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Sale of General Obligation Bonds and General Obligatin Urban Renwal BondsMasterpiece on the Mississippi TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager DATE: July 14, 2010 Dubuque kittkil AI- MMdacly r 2007 SUBJECT: Proceedings to Direct Advertisement for Sale of $4,470,000 General Obligation Bonds, Series 2010A, $2,675,000 Taxable General Obligation Urban Renewal Bonds, Series 2010B and $2,825,000 General Obligation Urban Renewal Bonds, Series 2010C and Approve Electronic Bidding Procedures Finance Director Ken TeKippe recommends advertisement for the sale of the $4,470,000 General Obligation Bonds, Series 2010A, $2,675,000 Taxable General Obligation Urban Renewal Bonds, Series 2010B and $2,825,000 General Obligation Urban Renewal bonds, Series 2010C and approval of the electronic bidding procedures. The Series 2010A bonds will provide funds to pay costs of improvements and extensions to the municipal sanitary sewer and storm water drainage systems; equipping the sanitation and road departments; improving the City airport grounds and facilities; the acquisition of land and other costs associated with the Bee Branch storm water project; rehabilitation and improvement of City parks; construction, reconstruction and repair of sidewalks; improvement and installation of street lighting fixtures, connections and facilities; street improvements, including installation of fiber optic conduit; and refunding and refinancing of certain outstanding indebtedness of the City, including the General Obligation Bonds, Series 2002B, dated June 1, 2002. The Series 2010B and Series 2010C Bonds will provide funds to pay costs of aiding in the planning, undertaking and carrying out of urban renewal project activities under the authority of Chapter 403 of the Code of Iowa and the Amended and Restated Urban Renewal Plan for the Greater Downtown Urban Renewal Area, including those costs associated with the construction of parking improvements and landscape projects within the Greater Downtown Urban Renewal Area, and the funding of grants, loans and other forms of financial assistance to private developers to assist in rehabilitation of existing buildings and construction of housing development projects located throughout the Greater Downtown Urban Renewal Area. concur with the recommendation and respectfully request Mayor and City Council approval. MCVM:jh Attachment cc: Barry Lindahl, City Attorney Cindy Steinhauser, Assistant City Manager Kenneth J. TeKippe, Finance Director 1cha 2-------- el C. Van Milligen Masterpiece on the Mississippi TO: Michael C. Van Milligen, City Manager FROM: Kenneth J. TeKippe, Finance Director /- SUBJECT: Proceedings to Direct Advertisement for Sale of $4,470,000 General Obligation Bonds, Series 2010A, $2,675,000 Taxable General Obligation Urban Renewal Bonds, Series 2010B and $2,825,000 General Obligation Urban Renewal Bonds, Series 2010C and Approve Electronic Bidding Procedures DATE: July 14, 2010 Dubuque M-America City 11111! 2007 The purpose of this memorandum is to recommend the advertisement for the sale of the $4,470,000 General Obligation Bonds, Series 2010A, $2,675,000 Taxable General Obligation Urban Renewal Bonds, Series 2010B and $2,825,000 General Obligation Urban Renewal Bonds, Series 2010C, and approve electronic bidding procedures. The Series 2010A bonds will provide funds to pay costs of improvements and extensions to the municipal sanitary sewer and storm water drainage systems; equipping the sanitation and road departments; improving the City airport grounds and facilities; the acquisition of land and other costs associated with the Bee..Branch storm water project; rehabilitation and improvement of City parks; construction, reconstruction and repair of sidewalks; improvement and installation of street lighting fixtures, connections and facilities; street improvements, including installation of fiber optic conduit; and refunding and refinancing of certain outstanding indebtedness of the City, including the General Obligation Bonds, Series 2002B, dated June 1, 2002 The Series 2010B and Series 2010C Bonds will provide funds to pay costs of aiding in the planning, undertaking and carrying out of urban renewal project activities under the authority of Chapter 403 of the Code of Iowa and the Amended and Restated Urban Renewal Plan for the Greater Downtown Urban Renewal Area, including those costs associated with the construction of parking improvements and landscape projects within the Greater Downtown Urban Renewal Area, and the funding of grants, loans and other forms of financial assistance to private developers to assist in rehabilitation of existing buildings and construction of housing development projects located throughout the Greater Downtown Urban Renewal Area. The bond sale will be held on August 2, 2010. A letter from attorney William Noth detailing information on the bond advertisement is enclosed. A draft copy of the preliminary Official Statement prepared by Public Financial Management 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. The requested action step for City Council is to adopt the attached resolution to cover the advertisement for sale of the above bonds and approve electronic bidding procedures. KJT /jmg Enclosures cc: Barry Lindahl, City Attorney Jenny Larson, Budget Director Jeanne Schneider, City Clerk WILLIAM J. NOTH wnoth @ahlerslaw.com AHLERS BY OVERNIGHT DELIVERY Mr. Ken TeKippe Finance Officer City of Dubuque 50 West 13th Street Dubuque, Iowa 52001 -4864 Dear Mr. TeKippe: COONEY, P.C. 100 COURT AVENUE, SUITE 600 DES MOINES, IOWA 50309 -2231 PHONE: 515- 243 -7611 FAX: 515 -243 -2149 W W W.AH LERSLAW.CO M July 13, 2010 RE: $4,470,000 General Obligation Bonds, Series 2010A $2,675,000 Taxable General Obligation Urban Renewal Bonds, Series 2010B $2,825,000 General Obligation Urban Renewal Bonds, Series 2010C With this letter I am enclosing suggested proceedings to direct the advertisement of the above Bonds for sale, and to approve the form of Notice of Bond Sale. Under the schedule proposed, these proceedings should be considered immediately following the public hearings on July 19th and adoption of the resolutions taking additional action. The Notice of Bond Sale assumes that the sale will be set for 11:00 A.M. on August 2, 2010. The Notice also assumes that the Council will meet at 6:30 P.M. on August 2, 2010 to award the Bonds to the best bidders. If any of those details need to be revised, please let me know. The procedure assumes that your financial consultant has recommended to the Council 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 & 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 Direct Dial: (515)246 -0332 July 13, 2010 Page 2 The Notice of Bond Sale must be published at least one time. The sale may be held at any time, but not less than four days following the date of the last publication. An extra copy of the notice is enclosed for use by the newspaper. The resolution also authorizes a preliminary Official Statement to be completed and distributed in connection with the offering of the Bonds for sale. A draft copy of the preliminary Official Statement will be delivered to you separately by Public Financial Management, and should be forwarded to the City Council with the enclosed proceedings. 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. As you know, 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. The enclosed resolution authorizes you to complete the draft document, and thereafter authorizes its distribution in connection with the offering of the Bonds to the public. As always, extra copies of the proceedings are enclosed to be filled in as the originals and certified back to this office, together with publisher's affidavit covering publication of the Notice of Bond Sale. July 13, 2010 Page 3 WJN:dc encl. If any questions arise, please keep me advised. cc: Jenny Larson (w /encl.) Tionna Pooler (w /encl.) DCORNELU 661471.1 /MSWord \10422.109 Very truly yours, William J. Noth NOTICE AND CALL OF PUBLIC MEETING (This Notice to be posted) Governmental Body: The City Council of Dubuque, Iowa. Date of Meeting: July 19, 2010. Time of Meeting: 6:30 o'clock P.M. Place of Meeting: Historic Federal Building, 350 West 6th Street, Dubuque, Iowa. PUBLIC NOTICE IS HEREBY GIVEN that the above mentioned governmental body will meet at the date, time and place above set out. The tentative agenda for said meeting is as follows: $4,470,000 General Obligation Bonds, Series 2010A $2,675,000 Taxable General Obligation Urban Renewal Bonds, Series 2010B $2,825,000 General Obligation Urban Renewal Bonds, Series 2010C X Resolution directing the advertisement of Bonds for sale and approving electronic bidding procedures Such additional matters as are set forth on the additional 13 page(s) attached hereto. This notice is given at the direction of the Mayor pursuant to Chapter 21, Code of Iowa, and the local rules of said governmental body. ty Clerk, Dubuque, Iowa 1 The City Council of Dubuque, Iowa, met in regular session, in the Historic Federal Building, 350 West 6th Street, Dubuque, Iowa, at 6:30 o'clock P.M., on the above date. There were present Mayor Roy D. Buol in the chair, and the following named Council Members: Karla Braig, Joyce Connors, Ric Jones, Kevin Lynch, David Resnick Absent: Dirk Voetberg * * * * * * * * * * * * * * * * ** 2 J Jul` Council Member Connors introduced the following Resolution entitled "RESOLUTION DIRECTING THE ADVERTISEMENT FOR SALE OF $4,470,000 GENERAL OBLIGATION BONDS, SERIES 2010A, $2,675,000 TAXABLE GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2010B, AND $2,825,000 GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2010C, AND APPROVING ELECTRONIC BIDDING PROCEDURES" and moved its adoption. Council Member Jones seconded the Resolution to adopt. The roll was called and the vote was, AYES: Baig, Buol, Connors, Jones, Lynch, Resnick NAYS: None Whereupon, the Mayor declared the resolution duly adopted as follows: RESOLUTION NO. 278-10 RESOLUTION DIRECTING THE ADVERTISEMENT FOR SALE OF $4,470,000 GENERAL OBLIGATION BONDS, SERIES 2010A, $2,675,000 TAXABLE GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2010B, AND $2,825,000 GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2010C, AND APPROVING ELECTRONIC BIDDING PROCEDURES WHEREAS, the City of Dubuque, Iowa (the "City ") is in need of funds to pay costs of improvements and extensions to the municipal sanitary sewer and storm water drainage systems; equipping the sanitation and road departments; improving the City airport grounds and facilities; the acquisition of land and other costs associated with the Bee Branch storm water project; rehabilitation and improvement of City parks; construction, reconstruction and repair of sidewalks; improvement and installation of street lighting fixtures, connections and facilities; street improvements, including installation of fiber optic conduit; and refunding and refinancing of certain outstanding indebtedness of the City, including the General Obligation Bonds, Series 2002B, dated June 1, 2002, essential corporate purpose projects, and it is deemed necessary and advisable that the City issue general obligation bonds for said purpose in the amount of not to exceed $4,575,000 as authorized by Section 384.25 of the City Code of Iowa; and WHEREAS, pursuant to notice published as required by Section 384.25 this Council has held a public meeting and hearing upon the proposal to institute proceedings -3- for the issuance of the above described Bonds, and all objections, if any, to such Council action made by any resident or property owner of said City were received and considered by the Council; and it is the decision of the Council that additional action be taken for the issuance of said Bonds, and that such action is considered to be in the best interests of said City and the residents thereof; and WHEREAS, the City also is in need of funds to pay costs of aiding in the planning, undertaking and carrying out of urban renewal project activities under the authority of Chapter 403 of the Code of Iowa and the Amended and Restated Urban Renewal Plan for the Greater Downtown Urban Renewal Area, including those costs associated with the construction of street, stormwater, sanitary sewer, water, fiber optic, parking and other public improvements in the Historic Millwork District, and the funding of grants, loans and other financial assistance to private developers to assist in rehabilitation of existing buildings and construction of housing development projects in the Millwork District, and it is deemed necessary and advisable that the City issue general obligation urban renewal bonds for said purpose to the amount of not to exceed $2,500,000 as authorized by Sections 403.12 and 384.24(3)(q) of the Code of Iowa; and WHEREAS, pursuant to notice published as required by Sections 403.12 and 384.24(3)(q) this Council has held a public meeting and hearing upon the proposal to institute proceedings for the issuance of the above described Bonds, and no petitions were filed calling for an election thereon and all objections, if any, to such Council action made by any resident or property owner of said City were received and considered by the Council; and it is the decision of the Council that additional action be taken for the issuance of said Bonds, and that such action is considered to be in the best interests of said City and the residents thereof; and WHEREAS, the City also is in need of funds to pay costs of aiding in the planning, undertaking and carrying out of urban renewal project activities under the authority of Chapter 403 of the Code of Iowa and the Amended and Restated Urban Renewal Plan for the Greater Downtown Urban Renewal Area, including those costs associated with construction of parking improvements and landscape projects within the Greater Downtown Urban Renewal Area, and it is deemed necessary and advisable that the City issue general obligation urban renewal bonds for said purpose to the amount of not to exceed $3,000,000 as authorized by Sections 403.12 and 384.24(3)(q) of the Code of Iowa; and WHEREAS, pursuant to notice published as required by Sections 403.12 and 384.24(3)(q) this Council has held a public meeting and hearing upon the proposal to institute proceedings for the issuance of the above described Bonds, and no petitions were filed calling for an election thereon and all objections, if any, to such Council action -4- made by any resident or property owner of said City were received and considered by the Council; and it is the decision of the Council that additional action be taken for the issuance of said Bonds, and that such action is considered to be in the best interests of said City and the residents thereof; and WHEREAS, pursuant to Section 384.28 of the Code of Iowa, it is appropriate to offer the foregoing Bonds for sale in three separate series, in the aggregate principal amounts as hereinafter described; and WHEREAS, a preliminary form of Official Statement has been prepared for the purpose of offering the Bonds for sale to the public; and WHEREAS, it is appropriate that the form of the preliminary Official Statement be approved and deemed final and, upon completion of the same, that the preliminary Official Statement be used in connection with the offering of the Bonds for sale to the public; and WHEREAS, the Council has received information from its Financial Consultant recommending that sealed and electronic facsimile and internet bidding be authorized for the sale of the Bonds, and that such procedures will maintain the integrity and security of the competitive bidding process and facilitate the delivery of bids by interested parties; and 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 sealed and electronic facsimile and internet communication. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, IOWA: Section 1. That the receipt of electronic bids by facsimile machine and through the PARITY competitive bidding system described in the Notice of Sale 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 of the Bonds hereinafter described at public sale. 5 Section 2. 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 Finance Director, upon the advice of bond counsel and the City's financial consultant, shall determine to be appropriate, and is authorized to be distributed thereafter in connection with the offering of the Bonds for sale. Section 3. That the City Clerk be and is hereby authorized and directed to publish notice of sale of said 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. Said notice is given pursuant to Chapter 75 of the Code of Iowa, and shall state that this Council, on the 2nd day of August, 2010, at 6:30 o'clock P.M., will hold a meeting to receive and act upon bids for said Bonds; said notice to be in substantially the following form: 6 NOTICE OF BOND SALE Time and Place of Sealed Bids: Sealed bids for the sale of Bonds of the City of Dubuque, Iowa, will be received at the office of the Finance Director, City Hall, 50 West 13th Street, in the City of Dubuque, Iowa (the "Issuer ") at 11:00 o'clock A.M., on the 2nd day of August, 2010. 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. 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 the above date at 6:30 o'clock P.M. The Bonds: The Bonds to be offered are the following: GENERAL OBLIGATION BONDS, SERIES 2010A, in the amount of $4,470,000, to be dated the date of delivery. TAXABLE GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2010B, in the amount of $2,675,000, to be dated the date of delivery. GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2010C, in the amount of $2,825,000, to be dated the date of delivery. (together, the "Bonds ") Adjustment of Principal Amounts. The Issuer reserves the right to decrease the aggregate principal amount of each series of the Bonds at the time of sale, as described in the Terms of Offering. Any 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. Manner of Bidding: Open bids will not be received. Bids for each series of the Bonds will be received by any of the following methods: ■ Sealed Bidding: Sealed bids may be submitted and will be received at the office of the Finance Director, City Hall, Dubuque, Iowa. 7 • Electronic Internet Bidding: Electronic internet bids will be received at the office of the Finance Director, City Hall, Dubuque, Iowa. The bids must be submitted through the PARITY' competitive bidding system. • Electronic Facsimile Bidding: Electronic facsimile bids will be received at the office of the Finance Director, Dubuque, Iowa (facsimile number: 563/589 -0890 or 563/690- 6689). Electronic facsimile bids will be sealed and 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. 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 for each series, which is incorporated by reference as a part of this notice. The Official Statement may be obtained by request addressed to the City Clerk, 50 W. 13th Street, Dubuque, Iowa 52001 (telephone: 563/589 -4100) or the financial advisor to the City, Public Financial Management, Inc., 2600 Grand Avenue, Suite 214, Des Moines, Iowa 50312 (telephone: 515/243- 2600). Terms of Offering: All bids shall be in conformity with and the sale shall be in accord with the Terms of Offering as set forth in the Official Statement. Legal Opinion: Said 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, Iowa. City Clerk of the City of Dubuque, Iowa (End of Notice) -8- 2010. ATTEST: PASSED AND APPROVED this 19th day of July Mayor 9 STATE OF IOWA COUNTY OF DUBUQUE I, the undersigned City Clerk of Dubuque, Iowa, do hereby certify that attached is a true and complete copy of the portion of the corporate records of said Municipality showing proceedings of the Council, and the same is a true and complete copy of the action taken by said Council with respect to said 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 (a copy of the face sheet of said agenda being attached hereto) 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 said 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 said 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 said Municipality hereto affixed this 20 day of July, 2010. SEAL DCORNELL/ 661455.1 /MSWord \10422.109 CERTIFICATE ) SS ity Clerk, Dubuque, Iowa - 10- CIG -3 a , � o v w . o o a) E." it -a v u L , 6 p L O °J O o ~o n 9 a, o 0 O - a y te o 0 A o_ o E .1 o U R E � o 0 u o VA _ E c ° _ t E E � y E g u 0 '. n tg v v Yo A �❑ 1 y g ' a) U I y C v = l,� � C � O � � p v i C `� m g o Q V. '" v � � -o t u ▪ `� 6' 4 s o�� � ▪ E o H P� PRELIMINARY OFFICIAL STATEMENT DATED JULY 26, 2010 New and Refunding Issues Ratings: Application Made Assuming compliance with certain covenants, in the opinion of Ahlers & Cooney, P C, Bond Counsel, under present law, interest on the 2010A and Series 2010C Bonds will be excluded from gross income for federal income tax purpose, and interest on the Series 2010A and Series 20100 Bonds is not an item oftax preference for purpose ofthe federal altemctive mirazmum tax imposed on individuals and corporations under the Internal Revenue Code of 1986 (the `Code) Irtereston the Series 20104 Bonds MIL be taken into account determining adjusted current earnings for the purpose ofcomputing the alternative minimum tax imposed on corporations (as defined for federal income tax purposes), but such interest will NOT be taken into account for such purposes in the case of the Senes 2010C Bonds The Series 2010A Bonds and Series 20100 Bonds will NOT be designated as "qualified tax- exempt obligations" for purposes of Section 265(b)(3) of the Code Interest on the Series 2010B Bonds paid to the owners thereof is includible in gross income for purposes of present Federal income taxation For certain holders of the 20100 Bonds, subject to applicable limitations, Interest on the2010C Bonds will be exempt from the State of Iowa income taxes imposed by Division II (Personal Net Income Tax) and Division III (Business Tax on Corporations) of Chapter 422 of the Code of Iowa See "TAX MATTERS" and "TAXABILITY OF INTEREST" herein for a more detailed discussion CITY OF DUBUQUE, IOWA $4,470,000* General Obligation Bonds, Series 2010A $2,675,000* Taxable General Obligation Urban Renewal Bonds, Series 2010B $2,825,000* General Obligation Urban Renewal Bonds, Series 2010C BIDS RECEIVED Monday, August 2, 2010, 11:00 o'clock A M , Central Time AWARD Monday, August 2, 2010, 6 30 o'clock P.M., Central Time Dated Date of Delivery (August 30, 2010) Principal Due: June 1 as shown inside front cover The $4,470,000* General Obligation Bonds, Senes 2010A (the "Series 2010A Bonds "), the $2,675,000* Taxable General Obligation Urban Renewal Bonds, Senes 2010B (the "Senes 2010B Bonds ") and the $2,825,000* General Obligation Urban Renewal Bonds, Senes 2010C (the "Senes 2010C Bonds ") (collectively the "Bonds ") are being issued pursuant to Division III of Chapter 384 and Chapter 403 of the Code of Iowa and resolutions to be adopted by the City Council of the City of Dubuque, Iowa (the "City ") The Senes 2010A Bonds are being issued to provide funds to pay costs of improvements and extensions to the municipal sanitary "sewer and storm water drainage systems, equipping the sanitation and road departments, improving the a4; 6 >;`q: grounds and facilities; the acquisition of land and other costs associated with the Bee Branch storm water project, rehabilitation *dr ement of City parks, construction, reconstruction and repair of sidewalks, improvement and installation of street lighting fixtures, t$1 a t and facilities ;. A eet improvements, including installation of fiber optic conduit, and to current refund $690,000 of the outstandi ` a';; :enei l;';'." , "...... ation Bond Bond:in:Imes 2002B, dated June 1, 2002 (the "Senes 2002B Bonds) The Senes 2010B Bonds and the Senes 2010C $ are bein ';issued t r Mde funds to pay costs of aiding in the lanr n g P `" P Y g , P g undertaking and carrying out of urban renewal project activiti der the autfigi of Chaptie1403 of the Code of Iowa and the Amended and Restated Urban Renewal Plan for the Greater Downtown Uri , • ene'ral Ai i' ' Wing tose costs associated with the construction of parking improvements and landscLpe projects within the Greater DA own Urban al Area, and the funding of grants, loans and other financial assistance to pnvate developers to assist in rehabilitatio >::;_: >existing buildings and construction of housing development projects throughout the Greater Downtown Urban Renewal Area The Bon' '''<'i e general obligations of the City for which the City will pledge its power to levy direct ad valorem taxes to the repayment of the Bonds The Bonds will be issued as fully registered Bonds without coupons an, hen issued, will be registered in the name of Cede & Co , as nominee 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 representing their interest in the Bonds purchased Principal and interest on the Bonds will be paid to DTC by Wells Fargo Bank, N A as Registrar and Paying Agent (the "Registrar "), which will in turn remit such pnncipal and interest to its participants for subsequent disbursement to the beneficial owners of the Bonds as described herein Interest and pnncipal shall be paid to the registered holder of a bond as shown on the records of ownership maintained by the registrar as of the fifteenth day preceding such interest payment date (the "Record Date ") SERIES 2010A BONDS MINIMUM BID: $4,425,300 GOOD FAITH DEPOSIT: Required of Purchaser Only TAX MATTERS: Federal Tax Exempt State Taxable THE BONDS WILL MATURE AS LISTED ON THE INSIDE FRONT COVER SERIES 2010B BONDS SERIES 2010C BONDS $2,648,250 $2,796,750 Required of Purchaser Only Federal Taxable State Taxable Required of Purchaser Only Federal Tax Exempt State Tax Exempt The Bonds are offered, subject to pnor sale, withdrawal or modification, when, as, and if issued subject to the legal opinion of Ahlers & Cooney, P C , Bond Counsel, of Des Moines, Iowa, to be furnished upon delivery of the Bonds It is expected that the Bonds will be available for delivery on or about August 30, 2010 This Preliminary Official Statement will be further supplemented by offenng pnces, interest rates, aggregate pnncipal amount, pnncipal amount per maturity, anticipated delivery date, and underwnter, together with any other information required by law, and shall constitute a "Final Official Statement" of the City with respect to the Bonds, as defined in Rule 15c2 -12 MATURITY: MATURITY: MATURITY: $4,470,000* General Obligation Bonds, Series 2010A SERIES 2010A BONDS June 1 as follows Year Amount* Year 2011 $55,000 2021 2012 205,000 2022 2013 215,000 2023 2014 215,000 2024 2015 225,000 2025 48. 