shall be computed as described in this Series Resolution. 18. Disposition of Bond Proceeds; Arbitrage Not Permitted. The Issuer reasonably expects and covenants that no use will be made of the proceeds from the issuance and sale of the Bonds issued hereunder which will cause any of the Bonds to be classified as arbitrage bonds within the meaning of Section 148(a) and (b) of the Internal Revenue Code of the United States, and that throughout the term of the Bonds it will comply with the requirements of the statute and regulations issued thereunder. To the best knowledge and belief of the Issuer, there are no facts or circumstances that would materially change the foregoing statements or the conclusion that it is not expected that the proceeds of the Bonds will be used in a manner that would cause the Bonds to be arbitrage bonds. Without limiting the generality of the foregoing, the Issuer hereby agrees to comply with the provisions of the Tax Exemption Certificate and the provisions of the Tax Exemption Certificate are hereby incorporated by reference as part of this Resolution. The Treasurer is hereby directed to make and insert all calculations and determinations necessary to complete the Tax Exemption Certificate in all respects and to execute and deliver the Tax Exemption Certificate at issuance of the Bonds to certify as to the reasonable expectations and covenants of the Issuer at that date. The Issuer covenants that it will treat as Yield Restricted any proceeds of the Bonds remaining unexpended after three years from the issuance and any other funds required by the Tax Exemption Certificate to be so treated. If any investments are held with respect to the Bonds and Parity Bonds, the Issuer shall treat the same for the purpose of restricted yield as held in proportion to the original principal amounts of each issue. The Issuer covenants that it will exceed any investment yield restriction provided in this Resolution only in the event that it shall first obtain an opinion of recognized bond counsel that the proposed investment action will not cause the Bonds to be classified as arbitrage bonds under Section 148(a) and (b) of the Internal Revenue Code or regulations issued thereunder. The Issuer covenants that it will proceed with due diligence to spend the proceeds of the Bonds for the purpose set forth in this Resolution. The Issuer further covenants that it will make no change in the use of the proceeds available for the construction of facilities or change in the use of any portion of the facilities constructed therefrom by persons other than the Issuer or the general public unless it has obtained an opinion of bond counsel or a revenue ruling that the proposed project or use will not be of such character as to cause interest on any of the Bonds not to be exempt from federal income taxes in the hands of holders other than substantial users of the project, under the provisions of Section 142(a) of the Internal Revenue Code of the United States, related statutes and regulations. 19. Additional Covenants, Representations and Warranties of the Issuer. The Issuer certifies and covenants with the purchasers and holders of the Bonds from time to time outstanding that the Issuer through its officers, (a) will make such further specific covenants, representations and assurances as may be necessary or advisable; (b) comply with all representations, covenants and assurances contained in the Tax Exemption Certificate, which Tax Exemption Certificate shall constitute a part of the contract between the Issuer and the owners of the Bonds; (c) consult with bond counsel (as defined in the Tax Exemption Certificate); (d) pay to the United States, as necessary, such sums of money representing required rebates of excess arbitrage profits relating to the Bonds; (e) file such forms, statements and supporting documents as may be required and in a timely manner; and (f) if deemed necessary or advisable by its officers, to employ and pay fiscal agents, financial advisors, attorneys and other persons to assist the Issuer in such compliance. 20. Severability. If any section, paragraph, or provision of this Resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions. 21. General Authorization. From and after the date of adoption of this Series Resolution, the officers, employees and agents of the City are hereby authorized to do all such acts and things and to execute and deliver any and all other documents, agreements, certificates and instruments relating to the Series 2021C Bonds, the investment of the proceeds thereof and the other transactions contemplated on the part of the City by this Series Resolution, including, but not limited to, the Tax Exemption Certificate. 22. Continuing Disclosure. The Issuer hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Certificate, and the provisions of the Continuing Disclosure Certificate are hereby approved and incorporated by reference as part of this Resolution and made a part hereof and the Mayor and the City Clerk are hereby authorized to execute and deliver the same at issuance of the Bonds. Notwithstanding any other provision of this Resolution, failure of the Issuer to comply with the Continuing Disclosure Certificate shall not be considered an event of default under this Resolution; however, any holder of the Bonds or Beneficial Owner may take such actions as may be necessary and appropriate, including seeking specific performance by court order, to cause the Issuer to comply with its obligations under the Continuing Disclosure Certificate. For purposes of this Section, 'Beneficial Owner" means any person which (a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries), or (b) is treated as the owner of any Bonds for federal income tax purposes. 