2016 225,000 2026 2017 230,000 20274 2018 240,000 2019 250,000 2020 255,000 $2,675,000* Taxable General Obligation Urban Renewal SERIES 2010B BONDS June 1 as follows Year 2012 2013 2014 2015 2016 2017 2018 2019 2020 DATED: Date of Delivery (August 30, 2010) CITY OF DUBUQUE, IOWA ount* 00 0 100 105,00Q 110,00011 115,000 I 029 125,000 2030 2021 130,000 S28254000* eneral Obligation Urbid*enewal Bonds, Series 2010C Yars 2()22W 2024 2025 2 ::.,. Amount* $265,000 200,000 205,000 215,000 220,000 230,000 240,000 250,000 260,000 270,000 Amount* $140,000 145,000 155,000 165,000 180,000 190,000 200,000 215,000 230,000 SERIES12010C BONDS i::••• June 1 as follows Year Amount* Year Amount* 2012 $115,000 2022 $150,000 2013 115,000 2023 155,000 2014 115,000 2024 160,000 --, 2015 120,000 2025 165,000 2016 i 120,000 2026 170,000 2017 2027 180,000 2018 . '"'t::: 130,000 2028 185,000 2019 135,000 2029 195,000 2020 140,000 2030 205,000 2021 145,000 11 ds, Series 2010B INTEREST: June 1, 2011 and semiannually thereafter REDEMPTION Bonds due on and after June 1, 2018 will be subject to call for pnor redemption on June 1, 2017 or on any date thereafter upon terms of par plus accrued interest to date of call *PRINCIPAL ADJUSTMENT: The City reserves the right to increase or decrease the aggregate principal amount of each senes of the Bonds Such change will be in increments of $5,000 and may be made in any of the matuntres The purchase pnces of the issues will be adjusted proportionately to reflect any change in issue sizes 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. Preliminary Official Statement: This Preliminary 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 NOTICE OF BOND SALE and 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 Preliminary 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 Public Financial Management, Inc. at least two business days prior to the sale. Requests for additional information or corrections in the Preliminary 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 Preliminary 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 ol:' ormation required by law and the identity of the underwriter (the "Syndicate Manager ") and syndicate memb' "`; "' "' "'.. of the Final Official Statement will be delivered to the Syndicate Manager within seven business days ftionOW h bid acceptance. REPRESENTATIONS No dealer, broker, salespers other person has beers "'' €:'!' "!" d by i1, ;,_ to give any information or to make any representations, other than tho e ontained in the Prelimin. Official Statement. This Preliminary Official Statement does not constitute any offer to sell or the solicitation of a''';': er to buy, nor shall there be any sale of the Bonds by any person, in any jurisdiction in which it is unlawful for s'" ;'';;; to make such offer, solicitation or sale. The information, estimates and expressions of opinion herein are s ect to change without notice and neither the delivery of this Preliminary Official Statement nor any sale 1164e 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 Preliminary Official Statement is submitted in connection with the sole' of the securities referred to herein and may not be reproduced or used, in whole or in part, for any other purpose. This Preliminary Official Statement and any addenda thereto were prepared relying on information of the City and other sources, which are believed to be reliable. Bond Counsel has not participated in the preparation of this Preliminary Official Statement and is not expressing any opinion as to the completeness or accuracy of the information contained therein. Compensation of Public Financial Management, Inc. (the "Financial Advisor ") payable entirely by the City is contingent upon the sale of the issue. NOTICE OF BOND SALE i TERMS OF OFFERING iii SCHEDULES OF BOND YEARS viii INTRODUCTION AUTHORITY AND PURPOSE PAYMENT OF AND SECURITY FOR THE BONDS BOOK - ENTRY -ONLY SYSTEM FUTURE FINANCING LITIGATION DEBT PAYMENT HISTORY LEGALITY TAX MATTERS - Series 2010A and Series 2010C Bonds TAXABILITY OF INTEREST - Series 2010B Bonds RELATED TAX MATTERS RATING FINANCIAL ADVISOR CONTINUING DISCLOSURE CERTIFICATION CITY INDEBTEDNESS DEBT LIMIT DIRECT DEBT OTHER DEBT INDIRECT G 1 . ATI DEBT RAT LEVIES rAX COLLEC TAX RATE , Y LIMITS FUNDS ON HA ash and Investmer THE CITY CITY GOVERNMEN EMPLOYEES, PENSIO INSURANCE TABLE OF CONTENTS ;30, 2010) CITY PROPERTY VALUES IOWA PROPERTY VALUATIONS 1/1/2009 VALUATIONS (Taxes Payable July 1, 2010 to June 30, 2011) 2009 GROSS TAXABLE VALUATION BY CLASS OF PROPERTY TREND OF VALUATIONS, LAR ER TAXPAYERS . LEGISLATION :444 ER PO ; MPLOYMENT BENEFITS, UNION CONTRACTS GENERAL INFORMATION 23 LOCATION AND TRANSPORTAT''ION 23 LARGER EMPLOYERS 23 BUILDING PERMITS 24 U S CENSUS DATA, UNEMPLOYMENT RATES 24 EDUCATION 24 EFFECTIVE BUYING INCOME 25 FINANCIAL SERVICES 25 FINANCIAL STATEMENTS 25 APPENDIX A - FORMS OF LEGAL OPINIONS APPENDIX B - JUNE 30, 2009 COMPREHENSIVE ANNUAL FINANCIAL REPORT APPENDIX C - FORMS OF CONTINUING DISCLOSURE CERTIFICATES OFFICIAL BID FORMS 1 1 2 3 5 5 6 6 6 8 10 11 11 11 11 12 12 12 12 13 14 15 15 15 18 19 19 19 20 20 21 21 21 22 Roy Buol Ric Jones David Resnick Kevin Lynch Karla Braig Joyce Connors Dirk Voetberg 1) Roy Buol served on the City Council as Cpuneil Member — Ward T his election as Mayor in 2005. City of Dubuque, Iowa Mayor & City Council Mayor Council Member — At Large Council Member — At Large Council Member — Ward One Council Member — Ward Two Council Member — Ward Three Council Member — W ard Four Administr:::: ................. Michael Van Milligen, City lager Cindy Steinhauser, Assistant City Manager Teri Goodmann, Assistant City Manager Ken TeKippe, Finance Director Jenny Larson Budget Director anne Schneider, City Clerk O Barry A. Lindahl ubuque, Iowa Bond Counsel Ahlers & Cooney, PC Des Moines, Iowa Financial Advisor Public Financial Management, Inc. Des Moines, Iowa Initial Term 1994 1) 20 5 05 05 Current Term Expires 2013 2013 2011 2013 2011 2013 2011 m 1994 -2005 prior to Time and Place of Sealed Bids: Sealed bids for the sale of Bonds of the City of Dubuque, Iowa, will be received at the office of the Finance Director, City Hall, 50 West 13th Street, in the City of Dubuque, Iowa (the "Issuer ") at 11:00 o'clock A.M., on the 2nd day of August, 2010. 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. 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 the above date at 6:30 o'clock P.M. The Bonds: The Bonds to be offered are the following: GENERAL OBLIGATION BONDS, SERIES 201 ;te amount of $4,470,000, to be dated the date of delivery. TAXABLE GENERAL OBLIGATION Ul:..:,; ,_.., RENEWAL S, SERIES 2010B, in the amount of $2,675,000, to d the date of deli GENERAL OBLIGATION URBAN RE E* BON S, SERIES 2 in the amount of $2,825,000, to be dated the date of''=''e (together, the "Bonds ") Adjustment of Principal Amounts. series of the Bonds at the time of of $5,000, and may be made i any change in issue size. Manner of Bidding: Open bids ` �' it following methods :, El Direc bidding Electronic Fac Director, Dubuq bids will be sealed a NOTICE OF BOND SALE The Issuer reserves the right to dec °' ; ; the aggregate principal amount of each as described in the Terms of Offering Any such change will be in increments maturities. The purchase price will be adjusted proportionately to reflect wed. Bids for each series of the Bonds will be received by any of the sled ay be su' ° °`` ":; and will be received at the office of the Finance bug tava. : Elecic internet bids will be received at the office of the Finance e, Iowa." The bids must be submitted through the PARITY competitive : Electronic facsimile bids will be received at the office of the Finance (facsimile number: 563/589 -0890 or 563/690- 6689). Electronic facsimile 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. 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 for each series, which is incorporated by reference as a part of this notice. The Official Statement may be obtained by request addressed to the City Clerk, 50 W. 13th Street, Dubuque, Iowa 52001 (telephone: 563/589 -4100) or the financial advisor to the City, Public Financial Management, Inc., 2600 Grand Avenue, Suite 214, Des Moines, Iowa 50312 (telephone: 515/243- 2600). i Terms of Offering: All bids shall be in conformity with and the sale shall be in accord with the Tenns of Offering as set forth in the Official Statement. Legal Opinion: Said 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 way _ y irregularities as deemed to be in the best interests of the public. By order of the City Council of the City of Dubuque, Io City Cl of the City of Dubuque, ii TERMS OF OFFERING CITY OF DUBUQUE, IOWA In addition to the provisions of the official NOTICE OF BOND SALE, this section sets forth the description of certain of the terms of the Series 2010A Bonds, Series 2010B Bonds and Series 2010C Bonds (collectively "the Bonds ") as well as the TERMS OF OFFERING with which all bidders and bid proposals are required to comply, as follows: DETAILS OF THE SERIES 2010A BONDS GENERAL OBLIGATION BONDS, SERIES 2010A (the "Series q ,, Bonds ") in the principal amount of $4,470,000* to be dated the date of delivery (August 30, 2010) i tae _ omination of $5,000 or multiples thereof, and to mature June 1 as follows: Year Amount* Year Amount* 2011 $55,000 2021 $265,000 2012 205,000 2022 200,000 2013 215,000 2023 5,000 2014 215,000 202 ,, 000 2015 225,000 2035;;: >>' 2 2016 225,000 OM 230, 2017 230,000 .027 240,000 2018 240,000 250,000 2019 250,000 2;;; 260,000 2020 >< > 255,000 2030 < ::: > > 270,000 Preh trJ'; "`;; The City reserves the to increase or decrease the aggregate pnncip, s bunt of the ' > „ 2010A Bonds. Such change will be in increments of $5,000 and maybe made in of the ma i s The purchase price will be adjusted proportionately to reflect any change in isze TAXABLE RAL OBLI •N Lam:;: N RENEW !BONDS, SERIES 2010B (the "Series 2010B Bonds "), in the principa aunt of $2,67 , * to b'ated the date of delivery (August 30, 2010) in the denomination of $5,000 or multipl eof and tom. * June 1> ;;f ollows: mount ` Year Amount* 90,000 2022 $140,000 90,000 2023 145,000 201 % 95,000 2024 155,000 2015 95,000 2025 165,000 2016 100,000 2026 180,000 2017 105,000 2027 190,000 2018 110,000 2028 200,000 2019 115,000 2029 215,000 2020 125,000 2030 230,000 2021 130,000 *Preliminary, subject to change The City reserves the nght to increase or decrease the aggregate principal amount of the Senes 2010B Bonds Such change will be in increments of $5,000 and maybe made in any of the matuntres The purchase price will be adjusted proportionately to reflect any change in issue size GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2010C (the "Series 2010C Bonds ") in the principal amount of $2,825,000* to be dated the date of delivery (August 30, 2010) in the denomination of $5,000 or .2010B BONDS multiples thereof, to mature June 1 as follows: A Good Faith 2010B Bonds an Bonds. The lowest City in the form of eith or (ii) a wire transfer as in sale of the Bonds. If not so Year Amount* 2012 $115,000 2013 115,000 2014 115,000 2015 120,000 2016 120,000 2017 125,000 2018 130,000 2019 135,000 2020 140,000 2021 145,000 *Prehnunary, subject to change The City rese ngli crease or decrease the aggregate pnncipal amount of the Senes 2010C Bonds Su c _e will b rements of $5,000 and may be made in any of the maturities The purcly ice will be adjus ° i$a to reflect any change in issue size it (the "Depo 250 for the for each se cashier's c d by th d, iv Interest on the Bonds will be payable on June 1, 2011 and *WOO y on the first da December and June thereafter. Interest and principal shall be paid to the registered holt;f a bond as shown on the records of ownership maintained by the registrar as of the fifteenth day preceding such inte; date (the "Record Date "). Interest will be computed on the basis of a 360 -day year of twelve 30':,$,,,y monthtd will be rounded pursuant to rules of the MSRB. Year 2022 2023 2024 2025 2026 2027 2028 20 QPTIONAL REDEMPTION Amount* $150,000 155,000 160,000 165,000 170,000 180,000 185,000 195,000 205,000 Bonds due on and after June 1•J: 2 18 will - subject to call for prior redemption on June 1, 2017 or on any day thereafter upon terms . ar plus a " d i t ; date of call. GOO ::::: 'OSIT n the 0 nt of $44,700 for the Series 2010A Bonds, $26,750 for the Series 2010!b;;tnds is required of the lowest bidder only for each series of the t. f the B `'cis is required to submit such Deposit payable to the order of the provided to the City or its Financial Advisor prior to the opening of bids 's Financial Advisor not later than 1:00 P.M. Central Time on the day of d of the lowest bidder may be rejected and the City may direct the second ereafter may award the sale of the Bonds to the same. No interest on a dder(s) (the "Purchaser(s) "). Deposits will be applied to the purchase price of lowest bidder to submit a Dep Deposit will accrue to the success the respective series of Bonds. In the event a Purchaser fails to honor its accepted bid proposal, the Deposit 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 $4,425,300 for the Series 2010A Bonds, $2,648,250 for the Series 2010B Bonds, and $2,796,750 for the Series 2010C Bonds plus accrued interest, and shall specify the rate or rates of interest in conformity to the limitations set forth under "RATES OF INTEREST" on the following page. Bids must be submitted on or in substantial compliance with the OFFICIAL BID FORMS provided by the City. Each series of Bonds will be awarded to the bidder offering the lowest interest rate to be determined on a true interest cost ( "TIC ") basis. The TIC shall be determined by the "present value method ", i.e., by ascertaining the semiannual rate, compounded semi - annually, necessary to discount 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 Financial Advisor based on the TERMS OF OFFERING and all amendments, and on the bids as submitted. The Financial 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 INTE Considering each series separately, the rates of interest sp�,,�c,, in th der's proposal must conform to the following limitations: 1. All bonds of each annual maturity must bear the'e interest rate. 2. Rates of interest bid must be in multiples of one -eig ;; or one -t ypptieth of one nt. 3. Each rate of interest specified for bonds of any ann'„ matrii" shall not specified for any earlier maturity. p y ty 1 : The Bonds will be issued by me made to the public. The Boi aggregate principal amount nominee of The Depository 'T of the Bonds. Individual purci thereof of a single thro Principal and in of principal interest pay nominees of be the bond certificat rest pa to beneficia ',al owners. DTC. BOOK - ENTRY -ONLY SYSTEM f a book - entry -only system with no >p distribution of bond certificates : issued in `fully registered form and one bond certificate, representing the Boric' " turing in each year will be registered in the name of Cede & Co. as Compait ''DTC "), New York, New York, which will act as securities depository of the;11 nds may be made in the principal amount of $5,000 or any multiple book "" "';;;':;:' made on the books and records of DTC and its artici ants. p p e 'G or its nominee as registered owner of the Bonds. Transfer t by t c : gistra to pattio pants of I) ers barticipants chas be the responsibility of DTC; transfer of principal and be the responsibility of such participants and other s a condition of delivery of the Bonds, will be required to deposit INSURANCE AT PURCHASER'S OPTION RECEIPT OF BIDS be than a rate of interest v If the Bonds qualify for issua . a $ icy of municipal bond insurance or commitment therefore at the option of the bidder, the purchase of any ° rance policy or the issuance of any such commitment shall be at the sole option and expense of the Purchase . 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). No bid will be accepted after the time specified in the NOTICE OF BOND SALE. 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 office of the Finance Director, Dubuque, Iowa. Internet Bidding: Internet bids must be submitted through the PARITY competitive bidding system (the "Internet Bid System "). Information about the Internet Bid System may be obtained by calling (212) 404 -8102. 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. 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 NOTICE OF BOND SALE, TERMS OF OFFERING and OFFICIAL I FORMS shall control in the event of conflict with information provided by the Internet Bid System. Electronic Facsimile Biddincr: Electronic facsimile bids will b Dubuque, Iowa (facsimile number: 563/589 -0890 or 563/690 - treated as sealed bids. Transmission received after the deadln be red x facsimile transmission bear full responsibility for the transrin of such bi malfunction or mistake made by any person, or as a re " » > : >the use of the el means used to deliver or complete a bid. The use of s; or means is bidder who shall be bound by the terms of the bid as received. Neither the City nor its the inability f the bidder to reach the above named fax num r; iior 1 Be time of sal tY p receipt shall be the time recorded by the facs erator receivIngthop Bids. The Bonds will be delivered to t DTC, against full payment in within forty-five days after reason except failure of perfo interest in and liability for the Purchaser(s) five days n2 � otherwise, rese t thei purchase. The Purchaser(s) wil offering price of each organizations acting in the (not less than 10% of each ma price for that maturity determine to the public; and (iii) that the initia chaser(s) via FAST delivery with the'';strar holding the Bonds on behalf of available cash or federal filnds. The Bonds are expected to be delivered ale Sho :d delivery be delayed bey days from the date of sale for any nce by th, the Purchaser(s) may withdraw their bid and thereafter their s will, c ase. When the Bonds are ready for delivery, the City will give the ery date and the City will expect payment in full on that date; n to d + DELIVERY ON FROM PURCHASER at the office of the Finance Director, onic facsimile bids will be sealed and Bidders electing to submit bids via City shall not be responsible for ectr acsimile facilities or any other a sole risk of the prospective will assume liability for ified above. Time of 8 e e that the Purchaser(s) failed to comply with the offer of to the 'City immediately after the opening of bids: (i) the initial public s (not including sales to bond houses and brokers or similar persons or riters or wholesalers) at which price a substantial amount of the Bonds old to the public; or (ii) if less than 10% of any maturity has been sold, the e time of the sale based upon the reasonably expected initial offering price ublic offering price does not exceed their fair market value of the Bonds on the sale date. The Purchaser(s) will also be required to provide a certificate at closing confirming the information required by this paragraph. 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 which vi each series of the Bonds are awarded up to 40 copies for the Series 2010A Bonds and up to 30 copies each for the Series 2010B and Series 2010C Bonds 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. In order to assist bidders in complying with paragraph (b)(5) of the e e City will undertake, pursuant to the resolution for the Bonds and a Continuing Disclosure Certificate, to de certain annual financial information and notices of certain events. The details of this undertaking are se PENDIX C of this Preliminary Official Statement. The Continuing Disclosure Certificate will be deli e at clo and any failure on the part of City to deliver the same shall relieve the successful bidder of its ,cation to purc < e e Bonds. In accordance with the reporting requirements of SEC Rule 15c2- 12(f)(3), the:::111er has complied in aterial respects with previous undertakings entered into under the Rule. CUSIP It is anticipated that CUSIP numbers will be printed on the Bonds'ae Purchaser(s) must agree in the bid proposal to pay the cost thereof. In no event will the City, Bond Counsel or Fiial Advisor be responsible for the review or express any opinion that the CUSIP numbers are correct. Incorrect CU'" :::;:''members on said Bonds shall not be cause for the Purchaser(s) to refuse to accepLdelivery of said Bonds. CONTINUING DISCLOSURE vii RS BY ORDER THE CITY COUNCIL Jeanne Schneider, City Clerk City of Dubuque, Iowa 50 West 13 Street Dubuque, Iowa 52001 Bonds Dated: August 30, 2010 Interest Due: June 1, 2011 and each December 1 and June 1 to maturity Principal Due: June 1, 2011 -2030 2011 2012 2013 2014 2015 2016 2017 2018 201 *Preliminary, subject to change Year Principal * SCHEDULE OF BOND YEARS $4,470,000* CITY OF DUBUQUE, IOWA General Obligation Bonds, Series 2010A $5 20. 215,0 215,00 225,000 5 000 , ; ,000 000 55,0 5,000 .::.: 0 2051 20 : 215,000 2025 20,000 2026 0,000 2027 40,000 2028 250,000 2029 260,000 2030 270,000 Average Maturity (dated date): 10.864 Years viii Cumulative Bond Years " ::. Bond Years : 41.40 359.32 400.72 59:1.85 992.57 800A 1,799.42 1,069 : ,. 2,868.79 38 4,163.17 1 .14 5,716.31 1,860.67 7,576.97 2,188.19 9,765.17 2,486.96 12,252.13 2,849.49 15,101.61 2,350.56 17,452.17 2,614.32 20,066.49 2,956.85 23,023.33 3,245.61 26,268.94 3,623.14 29,892.08 4,020.67 33,912.75 4,438.19 38,350.94 4,875.72 43,226.67 5,333.25 48,559.92 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 20 20 2028 2029 2030 *Preliminary, subject to change SCHEDULE OF BOND YEARS $2,675,000* CITY OF DUBUQUE, IOWA Taxable General Obligation Urban Renewal Bonds, Series 2010B Bonds Dated: August 30, 2010 Interest Due: June 1, 2011 and each December 1 and Jun' "aturity Principal Due: June 1, 2012 -2030 Year Principal * $90,000 90,000 95,000 95,000 100,000 105,000:x;';;;: 110,000 "< 45,000 000 eke 45,00(t' < << ;; ; ,000 G� .3!;':.:0 180,1 190,000 15,000 30,000 Average Maturity (date +te): 12.403 Years ix Cumulative Bond Year Bond Years 157.75 157.75 24175 405.50 356.51 762.01 451.51 1,213.53 57S 28 1,788.81 709.x 2,497.85 852. - 3,350.65 1,2 57 4,357.22 .10 5,576.32 1,397.86 6,974.18 1,645.39 8,619.57 1,849.15 10,468.72 2,131.68 12,600.40 Z434.21 15,034.61 Z835.50 17,870.11 3,183.03 21,053.14 3,550.56 24,603.69 4,031.85 28,635.54 4,543.14 33,178.68 Year 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 20 20 2028 2029 2030 Average Maturity (date *Preliminary, subject to change SCHEDULE OF BOND YEARS $2,825,000* CITY OF DUBUQUE, IOWA General Obligation Urban Renewal Bonds, Series 2010C Bonds Dated: August 30, 2010 Interest Due: June 1, 2011 and each December 1 and Junk. aturity Principal Due: June 1, 2012 -2030 Principal * $115,000 115,000 115,000 120,000 120,000 125,000` 130,000 5,000 :.:. >.. 000 000 55,00 < <<;; 7 000 ::::, 170,1 180,000 85,000 5,000 05,000 te): x Bond Year 11.762 Years Cumulative Bond Years 201.57 201.57 57 518.14 431.57 949.71 70.33 1,520.04 33 2,210.38 8A ::. 3,054.47 007.8 4,062.33 .63 5,243.96 1 ,365.39 6,609.35 1,559.15 8,168.50 1,762.92 9,931.42 1,976.68 11,908.10 2,200.44 14,108.54 Z434.21 16,542.75 Z677.97 19,220.72 3,015.50 22,236.22 3,284.26 25,520.49 3,656.79 29,177.28 4,049.32 33,226.60 AUTHORITY AND PURPOSE OFFICIAL STATEMENT CITY OF DUBUQUE, IOWA $4,470,000* General Obligation Bonds, Series 2010A $2,675,000* Taxable General Obligation Urban Renewal Bonds, Series 2010B $2,825,000* General Obligation Urban Renewal Bonds, Series 2010C INTRODUCTION This Preliminary Official Statement contains information relating to the City of Dubuque, Iowa (the "City ") and its issuance of $4,470,000* General Obligation Bonds, Series 2010A (the "Series 2010A Bonds "), $2,675,000* Taxable General Obligation Urban Renewal Bonds, Series 2010B (the "Series 2010B Bonds ") and $2,825,000* General Obligation Urban Renewal Bonds, Series 2010C (the "Series 2010C Bonds "); (collectively the "Bonds "). This Preliminary Official Statement has been executed on behalf the City by its Finance Director and may be distributed in connection with the sale of the Bonds authorized therein. may be made to Public Financial Management, Inc., 2600 Grand Avenue, Suite 1 j ..es Moines, Iowa, or by telephoning (515) 243 -2600. Information c so be obtained from Mr. Ken TeKippe, ance Director, City of Dubuque, 50 West 13 Street, Dubuque, Iowa � ;; ;; = by telephoning (563) 589 -4133. The Bonds are being issued pursuant to Division III hapte ;a' e Code of Iowa and resolutions to be adopted by the City Council of the City. The Bonds are being i€1e. � ua; , III of Chapter 384 and Chapter 403 of the Code of Iowa and resolutions to be adopted by thelei of e ''City. The Series 2010A Bonds are being issued to provide funds to pay costs of improvements and, nsions to the municipal sanitary sewer and storm water drainage systems; equipping the sanitation and toad depart nis i nts; improving the City airport grounds and facilities; the acquisition of land and other costs associated with the Bee Branch storm water project; rehabilitation and improvement of City parks; construction, reconstruction and repair of sidewalks; improvement and installation of street lighting fixtures, connections and faci1ities; street improvements, including installation of fiber optic conduit; and to current refund $690,000 of the outstanding General Obligation Bonds, Series 2002B, dated June 1, 2002 (the "Series 2002B Bonds). The Series 2010B Bon and the Series 2010C Bonds are being issued to provide funds to pay aiding planning, costs of aidin in the undertakin g carrying project and ca in out of urban renewal ect activities under the ` authority of Chapter 403 of the Code of Iowa and the Amended and Restated Urban Renewal Plan for the Greater Downtown Urban Renewal Area, including those costs associated with the construction of parking improvements and landscape projects within the Greater Downtown Urban Renewal Area, and the funding of grants, loans and other financial assistance to private developers to assist in rehabilitation of existing buildings and construction of housing development projects throughout the Greater Downtown Urban Renewal Area. 1 Maturities to Principal Name of Issue to be Refunded Call Date Call Price be Refunded Amount Coupon General Obligation Bonds, 9/2/2010 100% 6/1 /2011 $50,000 4.20% Series 2002B 6/1/2012 50,000 4.30% 6/1/2013 55,000 4.40% 6/1/2014 55,000 4.50% 6/1/2015 60,000 4.60% 6/1/2016 60,000 4.70% 6/1/2017 65,000 4.80% 6/1/2018 70,000 4.90% 6/1/2019 70,000 4.95% 6/1/2020 75,000 5.00% 6/1/2021 80,000 5.00% $690,000 The estimated Sources and Uses of the Bonds are as follows: ................ ................ ............... .............. Sources of Funds Uses of Funds Project Fund Deposit Funds for Redemption of the Refunded Bonds Capitalized Interest Underwriter's Discount Cost of Issuance and Conting Total Uses ::: :.............................. *Preliminary, subject to change PAYMENT OF AND SECURITY'R THE Series 2010A Bon Par Amount of the Bonds 4,470,000.00* 690,1 1,00 99,3 5, . 44,701,1# 29 520.3 ';;: ,000.00* NDS 2 Seri 2010B Bonds ................. ................. .................. 675,000.00* $2,5 7,,204.59 0.00 X9,354.80 26,750.00 21,690.61 $2,675,000.00* Series 2010C Bonds $2,825,000.00* $2,692,105.14 0.00 74,544.95 28,250.00 30,099.91 $2,825,000.00* The Bonds are general obligations of the City and the unlimited taxing powers of the City are irrevocably pledged for their payment. Upon issuance of the Bonds, the City will levy taxes for the years and in amounts sufficient to provide 100% of annual principal and interest due. The City is required to levy ad valorem taxes upon all taxable property in the City without limit as to rate or amount sufficient to pay the debt service except to the extent that other monies are deposited in the debt service fund for such purposes. Nothing in the resolutions authorizing the Bonds prohibits or limits the ability of the City to use legally available moneys other than the proceeds of the general ad valorem property taxes levied as described in the preceding paragraph to pay all or any portion of the principal of or interest on the Bonds. If and to the extent such other legally available moneys are used to pay the principal of or interest on the Bonds, the City may, but shall not be required to, (a) reduce the amount of taxes levied for such purpose, as described in the preceding paragraph; or (b) use proceeds of taxes levied, as described in the preceding paragraph, to reimburse the fund or account from which such other legally available moneys are withdrawn for the amount withdrawn from such fund or account to pay the principal of or interest on the Bonds. The City's obligation to pay the principal of and interest on the Bonds is on parity with the City's obligation to pay the principal of and interest on any other of its general obligation debt secured by a covenant to levy taxes within the City, including any such debt issued or incurred after the issuance of the Bonds. The resolutions authorizing the Bonds do not restrict the City's ability to issue or incur additional general obligation debt, although issuance of additional general obligation debt is subject to the same constitutional and statutory limitations that apply to the issuance of the Bonds. For a further description of the City's outstanding general obligation debt upon issuance of the Bonds and the annual debt service on the Bonds, see "DIRECT DEBT" under "CITY INDEBTEDNESS" herein. For a description of certain constitutional and statutory limits on the issuance of general obligation debt, see "DEBT LIMIT" under "CITY INDEBTEDNESS" herein. BOOK - ENTRY -ONLY SYSTEM The information contained in the following paragraphs of this subsection "Book -Entry -Only System" has been extracted from a schedule prepared by Depository Trust Company "DTC ") entitled "SAMPLE OFFERING DOCUMENT LANGUAGE DESCRIBING BOOK - ENTRY -ONLY IS E." The information in this section concerning DTC and DTC's book -entry system has been obtained ,:;urces that the City believes to be rehable, 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 ect to each $500 million of principal amount, and an additional certificate will be issued with respect to any re „ principal amount of such issue. DTC, the world's largest securities depository, rpose tinst organized under the New York Banking Law, a "banking organization" within the $ aning 6: ew York Banking Law, a member of the Federal Reserve System, a "clearing corporatio '" within the eanm. w York Uniform Commercial Code, and a "clearing agency" registered pursuant to th provision K d 1? l lie Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 milli . - s of U.S. 'and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments fro over 100 countries that DTC's participants (the "Direct Participants ") deposit with DTC. DTC also facilitates the pas settlement among Direct Participants of sales and other securities transactions in deposited securities, through ec onic computerized book -entry transfers and pledges between Direct Participants' accounts. This eliminates the ne °ed for physical movement of securities certificates. Direct Participants include both U.S. and''tit -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: AAA. 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. 3 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 effect 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 "i Securities an is "`:: being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct -Participant in such nine to be redeemed DTC nor Cede & Co., nor any oth authorized by a Direct Participant in accordai mails an Omnibus Proxy to the City as soon as Co.'s consentin g or voting rights to those Direct P g g date identified in a listing atta lied to the Omnibus P ominee, will consent or vote with respect to Securities unless C's MMI Procedures. Under its usual procedures, DTC —the record date. The Omnibus Proxy assigns Cede & cipants "8 ;' *' ;� u se accounts Securities are credited on the record Redemption proceeds, distrib "'tns, and dividend pay ; other nominee as may be requested by an authorized re Participants' accounts upon DTC's receipt of funds and Corr; payable date in accordance with their respective holdings s Beneficial Owners will be governed by standing instrut 4 n the Securities will be made to Cede & Co., or such entative of DTC. DTC's practice is to credit Direct ponding detail information from the City or Agent, on ;n on DTC's records. Payments by Participants to 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 Cit} a ect 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 notIcArrelect to have its Securities purchased or tendered, through its Participant, to Remarketing Agent, and shall efferdelivery of such Securities by causing the Direct Participant to transfer the Participant's interest in the Securities, on DTC's records, to 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 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 believes to be reliable, but the City takes no responsibility for the accuracy thereof. FUTURE FINANCING The City anticipates issuing a Water Pollution Control Plant Upgrade Construction SRF 26 year Sewer Revenue Bonds in this calendar year, and approximately $5,700,000 Water Revenue Bonds, Series 2010D in September 2010. LITIGATION The City is a defendant in an action brought in the Iowa District Court fo of Dubuque), alleging that the gas, electric and cable television franchi, they constitute unauthorized taxes. This case has been certified a follows: 5 buque County (J. Thomas Zaber v. City s imposed by the City are illegal because ss action with three subclasses defined as (a) All persons or entities who paid a cable tele'v sign franchise fee imposed by the City of Dubuque any time after September'5, 2001; (b) All persons or entities who paid a gas utility franchise fee imposed by the City of Dubuque any time after September 5, 2001; and (c) All persons or entities who p. id an electric utility franoWe fee imposed by the City of Dubuque any time a fl ®t ember 5, 2001. Plaintiffs seek a refund of all such franchise f ai ,�,.. Se temfC 2001 through the date of judgment, p a:.: g J re g p judgment interest from the time of the alleged "'';;;';'; gfii;';,,,;', of said franchise fees, post judgment interest as allowed by law and attorney fees as allowed by 1 The cl a enerally is Wised on a 2006 decision by the Iowa Supreme Court (Kragnes v. City of Des Moines, 714' =i' .2d :;� ; ,' > "i`;p,:, ;::006. In that case the Iowa p { g ty � )) Supreme Court p concluded that gas and electric franchise fees not reasq i1 r ated fo ........;reasonable costs of inspecting, licensing, supervising, or otherwise regulating the activity that is $ ° "' franchised constitute a tax which has been assessed in violation of Iowa Code Section 364.3(4). A number of -<'` 3: er Iowa cities with similar gas, electric and/or cable television franchise fee ordinances in effect are facing simil''`` ":aims. On May 26, 2009 the Governor signed Senate File 478 authorizing (prospectively) gas and electric franchis ° ".... es that do not exceed five percent of a franchisee's gross revenues, without regard to the city's cost of inspecting, supervising, and otherwise regulating the franchise. The City of Dubuque has ordinances in effect that impose as and electric franchise fees on gross sales of natural gas and electricity within the City, and a franchise fee related to the sale of cable television. The franchise fees resulted in collections of approximately $1,497,421 during Fiscal Year 2008 -09, with total General Fund budgeted revenues for that year being approximately $47,591,944. This case is currently stayed in the District Court pending resolution of the plaintiffs' interlocutory appeal of the District Court's dismissal of their cable franchise fee claims. This is one of a set of cases the Iowa Supreme Court has consolidated on appeal regarding whether Section 8.5 of Senate File 554 (2007), which retroactively authorized and validated cable franchise fees previously collected by various cities, is constitutional. The parties have submitted their appellate briefs and oral argument occurred on January 21, 2009. On January 21, 2009, the Iowa Supreme Court heard oral arguments. The cases are now fully submitted. The Iowa Supreme Court ruled on June 4, 2010 that the retroactive provisions of SF 554 were not unconstitutional. The City believes it has substantial defenses to the action and intends to contest the matter vigorously. There can be no assurance, however, that a future ruling by the Iowa Supreme Court in the litigation will not require the City and other cities with similar ordinances to reduce or eliminate their franchise fees. If the City is required to reduce or eliminate its franchise fees as a result of the foregoing litigation, City staff presently intends to recommend to the City Council that the City address the loss of franchise fee revenues by reducing or delaying discretionary capital improvements, reallocating costs to other funds, or adjusting property tax collections. The City is not aware of any other threatened or pending litigation affecting the validity of the Bonds or the City's ability to meet its financial obligations. DEBT PAYMENT HISTORY The City knows of no instance in which it has defaulted in the payment of principal or interest on its debt. LEGALITY 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 Preliminary 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 Preliminary Official Statement, and will express no opinion with respect thereto. The "FORMS OF LEGAL OPI 1NS" as set out in APPENDIX A to this Preliminary Official Statement, will be delivered at closing. TAX MATTERS — Series 2010A and Series 2010C Bonds 6 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. There is no bond trustee or similar person to nitor or enforce ;the ; p p usions of the resolul ns for the Bonds. The owners of the Bonds should, therefore, be pre �' to enforce suLh provisions themselves if the need to do so arises. In the event of a default in the payment of prim e ® € ::interest on the Bonds, there is no provision for acceleration of maturity of the principal of the Bonds. C e $ uc a remedies of the owners of the Bonds (consisting primarily of an action in the nature of mandamus iring and certain other public officials to perform the terms of the resolutions for the Bonds) rimy have to enforces -year to year. The obligation to pay general ad valorem property taxes is secured by a statutory hen ' > axe 0 but is not an obligation for which a owner may be held personally liable in the eve deficiency. T property Y p Y Y. : :.he owners of the Bonds cannot foreclose " on property within the boundaries of the City or sell such erty in order to pay the debt service on the Bonds. See "LEVIES AND TAX COLLECTIONS" herein, for a desc I' of property tax collection and enforcement. In addition, the enforceability of the rights ( and remes of owners of the Bonds may be subject to limitation as set forth in Bond Counsel's opinions. The opinions will state, in part, that the obligations 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, to the exercise of judicial discretion in appropriate cases and to the exercise by the State and its governmental bodies of the police power inherent in the sovereignty of the State and to the exercise by the United States of America of the powers delegated to it by the Constitution of the United States of America. Federal tax law contains a number of requirements and restrictions that apply to the Series 2010A and Series 2010C Bonds, including investment restrictions, periodic payments of arbitrage profits to the United States, requirements regarding the proper use of the Series 2010A and Series 2010C Bonds 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 Series 2010A and Series 2010C Bonds to be excludable from gross income for federal income tax purposes. Failure to comply with certain of such covenants could cause the interest on the Series 2010A and Series 2010C Bonds to become includable in gross income for federal income tax purposes retroactively to the date of issuance of the Series 2010A and Series 2010C Bonds. Subject to the City's compliance with the above - referenced covenants, under present law, in the opinion of Bond Counsel, interest on the Series 2010A and Series 2010C Bonds is (a) is excludable from gross income of the owners thereof for federal income tax purposes; and (b) is not included as an item of tax preference in computing the federal alternative minimum tax imposed on individuals and corporations. In the case of the Series 2010A Bonds, interest IS taken into account in computing an adjustment used in determining the federal alternative minimum tax for certain corporations. For the Series 2010C Bonds, such interest is NOT taken into account in computing an adjustment used in determining the federal alternative minimum tax for certain corporations Prospective purchasers of the Series 2010A and Series 2010C Bonds should be aware that ownership of the Series 2010A and Series 2010C 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 Series 2010A and Series 2010C Bonds should consult -their tax advisors as to collateral federal income tax consequences. State of Iowa Tax Exemption Interest on the Series 2010A Bonds is not exempt from prese nt Iowa income t > . Bond Counsel's opinion will state that, under existing laws of the State and the current rules the Iowa Depart of Revenue, the interest on the Series 2010C Bonds will not be subject to the taxes imposed by Division II, "PersoI•:.::et Income Tax" and Division III, "Business Tax on Corporations" of Iowa Code Chapter 422, but the interest n will be subject to the k franchise fax imposed on Division V, "Financial Institutions" of Iowa Code Chapter on the Series 2010C Bonds will be required to be incluel "adjusted current earnings" to be used computing the "state alternative minimum taxable income" of cor ®; '':». and financial institutions for purposes of Sections 422.33 and 422.60 of the Iowa Code. Ownership of the Se's, ° °'a. "1' < >.: onds may result in other state and local tax consequences to certain taxpayers. Bond Counsel expresses ' pinic�;;xe . rding any such collateral consequences arising with respect to the Series 2010C Bonds. P ospective pt� asers s § eries 2010A and the Series 2010C Bonds should consult their tax advisors rega .ding htf applicability o -any su 11a local taxes. Not Qualified Tax - Exempt" >;lligations The City will NOT designate t h e S i i s 2 Section 265(b)(3) of the Code, therefore Y A and Serie Bonds as qualified tax - exempt obligations under S n s 2010A an SScries 2010C Bonds will NOT be bank qualified. Tax Accounting Treatment of Discount and Premi ai 1 (L"' ain Tax - Exempt Bonds The initial public offering price of certain §O es 2010A and Series 2010C Bonds (the "Discount Bonds ") may be less than the amount payable on such Series 2 (11O. ::. and Series 2010C Bonds at maturity. An amount equal to the difference between the initial public offering p 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. A portion of such original issue discount allocable to the holding period of such Discount Bonds by the initial purchaser will, upon the disposition of such Discount Bonds (including by reason of its payment at maturity), be treated as interest excludable from gross income, rather than as taxable gain, for federal income tax purposes, on the same terms and conditions as those for other interest on the Series 2010A and Series 2010C Bonds described above under "TAX MATTERS ". Such interest is considered to be accrued actuarially in accordance with the constant interest method over the life of Discount Bonds, taking into account the semiannual compounding of accrued interest, at the yield to maturity on such Discount Bonds and generally will be allocated to an original purchaser in a different amount from the amount of the payment denominated as interest actually received by the original purchaser during the tax year. 7 However, such interest may be required to be taken into account in determining the amount of the branch profits tax applicable to certain foreign corporations doing business in the United States, even though there will not be a corresponding cash payment. In addition, the accrual of such interest may result in certain other collateral federal income tax consequences to, among others, financial institutions, life insurance companies, property and casualty insurance companies, S corporations with "subchapter C" earnings and profits, 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, or who have paid or incurred certain expenses allocable to, tax - exempt obligations. Moreover, in the event of the redemption, sale or other taxable disposition of Discount Bonds by the initial owner prior to maturity, the amount realized by such owner in excess of the basis of such Discount Bonds in the hands of such owner (adjusted upward by the portion of the original issue discount allocable to the period for which such Discount Bonds was held) is includable in gross income. 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 Series 2010A and Series 2010C Bonds (the "Premium Bonds ") may be greater than the amount of such Series 2010A and Series 2010C 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. The basis for federal income tax purposes of Premium Bonds in the hands of such initial purchaser must be reduced each year by the amortizable bond premium, although no federal income tax deduction is allowed as a result of such reduction in basis for amortizable bond premium. Such reduction in basis will increase the amount of any gain (or decrease the amount of any loss) to be recognized for federal income tax purposes upon a sale or other taxable disposition of Premium Bonds. The amount of premium which is amortizable each year by an initial paser is determined by using such purchaser's yield to maturity. Purchasers of the Premium Bonds should ccinsul . " '''; �:ir own ta"< advisors with respect to the determination of amortizable bond premium on Premium Bonds f der .1 w e tax yes and with respect to the state and local tax consequences of owning and disposing of Pre `i '" Bonds. TAXABILITY OF INTEREST — Series 2010B Bon In the opinion of Bond Counsel, under existing law, interest on the Series 2010B Bonds will be includible in gross income of the owners thereof for federal and state income taxrposes. Any discussion of nited S federal tax issues included in this Preliminary Official Statement is not intended or written to be use, and cannot be used, by any taxpayer for the purpose of avoiding federal tax penalties that may be imposed on the` fayer. Such discussions were written in connection with the promotion or marketing of any Series 2010B Bonds. Each, taxpayer should seek advice from an independent tax advisor based on the taxpayer's particular circumstances. The following is a summary of certain United States federal income tax consequences resulting from the beneficial ownership of Series 2010B Bonds by certain persons. This summary does not consider all the possible federal income tax consequences of the purchase, ownership, or disposition of Series 2010B Bonds and is not intended to reflect the individual tax position of any beneficial owner. Moreover, except as expressly indicated, this summary is limited to those persons who purchase the Series 2010B Bonds at its issue price, which is the first price at which a substantial amount of the Series 2010B Bonds is sold to the public, and who hold Series 2010B Bonds as "capital assets" within the meaning of Section 1221 of the Code. This summary does not address beneficial owners that may be subject to special tax rules, such as banks, insurance companies, dealers in securities or currencies, purchasers that hold Series 2010B Bonds as a hedge against currency risks or as part of a straddle with other investments or as part of a "synthetic security" or other integrated investment (including a "conversion transaction ") comprising the Series 2010B Bonds and one or more other investments, or United States owners that have a "functional currency" other than the United States dollar (Special Taxpayers). This summary is applicable only to a person ( "United States Owner ") who or which is the beneficial owner of Series 2010B Bonds and is (a) an individual citizen or resident of the United States, (b) a corporation created or organized under the laws of the United States or any State (including the District of Columbia), or (c) a person otherwise subject to federal income taxation on its worldwide income. This summary is based upon the United States tax laws and regulations currently in effect and as currently interpreted and does not take 8 into account possible changes in the tax laws or the interpretations, any of which may be applied retroactively. It does not discuss the tax laws of any state, local, or foreign governments. Payments of Stated Interest In general, interest on the Series 2010B Bonds will be taxable as ordinary income at the time it is received or accrued, depending on the beneficial owner's method of accounting for tax purposes. Oriiinal Issue Discount If the stated redemption price at maturity of the Series 2010B Bonds exceeds its "issue price," such excess is treated as original issue discount ( "OID ") unless the amount of such excess is less than a specified de minimis amount (generally equal to 0.25% of the stated redemption price at maturity multiplied by the number of complete years to maturity). The issue price of the Series 