23. Construction. Except to the extent set forth herein, all of the applicable terms, conditions and provisions of the Master Resolution shall be deemed and construed to apply to the Series 2021 C Bonds and are hereby incorporated by reference and made a part hereof to the same extent as if fully set forth herein. Except as may otherwise be provided herein, the Master Resolution shall remain in full force and effect. 24. Repeal of Conflicting Ordinances or Resolutions and Effective Date. All other ordinances, resolutions and orders, or parts thereof, in conflict with the provisions of this Series Resolution are, to the extent of such conflict, hereby repealed; and this Series Resolution shall be in effect from and after its adoption. OFFICIAL BID FORM To: The City Council of Sale Date: July 19, 2021 Dubuque, Iowa 10:00 A.M. Central Time RE: $3,720,000* Water Revenue Refunding Bonds, Series 2021C (the "Bonds"), dated August 18, 2021. For all or none of the above Bonds in accordance with the TERMS OF OFFERING, we will pay you $ (not less than $3,690,240) plus accrued interest to date of delivery for fully registered Bonds bearing interest rates and maturing in the stated years as follows: % due 2022 % due 2023 % due 2024 % due 2025 % due 2026 % due2027 % due 2028 % due 2029 % due 2030 * The City reserves the right to increase or decrease the aggregate principal amount of the issue. Such change will be in increments of $5,000 and may be made in any of the maturities. The purchase price will be adjusted proportionately to reflect any change in issue size. In submitting this bid, we represent that (i) this bid constitutes a firm offer to purchase the 202 ] A Bonds, and (ii) we have an established industry reputation for underwriting new issuances of municipal bonds and notes. In making this offer we accept all of the terms and conditions of the TERMS OF OFFERING published in the Preliminary Official Statement dated July , 2021. In the event of failure to deliver these Bonds in accordance with the TERMS OF OFFERING as printed in the Preliminary Official Statement and made a part hereof, we reserve the right to withdraw our offer. All blank spaces of this offer are intentional and are not to be construed as an omission. Not as a part of our offer, the above quoted prices being controlling, but only as an aid for the verification of the offer, we have made the following computations: NET INTEREST COST: $ TRUE INTEREST COST: Account Manager: Account Members: % (Based on dated date of August 18, 2021) RE The foregoing offer is hereby accepted by and on behalf of the City Council of the City of Dubuque, Iowa this 19th day of July 2021. Attes By: x—x Tr � SF� �-. GlastSa� Title: ��;_ [��fl� Title: 0 r _ (To be published between June 29, 2021 and July 14, 2021) NOTICE OF BOND SALE Time and Place of Sealed Bids: Bids for the sale of Bonds of the City of Dubuque, State of Iowa, hereafter described, must be received at the office of the Director of Finance & Budget, City Hall, 50 West 13th Street, Dubuque, Iowa, 52001; Telephone: 563-589-4100 (the "Issuer") before 10:00 A.M., on the 19th day of July, 2021. The bids will then be publicly opened and referred for action to the meeting of the City Council in conformity with the Terms of Offering. The Bonds: The Bonds to be offered are the following: WATER REVENUE REFUNDING BONDS, SERIES 2021C, in the amount of not to exceed $3,720,000*, to be dated August 18, 2021* (the "Bonds"). Bid to be received before 10:00 A.M. C.D.T. *Subject to principal adjustment pursuant to official Terms of Offering. Manner of Bidding: Open bids will not be received. Bids will be received in any of the following methods: Sealed Bidding: Sealed bids may be submitted and will be received at the office of the Director of Finance & Budget at City Hall, 50 W. 13th St., Dubuque, IA 52001. Electronic Internet Bidding: Electronic internet bids will be received at the office of the Director of Finance & Budget at City Hall, 50 W. 13th St., Dubuque, IA 52001. The bids must be submitted through the PARITY® competitive bidding system. Electronic Facsimile/Email Bidding: Electronic facsimile or email bids will be received at the office of the Director of Finance & Budget at City Hall, 50 W. 13th St., Dubuque, IA 52001 (facsimile number: (563) 589-4149) or via email to the City's Municipal Advisor, Independent Public Advisors, West Des Moines, Iowa (tionna@ipamuni.com). Electronic facsimile and email bids will be treated as sealed bids. Consideration of Bids: After the time for receipt of bids has passed, the close of sealed bids will be announced. Sealed bids will then be publicly opened and announced. Finally, electronic internet bids will be accessed and announced. Sale and Award: The sale and award of the Bonds will be held at the Historic Federal Building, 