2010B Bonds is the first price at which a substantial amount of the Series 2010B Bonds is sold to the public. With respect to an owner of the Series 2010B Bonds that purGs in the initial offering the Series 2010B Bonds issued with an OID, the amount of OID that accrues during any accrual period equals (a) the product of (i) the "adjusted issue price" of the Series 2010B Bonds at the beginning of the accrual period (which price equals the issue price of such Series 2010B Bonds plus the amount of OID that has accrued on a constant -yield basis in all prior accrual periods minus the amount of any payments, other than "qualified stated interest," received on the Series 2010B Bonds in prior accrual periods) and (ii) the yield to maturity of such Series 2010B Bonds (determined on the basis of compounding at the close of each ac less (b) any qualified stated interest payable OID so accrued in a particular accrual period period. eriod and properly adjusted for the length of each accrual period), es 2010B Bonds during such accrual period. The amount of idered to b received ratably on each day of the accrual An owner of the Series 2010B Bonds issued with '; OID. 3 1 de in gross income for federal income tax purposes the amount of OID accrued with respect to e ring ble year that the owner owns the Series 2010B Bonds. Such an inclusion in advance of receipt ; cash attrih 'able to the income is required even if the owner is on the cash method of accounting for United Stay ederal income tax purposes. The amount of OID that is includible in an owner's gross income will increase the own "''s : tax basis in the Series 2010B Bonds. Such basis will be decreased by the amount of any payments other tha , quali' $:,stated interest received on the Series 2010B Bonds. The adjusted tax basis in the Series 2010B Bonds will be ed to determine taxable gain or loss upon a disposition (for example, upon a sale or retirement) of the Series 2010 B onds. If the Series 2010B Bonds issued with an c_)ID is purchased by an owner for a cost that exceeds the adjusted issue price as of the purchase date and that is less than the stated redemption price at maturity of the Series 2010B Bonds, then the amount of OID that is deemed to accrue thereafter to the owner will be reduced to reflect the amortization of such excess ( "acquisition premium ") over the remaining life of the Series 2010B Bonds. Original Issue Premium Under the Code, an owner that purrs the Series 2010B Bonds for an amount in excess of its stated redemption price at maturity may elect to treat such excess as "amortizable bond premium," in which case the amount of interest required to be included in the owner's income each year with respect to interest on the Series 2010B Bonds will be reduced by the amount of amortizable bond premium allocable (based on the Series 2010B Bonds' yield to maturity) to that year. If such an election is made, the amount of each such reduction in interest income will result in a corresponding reduction in the owner's tax basis in the Series 2010B Bonds. Any election to amortize bond premium is applicable to all taxable debt instruments held by the owner at the beginning of the first taxable year to which the election applies or thereafter acquired by the owner and may not be revoked without the consent of the Internal Revenue Service (the "Service "). Information Reporting and Back-up Withholdinp In general, information reporting requirements will apply with respect to payments to an owner of principal and interest (and with respect to annual accruals of OID) on the Series 2010B Bonds, and with respect to payments to an owner of any proceeds from a disposition of the Series 2010B Bonds. This information reporting obligation, 9 however, does not apply with respect to certain owners including corporations, tax - exempt organizations, qualified pension and profit sharing trusts, and individual retirement accounts. In the event that an owner subject to the reporting requirements described above fails to supply its correct taxpayer identification number in the manner required by applicable law or is notified by the Service that it has failed to properly report payments of interest and dividends, a backup withholding tax (currently at a rate of 28 %) generally will be imposed on the amount of any interest and principal and the amount of any sales proceeds received by the owner on or with respect to the Series 2010B Bonds. Any amounts withheld under the backup withholding provisions may be credited against the United States federal income tax liability of the beneficial owner, and may entitle the beneficial owner to a refund, provided that the required information is furnished to the Service. Disclaimer Reuardinu Federal Tax Discussion The federal income tax discussion set forth above is included for general i ,, rmation only and may not be applicable depending upon a beneficial owner's particular situation. Beneficial owners should consult their tax advisors with respect to the tax consequences to them of the purchase, ownership, and disposition of the Series 2010B Bonds, including the tax consequences under state, local, foreign, a other tax laws and the possible effects of changes in federal or other tax laws. State Tax Considerations In addition to the federal income tax consequences des ed above, potential inve . _r` should consider the state income tax consequences of the acquisition, ownership, and disposition of the Series 20 ‘r E onds. State income tax law may differ substantially from the corresponding federal law, and the foregoing is not ,, i`° nded to describe any aspect of the income tax laws of any state. Therefore,,potential investors should consult their own tax advisors with respect to the various state tax consequences of an investment in Serie 0B Bonds. RELATED TAX MATTERS The Service has an ongoing program of auditing tax - exempt obligations determine whether, in the view of the Service, interest on such taxtiexempt obligations is incl income tax purposes. It cannot be predicted whether or and Series 2010C Bonds. If an audit is commenced, and taxpayer and the bondholders may have no right to r *_r'cip could adversely affect the market value and liquidity concluded, regardless of the ultimate outcome. There are or may`t5e pending in the ongress sr d United States, legislative proposals, including some that carry retroactive effective dates, that, if enacted, could a r or amend the federal tax matters referred to in this section or affect the market value of the Series 2010A l and Series 2010C Bonds. It cannot be predicted whether or in what form any such proposal might be enacted or whether, if enacted, it would apply to Series 2010A and Series 2010C Bonds issued prior to enactment. Prospective purchasers of the Series 2010A and Series 2010C Bonds should consult their own tax advisors regarding any o ;r_ I, , or proposed tax legislation. Bond Counsel expresses no opinion regarding any pending or proposed federal or ' ' e tax legislation. RATING The City has requested a rating on the Bonds from Moody's Investors Service ( "Moody's "). Moody's currently maintains a rating of 'Aal' on the City's long -term general obligation debt. Such rating, if and when received, reflects only the view of the rating agency and any explanation of the significance of such rating may only be obtained from the respective rating agency. There is no assurance that such rating, if and when received, will continue for any period of time or that it will not be revised or withdrawn. FINANCIAL ADVISOR in the groncome of the owners thereof for federal e Service will commence an audit of the Series 2010A rrent procedures the Service may treat the City as a such procedure. The commencement of an audit e es 2010A and Series 2010C Bonds until the audit is The City has retained Public Financial Management, Inc., Des Moines, Iowa as financial advisor (the "Financial Advisor ") in connection with the preparation of the issuance of the Bonds. In preparing the Preliminary Official 10 Statement, the Financial Advisor has relied on government officials, and other sources to provide accurate information for disclosure purposes. The Financial 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 Preliminary Official Statement. Public Financial Management, Inc. 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 permit bidders for the Bonds and other Participating Underwriters in the primary offering of the Bonds to comply with paragraph (b)(5) of Rule 15c2 -12 promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended (the "Rule "), the City will covenant and agree, for the benefit of the registered holders or beneficial owners from time to time of the outstanding Bonds, in the resolution authorizing the issuance of the Bonds and the Continuing Disclosure Certificate, to provide annual reports of specified information and notice of the occurrence of certain events, if material, as hereinafter described (the "Disclosure Covenants "). The information to be provided on an annual basis, the events as to which notice is to be given, if material, and a summary of other provisions of the Disclosure Covenants, including termination, amendment and remedies, are set forth as APPENDIX C to this Preliminary Official Statement. The City has complied in all material respects with its previous undertakings under the Rule. Breach of the Disclosure Covenants will not constitute a default or an "Event of Default" under the Bonds or the resolution for the Bond A broker or dealer is to consider a known breach of the Disclosure Covenants, however, before recommending the purchase or sale of the Bonds in the secondary market. Thus, a failure on the part of the City to obse ; ' °;;; e Disclosure Covenants may adversely affect the transferability and liquidity of the Bonds and their market price. CERTIFICATION *Preliminary, subj change The City has authorized the distribution of this Prel sale of the Bonds. I have reviewed the information c behalf of the City by Public Financial Management, In does not contain any material misstatements of fact no nary ins ement for use in connection with the initial thine ehminary Official Statement prepared on iVloines, Ioo , and said Preliminary Official Statement }�ission of any material fact regarding the issuance of $4,470,000* General Obligation Bonds, Series' 2010A, 2, 75,000* Taxable General Obligation Urban Renewal Bonds, Series 2010B, and $2, 825,000* General Obligation UrbanRenewal Bonds, Series 2010C. CITY OF DUBUQUE, IOWA /s/ Ken TeKippe, Finance Director 11 • .:{ IOWA PROPERTY VALUATIONS In compliance with Section 441.21 of the Code of Iowa, the State Director of Revenue annually directs the county auditors to apply prescribed statutory percentages to the assessments of certain categories of real property. The 2009 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 2009, the Taxable Value rollback rate was 46.9094% of Actual Value for residential property; 66.2715% of Actual Value for agricultural property; and 100% of Actual Value for commercial, industrial, railroad and utility property. The Legislature's intent has been to limit the growth of statewide taxable valuations for the specific classes of property to 4% annually. 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. 1/1/2009 VALUATIONS (Taxes payable July 1, 2010 to June 30, 2011) Residential Commercial Industrial Railroads Other Utilities w/o Gas & Electric Gross valuation Less military exemption Net valuation TIF increment (used to compute bt service levies'' and onstitutional d bhunit Taxed separately p Y Ag. Land & Buildings Gas & Electric Utilities 1) Does not include $43,519 of Residential Gas & Electric Utilities Commercial, Industrial, Utility and Other Railroads Total Gross Taxable Valuation 1) 1 TIF. 1) Excludes Taxable TIF Increment and Ag Land & Buildings CITY PROPERTY VALUES Land 100% Actual. Value $2,239,01 776,528;897.L 77, 913,771" 1,981 130 $3,09 057,354 554 228 3,126 $249,501,324 $3,538,848 1) $134,117,918 2009 GROSS TAXABLE VALUAT ON BY CLASS OF PROPERTY Gross Taxable Valuation Percent Total $1,050,070,641 69,934,682 864,422,259 2,571,981 $1,986,999,563 12 Taxable Value (With Rollback) $1,050,070,641 776,528,897 77,913,771 2,571,981 705,130 9,274,461 $1,917,064,881 (6,554,228) $1,910,510,653 $249,501,324 $2,330,570 $69,934,682 52.85% 3.52% 43.50% 0.13% 100.00% TREND OF VALUATIONS Assessment Year 2005 2006 2007 2008 2009 Payable Fiscal Year 2006 -07 2007 -08 2008 -09 2009 -10 2010 -11 The 100% Actual Valuations, before rollback and after the reduction of military exemption, include Ag. Land & Buildings, Taxable TIF Increment and Gas & Electric Utilities. The Taxable Valuations, with the rollback and after the reduction of military exemption, include Gas & Electric Utilities and exclude Ag. Land & Buildings and Taxable TIF Increment. Iowa cities certify operating levies against Taxable Value excluding TIF Increment and debt service levies are certified against Taxable Value including the TIF Incremnt. LARGER TAXPAYERS 1) Taxpayer 1) Kennedy Mall Inc Medical Associates Realty LP Otto A LLC Nordstrom Inc The McGraw Hill Companies Inc Walter Development LLC Platinum Holdings LLC Minglewood Limited Partnership Asbury Dubuque LLC Lexington Dubuque LLC 1) Larger Taxpayers listed excludes Utilitie 2) Figures for 1/1/2009 are not yet available 100% Actual Valuation $2,909,988,480 2,978,362,258 3, 272, 412, 812 3, 344, 873, 516 3,486,704,735 Type of Property/Business Commercial Commercial'' ustrial rcial omm , o 3, mmercia, 13 er Cow ° 'a` "e1 Com'''p':" ial Comm' 'a1 e DubuqueC '; y Auditor Net Taxable Valuation (With Rollback) $1,721,363,436 1,762,000,629 1,878,770,648 1,935,666,751 1,980,445,335 1/1/2008 Taxable Valuation 2) $ 26,371,900 19,157,470 17, 500,000 16, 883,900 11,437,200 11, 288,140 11,178,500 9,947,600 9,896,100 9,843,800 Taxable TIF Increment $138,074,878 134,777,658 148,458,171 174,885,331 249,501,324 LEGISLATION From time to time, legislative proposals are pending in Congress and the Iowa General Assembly that would, if enacted, alter or amend one or more of the property tax matters described herein. It cannot be predicted whether or in what forms any of such proposals, either pending or that may be introduced, may be enacted, and there can be no assurance that such proposals will not apply to valuation, assessment or levy procedures for taxes levied by the City or have an adverse impact on the future tax collections of the City. Purchasers of the Bonds should consult their tax advisors regarding any pending or proposed federal or state tax legislation. The opinions expressed by Bond Counsel are based upon existing legislation 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 pending federal or state tax legislation. Iowa Code section 76.2 provides that when an Iowa political sub issues general obligation debt: "The governing authority of these political subdivisions before issui a ds shall, by resolution, provide for the assessment of an annual levy upon all the taxable property in the s p division sufficient to pay the interest and of the bonds within a period named not exceeding the, a icable rd o f time specified in section 76.1. A principal P g p.o :.: p itors of the counties in which the to enter annually this levy for until funds are realized to pay nt to pay the interest and xceeding twenty years to refund or refinance certified copy of this resolution shall be filed with the county auditor or the:::, a political subdivision is located; and the filing shall make it a duty of the audi collection from the taxable property within the boundaries of the political subdivisi the bonds in full." Iowa Code section 76.1 provides that the annual levy shall be su approximately such portion of the principal of the bonds as will retire them in a period from the date of issue, except for certain bon sued for disaster purposes and bonds issu 14 bonds issued for such disaster purposes whic ture and be retired in a period not exceeding thirty years from date of issue. DEBT LIMIT DIRECT DEBT General Obligation Debt (Includes the Bon Date of Issue 03 /02B 12 /02C 10 /03 04 /05A 04/05B 04/05C 05 /06A 05/06B 05/06C 11 /07A 11/07B 10 /08A 10 /08B 10/08C 10 /09A 10 /09B 10/09C 8 /10A 8 /10B 8/10C Original Amount $1,000,000 3,105,000 2,110,000 1,750,000 4,270,000 ;: 2,995,000 2,900,000 910,000 3M4000 1, 055,.14. 2,985,0::::: 3,885,00V 3,290,000 2,465,000 2,935,000 11,175,000 8,885,000 4,470,000* 2,675,000* 2,825,000* Purpose CITY INDEBTEDNESS 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 2009 actual valuation currently applicable to the fiscal year 2010 -11, is as follows: 2009 Actual Valuation of Property Less: Military Exemption Net Actual Valuation of Property Legal Debt Limit of 5% Legal Debt Limit Less: Outstanding G.O. Debt Less: Urban Renewal Revenue Debt Less: Urban Renewal TIF Rebate Agreem Net Debt Limit Corporate,`urpose Corporate Purpose & Re Corporate Purpose 3) Corporate Purpose? DICW t Addition Urban Renewal 1) WiDICW 3 Addition Urban Renewal' Corporate Purpose 4) General Obligation Urban Renewal 5) Refunding 6) General Obligation Sewer' Refunding:, r :General Obligation Stormwater 4) :R neral %ligation Urban Renewal 1) General O ligation Urban Renewal (Taxable) Corp`Purpose 8) Corporate Purpose 5) Refunding 9) Corporate Purpose and Refundin 1) 10) General Obligation Urban Renewal (Taxable) General Obligation Urban Renewal 1) Total General Obligation Debt 1) Paid by tax increment revenues 2) Paid by water revenues 3) Paid by stormwater and gaming revenues 4) Paid by stormwater revenues 5) Paid by tax increment and parking revenues 6) Paid by tax increment and airport hangar rental revenues *Preliminary, subject to change 15 $3,493,258,963 (6,554,228) $3,486,704,735 0.05 $174,335,237 (61,065,000)* (25,777,442) (15,219,315) $72,273,480 Principal Final Outstanding Maturity As of 8/02/10 6 /10 $0 6/17 1,285,000 6/23 1,510,000 6/24 1,405,000 6/21 3,715,000 6/16 1,860,000 6/25 2,480,000 6/21 725,000 6/20 3,360,000 6/17 850,000 6/17 2,665,000 6/28 3,645,000 6/23 2,980,000 6/18 2,260,000 6/29 2,935,000 6/29 11,175,000 6/21 8,245,000 6/30 4,470,000* 6/30 2,675,000* 6/30 2,825,000* $61,065,000* 7) Paid by sewer revenues 8) Paid by local option sales tax, road use tax, property tax, and stormwater revenues 9) Paid by tax increment and gaming revenues 10) Paid by sewer revenues, stormwater revenues, road use tax, local option sales tax, and refuse fees Urban Renewal Revenue Debt Principal Date Original Final Outstanding of Issue Amount Purpose Maturity As of 8/02/10 3/99 $900,000 Advanced Data -Comm 6/11 $46,333 12/99 360,000 Categraph Systems 12/10 9,933 2/00 3,168,538 Eagle Window & Door 6/12 877,396 12/03 140,000 Vessel Systems 6/15 83,523 02/04 500,000 Adams Co. 6/15 227,273 06/04 182,000 Lower Main Development LLC 6/16 125,176 11/06 806,088 Theisen Supply, Inc. 6/18 692,279 10/07 23,025,000 Port of Dubuque Parking Ramp 6/37 23,025,000 8/09 690,529 40 Main LLC 12/21 690,529 Total Urban Renewal Debt 16 $25,777,442 Annual Fiscal Year General Obligation Debt Service Payments (Excludes the refunded portion of the Series 2002B bonds and includes the Bonds) Total $51,095,000 Current Outstanding. Debt Series 2010A Bonds Series 2010B Fiscal Principal Year Principal and Interest Principal* 2009 -10 $3,215,000 $5,342,185 $55,000 2010 -11 3,300,000 5,319,940 205,000 2011 -12 3,380,000 5,290,154 215,000 2012 -13 3,695,000 5,486,065 215,000 2013 -14 3,830,000 5,481,003 225,000 2014 -15 3,975,000 5,474,735 225,000 2015 -16 4,150,000 5,484,595 230,000 2016 -17 3,955,000 5,117,531 240,000 2017 -18 3,665,000 4,659,476 250,000 2018 -19 3,835,000 4,676,714 255,000 2019 -20 3,235,000 3,913,396 265,00,0:;;;:; 2020 -21 1,720,000 2,258,710 200 2021 -22 1,790,000 2,248,891 2( 2022 -23 1,410,000 1,785,496 21 2023 -24 1,335,000 1,643,351 220,0 2024 -25 1,155, 000 1,398,133 .n „ . 230,000 2025 -26 1,200,000 1,383 2026 -27 1,245,000 1,3 2027 -28 1,005,000 1, 2028 -29 * Preliminary, subject to change Principal and Interest* $168,062 354,676 362,216 358,797 364,626 359,474 358,444 361,613 363,933 360,433 361,329 6, 5 51 51 6 28 281 P7 66 Prmcipal* o 00 95, 100,00 105,000 110,000 115,000 125,000 130,000 140,000 145,000 155,000 165,000 180,000 X0,000 230,000 2,675,000* 17 $119,355 248,553 246,267 248 423 22 • 0 #5,997 22 247;94'7 245,459:1; 247,438 243,618 244,324 244,264 248,440 246,524 243,832 245,352 245,732 Series 2010C Bonds Total Outstanding Debt Principal Principal Principal* and Interest* Principal* and Interest* $74,545 $3,270,000 $5,704,147 000 214,027 3,710,000 6,137,196 00 212,647 3,800,000 6,111,284 ii a 210,818 4,120,000 6,304,103 120,1 M 213,587 4,270,000 6,304,048 120,000 210,839 4,420,000 6,290,795 125,000 212,623 4,610,000 6,301,659 130,000 213,911 4,435,000 5,938,665 135,000 214,751 4,165,000 5,482,742 140,000 215,161 4,355,000 5,500,255 145,000 215,163 3,775,000 4,735,347 150,000 214,812 2,210,000 3,007,511 155,000 214,112 2,295,000 2,990,572 160,000 213,067 1,940,000 2,528,843 165,000 211,683 1,885,000 2,381,675 170,000 209,984 1,735,000 2,140,002 180,000 212,963 1,810,000 2,127,266 185,000 210,403 1,880,000 2,104,105 195,000 212,504 1,675,000 1,801,527 205,000 214,041 705,000 741,680 $2,825,000* $61,065,000* Annual Fiscal Year Urban Renewal Revenue Debt Service Payments Fiscal Outstanding Year Principal 2010 -11 $900,828 2011 -12 937,283 2012 -13 539,830 2013 -14 577,674 2014 -15 616,351 2015 -16 594,811 2016 -17 612,161 2017 -18 659,576 2018 -19 587,249 2019 -20 632,479 2020 -21 678,004 2021 -22 681,195 2022 -23 680,000 2023 -24 730,000 OTHER DEBT Date of Issue 10/07 The Ci Date of Issue 1 /09A $2,00 3/09B 3,200,0 Total Outstanding Principal & Interest $2,822,760 2,790,542 2,326,347 2,324,747 2,321,196 2,254,676 2,227,409 2,228,496 2,108,784 2,110,534 2,109,284 2,062,330 2,012,000 2,011,000 $1,037,0 5,000 The City has revenue debt payable solely. `rom the neuter rev Purpose '`" ovemeritRF) ents`` € € € »� Purpose er Improvements (SRF) ewer Interim Financing (SRF) 18 Fiscal Outstanding Year Principal 2024 -25 $785,000 2025 -26 845,000 2026 -27 910,000 2027 -28 975,000 2028 -29 1,050,000 029 -30 1,130, 000 2030 -31 1,215,000 2031 -32 1,305,000 X032 -33 1,400,000 3 -34 1,505,000 2 -35 1,620,000 2035::: 1,740,000 2036 -3 `> >::::,, 1.870.000 Total Final Maturity 6/28 6/23 Final Maturity 6/28 3/12 777,442 of the City's water system: Principal Outstanding As of 8/02/10 $958,000 1,125,000 $2,083,000 om the net sewer revenues of the City's sewer system: Principal Outstanding As of 8/02/10 $1,699,000 3,200,000 $4,899,000 Outstanding Principal & Interest $2,011,250 2,012,375 2,014,000 2,010,750 2,012,625 2,013, 875 2,014,125 2,013,000 2,010,125 2,010,125 2,012,250 2,010,750 2,010,250 INDIRECT GENERAL OBLIGATION DEBT DEBT RATIOS Taxing District Dubuque County Dubuque Comm. School District Northeast Iowa Comm. College City share of total overlapping debt 1) Taxable valuation includes tax increment valuation 2) Excludes revenue supported debt, tax and aid anticipation certificat ; ;;school energy loans Total General Obligation Debt City's share of overlapping debt LEVIES AND TAX COLLECTIONS Fiscal Year 2006/07 2007/08 2008/09 2009/ 2010 /1 17, 18,21 , 36,7 444 2 Taxes in Io delinquency is regular tax sale on amount equal to the t applied to taxes. A prop the tax sale purchaser is en tax installments. City's 1/1/2009 Percent Proportionate Taxable Valuation 1) In City G.O. Debt 2) Share $3,828,616,126 58.31% $480,000 $279,888 3,002,740,880 74.34% 0 0 9,045,384,099 24.68% 65,760,000 16,229,568 G.O:. $61,065,0 ..16,509,456 19 ollected DuIin Collcton Year Dlg:Actual Mark Value ($3,486,7135) 1.75% 0.47% 17497,000 18,1137 8,667;933 8,379 In Process of Collection Percent Collected 99.89% 99.54% 99.63% 99.96% $16,509,456 Debt /57,686 Population $1,058.58 $286.20 Octo and April 1 and a late payment penalty of 1% per month of dates. delinquent taxes are not paid, the property may be offered at the f June following the delinquency date. Purchasers at the tax sale must pay an ssments, interest and penalties due on the property and funds so received are ay redeem from the regular tax sale but, failing redemption within three years, a deed, which in general conveys the title free and clear of all liens except future TAX RATES' Dubuque County City of Dubuque Dubuque Community School District Northeast Iowa Community College City Assessor County Ag. Extension Sunnycrest Manor County Hospital State of Iowa Total Tax Rate ') The FY 2010/11 tax rates are not yet available for all entitles LEVY LIMITS A city's general fund tax levy is limited to $8.10 per. per $1,000 levy for an emergency fund which can be Division I). Cities may exceed the $8.10 limitation upon limited special purpose levies which may be certified ou Section 384.12). The amount of the City general fund levy sUl The City does levy costs for tort liability and other insuranc publicly owned transit, and for employee benefits in addition to th the City does not levy an emergency:: levy. Debt service le FUNDS ON HAND (C Agency ital ent Debt Enterpn General anent Tota FY 2005 -06 $ /$1,000 6.08416 9.69910 15.09695 0.60517 0.32435 0.04037 0.23354 0.00400 32.08764 estments FY 2006 -07 $ /$1,000 6.17924 9.98033 15.92538 0.61127 0.30221 0.03934 0.26247 0.00400 33.36475::> FY 2007 -08 $ /$1,000 6.42691 10.31690 16.40925 0.61270 0.32694 0.03841 0.26275 0.00350 X 4.39736 TMENTF JUNE" 3020 10) • 20 $ 1,089,058 9,595,198 10, 666,102 73,360 18, 502,105 13,164,267 2,241,135 56,696 6,969,670 $62,357,592 FY 2008 -09 $ /$1,000 6.40844 9.96904 16.88112 0.55714 0.32436 0.03572 0.26744 0.00350 34.44676 FY 2009 -10 $ /$1,000 6.40435 9.85777 16.87918 0.99471 0.28030 0.03298 0.26342 0.00300 34.71571 {) of taxable value, provision for an additional $0.27 for general fund purpo ,,(Code of Iowa, Chapter 384, horizatio. b a special election. Further, there are of a described limits (Code of Iowa, the $8.10 limitation9i $8.10 for FY 2010 -11. pense, for the operation and maintenance of x : 10 general fund limit as authorized by law. are not limited. CITY GOVERNMENT EMPLOYEES; PENSIONS OTHER POST EMPLOYMENT BENEFITS In addition to providing pension benefits, purchase health insurance at t expense, is included withi _ ity subsidized by the City an urrent e liability. Based on the results e City was $945,000. The contributions' ma UNION CO City employees Baraainirm Unit CTS to Teamsters -Local # 120 Teamsters -Local # 120 (Bus Dubuque Professional Firefighte iation Dubuque Police Protective Associa �n International Union of Operating Engineers -Local # 748 THE CITY 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. The City has 533 full and 152 permanent part-time employees and 212 seasonal employees, including a police force of 102 sworn personnel and a fire department of 89 fire fighters. Of the ;qty's 897 employees, 532 are currently enrolled in the Iowa Public Employees Retirement System (the "IPERS") pension plan administered by the State of Iowa. The City is current in its obligation to IPERS, which has been $1,217,758 in Fiscal Year 2007- 08, $1,384,779 in Fiscal Year 2008 -09, and $1,527,020 in Fiscal''; x:10. In addition, the City contributes to the Municipal Fire and ;;; Retireme "'stem of Iowa (the "MFPRSI "), a benefit plan administered by a Board of Trustees. MFP provides retireme" "�,,µdisability and death benefits that are established by State statute to plan members and beik iaries. Plan members a� .; quired to contribute 9.4% of their earnable compensation and the City's contribution "" ; is 19.90% of earnabTe compensation. The City is current in its obligation to MFPRSI, their contributions to''> ";::; fo Iast three years ;; as been: $2,630,188 in Fiscal Year 2007 -08, $2,107,860 in Fiscal Year 2008-09, and $ n Fiscal Year 20040. epresented by the following bargaining units: the City offers health insura enefits to its retirees. Retirees can cost. Health insurance for these ti ees, while at the individual's own all insurance package. Therefore, a portion of the coverage is being ees resulting in an Other Post Employment Benefits (the "OPEB ") tuarial study, the City's annual OPEB cost for Fiscal Year 2008 -09 43, resulting in a Net OPEB Obligation of $920,157. 21 Contract Expiration Date June 30, 2011 June 30, 2011 June 30, 2011 June 30, 2011 June 30, 2011 INSURANCE The City's insurance coverage is as follows: Type of Insurance Limits General Liability $12,000,000 Automobile Liability $12,000,000 Public Officials $12,000,000 Police Professional Liability $12,000,000 Boiler & Machinery $2,500,000 Property Blanket $274,837,494 Fidelity Bonds — All Employees $100,000 City Manager, Finance Director, Budget Director, Assistant Finance Director Add'1 $900,000 Airport Commission $5,000,000 Airport Liability $20,000,000 22 LOCATION AND TRANSPORTATION The City, with a 2000 Census population of 57,686, has a land area of 31.8 square miles. Annexation activity in recent years has been voluntary with over 760 acres annexed in the past 5 years. The City lies at the intersection of Highways 61/151 and 20. The City is located approximately 16 miles northwest of Galena, Illinois; 65 miles north of the Quad Cities (Rock Island and Moline, Illinois and Bettendorf and Davenport, Iowa); 85 miles east of Waterloo, Iowa; 176 miles west of Chicago Illinois and 185 miles northeast of Des Moines, Iowa. The Dubuque Regional Airport is located 6.5 miles south of the City. The airline serving the City is American Eagle, providing all jet service to Chicago. The City is also served by three railroads, the Burlington Northern, I &M Rail Link and Chicago, Central and Pacific; and Greyhound provides bus service. LARGER EMPLOYERS A representative list of larger employers in the City is as follows: Employer John Deere Dubuque Works Dubuque Community School Dist Hy -Vee Mercy Medical Center IBM Corp The Finley Hospital City of Dubuque Eagle Window and Door Medical Associates Clinic, P C Prudential Retirement Dubuque County Flexsteel Industries, Inc McKesson Holy Family Catholic Schools Dubuque Racing Association 3) Loras College Quebecor World Dubu Dubuque Bank & T Cottingham & B Thermo Fischer Sci A Y McDonald Mfg University of Dubuque Molo Oil Company Rite -Hite Corporation Diamond Jo Casino Woodward Communications, Inc Medline GENERAL INFORMATION Type of Busmen Manufacturing Education Grocery Stores Health Care Servi';'<;; Technology Services Care Services City Government Manufacturing Health Care Services Retirement Administration County Government ufacturing ocessing Services n Ins - Services abor. quipment Manufacturing nufac ation eum Distributor ated Metal Products ainment paper Printing alth Care Equipment 23 Approximate Number of Employees 1,800 1,573 i) 1,350 1,324 0 2 ) 750 743 550 450 450 425 400 390 385 370 365 360 350 4) 345 327 300 300 300 268 250 1) Reflects the recent layoff of 54 employees due to State of Iowa budget cuts 2) This new facility opened in July 2009 They are in the process of hiring and anticipate employing approximately 1,300 people by the end of 2010 3) D B A Dubuque Greyhound Park & Casino 4) The plant is closing its Dubuque operations Layoffs will be phased between January and September 2010, with the closure occurring in September 2010 Source Greater Dubuque Development Corporation website as of July 2010, KCRG -TV9 and the City BUILDING PERMITS City officials report the following construction activity as of June 30, 2010. Building permits are reported on a fiscal year basis. Commercial/ Fiscal Year Single Family Multi- Family Industrial Total Permits° Total Valuation° 2009/10 79 21 12 1,596 $77,312,483 2008/09 39 7 19 1,740 81,460,036 2007/08 62 14 38 1,490 170,518,137 2006/07 97 14 27 1,433 119,690,921 2005/06 82 20 26 1,154 90,882,968 2004/05 110 25 37 1,600 162,184,384 1) Totals include single family, multi - family, commercial /mdustnal, remodeling, roofing, siding, decks, additions and other miscellaneous residential and commercial permits U.S. CENSUS DATA Population Trend Source U S Census Bureau website UNEMPLOYMENT RATES Annual Averages: Source Iowa Workforc EDUCATION 1980 U.S. Census 1990 U.S. Census 2000 U. S. Census 2008 U. S. Census Estimate Dubuque' .:;; County 3.7%,,,,,,,,,, 21 << ? 4.010E. 200: ' 4.6%1E 09 % Jan. Public education to the City is p 10,697 for the 2009 -10 school yea The Dubuque Community School Di middle schools and thirteen elementary sc 24 62,374 57,546 57,686 57,250 3.7% 3.7% 4.4% 6.0% 6.7% uque Community School District, with a certified enrollment of roximately 1,650 full and part-time employees of the district. prised of two high schools, an alternative high school, three EFFECTIVE BUYING INCOME Effective Buying Income ( "EBI ") and Retails Sales for 2009 are reported as follows: City of Dubuque $1,031,270,000 Dubuque County 1,756,855,000 State of Iowa 57,558,472,500 Source Claritas, Inc FINANCIAL SERVICES Total EBI Median Household EBI $34,645 38,201 38,919 Financial services for residents of the City are provided by American Trust and Savings Bank, Dubuque Bank and Trust Company, East Dubuque Savings Bank, Fidelity Bank & Trust, First Community Trust, N.A. and Premier Bank. The City is also serviced by branch offices of Liberty Bank, FSB, State Central Bank and US Bank N.A., as well as several credit unions. American Trust and Savings Bank, Dubuque Bank and Trust Company, Bank report the following deposits as of December 31st for each year: Year 2005 2006 2007 2008 2009 American Trust And Savings Bank $570,883,000 641,463,000 655,032,000 708, 594,000 711,573,000 Source FDIC Institution Directory website FINANCIAL STATEMENTS The City's Comprehensive Annual Ft APPENDIX B. The City's certified pub statements and has not and Az �,�a� ., dded performance and copies City's Financial Advis Dubuque Bank and E4, buque Trust Company s Bank $608,688,000 Sit ;.987,000 636,489,000 1;»O4 000 670,219,000 169,6 Q0O 749,192, 00 162,68 :j0 864,067,000 .171,170,0 25 Total Retail Sales $939,637,286 1,429,769,919 40,982,153,709 Retail Sales Per Household $40,369 39,274 34,215 Uhique Savings Bank and Premier Premix Bank $13 8;5,000 161,7641000 166, 891,000 186,858,000 213,076,000 r the fiscal year ended June 30, 2009 is reproduced in has not consented to distribution of the audited financial entation,— Further information regarding financial Financial Reports may be obtained from the APPENDIX A FORMS OF LEGAL OPINIONS AHLERS &COONEY. P.C. 100 COURT AVENUE, SUITE 600 DES MOINES, IOWA 50309 -2231 PHONE 515 - 243 -7611 FAX 515 - 243 -2149 WWW AHLERSLAW COM 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, Iowa (the "Issuer "), relating to the issuance of General Obligation Bonds, Senes 201 OA, by said City, dated the date of delivery, in the denomination of $5,000 or multiples thereof, in the aggregate amount of $4,470,000 (the "Bonds") We have examined the law and such certified proceedings and other papers as we deem necessary to render this opimon as bond counsel As to questions of fact material to our opinion, we have relied upon representations of the Issuer contained m 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 We have not been engaged to or undertaken to review the accuracy, completeness or sufficiency of the preliminary Official Statement dated July 26, 2010, the Final Official Statement dated , 2010, or any other offering material relating to the Bonds, and we express no opinion relating thereto Based on our examination and in reliance upon the certified proceedings and other certifications described above, we are of the opimon, 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 Bonds are valid and binding general obligations of the Issuer 3 All taxable property in the territory of the Issuer is subject to ad valorem taxation without limitation as to rate or amount to pay the Bonds Taxes have been levied by the Resolution for the payment of the Bonds and the Issuer is required by law to include in its annual tax levy the principal and mterest coming due on the Bonds to the extent the necessary funds are not provided from other sources WISHA RD & BAILY- 1888, GUERNSEY& BAILY- 1893, BAILY& STIPP- 1901, STIPP, PERRY, BANNISTER & STARZIN GER- 1914, BANNISTER, CARPENTER, AHLERS & COONEY -1950 AHLERS COONEY DORWEILER ALLBEE HAYNIE &SMITH- 1974 AHLERS COONEY DORWEILER HAYNIE SMITH & ALLIEE PC Dubuque. Iowa $4.470.000 General Obligation Bonds Series 2010A Page 2 4. The interest on the Bonds is excluded from gross income for federal income tax purposes and interest on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations: however, with respect to corporations (as defined for federal income tax purposes), such interest is included in adjusted current earnings for the purpose of determining the alterative minimum tax imposed on such corporations. We express no opinion regarding other federal income tax consequences caused by the receipt or accrual of interest on the Bonds. For the purpose of rendering the opinion set forth in paragraph numbered 4 above, we have assumed compliance by the Issuer with requirements of the Internal Revenue Code of 1986, as amended, that must be met subsequent to the issuance of the Bonds in order that interest thereon be and remain excluded from gross income for federal income tax purposes. Failure to comply with such requirements could cause the interest on the Bonds to be so included in gross income retroactive to the date of issuance of the Bonds. The Issuer has covenanted to comply with such requirements. It is to be understood that the rights of the holders of the Bonds and the enforceability thereof 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 that their enforcement may also be subject to the exercise of judicial discretion in appropriate cases. 662610 1 /Word\10422 109 Respectfully submitted. AHLERS &COONEY. P.C. 100 COURT AVENUE, SUITE 600 DES MOINES, IOWA 50309 -2231 PHONE 515 - 243 -7611 FAX 515 - 243 -2149 WWW AHLERSLAW COM 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, Iowa (the "Issuer "), relating to the issuance of Taxable General Obligation Urban Renewal Bonds, Series 201 OB, by said City, dated the date of delivery, in the denomination of $5,000 or multiples thereof, m the aggregate amount of $2,675,000 (the 'Bonds ") We have examined the law and such certified proceedings and other papers as we deem necessary to render this opimon as bond counsel As to questions of fact material to our opinion, we have relied upon representations of the Issuer contained m 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 We have not been engaged to or undertaken to review the accuracy, completeness or sufficiency of the preliminary Official Statement dated July 26, 2010, the Final Official Statement dated , 2010, or any other offering material relating to the Bonds, and we express no opinion relating thereto Based on our examination and in reliance upon the certified proceedings and other certifications described above, we are of the opimon, 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 Bonds are valid and binding general obligations of the Issuer 3 All taxable property in the territory of the Issuer is subject to ad valorem taxation without limitation as to rate or amount to pay the Bonds Taxes have been levied by the Resolution for the payment of the Bonds and the Issuer is required by law to include in its annual tax levy the principal and mterest coming due on the Bonds to the extent the necessary funds are not provided from other sources WISHA RD & BAILY- 1888, GUERNSEY& BAILY- 1893, BAILY& STIPP- 1901, STIPP, PERRY, BANNISTER & STARZIN GER- 1914, BANNISTER, CARPENTER, AHLERS & COONEY -1950 AHLERS COONEY DORWEILER ALLBEE HAYNIE &SMITH- 1974 AHLERS COONEY DORWEILER HAYNIE SMITH & ALLIEE PC Dubuque. Iowa $2.675.000 Taxable General Obligation Urban Renewal Bonds Series 2010B Page 2 4. The interest on the Bonds is not excluded from gross income for federal income tax purposes under Section 103(a) of the Interval Revenue Code of 1986, as amended. THE HOLDERS OF THE BONDS SHOULD TREAT THE INTEREST THEREON AS SUBJECT TO FEDERAL INCOME TAXATION. We express no other opinion regarding any other federal or state income tax consequences caused by the receipt or accnlal of interest on the Bonds. It is to be understood that the rights of the holders of the Bonds and the enforceability thereof may be subject to banknlptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted to the extent constitutionally applicable and that their enforcement may also be subject to the exercise of judicial discretion in appropriate cases. 662621 1 /MSWord\10422 109 Respectfully submitted. AHLERS &COONEY. P.C. 100 COURT AVENUE, SUITE 600 DES MOINES, IOWA 50309 -2231 PHONE 515 - 243 -7611 FAX 515 - 243 -2149 WWW AHLERSLAW COM 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, Iowa (the "Issuer "), relating to the issuance of General Obligation Urban Renewal Bonds, Series 201 0C, by said City, dated the date of delivery, in the denomination of $5,000 or multiples thereof, m the aggregate amount of $2,825,000 (the 'Bonds ") We have examined the law and such certified proceedings and other papers as we deem necessary to render this opimon as bond counsel As to questions of fact material to our opinion, we have relied upon representations of the Issuer contained m 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 We have not been engaged to or undertaken to review the accuracy, completeness or sufficiency of the preliminary Official Statement dated July 26, 2010, the Final Official Statement dated , 2010, or any other offering material relating to the Bonds, and we express no opinion relating thereto Based on our examination and in reliance upon the certified proceedings and other certifications described above, we are of the opimon, 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 Bonds are valid and binding general obligations of the Issuer 3 All taxable property in the territory of the Issuer is subject to ad valorem taxation without limitation as to rate or amount to pay the Bonds Taxes have been levied by the Resolution for the payment of the Bonds and the Issuer is required by law to include in its annual tax levy the principal and mterest coming due on the Bonds to the extent the necessary funds are not provided from other sources WISHA RD & BAILY- 1888, GUERNSEY& BAILY- 1893, BAILY& STIPP- 1901, STIPP, PERRY, BANNISTER & STARZIN GER- 1914, BANNISTER, CARPENTER, AHLERS & COONEY -1950 AHLERS COONEY DORWEILER ALLBEE HAYNIE &SMITH- 1974 AHLERS COONEY DORWEILER HAYNIE SMITH & ALLIEE PC Dubuque. Iowa $2.825.000 General Obligation Urban Renewal Bonds, Series 2010C Page 2 4. The interest on the Bonds (a) is excludable from gross income of the owners thereof for federal income tax purposes: (b) is not included as an item of tax preference in computing the federal alternative minimum tax imposed on individuals and corporations: and (c) is not taken into account in computing an adjustment used in determining the federal alterative minimum tax for certain corporations. We express no opinion regarding other federal income tax consequences caused by the receipt or accrual of interest on the Bonds. 5. Interest on the Bonds is exempt from the taxes imposed by Division II (Personal Net Income Tax) and Division III (Business Tax on Corporations) of Chapter 422 of the Code of Iowa, as amended (the "Iowa Code "): it should be noted, however, that interest on the Bonds is required to be included in adjusted current earnings to be used in computing the "state alterative minimum taxable income" of corporations and financial institutions for purposes of Sections 422.33 and 422.60 of the Iowa Code. Interest on the Bonds is subject to the taxes imposed by Division V (Taxation of Financial Instihrtions) of Chapter 422 of the Iowa Code. We express no opinion regarding other State tax consequences arising with respect to the Bonds. For the purpose of rendering the opinion set forth in paragraph numbered 4 above, we have assumed compliance by the Issuer with requirements of the Internal Revenue Code of 1986, as amended, that must be met subsequent to the issuance of the Bonds in order that interest thereon be and remain excluded from gross income for federal income tax purposes. Failure to comply with such requirements could cause the interest on the Bonds to be so included in gross income retroactive to the date of issuance of the Bonds. The Issuer has covenanted to comply with such requirements. It is to be understood that the rights of the holders of the Bonds and the enforceability thereof 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 that their enforcement may also be subject to the exercise of judicial discretion in appropriate cases. 662614 1 /Word\10422 109 Respectfully submitted. APPENDIX B JUNE 30, 2009 COMPREHENSIVE ANNUAL FINANCIAL REPORT APPENDIX C FORMS OF CONTINUING DISCLOSURE CERTIFICATES CONTINUING DISCLOSURE CERTIFICATE This Continuing Disclosure Certificate (the "Disclosure Certificate ") is executed and delivered by the City of Dubuque. Iowa (the "Issuer "). in connection with the issuance of $4.470.000 General Obligation Bonds. Series 2010A (the "Bonds") dated the date of deliver`. The Bonds are being issued pursuant to a Resolution of the Issuer approved on . 2010 (the "Resolution "). The Issuer covenants and agrees as follows: SECTION 1. Purpose of the Disclosure Certificate. 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). SECTION 2. 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 Report" shall mean any Annual Report provided 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. "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. "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. CIG27.TXT "Municipal Securities Rulemaking Board" or "MSRB" shall mean the Municipal Securities Rulemaking Board. 1900 Duke Street. Suite 600. Alexandria. VA 22314. "National Repository" shall mean the MSRB's Electronic Municipal Market Access website, a /k/a "EMMA ". "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(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934. as the same may be amended from time to time. "State" shall mean the State of Iowa. SECTION 3. Provision of Annual Reports. (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 the report for the 2009/2010 fiscal year. provide to the National Repository an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Certificate. The Annual Report must be submitted in such format as is required by the MSRB (currently in searchable PDF format). The Annual Report may be submitted as a single document or as separate documents comprising a package. The Annual Report 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 Report and later than the date required above for the filing of the Annual Report 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 an Annual Report 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 the Annual Report with the National Repository: and 2 (if the Dissemination Agent is other than the Issuer), file a report with the Issuer certifying that the Annual Report has been filed pursuant to this Disclosure Certificate, stating the date it was filed. SECTION 4. Content of Annual Reports. The Issuer's Annual Report shall contain or i ncorporate by reference the following: (1) 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 the Annual Report is required to be filed pursuant to Section 3(a), the Annual Report shall contain unaudited financial statements in a format similar to the financial statements contained in the final Official Statement, and the audited financial statements shall be filed in the same manner as the Annual Report when they become available. (2) Information prepared as of the end of the preceding fiscal year, of the type contained in the final Official Statement under the captions "City Property Values ". "Debt Limit ". "Direct Debt ". "Other Debt ". "Indirect General Obligation Debt ". "Levies and Collection ", and "Tax Rates ". 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. SECTION 5. Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5. the Issuer shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) principal and interest payment delinquencies: (2) non- payment related defaults: 3 (3) unscheduled draws on debt service reserves reflecting financial difficulties: (4) unscheduled draws on credit enhancements reflecting financial difficulties: (5) substitution of credit or liquidity providers. or their failure to perform: (6) adverse tax opinions or events affecting the tax - exempt status of the security: (7) modifications to rights of security holders: (8) bond calls: (9) defeasances: (10) release. substitution. or sale of property securing repayment of the securities: and (11) rating changes. (b) Whenever the Issuer obtains the knowledge of the occurrence of a Listed Event. the Issuer shall as soon as possible determine if such event would be material under applicable federal securities laws. (c) If the Issuer determines that knowledge of the occurrence of a Listed Event would be material under applicable federal securities laws. the Issuer shall promptly file a notice of such occurrence with the Municipal Securities Rulemaking Board through the filing with the National Repository. Notwithstanding the foregoing. notice of Listed Events described in subsections (a) (8) and (9) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to Holders of affected Bonds pursuant to the Resolution. SECTION 6. Termination of Reporting Obligation. The Issuer's obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds 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 4 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. If such termination occurs prior to the final maturity of the Bonds, the Issuer shall give notice of such termination in the same manner as for a Listed Event under Section 5(c). SECTION 7. 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. SECTION 8. 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: (a) 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; (b) 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 (c) 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 Report, 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 5 manner as for a Listed Event under Section 5(c), and (ii) the Annual Report 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 p rinciples. SECTION 9. 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 Report 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 Report 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 Report or notice of occurrence of a Listed Event. SECTION 10. 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. SECTION 11. 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. 6 SECTION 12. 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. ATTEST: By: Date: City Clerk day of . 