350 West 6th Street, Dubuque, Iowa at a meeting of the City Council on July 19, 2021 at 6:30 P.M. It's possible the meeting may be held electronically. Please see the agenda in advance of the meeting for details on how to access the meeting. Official Statement: The Issuer has issued an Official Statement of information pertaining to the Bonds to be offered, including a statement of the Terms of Offering and an Official Bid Form, which is incorporated by reference as a part of this notice. The Official Statement may be obtained by request addressed to the City Clerk, City Hall, 50 West 13th Street, Dubuque, Iowa, 52001; Telephone: 563-589-4100 or the Issuer's Municipal Advisor, Independent Public Advisors, LLC, 8805 Chambery Blvd, Suite 300 #114, Johnston, Iowa, 50131, Telephone: (515) 259-8193. Terms of Offering: All bids shall be in conformity with and the sale shall be in accordance with the Terms of Offering as set forth in the Official Statement. Legal Opinion: The Bonds will be sold subject to the opinion of Ahlers & Cooney, P.C., Attorneys of Des Moines, Iowa, as to the legality and their opinion will be furnished together with the printed Bonds without cost to the purchaser and all bids will be so conditioned. Except to the extent necessary to issue their opinion as to the legality of the Bonds, the attorneys will not examine or review or express any opinion with respect to the accuracy or completeness of documents, materials or statements made or furnished in connection with the sale, issuance or marketing of the Bonds. Rights Reserved: The right is reserved to reject any or all bids, and to waive any irregularities as deemed to be in the best interests of the public. By order of the City Council of the City of Dubuque, State of Iowa. Adrienne Breitfelder, City Clerk, City of Dubuque, State of Iowa (End of Notice) Ahlers & Cooney, P.C. Attorneys at Law A H L E R 5 COONEY 100 Court Avenue, Suite 600 A T T 0 R N E Y 5 Des Moines, Iowa 50309-2231 Phone: 515-243-7611 Fax: 515-243-2149 www.ahlerslaw.com June 23, 2021 VIA EMAIL Ms. Jenny Larson Director of Finance & Budget City of Dubuque 50 West 13th Street Dubuque, Iowa 52001 Kristin B. Cooper 515.246.0330 kcooper@ahlerslaw.com Re: Dubuque, Iowa - $3,720,000* Water Revenue Refunding Bonds, Series 2021C Dear Jenny: I am including with this letter proceedings to cover advertisement for the sale of $3,720,000* Water Revenue Refunding Bonds, Series 2021C, as well as approving the Preliminary Official Statement and approving electronic bidding procedures for the sale. Publication Requirement --Notice of Bond Sale. The Clerk has been authorized to select a date for sale and to publish the Notice of Bond Sale, form of which is enclosed. Based on the schedule received, we understand the sale will occur on July 19, 2021. The Notice of Bond Sale must be published at least one time in a newspaper published in the County where the Bonds are offered for sale. The Bond sale may be held at any time; but not less than four clear days nor more than twenty days following the date of the last publication. An extra copy of the notice is attached for use by the newspaper. The Notice of Bond Sale should be published between June 29, 2021 and July 14, 2021 (dates inclusive). The Notice of Sale includes language to permit the use of electronic bidding. You should have Independent Public Advisors, LLC's recommendation that electronic bidding procedures be utilized for this Bond sale. Based upon this recommendation, the Iowa Code requires that the Council make a finding that the recommended procedure will provide reasonable security and maintain the integrity of the competitive bidding process and facilitate the delivery of bids by interested parties under the circumstances of the particular sale. The proceedings enclosed are prepared on the basis that the Council will agree with the recommendation and make the necessary findings. WISHARD & BAILY - 1888; GUERNSEY & BAR.Y - 1893; BAILY & STIPP - 1901; STIPP, PERRY, BANNISTER & STARZINGER - 1914; BANNISTER, CARPENTER, AHIERS & COONEY - 1950; AH ERs, COONEY, DORwEIIER, AuBEE, HAYNIE & Smnu - 1974; AH ERs, COONEY, DORwEI ER, HAYNIE, Skm & AusEE, P.C. - 1990 June 23, 2021 Page 2 The Resolution also approves the Preliminary Official Statement and authorizes its distribution. Please be sure to provide the Preliminary Official Statement to the Council, department heads, and others who may be able to review. Preparation of the Official Statement is subject to Federal Securities Law regulation. Please be certain that any facts and representations contained in the Official Statement are both accurate in all material respects and not omitting any information material to the City's financial conditions, to and including the date of the delivery of the Bonds. Please send us an executed copy of the proceedings at your earliest convenience. We would also appreciate electronic scans. In the near future, we will send proceedings for the receipt of bids and award of sale. Please let me know if you have any questions. Very truly yours, Ahlers & Cooney, P.C. Kristin Billingsley Cooper FOR THE FIRM KBC:seb Enclosures cc: Adrienne N. Breitfelder, City Clerk Trish Gleason, Assistant City Clerk Tionna Pooler, Independent Public Advisors, LLC 01905706-1\10422-215