2010. CITY OF DUBUQUE. IOWA By: Mayor 7 Dated: day of 662609 1 /Word \10-122 109 EXHIBIT A NOTICE TO NATIONAL REPOSITORY OF FAILURE TO FILE ANNUAL REPORT Name of Issuer: City of Dubuque. Iowa. Name of Bond Issue: $4.470.000 General Obligation Bonds, Series 2010A Dated Date of Issue: the date of delivery NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report 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 Report will be filed by CITY OF DUBUQUE, IOWA By: Its: 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 $2.675.000 Taxable General Obligation Urban Renewal Bonds. Series 2010B (the "Bonds") dated the date of deliver`. The Bonds are being issued pursuant to a Resolution of the Issuer approved on . 2010 (the "Resolution "). The Issuer covenants and agrees as follows: SECTION 1. Purpose of the Disclosure Certificate. 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). SECTION 2. 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 Report" shall mean any Annual Report provided 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. "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. "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. CIG27.TXT "Municipal Securities Rulemaking Board" or "MSRB" shall mean the Municipal Securities Rulemaking Board. 1900 Duke Street. Suite 600. Alexandria. VA 22314. "National Repository" shall mean the MSRB's Electronic Municipal Market Access website, a /k/a "EMMA ". "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(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934. as the same may be amended from time to time. "State" shall mean the State of Iowa. SECTION 3. Provision of Annual Reports. (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 the report for the 2009/2010 fiscal year. provide to the National Repository an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Certificate. The Annual Report must be submitted in such format as is required by the MSRB (currently in searchable PDF format). The Annual Report may be submitted as a single document or as separate documents comprising a package. The Annual Report 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 Report and later than the date required above for the filing of the Annual Report 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 an Annual Report 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 the Annual Report with the National Repository: and 2 (if the Dissemination Agent is other than the Issuer), file a report with the Issuer certifying that the Annual Report has been filed pursuant to this Disclosure Certificate, stating the date it was filed. SECTION 4. Content of Annual Reports. The Issuer's Annual Report shall contain or i ncorporate by reference the following: (1) 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 the Annual Report is required to be filed pursuant to Section 3(a), the Annual Report shall contain unaudited financial statements in a format similar to the financial statements contained in the final Official Statement, and the audited financial statements shall be filed in the same manner as the Annual Report when they become available. (2) Information prepared as of the end of the preceding fiscal year, of the type contained in the final Official Statement under the captions "City Property Values ". "Debt Limit ". "Direct Debt ". "Other Debt ". "Indirect General Obligation Debt ". "Levies and Collection ", and "Tax Rates ". 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. SECTION 5. Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5. the Issuer shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) principal and interest payment delinquencies: (2) non- payment related defaults: 3 (3) unscheduled draws on debt service reserves reflecting financial difficulties: (4) unscheduled draws on credit enhancements reflecting financial difficulties: (5) substitution of credit or liquidity providers. or their failure to perform: (6) adverse tax opinions or events affecting the tax - exempt status of the security: (7) modifications to rights of security holders: (8) bond calls: (9) defeasances: (10) release. substitution. or sale of property securing repayment of the securities: and (11) rating changes. (b) Whenever the Issuer obtains the knowledge of the occurrence of a Listed Event. the Issuer shall as soon as possible determine if such event would be material under applicable federal securities laws. (c) If the Issuer determines that knowledge of the occurrence of a Listed Event would be material under applicable federal securities laws. the Issuer shall promptly file a notice of such occurrence with the Municipal Securities Rulemaking Board through the filing with the National Repository. Notwithstanding the foregoing. notice of Listed Events described in subsections (a) (8) and (9) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to Holders of affected Bonds pursuant to the Resolution. SECTION 6. Termination of Reporting Obligation. The Issuer's obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds 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 4 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. If such termination occurs prior to the final maturity of the Bonds, the Issuer shall give notice of such termination in the same manner as for a Listed Event under Section 5(c). SECTION 7. 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. SECTION 8. 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: (a) 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; (b) 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 (c) 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 Report, 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 5 manner as for a Listed Event under Section 5(c), and (ii) the Annual Report 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 p rinciples. SECTION 9. 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 Report 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 Report 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 Report or notice of occurrence of a Listed Event. SECTION 10. 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. SECTION 11. 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. 6 SECTION 12. 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. ATTEST: By: Date: City Clerk day of . 2010. CITY OF DUBUQUE. IOWA By: Mayor 7 NOTICE TO NATIONAL REPOSITORY OF FAILURE TO FILE ANNUAL REPORT Name of Issuer: City of Dubuque. Iowa. Name of Bond Issue: $2.675.000 Taxable General Obligation Urban Renewal Bonds, Series 2010B Dated Date of Issue: the date of delivery NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report 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 Report will be filed by Dated: day of 662619 1 /ISWord\10422 109 EXHIBIT A CITY OF DUBUQUE, IOWA By: Its: CONTINUING DISCLOSURE CERTIFICATE This Continuing Disclosure Certificate (the "Disclosure Certificate ") is executed and delivered by the City of Dubuque. Iowa (the "Issuer "). in connection with the issuance of $2.825.000 General Obligation Urban Renewal Bonds. Series 2010C (the "Bonds") dated the date of deliver`. The Bonds are being issued pursuant to a Resolution of the Issuer approved on . 2010 (the "Resolution "). The Issuer covenants and agrees as follows: SECTION 1. Purpose of the Disclosure Certificate. 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). SECTION 2. 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 Report" shall mean any Annual Report provided 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. "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. "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. CIG27.TXT "Municipal Securities Rulemaking Board" or "MSRB" shall mean the Municipal Securities Rulemaking Board. 1900 Duke Street. Suite 600. Alexandria. VA 22314. "National Repository" shall mean the MSRB's Electronic Municipal Market Access website, a /k/a "EMMA ". "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(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934. as the same may be amended from time to time. "State" shall mean the State of Iowa. SECTION 3. Provision of Annual Reports. (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 the report for the 2009/2010 fiscal year. provide to the National Repository an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Certificate. The Annual Report must be submitted in such format as is required by the MSRB (currently in searchable PDF format). The Annual Report may be submitted as a single document or as separate documents comprising a package. The Annual Report 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 Report and later than the date required above for the filing of the Annual Report 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 an Annual Report 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 the Annual Report with the National Repository: and 2 (if the Dissemination Agent is other than the Issuer), file a report with the Issuer certifying that the Annual Report has been filed pursuant to this Disclosure Certificate, stating the date it was filed. SECTION 4. Content of Annual Reports. The Issuer's Annual Report shall contain or i ncorporate by reference the following: (1) 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 the Annual Report is required to be filed pursuant to Section 3(a), the Annual Report shall contain unaudited financial statements in a format similar to the financial statements contained in the final Official Statement, and the audited financial statements shall be filed in the same manner as the Annual Report when they become available. (2) Information prepared as of the end of the preceding fiscal year, of the type contained in the final Official Statement under the captions "City Property Values ". "Debt Limit ". "Direct Debt ". "Other Debt ". "Indirect General Obligation Debt ". "Levies and Collection ", and "Tax Rates ". 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. SECTION 5. Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5. the Issuer shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) principal and interest payment delinquencies: (2) non- payment related defaults: 3 (3) unscheduled draws on debt service reserves reflecting financial difficulties: (4) unscheduled draws on credit enhancements reflecting financial difficulties: (5) substitution of credit or liquidity providers. or their failure to perform: (6) adverse tax opinions or events affecting the tax - exempt status of the security: (7) modifications to rights of security holders: (8) bond calls: (9) defeasances: (10) release. substitution. or sale of property securing repayment of the securities: and (11) rating changes. (b) Whenever the Issuer obtains the knowledge of the occurrence of a Listed Event. the Issuer shall as soon as possible determine if such event would be material under applicable federal securities laws. (c) If the Issuer determines that knowledge of the occurrence of a Listed Event would be material under applicable federal securities laws. the Issuer shall promptly file a notice of such occurrence with the Municipal Securities Rulemaking Board through the filing with the National Repository. Notwithstanding the foregoing. notice of Listed Events described in subsections (a) (8) and (9) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to Holders of affected Bonds pursuant to the Resolution. SECTION 6. Termination of Reporting Obligation. The Issuer's obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds 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 4 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. If such termination occurs prior to the final maturity of the Bonds, the Issuer shall give notice of such termination in the same manner as for a Listed Event under Section 5(c). SECTION 7. 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. SECTION 8. 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: (a) 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; (b) 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 (c) 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 Report, 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 5 manner as for a Listed Event under Section 5(c), and (ii) the Annual Report 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 p rinciples. SECTION 9. 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 Report 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 Report 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 Report or notice of occurrence of a Listed Event. SECTION 10. 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. SECTION 11. 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. 6 SECTION 12. 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. ATTEST: By: Date: City Clerk day of . 2010. CITY OF DUBUQUE. IOWA By: Mayor 7 NOTICE TO NATIONAL REPOSITORY OF FAILURE TO FILE ANNUAL REPORT Name of Issuer: City of Dubuque. Iowa. Name of Bond Issue: $2.825.000 General Obligation Urban Renewal Bonds, Series 2010C Dated Date of Issue: the date of delivery NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report 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 Report will be filed by Dated: day of 662613 1 /Word\10422 109 EXHIBIT A CITY OF DUBUQUE, IOWA By: Its: OFFICIAL BID FORM TO City Council of Sale Date August 2, 2010 City of Dubuque, Iowa 11 00 AM Central Time RE $4,470,000* General Obligation Bonds, Series 2010A For all or none of the above Series 2010A in accordance with the TERMS OF OFFERING, we will pay you $ (not less than $4,425,300) plus accrued interest to date of delivery for fully registered bonds bearing interest rates and maturing in the stated years as follows NET INTEREST COST $ TRUE INTEREST COST Account Manager Account Members % due 2011 % due 2012 % due 2013 % due 2014 % due 2015 % due 2016 % due 2017 % due 2018 % due 2019 % due 2020 The foregoing offer is hereby accepted by and August, 2010 Title Title ted date 0, 2010) % due 2021 % due 2022 % due 2023 % due 2024 % due 2025 % due 2026 %<d % due 2030 Preliminary, subject to change The City reserves the right to increase �f ... crease the gregate pnn amount of the 2010A Bonds Such change will be in increments of $5,006 ay in any of th,,,,: maturities The purchase prices of the issue will be adjusted proportionately t ale y change in issue, size In making this offer we accept all of the terms and conditions of the TERMS OF OFFS` "1;`published in the Preliminary Official Statement dated July 26, 2010 In the event of failure to deliver the Series 2010 > ads in accordance with the TERMS OF OFFERING as printed in the Prelim Official Statement and made a part he ;': <.,we reserve the right to withdraw our offer All blank spaces of this off nal and are not to be construed as an oion Not as a part of our offer, the above quoted p .eing cony g, but only as an aid for the verification of the offer, we have made the following computations f the City Council of the City of Dubuque, Iowa this 2" day of Attest By *Preliminary, subject to change TO City Council of Sale Date August 2, 2010 City of Dubuque, Iowa 11 00 AM Central Time Attest OFFICIAL BID FORM RE $2,675,000* Taxable General Obligation Urban Renewal Bonds, Series 2010B For all or none of the above Series 2010B in accordance with the TERMS OF OFFERING, we will pay you $ (not less than $2,648,250) plus accrued interest to date of delivery for fully registered bonds bearing interest rates and maturing in the stated years as follows % due 2012 % due 2013 % due 2014 % due 2015 % due 2016 % due 2017 % due 2018 % due 2019 % due 2020 % due 2021 The City reserves the right to increase or Title Title % due 202 % du' case the ag gate princip amount of the 2010B Bonds Such change will be in increments of $5,000 and ay be in any of the maturities The purchase prices of the issue will be adjusted proportionately to f1 c change m issue size In making this offer we accept all of the terms and conditions of the TERMS OF OFFERIl: > ubhshed m the Preliminary Official Statement dated July 26, 2010 In the event of failure to deliver the Series 2010B B' ":' >'''. in accordance with the TERMS OF OFFERING as printed in the Prehmina • ficial Statement and made a part hereo reserve the right to withdraw our offer All blank spaces of this offer . d and are not to be construed as : an omis.i'i Not as a part of our offer, the above quoted pric: g contro m but only as an aid for the verification of the offer, we have made the following computations NET INTEREST COST $ TRUE INTEREST COST % 1 e m. date Aug 2010) Account Manager Account Members % due 2022 % due 2023 % due 2024 % due 2025 % due 2026 The foregoing offer is hereby accepted by and one a e City Council of the City of Dubuque, Iowa this 2 day of August, 2010 By made the following computations NET INTEREST COST $ TRUE INTEREST COST Account Manager Account Members Not as a part of our offer, the above quoted prices The foregoing offer is hereby accepted by and on August, 2010 Attest Title % due 2012 % due 2013 % due 2014 % due 2015 % due 2016 % due 2017 % due 2018 % due 2019 % due 2020 % due 2021 OFFICIAL BID FORM TO City Council of Sale Date August 2, 2010 City of Dubuque, Iowa 11 00 AM Central Time RE $2,825,000* General Obligation Urban Renewal Bonds, Series 2010C For all or none of the above Series 2010C in accordance with the TERMS OF OFFERING, we will pay you $ (not less than $2,796,750) plus accrued interest to date of delivery for fully registered bonds bearing interest rates and maturing in the stated years as follows *Preliminary, subject to change The City reserves the right to increase or amount of the 2010C Bonds Such change will be in increments of $5,000 an` maturities The purchase prices of the issue will be adjusted proportionately to size In making this offer we accept all of the terms and conditions of the TERMS OF OFFERII,:ubhshed in the Preliminary Official Statement dated July 26, 2010 In the event of failure to deliver the Series 2010C ` °';:; in accordance with the TERMS OF OFFERING as printed in the Preliminary Official Statement and made a part here vif reserve the right to withdraw our offer All blank spaces of this offer are rote al and are not to be construed as an omi .n<.. ut only as an aid for the verification of the offer, we have date A % due 2022 % due 2023 % due 2024 % due 2025 % due 2026 % due 2027 % due 20 11:;,. .................. .................. .................. .................. .................. .................. .................. % d €" .................... ..................... ...................... ....................... ........................ ........................... ............................ ............................. .............................. .............................. .............................. .............................. ................. ............. ................. ............. lase the aggregate princip; y be made, any of the < ;; ; m fL any ; e m issue 20"1 By ehalf of By Title ity Council of the City of Dubuque, Iowa this 2" day of COMPREHENSIVE ANNUAL FINANCIAL REPORT FOR THE FISCAL YEAR ENDED JUNE 30, 2009 CITY OF DUBUQUE, IOWA Prepared by: Department of Finance CITY OF DUBUQUE, IOWA Table of Contents Exhibit Pase INTRODUCTORY SECTION Table of Contents 1 -2 Letter of Transmittal 3 -10 City Organizational Chart 11 Officials 12 Certificate of Achievement for Excellence in Financial Reporting 13 FINANCIAL SECTION Independent Auditor's Report 14 -15 Management's Discussion and Analysis 16 -23 Basic Financial Statements Government -wide Financial Statements Statement of Net Assets 1 24 -25 Statement of Activities 2 26 Fund Financial Statements Balance Sheet — Governmental Funds 3 27 Reconciliation of the Governmental Funds Balance Sheet to the Statement of Net Assets 3 -1 28 Statement of Revenues, Expenditures, and Changes in Fund Balances — Governmental Funds 4 29 Reconciliation of the Governmental Funds Statement of Revenues, Expenditures, and Changes in Fund Balances to the Statement of Activities 4 -1 30 Statement of Net Assets — Proprietary Funds 5 31 -32 Statement of Revenues, Expenses, and Changes in Fund Net Assets (Deficit) — Proprietary Funds 6 33 Statement of Cash Flows — Proprietary Funds 7 34 -35 Statement of Fiduciary Assets and Liabilities — Agency Funds 8 36 Notes to Financial Statements 37 -66 Required Supplementary Information Schedule of Receipts, Expenditures, and Changes in Balances — Budget and Actual (Budgetary Basis) — Governmental Funds and Enterprise Funds 67 Notes to Required Supplementary Information — Budgetary Reporting 68 Schedule of Funding Progress for the Retiree Benefit Plan 69 Combining Fund Statements Combining Balance Sheet — Nonmajor Governmental Funds A -1 70 -71 Combining Statement of Revenues, Expenditures, and Changes in Fund Balances — Nonmajor Governmental Funds A -2 72 -73 Combining Statement of Net Assets — Nonmajor Enterprise Funds B -1 74 Combining Statement of Revenues, Expenses, and Changes in Fund Net Assets — Nonmajor Enterprise Funds B -2 75 Combining Statement of Cash Flows — Nonmajor Enterprise Funds B -3 76 -77 Combining Statement of Net Assets — Internal Service Funds C -1 78 Combining Statement of Revenues, Expenses, and Changes in Fund Net Assets (Deficit) — Internal Service Funds C -2 79 Combining Statement of Cash Flows — Internal Service Funds C -3 80 Combining Statement of Changes in Assets and Liabilities — Agency Funds D -1 81 1 CITY OF DUBUQUE, IOWA Table of Contents Table Pase STATISTICAL SECTION (Unaudited) Statistical Section 82 Financial Trends Net Assets by Component 1 83 Changes in Net Assets 2 84 -85 Fund Balances of Governmental Funds 3 86 Changes in Fund Balances of Governmental Funds 4 87 Revenue Capacity Taxable and Assessed Value of Property 5 88 Property Tax Rates — Direct and Overlapping Governments 6 89 Principal Property Taxpayers 7 90 Property Tax Levies and Collections 8 91 Debt Capacity Ratios of Outstanding Debt by Type 9 92 Ratios of General Bonded Debt Outstanding 10 93 Direct and Overlapping Governmental Activities Debt 11 94 Legal Debt Margin Information 12 95 Revenue Bond Coverage — Parking Bonds 13 96 Water and Sewer Receipt History 14 97 Water Meters by Rate Class 15 98 Largest Water and Sewer Customers 16 99 Demographic and Economic Information Demographic and Economic Statistics 17 100 Principal Employers 18 101 Full -Time Equivalent City Government Employees by Function /Department 19 102 Operating Information Operating Indicators by Function /Program 20 103 Capital Asset Statistics by Function/Program 21 104 COMPLIANCE SECTION 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 .4 uditing Standards 105 -106 Report on Compliance with Requirements Applicable to Each Major Program and on Internal Control Over Compliance in Accordance with OMB Circular A -133 107 -108 Schedule of Expenditures of Federal Awards 109 -111 Notes to the Schedule of Expenditures of Federal Awards 112 Schedule of Findings and Questioned Costs 113 -116 THE CITY OF Masterpiece on the Mississippi December 21, 2009 Dubuque M- America City 1 III1. ki 2007 Honorable Mayor, City Council Members, and Citizens of the City of Dubuque Service People Integrity Responsibility Innovation Teamwork Finance Department 50 West 13th Street Dubuque, Iowa 52001 -4805 Office (563) 5894133 Fax (563) 690 -6689 TTY (563) 690 -6678 financeecityofdubuque.org www.cityofdubuque.org The Comprehensive Annual Financial Report (CAFR) of the City of Dubuque, Iowa, for the fiscal year ended June 30, 2009, is hereby submitted as required by various state and federal regulations. Responsibility for both the accuracy of the data and the completeness and fairness of the presentation, including all disclosures, rests with the City. 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. State code 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 2009. 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 U.S. Office of Management and Budget Circular A -133, Audits of States, Local Governments and Non - Profit Organizations. Information related to this single audit, including the Schedule of Expenditures of Federal Awards, findings and 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. 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 of Dubuque is financially accountable. 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, municipal airport, library, recreational activities and cultural events. In addition to general government activities, the municipality owns and operates enterprises for a water system, water pollution control facility, stormwater system, 3 parking facilities, refuse collection, and public transportation. Also, the governing body is financially accountable for the operations of the Dubuque Library Board, Airport Commission, Civic Center Commission, Cable TV Commission, Transit Board, and the Park and Recreation Commission. These activities are not legally separate entities, and therefore, are included in the reporting entity. This report includes the Dubuque Metropolitan Area Solid Waste Agency (DMASWA) and Dubuque Initiatives and Subsidiaries as a 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 of Dubuque appoints a voting majority to the DMASWA governing board and operates the landfill Dubuque Initiatives is organized to render service to service to the City Council of the City of Dubuque, Iowa on matters of community interest, and in the event of dissolution, any assets or property of the organization are transferred to the City. In 2009, the City of Dubuque guaranteed debt issued by Dubuque Initiatives and Subsidiaries. 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 report of the independent auditors. PROFILE OF THE CITY The City of Dubuque is located on the Mississippi River in northeast Iowa, adjacent to the states of Illinois and Wisconsin. Julien Dubuque 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 cable cars, Victorian architecture, and a Civil War era shot tower, to an enclosed shopping mall, two casinos, one with a pari - mutuel dog and the Smithsonian affiliated National Mississippi River Museum and Aquarium. The City of Dubuque currently has a land area of 29.94 square miles, and a census 2000 population of 57,686. 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. Dubuque has a stable and diversified economic base and is the major tri -state retail center. Dubuque ended the fiscal year with an unemployment rate of approximately 6.2 percent, equal to the state unemployment rate, but lower than the national average of 9.5 %. The new IBM Service Center plans to add 1300 IT jobs by December 2010. 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 mayor is elected to a four -year term. The council is elected on a non - partisan basis. 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 for, among other things, setting policy, passing ordinances, 4 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 Development at the Port of Dubuque continues with an $80 million Diamond Jo Casino entertainment expansion completed December 2008 and a $32 million expansion underway by the National Mississippi River Museum and Aquarium. These projects join the already completed developments in the Port of Dubuque including the McGraw -Hill Higher Education office building, the LEED - certified remodeling of the former Adams facility by Durrant; renovation of City -owned Dubuque Star Brewery by a private developer for office, restaurant, and retail use and a new City parking ramp. A $60 million mixed use development is still planned for the port. Development of the Dubuque Industrial Center West continues with several business expansions, including: Kendall/Hunt Publishing (80,000 square foot distribution center); Art's Way Manufacturing; National Dentex; Giese Manufacturing; Dubuque Screw Products; Hormel Foods (340,000 square foot food processing plant); Medline Industries (67,100 square foot office building); ITC Development; Vanguard Countertops (30,200 square foot fabrication building); and Theisen Supply. Many of these projects were completed in 2008 or 2009. The Dubuque Technology Park on the south side of the City had three new facilities completed in 2007 which added 230 new jobs and $6,000,000 of capital investment. These facilities house Kunkel Bounds and Associates, Sedgwick CMS, Straka Johnson Architects, and Entegee Engineering. Downtown development continues at a brisk pace with the following projects: $11 million expansion by Cottingham and Butler, which adds 90 new jobs; the renovation of the former Interstate Power Company headquarters, now the home of W.S. Live with over 100 new jobs for the downtown; and a $1.5 million restoration of the historic German Bank building were completed during 2008. A $6.2 million renovation project at the Carnegie Stout Public Library is scheduled to be completed in April 2010. The most recent major development in the Downtown was the January 2009 announcement that IBM will be utilizing the former Roshek Building as the office for 1,300 new service center jobs. The building was purchased by Dubuque Initiatives and is currently undergoing a $38 million renovation. IBM has already taken possession of the top four floors (6 -9) and plans to reach their employment goal by the end of 2010. The City is also planning the construction of another downtown parking ramp to accommodate the influx of new downtown employees. The IBM project has created a high demand for rental housing, as many of these new employees will be recent college graduates. The City Council approved a Revitalization Strategy for the Warehouse District in August 2007. The strategy defines six primary goals to be achieved in rehabilitating the area. The revitalization is expected to amount to $200 million in investment from private and public sectors over the next ten years. A master plan for the redevelopment of 5 the district was approved by the Council in February 2009. Planning has begun for the infrastructure and parking needs anticipated by the redevelopment of these large brick structures for mixed use purposes. The City is actively working with developers to expedite the rehabilitation process in order to fill the critical housing need created by IBM. A 24 -unit condominium project has begun at 40 -42 Main Street. West end construction includes Horizon Development beginning construction in the fall of 2009 of a 43 -unit Senior Assisted Living Residence; Kluck Construction broke ground on two 24 -unit market rate apartment buildings; and GTW Pennsylvania, Inc. received approval to build 216 two- bedroom market rate apartments near the Dubuque Industrial Center West. Eagle Rock Construction has also begun construction of a 15 -unit townhouse development. Construction has also begun on three new residential subdivisions. Pebble Cove #1 and #2, located near the southwest corner of the Northwest Arterial, will provide 46 new building lots for single and two - family homes. Three homes are currently underway there. English Ridge subdivision, located east of the intersection of U.S. 20, will create 45 single - family lots. Ten homes are completed or underway in that subdivision. A new subdivision named North Fork Trails is under construction. One two -unit townhouse is currently under way. North Fork Trails will provide 17 building lots for two - family homes and will incorporate sustainable land management and building construction practices on an infill site. Retail construction includes Walgreens opening a new north end store in August 2009 serving as their third location in Dubuque and Holiday Inn Express opened their facility on the west side of town. Demolition was completed on the former meat packing plant, opening 30 acres for future retail development on the Highway 151/61 corridor. Nearly all of the materials from the former facility have been recycled. Other major construction projects include the University of Dubuque Chlapaty Recreation and Wellness Center, which opened in the fall of 2008. In September 2008, Loras College also proposed construction of the 32 dwelling unit Oaks Housing project on the north side of the campus. The operation of an expanded land -base Diamond Jo Casino in December, 2008 had a negative impact on City revenue from the Mystique. However, a plan to address this impact was approved by the City Council as part of the FY 2010 budget process. The City continues to receive awards and recognition from a variety of sources including: • 2008 Most Livable Small City in the U.S., by the U.S. Conference of Mayors; • One of the 2009, 2008 & 2007 100 Best Communities for Young People, by America's Promise Alliance for Youth; • 2007 All- America City, by the National Civic League; • Ranked 22nd among the "Top 25 Boomtowns" in the nation, by Inc. magazine in May 2007; • 2006 Iowa Great Place, by the Iowa Department of Cultural Affairs Citizen Advisory Board; 6 • Ranked 18th in nation in 2008's "Best Small Places for Business and Careers ", by Forbes magazine. • 2009 Economic Development Administration's "Excellence in Economic Development Award for Excellence in Historic Preservation -led Strategies" for the IBM/Roshek Building Project • 2009 Best Business Retention & Expansion Program Award • 2009 RelocateAmerica.com Top 100 Places to Live 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 citizens of Dubuque within the budget guidelines set by the Mayor and City Council. The Dubuque Regional Airport acquired 103 acres of land located between the two airport runways as the first step in implementing the airport master plan. The land is required to support the new airline terminal as depicted in the FAA approved Airport Layout Plan. This action has lead to funding the preliminary design and site plan. The City continues to implement components of the $38 million Drainage Basin Master Plan. The $4 million West 32 Street Detention Basin Project and $32 million Bee Branch Creek Restoration Project have involved significant property acquisitions and engineering design to date. Additionally, the City has begun a comprehensive study to provide added capacity for traffic flow and improved connectivity between the western growth areas and the downtown area. Currently the US 20 Corridor serves as the single primary route for east -west travel in the City. Beginning in 2006, the Dubuque City Council identified Green City Designation as one of its top priorities. Since then, many initiatives have been underway to make Dubuque a more sustainable community. The City is in the process of completing several projects that will help it achieve the Council's goal. These include participation in the Sustainable Design Assessment Team program, preparation of the Unified Development Code, completion of a green resource and energy use profile, and a variety of neighborhood -based green initiatives. IBM and the City of Dubuque announced in September 2009 a new collaboration aimed at making this community one of the first "smarter" sustainable cities in the U.S. The goal of this collaboration is to develop and pilot a systematic mechanism to give consumers and businesses the information they need to make informed decisions about how they consume resources like electricity, water, natural gas, and oil 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 citizens through neighborhood vitality. The City staff will work to implement the City Council's vision that Dubuque is a "Masterpiece on the Mississippi." A 7 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: • Diverse, Strong Dubuque Economy • Sustainable City • Planned and Managed Growth • Partnering for a Better Dubuque • Improved Connectivity: Transportation and Telecommunications 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. The internal controls are designed to provide reasonable, but not absolute, assurance that these objectives are met. The concept of reasonable assurance recognizes that: (1) the cost of a control should not exceed the benefits likely to be derived; and (2) the valuation of costs and benefits requires estimates and judgments by management. 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. The results of the government's single audit for the fiscal year ended June 30, 2009, provided no instances of material weaknesses in internal control over compliance, or significant violations of 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 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. 8 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 $3,122,467 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. Accordingly, deposits were either covered by federal depository insurance or collateralized. All collateral on uninsured deposits were held either by the State Treasurer, the government, its agent, or a financial institution's trust department in the government's name All of the investments subject to risk categorization were classified in the category of lowest credit risk as defined by the Governmental Accounting Standards Board. The non - classified investments include mutual funds. 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. Worker's compensation coverage up to $450,000 for each accident is provided through self - insurance. The accumulated reserve provision for such claims reflected a $419,230 deficit as of June 30, 2009. Provision for three large claims were accrued at fiscal year end with funds to cover payment available in next fiscal year. 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 $2,910,972 as of June 30, 2009. All self - insured health plans are certified as actuarially sound and certificates of compliance have been filed with the State of Iowa. Bond Rating. The rating for the City's outstanding general obligation bonded debt was upgraded by Moody's Investors Service to "Aa2" from a previous rating of "Aa3" in September 2003. This upgrade was due in part to the City's sound financial position, anticipated growth of the City's tax base, and low overall debt burden. The rating was continued for bonds issued since 2003. 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, 2008. This was the 21 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. 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. 9 The Government Finance Officers Association of the United States and Canada (GFOA) awarded a Certificate of Recognition for Budget Preparation to the City of Dubuque, Iowa, for its annual budget for the fiscal year ended June 30, 2009. In addition, we received the award for the fiscal year ending June 30, 2010. 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 4 consecutive year that the City has achieved this prestigious award. This award is valid for a period of one year. The City of Dubuque submitted its investment policy to the Association of Public Treasurers of the United States and Canada for review and recertification during fiscal year ended June 30, 2009. The City was awarded the Certification of Excellence in July 2009. 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, q6..„.,„vbk_d :12J_, Michael C. Van Milligen Kenneth J. TeKippe, CPA City Manager Finance Director 10 4/22/09 Civic Center Park Recreation CITY OF DUBUQUE ORGANIZATIONAL CHART City Attorney Library Assistant City Manager (2) Personnel Manager Training and Workforce Development Coordinator Budget Director Assistant Budget Director CITY COUNCIL CITY MANAGER Building Economic Emergency Finance Fire Services Development Communications Department Department Department Department Emergency Parking System Management Transit Division City Clerk Airport Public Information Officer Cable TV Geographic Communications Information Assistant Systems Neighborhood Development Sustainable Community Coordinator I 1 I Health Housing & Human Information Services Community Rights Services Department Development Department Department Department Leisure Services Public Works Planning Police Engineering Water Water Pollution Department Department Services Department Department Department Control Department Department CITY OF DUBUQUE, IOWA OFFICIALS JUNE 30, 2009 CITY COUNCIL Roy D. Buol Richard W. Jones David T. Resnick Kevin J. Lynch Karla A. Braig Joyce E. Connors Dirk N. Voetberg COUNCIL APPOINTED OFFICIALS Michael C. Van Milligen Barry a Lindahl Crenna M. Brumwell -Sahm James A. O'Brien Jeanne F. Schneider DEPARTMENT MANAGERS Robert A. Grierson Therese H. Goodmann Cynthia Al. Steinhauser Jenny M. Larson Richard R. Russell David J. Heiar Kenneth J. TeKippe E. Daniel Brown 1\Iary Rose Corrigan David W. Harris, Jr. Kelly R. Larson Randall K. Peck Christine A. Kohlmann Gil D. Spence Susan A. Henricks Donald J. Vogt Laura B. Carstens Terrence N. Tobin Gus N. Psihoyos Robert M. Green Jonathan R. Brown Mayor Council Member — At Large Council Member — At Large Council Member — 1 Ward Council Member — 2n Ward Council Member — 3' Ward Council Member — -4 Ward City Manager City Attorney Assistant City Attorney Assistant City Attorney City Clerk Airport Manager Assistant City 1\lanager Assistant City Manager Budget Director Building Services Manager Economic Development Director Finance Director Fire Chief Health Services Manager Housing and Community Development Manager Human Rights Director Personnel Manager Information Services Manager Leisure Services Manager Library Director Public Works Director Planning Services Manager Acting Police Chief Public Works Director Water Department Manager Water Pollution Control Plant 1\lanager 12 Certificate of Achievement for Excellence in Financial Reporting Presented to City of Dubuque Iowa For its Comprehensive Annual Financial Report for the Fiscal Year Ended June 30, 2008 A Certificate of Achievement for Excellence in Financial Reporting is presented by the Government Finance Officers Association of the United States and Canada to government units and public employee retirement systems whose comprehensive annual financial reports (CAFRs) achieve the highest standards in government accounting and financial reporting. President 44 Executive Director 13 To the Honorable Mayor and Members of the City Council City of Dubuque, Iowa EideBailly. CPAs & BUSINESS ADVISORS INDEPENDENT AUDITOR'S REPORT We have audited the accompanying financial statements of the governmental activities, the busmess -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, 2009, which collectively compnse the City's basic financial statements listed m the table of contents These financial statements are the responsibility of the management of the City of Dubuque, Iowa Our responsibility is to express opinions on these financial statements based on our audit We did not audit the financial statements of Dubuque Imtiatives and Subsidiaries (a discretely presented component unit) Those financial statements were audited by other auditors whose reports thereon have been furmshed to us, and our opinion, msofar as it relates to the amounts mcluded for Dubuque Imtiatives and Subsidiaries, is based on the reports of the other auditors We conducted our audit in accordance with auditing standards generally accepted m the Umted States of Amenca and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the Umted States Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of matenal misstatement The financial statements of Dubuque Initiatives and Subsidiaries, a discretely presented component unit, were not audited m accordance Government Auditing Standards An audit mcludes exanuning, on a test basis, evidence supporting the amounts and disclosures in the financial statements An audit also mcludes assessing the accountmg principles used and the sigmficant estimates made by management, as well as evaluating the overall financial statement presentation We believe our audit provides a reasonable basis for our opinions In our opinion, the financial statements referred to above present fairly, in all matenal 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 mformation of the City of Dubuque, Iowa, as of June 30, 2009, and the respective changes m financial position and cash flows, where applicable, for the year then ended m conformity with accounting principles generally accepted m the Umted States of Amenca In accordance with Government Auditing Standards, we have also issued our report dated December 21, 2009, on our consideration of the City's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters The purpose of that report is to descnbe the scope of our testing of mternal control over financial reportmg and compliance and the results of that testmg, and not to provide an opinion on the mternal control over financial reporting or on compliance That report is an integral part of an audit performed m accordance with Government Auditing Standards and should be considered in assessing the results of our audit PEOPLE. PRINCIPLES. POSSIBILITIES. 14 www.eidebailly.com 3999 Pennsylvania Ave., Ste. 100 1 Dubuque, Iowa 52002-2273 I Phone 563.556.17901 Fox 563.557.78421 EOE Management's discussion and analysis and other required supplementary information, listed in the table of contents, are not required parts of the basic financial statements, but are supplementary information required by accounting principles generally accepted in the United States of America. We have applied certain limited procedures, which consisted principally of inquiries of management regarding the methods of measurement and presentation of the required supplementary information. However, we did not audit the information and express no opinion on it. Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the basic financial statements of the City of Dubuque, Iowa. 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 basic financial statements. The accompanying Schedule of Expenditures of Federal Awards is presented for purposes of additional analysis as required by U.S. Office of Management and Budget (OMB) Circular A -133, Audits of States, Local Governments, and Non - Profit Organizations, and is also not a required part of the basic financial statements of the City of Dubuque, Iowa. The combining nonmajor fund financial statements and the Schedule of Expenditures of Federal Awards have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken 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 express no opinion on them. Dubuque, Iowa December 21, 2009 /ZL-e-, A LT 15 CITY OF DUBUQUE MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED JUNE 30, 2009 This section of the City of Dubuque annual financial report presents our discussion and analysis of the City's financial performance during the fiscal year that ended on June 30, 2009. 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 assets of the City of Dubuque exceeded its liabilities at the close of the fiscal year by $454,310,322 (net assets). This was an increase of $236,420 over net assets at June 30, 2008. Unrestricted net assets at June 30, 2009 in the amount of $7,040,410 may be used to meet the City's ongoing obligations to citizens and creditors. • The expenditures of the general fund exceeded revenues by $3,209,947. • The ending general fund balance was $19,070,882. • Within the City's business -type activities, revenues exceeded expenses and transfers by $26,592,682. • For the year, the expenses and transfers of the City's governmental activities exceeded revenues by $26,356,252. • The City's debt increased by $11,415,061 due to issuance of new debt exceeding principal payments. 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 assets presents information on all of the City's assets and liabilities, with the difference between the two reported as net assets. Over time, increases or decreases in net assets 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 16 consider additional non- financial factors such as changes in the City's property tax base and the condition of the City's infrastructure. The statement of activities presents information showing how the City's net assets changed during the most recent fiscal year. All changes in net assets 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 vacation leave. The government -wide financial statements include not only the City itself (known as the primary government), but also two other legally separate entities, the Dubuque Metropolitan Area Solid Waste Agency (DMASWA) and Dubuque Initiatives (DI) and Subsidiaries, for which the City of Dubuque is considered financially accountable. Financial information for DMASWA and DI are reported separately from the financial information presented for the primary government. The Dubuque Metropolitan Area Solid Waste Agency and Dubuque Initiatives and Subsidiaries issue separate financial statements. 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 the City in this category include water, sewer, storm water, refuse, parking, transit and 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 fiends, proprietary finds, and fiduciary funds. Governmental fiords. 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. 17 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. The City maintains five 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 find, employee benefits find, street construction fund, and community development 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 non -major 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 fiords. 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, refuse utilities and for transit, parking, 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 general /engineering service, garage service, 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 fiords. 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 two fiduciary funds, an agency fund reporting resources held for the Dubuque Racing Association for improvements at the greyhound racing facility and an agency fund used for reporting resources from XIediacom for purchasing equipment relevant to public, educational and governmental (PEG) access broadcasting. 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 and the funding progress for the retiree benefit plan. 18 Other information. The combining statements referred to earlier in connection with non - major governmental funds, non -major enterprise funds, and internal service funds, as well as an individual agency fund statement, are presented immediately following the required supplementary information. GOVERNMENT-WIDE FINANCIAL ANALYSIS Net assets. As noted earlier, net assets may serve as a useful indicator of a government's financial position when observed over time. In the case of the City, assets exceeded liabilities by $454,310,322 at the close of the most recent fiscal year. The largest part of the City's net assets (92.3°0 reflects its investment in capital assets such as land, buildings, infrastructure, machinery, and equipment less any related debt used to acquire those assets that are still outstanding. Increase in capital assets is due primarily to the capitalization of the Port of Dubuque Parking Ramp in 2009. These capital assets are used to provide services to the citizens and are not available for future spending. Current and other assets Capital assets Total assets Long -term liabilities Other liabilities Net assets Invested in capital assets, net of related debt Restricted Unrestricted Total net assets CITY OF DUBUQUE'S NET ASSETS Governmental Activities )009 $ 82,013,145 320,588,664 402,601,809 54,942,748 '6,913,307 Total liabilities 81,856,055 2008 $ 97,492,862 3 423,104,449 50,451,804 75 550,629 76,002,433 Business -type Activities 2009 $ 16,750,708 139,030,639 155,781 347 20,751,447 1,465332 22,216,779 2008 $ 13,705 545 107,186,474 120,892,019 12,817,868 1,102,265 13,920,133 2009 $ 98,763,853 45 558383,156 75,694,1 28378,63 104,07 70 8,855346 296,143,451 120,473,286 95,104,575 419328,632 3 7 7,171,123 31 970,774 770,157 554,505 T7,941, 37,575,770 (5,280,715) 18,987,841 12,321,125 11,312,806 7,040,410 30300,647 $ 320,745,754 $ 347,102,016 $ 133,564,568 $ 106,971,886 $ 454,310,322 $ 454,073,902 A portion of the City's net assets (6.2 °o) represents resources that are subject to external restrictions on how they may be used. The remaining balance of net assets (1.5°0 may be used to meet the City's ongoing obligations to citizens and creditors. At the close of fiscal years 2009 and 2008, the City is able to report positive balances in all three categories of net assets, both for the government as a whole and business -type activities. The only deficit balance reported is in the governmental activities unrestricted category. Total 19 2008 $ 111,198,407 432,798,061 543 9 63,269,67 ) 6,6 57 .894 80 077 566 Governmental activities. The Governmental activities decreased in the net assets by $26,356,262 in 2009 due to the transfer of the Port of Dubuque Parking Ramp to Business Type Activities while the related TIF debt remains in government activities. Taxes are the largest source of governmental revenues with property taxes of $23,716,819 in 2009. Other governmental revenues included gaming of $9,627,391, local option sales taxes of $7,649,853, and $10,314,274 of charges for services. Governmental expenses during 2009 totaled $76,889,080. The largest programs were public safety of $22,038,265, public works of $19,079,688, community and economic development of $12,693,140 and culture and recreation of $12,640,716. CITY OF DUBUQUE CONDENSED STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN NET ASSETS Governmental Activities Business -type Activities Total 2009 2008 2009 2008 2009 2008 Revenues Program revenues Charges for services $ 10314,274 $ 9.643,066 $ 18,809,520 $ 17,176,090 $ 29,123,794 $ 26,819,156 Operating grants and contnbutions 12.599.967 11,709,123 1,095,946 1,209,636 13,695,913 12 918,759 Capital grants and contnbutions 4,811,729 8,032,602 3,613,321 2,830263 8,425,050 10,862,865 General revenues Property taxes 23,716,819 2? 744,563 - - 23,716,819 22,744,563 Local option sales tax 7,649,853 8,020,889 - - 7,649,853 8,020,889 Hotel /motel tax 1,611 954 1,622,455 - - 1,611 954 1,622,455 Utility franchise fees 1,486.292 1,516,123 - - 1,486,292 1,516,123 Gaming 9,627,391 15 346,468 - - 9,6 15346,468 Unrestricted investment earnings ? 215,413 )741,49 433,148 630,049 2.648,561 3371,548 Gain on sale of capital assets 407,503 9?525 2,304 11,736 409,807 104,261 Other 918,605 898,241 918,605 898,241 Total revenues 75,359,800 82,367,554 23,954,239 21,857,774 99314,039 104,225,328 Expenses Public safety 2? 038,265 10,90°,210 - - 22,038,265 10,90°,210 Public works 19,079,688 18,847,068 - - 19,079,688 18,847,068 Health and social services 849,237 800,566 - - 849,237 800,566 Culture and recreation 12,640,716 10,857,409 - - 12.640,716 10,857,409 Community and economic development 12,693,140 11 961,584 - - 12,693,140 11 961,584 General government 6,423,908 5,804,003 - - 6,423 908 5,804,003 Interest on long -term debt 3,164,126 2,577,417 - - 3,164,126 2,577,417 Sewage disposal works - 6326,708 6,141,524 6326,708 6,141,524 Water utility - - 6,100,491 4,814,692 6,100,491 4,814,692 Stormwater utility - - 2,138,198 1,706,735 2,138,198 1,706,735 Parking facilities - - 2,147,405 2,173,110 2,147,405 2,173,110 Amenca's River Project - - 61,9 126,699 61,9 126,699 Refuse collection - - 2,788,665 2,724,050 2,788,665 2,724,050 Transit system - 2,625,145 2,703,983 2.625,145 2,703,983 Total expenses 76,889,080 67,814,257 22,188,539 20,390,793 99,077,619 88,205,050 Increase in net assets before transfers (1,529,280) 14,553,297 1,765,700 1,466,981 236,420 16,020,278 Transfers (24,826.982) (2,252,1 24,826982 7,757,155 Increase( decrease) m net assets (26,356,262) 12301,142 26,59 3,719,136 236.420 16,020,278 Net assets, beginning 347,102,016 334,800,874 106,971,886 103,25 454,073,902 438,053,624 Net assets, ending $ 320,745,754 $ 347,102,016 $ 133,564,568 $ 106,971,886 $ 454,310,322 $ 454,073,902 20 Business -type activities. Business type activities increased net assets by $26.592.682, primarily due to the Port of Dubuque Parking Ramp transfer, while the City's net assets increased by $236,420 at June 30, 2009. FINANCIAL ANALYSIS OF THE GOVERNMENT'S FUNDS Governmental finds. 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. In particular, unreserved fund balance may serve as a useful measure of a government's net resources available for spending at the end of the fiscal year. The City's governmental funds reported a combined fund balance of $50,381,341 at June 30, 2009. A portion of the fund balance is reserved and not available for new spending because it has already been committed for encumbrances, endowments, and debt service and state statute restricted purposes. The general fund's fund balance reserve goal is 10°0 of budgeted annual expenditures. The balance at June 30, 2009 is higher than the goal. The unreserved fund balance of special revenue employee benefits fund decreased by $91,766 to $25,508. Prior years' cash balance was transferred to general fund in 2009. The unreserved fund balance of special revenue community development decreased by $650,333 to $1.507.745, due to increase in a reserve for encumbrances for capital projects. Proprietary fiords. 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 assets of the enterprise funds at June 30. 2009 totaled $133,564,568 of which 9.2 °0 ($12,321,125) is unrestricted. The net assets of the internal service funds are $2.810.457, a $607,770 decrease from the 2008 total net assets, due to reduction in the funding level of the Employee Health Insurance Reserve, based on favorable results in claims for past years. The unrestricted net assets of the internal service funds are $2,766,943 (98.4 °0). The sewer disposal works had an increase in net assets of $1,780,928 for total net assets of $41,226,185 at June 30. 2009 primarily due to capital contribution. The water utility had a decrease in net assets of $276,595 for total net assets of $24,347,647. The storm water utility had an increase in net assets of $1,734,725 for total net assets of $25,768,366 primarily due to capital contributions. The parking facilities had an increase in net assets of $23,236,226 for total net assets of $38,399,342 due to new Port of Dubuque Parking Ramp. The America's River Project had an increase in net assets of $84,388 for total net assets of $53,441. 21 BUDGETARY HIGHLIGHTS There were two amendments to the City's 2008 -2009 cash basis budget. The first amendment was passed in October 2008 to reflect operating and capital budget carryovers (continuing appropriation authority) from 2008 and amends the FY 2009 budget for operating and capital City Council actions since the beginning of the fiscal year. The second budget amendment was passed in May 2009 to reflect City Council actions since the first budget amendment and amendments to add additional appropriation authority due to increased revenues. The final budget for total cash basis receipts increased by $26,364,456. 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 $59,159,789 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 $28,189,068 less than the final amended budget, and cash basis expenditures were $73,664,207 less than the final amended budget due primarily to projected capital projects not completed by fiscal year end. CAPITAL ASSET AND DEBT ADMINISTRATION Capital assets. The City's investment in capital assets for its governmental and business - type activities as of June 30. 2009, amounts to $459.619.303 (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 the note 6 to the financial statements in this report. Land Buildings Improvements other than buildings Machinery and equipment Infrastructure Construction in progress Accumulated depreciation CAPITAL ASSETS (net of accumulated depreciation) Governmental Activities Business -type Activities 7009 2008 7009 2008 7009 2008 $ 58.397 908 $ 57,171.699 $ 6.777,014 $ 3,364,857 $ 64.619.977 $ 60,536,556 109,118,439 106,145,708 85,114,689 61,878,335 194,733,178 167 974,043 15,535370 15,745,857 63 968,077 67,087,85 7 77 378.709 31,100,111 78,67 57 967.717 49,717, 84,067,378 77,8 188,493,670 187,547,063 - - 188,493,670 187,547,063 6,138,618 14,044,930 9,558,83 63 15,697,457 70,435,867 (88,190352) (83,717,808) (78,800,142) (75,698,471) (166,990,494) (158916)7 $ 370,588,664 $ 375,611,587 $ 139,030,639 $ 107,186,474 $ 459,619,303 $ 437,798,061 Major expenditures during 2008 -2009 were for completion of the Port of Dubuque Parking Ramp, Bee Branch and W 32" Street storm water projects. Library and NIulti- Cultural Center renovations, land acquisition for new airport terminal, improvements at the Dubuque Industrial Center West, Water Pollution Control Plant study and streets, water and sewer projects. Total 22 Long -term debt At year end the City had $71,813,088 of debt outstanding. This is an increase of $11,415,061 from June 30, 2008. New debt issued during the current year included general obligation bonds for $5,755,000 for Library and Multi Cultural Center renovation projects and improvements at the Dubuque Industrial Center West and. $3,885,000 for storm water projects. $1,195,000 revenue bonds were issued for water projects. The City's bond rating for these issues was Aa2. The City also received disbursements from the State Revolving Fund construction loan program of $414,478 for drinking water. $2,189,989 for storm water and $809,362 for sewer projects. The City also received a $400,000 loan from the Dubuque Initiatives for purchase of a parking lot. and $150,000 loan from the Iowa Housing Authority for Affordable Housing. The City continues to operate well under the State debt capacity limitations. The State limits the amount of general obligation debt outstanding to 5°0 of the assessed value of all taxable property in the community. Thus our debt capacity is $163,620,641. With $76,181,766 of debt applicable against the capacity, we are utilizing 46.56°0 of this limit. Additional information on the City's long -term debt can be found in note 7 of this report. ECONOMIC FACTORS The City's unemployment rate ended the fiscal year at 6.2°0, a 2.4°0 increase from the prior year, and equal to the State of Iowa rate, but lower than the 9.5°0 national rate. The City continues to enjoy growth in assessed valuation of taxable property net of exemptions (6.9°0 for total of $1,939,773,000). In fiscal year 2009, the minimum monthly refuse rate increased $0.46 to $10.35, sewer rates increased 9 °0, water rates increased 9°0 and the storm water monthly fee increased $0.75 to $4.00 per single family unit (SFU). 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 Finance Director, 50 West 13 Street, Dubuque, Iowa 52001 -4864. 23 CITY OF DUBUQUE, IOWA STATEMENT OF NET ASSETS JUNE 30, 2009 ASSETS CURRENT ASSETS Cash and pooled cash investments Receivables Property tax Delinquent Succeeding year Accounts and other Special assessments Accrued interest Notes Intergovernmental Internal balances Inventories Prepaid items Total Current Assets NONCURRENT ASSETS Temporarily restricted cash and pooled cash investments Permanently restricted cash and pooled cash 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 Governmental Business-type Activities Activities 2 70, 044 -2 70, 044 19,095,444 - 19,095,444 1,727,713 2,576,561 4,304,274 633,997 - 633,997 242,126 55,339 297,465 716,545 - 716,545 3,814,684 1,031,444 4,846,128 381.257 (381.257) 210,133 488,557 698,690 27,764 - 27,764 66,317, 813 15,980,551 82,298,364 5,740, 69,412 9,885,668 Primary Government 770,157 6,510,409 69,412 9,885,668 58,392,908 6,227,014 64,619,922 109,118,439 85,114,689 194,233,128 15,535,320 63,968,022 79,503,342 31,100,111 52,962,217 84,062,328 188,493,620 - 188,493,620 6,138,618 9,558,839 15,697,457 (88,190,352) (78,800,142) (166,990,494) 336,283,996 139,800,796 476,084,792 Component Units Dubuque Metropolitan Area Solid Total Waste Agency 218,028 37,240 28,749 7,363,440 3,675,758 1,586,092 65,922 7,468,652 2,780,821 402,601,809 155,781,347 558,383,156 15,869,905 EXHIBIT 1 Dubuque Initiatives and Subsidiaries $ 39,198,106 $ 12,209,907 $ 51,408,013 $ 7,079,423 $ 37,215,806 327,518 32,843 65,273 133,347 37,774,787 22,375,380 131,983 11,832,432 32,816 (7,070,780) (313,016) 8,506,465 34,059,595 71,834,382 (continued) 74 CITY OF DUBUQUE, IOWA EXHIBIT 1 STATEMENT OF NET ASSETS (continued) JUNE 30, 2009 See notes to financial statements. Component Units Dubuque Dubuque Primary Government Metropolitan Initiatives Governmental Business-type Area Solid and Activities Activities Total Waste Agency Subsidiaries LIABILITIES CURRENT LIABILITIES Accounts payable $ 5,735,973 $ 1,187,967 $ 6,923,940 $ 194,158 $ 5,218,662 Accrued payroll 1,119,046 239,253 1,358,299 28,996 - Loans payable 16,667 18,911 35,578 - - Notes payable 119,988 141,615 261,603 - 228,109 General obligation bonds payable 1,755,950 824,050 - - Revenue bonds payable - 320 320 - - Tax increment financing bonds payable 531,6(1)9 - 531,6(1)9 - - Accrued compensated absences 2,594,380 384,609 2,978,989 133,921 - Accrued interest payable 280,681 38,112 318,793 - 47,252 Intergovernmental payable 18,800 18,800 53,198 - Unearned revenue Succeeding year property tax 19,095,444 - 19,095,444 Other 663,363 663,363 Total Current Liabilities 31,931,901 3,154,517 35,086,418 410,273 5,494,023 NONCURRENT LIABILITIES Loans payable 133,333 371,979 505,312 Notes payable 1,049,696 3,772,461 4,822,157 General obligation bonds payable 24,185,743 13,624,720 37,810,463 Revenue bonds payable - 1,114,713 1,114,713 Landfill closure and postclosure care - - Tax increment financing bonds payable 23,831,653 23,831,653 Net OPEB liability 723,729 178,389 902,118 Total Noncurrent Liabilities 49,924,154 19,062,262 68,986,416 Total Liabilities 81,856,055 22,216,779 104,072,834 3,574,082 18,039 45(1),(1)(1)(1) 51,715,321 3,592,121 52,165,321 4,002,394 57,659,344 NET ASSETS Invested in capital assets, net of related debt 298,855,346 120,473,286 419,328,632 4,830,707 - Restricted for/by Bond ordinance 3,602,755 770,157 4,372,912 - Debt service 3,155 3,155 - - Employee benefits 25,508 25,508 - Community development 12,769,234 - 12,769,234 - Streets 2,108,558 - 2,108,558 - - Capital projects 6,729,893 - 6,729,893 - - Franchise agreement 359,273 - 359,273 - - Endowments Expendable 35,550 - 35,550 - - Nonexpendable 69,412 - 69,412 - - Other 1,467,785 - 1,467,785 - - State statute - - - 145,286 - Minority interest - - 1,564,375 - Unrestricted (5,280,715) 12,321,125 7,040,410 5,327,143 14,175,038 Total Net Assets $ 320,745,754 $ 133,564,568 $ 454,310,322 $ 11,867,511 $ 14,175,038 25 CITY OF DUBUQUE, IOWA STATEMENT OF ACTIVITIES FOR THE YEAR ENDED JUNE 30, 2009 Functions/Programs 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 Total business-type activities Total primary government See notes to financial statements. Expenses $ 22,038,265 $ 19,079,688 849,237 12,640,716 12,693,140 6,423,908 3,164,126 76,889,080 6,326,708 6,100,491 2,138,198 2,147,405 61,927 2,788,665 2,625,145 Operating Capital Charges for Grants and Grants and Services Contributions Contributions 10,314,274 5,904,535 5,320,642 2,291,249 2,224,185 2,872,649 196,260 22,188,539 18, 809,520 1,095,946 $ 99,077,619 $ 29,123,794 $ 13,695,913 $ 8,425,050 Component units Dubuque Metropolitan Area Solid Waste Agency $ 3,877,901 $ 2,776,190 $ Dubuque Initiatives and Subsidiaries 279,063 101,951 Total component units $ 4,156,964 $ 2,878,141 $ General revenues Property taxes Local option sales tax Hotel/motel tax Utility franchise fees Gaming Unrestricted investment earnings (loss) Gain on disposal of capital assets Other Transfers Total general revenues and transfers Change in net assets Net assets, beginning Net assets, ending Program Revenues 2,020,625 $ 770,236 $ 48,000 4,456,364 4,810,803 2,443,170 114,992 62,663 - 2,279,688 210,081 1,301,485 263,434 6,743,481 1,015,016 1,179,171 2,703 4,058 12,599,967 4,811,729 1,095,946 2,029,347 448,135 949,199 86,640 100000 3,613,321 8,405 $ - - 10,044,999 8,405 $ 10,044,999 Governmental Business -type Activities Activities $ (19,199,404) $ (7,369,351) (671,582) (8,849,462) (4,671,209) (5,237,976) (3,164,126) (49,163,110) (49,163,110) Primary Government Net (Expense) Revenue and Changes in Net Assets Total - $ (19,199,404) $ (7,369,351) (671,582) (8,849,462) (4,671,209) (5,237,976) (3,164,1 26) (49,163,110) 1,607,174 1,607,174 (331,714) (331,714) 1,102,20 1,102,20 163,420 163,420 38,073 38,073 83,984 83,984 (1,332,939) (1,332,939) 1,330,248 1,330,248 1,330,248 (47,832,862) Component Units Dubuque Dubuque Metropolitan Initiatives Area Solid and Waste Agency Subsidiaries (1,093,306) - 9,867,887 (1,093,306) 9,867,887 23,716,819 - 23,716,819 - - 7,649,853 - 7,649,853 - - 1,611,954 - 1,611,954 - - 1,486,292 - 1,486,292 - - 9,627,391 9,627,391 - - 2,215,413 433,148 2,648,561 311,882 (17,721) 407,503 2,304 409,807 379,534 55,460 918,605 - 918,605 - - (24,826,982) 24,826,982 - - 22,806,848 25,262,434 48,069,282 691,416 37,739 (26,356,262) 26,592,682 236,420 (401,890) 9,905,626 347,102,016 106,971,886 454, 073,902 12,269,401 4,269,412 $ 320,745,754 $ 133,564,568 $ 454,310,322 $ 11,867,511 $ 14,175,038 EXHIBIT 2 26 CITY OF DUBUQUE, IOWA BALANCE SHEET GOVERNMENTAL FUNDS JUNE 30, 2009 ASSETS Cash and pooled cash investments $18,674,087 $ - $ 1,449,411 $ 1,494,169 $ 5,912,027 $ 7,585,757 $35,115,451 Receivables Property tax Delinquent 737,504 30,191 - - - 7,349 270,044 Succeeding year 16,847,899 1,753,390 - - - 494,155 19,095,444 Accounts and other 1,515,477 - - - - 47,856 1,563,333 Special assessments - - - - - 633,997 633,997 Accrued interest 112.617 - 38,543 7, 813 67,130 776,303 Notes - - 10,600,406 - - 1,807 10,602,213 Intergovernmental 1,437,374 - 735,867 1,442,046 - 699,407 3,814,684 Due from other finds 174,424 - - - - - 174,424 Inventones 164,868 - - - - - 164,868 Advances to other finds 208,804 - - - - - 208,804 Prepaid items 17,392 - 10,377 - - - 77,764 Restricted cash and pooled cash investments - - - - 7,087,794 3,7 5,809,664 Total Assets $ 39,390,446 $ 1,783,581 $ 17 334,594 $ 2,943,415 $ 7,995,634 $ 13,759,373 $ 77,706,993 LIABILITIES AND FUND BAL ANCES LIABILITIE S Accounts payable Accrued payroll Intergovernmental payable Deferred revenue Succeeding year property tax Other Total Liabilities See notes to financial statements. Special Revenue Capital Protects Other Employee Community Street General Governmental General Benefits Development Construction Construction Funds $ 1,782,673 $ 945,475 16,847,8 1,753,390 743,567 4,683 FUND BALANCES Reserved for /by Encumbrances 4,655,897 - 679,451 Long -term notes receivable - - 9,884,557 Advances 208,804 Bond ordinance Debt service Franchise agreement Endowments Unreserved Designated for Future equipment and capital maintenance 3,713,079 - Future cash flow 5,378,88? - Undesignated reported in General find 5,614,770 - Special revenue finds - 75,508 1,507,745 Capital projects funds - - Permanent funds Total Fund Balances 19,070,882 7 5,508 12,021,753 Total Liabilities and Fund Balances - $ 284,659 $ 791,5 $ 1,506,186 $ 374,187 $ 4,739,775 - 78,18? - - 102,078 1,075,685 - - - - 18,800 18,800 1,042,786 673, 3,797,710 0 35, 0 03 7 ,696,738 1,609,109 6,489,448 EXHIBIT 3 Total 494,155 19,095,444 1,105,462 7,896,498 70319,564 1,758,073 312,841 1334,306 1,506,186 7,094,68 77,375,657 976,616 10,7 1, 1 1 1 9,885,668 208,804 3,607,755 3,607,755 3.155 3,155 1.337 1.337 69,412 69,417 3,713,079 5,378,88? - 5,614,770 4,448,137 5 7,076,573 5,65 35,550 35,550 11,164,641 50,381,341 $ 39,390,446 $ 1,783,581 $ 12334,594 $ 2,943,415 $ 7,995,634 $ 13,759,373 $ 77,706,993 27 CITY OF DUBUQUE, IOWA RECONCILIATION OF THE GOVERNMENTAL FUNDS BALANCE SHEET TO THE STATEMENT OF NET ASSETS JUNE 30, 2009 Total fund balances - governmental funds $ 50.381.341 Amounts reported for the governmental activities in the statement of net assets 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 Accumulated depreciation 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 deferred in the funds. Those revenues consist of: Property tax 34.712 Special assessments 459.950 Other 1.738.473 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 assets. 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 Tax increment financing bonds Notes payable Loans payable Accrued interest Compensated absences Net OPEB liability See notes to financial statements. $ 408.676.982 (88.132.732) (25.941.693) (24.363.262) (1.169.684) (150.000) (280.681) (2.594.380) (723.729) EXHIBIT 3 -1 320.544.250 2.233.135 2.810.457 (55.223.429) Net assets of governmental activities $ 320.745.754 78 CITY OF DUBUQUE, IOWA STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES GOVERNMENTAL FUNDS FOR THE YEAR ENDED JUNE 30, 2009 REVENUE S Taxes Special assessments Licenses and permits Intergovernmental Charges for services Fines and forfeits Investment earnings Contnbutions Gaming Miscellaneous Total Revenues EXCESS (DEFICIENCY) OF REVENUES OVER (UNDER) EXPENDITURES OTHER FINANCING SOURCES (USES) Issuance of debt Discount on bonds Transfers in Transfers out Sale of capital assets Total Other Financing Sources (Uses) NET CHANGE IN FUND BALANCES FUND BALANCES, BEGINNING See notes to financial statements. Special Revenue Capital Protects Other Employee Community Street General Governmental General Benefits Development Construction Construction Funds $ 73,437,414 $ 7,087,517 $ 1,088,386 7,746,598 7,858,819 199,839 1,097,085 1,148,144 9.62 ? 391 787,663 47,486339 2,584,600 (24,137) 7,895,074 (3,430,630) 574,131 (3,209,947) 2,087,188 7 ,598,988 (7,178,954) EXHIBIT 4 Total $ 7,704,055 $ - $ 6,634,765 $ 34,454,146 - _ 7 50,37 7 7 50,37 7 - - - - 1,088,386 7,874,751 673,107 7,170 10,050,751 15,796,8 - - - 170,370 8,079,189 - - - - 199,839 138,777 34,434 474,043 517,048 7,706,387 - 05,734 - 175,881 1369,75 - - - - 9,677,391 78,370 7,000 - 737,696 1,600,679 7,087,517 3,091,843 3,050, 476,163 18,480,883 74,677, EXPENDITURES Current Public safety 71,179,647 - - - - 155,545 21,335,197 Public works 8,560,609 - 707, - - 5,493,741 14,261,551 Health and social services 704,573 - 83,7 - - 77,576 815,873 Culture and recreation 11993,734 - 176,778 - - 108,044 12,727,506 Commumty and economic development 3,007,747 - 3, - - 5,659,491 11 053,779 General government 5,200,416 374 - - - 636,099 5,836,839 Debt service 50,060 - _ - - 5, 5, Capital projects - - - 3,698,736 16,957,117 3,618,77 74,774,170 Total Expenditures 50,696,286 374 3,703,194 3,698,736 16,957,117 20,914,052 95,969, 204 (2,178,954) (61095 (91,766) (433,491) (324,4 (12,582,807) (2,48 (16,528,875) 19,681,841 117,274 12,455,244 (611,351) (648,011) (16,530949) (2,433,169) (21346,739) - - 3,320,400 - 5,905,000 - - (24,37 - (48,516) 177,860 507, 1,097,333 7,777,057 7,451,15 - (184,423) (460,037) (2,830,184) (9,084,228) 19,875 - 503,056 177,860 373,560 3,948,14 57,737) 4,817,364 1,933,560 19,07 13,650,042 66,910,216 FUND BALANCES, ENDING $ 19,070,882 $ 25,508 $ 12,021,753 $ 1,609,109 $ 6,489,448 $ 11,164,641 $ 50,381341 29 CITY OF DUBUQUE, IOWA EXHIBIT 4 -1 RECONCILIATION OF THE GOVERNMENTAL FUNDS STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES TO THE STATEMENT OF ACTIVITIES FOR THE YEAR ENDED JUNE 30, 2009 Net change in fund balances - total governmental funds $ (16,528,875) 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 penod, these amounts are Capital assets expended in governmental funds Transfers of capital assets from enterpnse funds Transfers of capital assets to enterprise funds Depreciation expense 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 assets differs from the change in fund balances by the book value of the asset being disposed 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 revenues increased by these amounts this year Debt proceeds provide current financial resources to governmental funds, but issuing debt increases long -term liabilities in the statement of net assets Repayment of debt pnncipal is an expenditure in the governmental funds, but it reduces long -term liabilities in the statement of net assets and does not affect the statement of activities Also, governmental funds report the effect of issuance discounts when debt is first issued, whereas these amounts are deferred and amortized in the statement of activities Debt proceeds Discounts on bonds issued Debt repayments 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 Increase in accrued interest Amortization of bond discount Increase in compensated absences Increase in net OPEB liability Internal service funds are used by management to charge the costs of certain activities to individual funds The net revenue of the internal service funds is reported with governmental activities Change in net assets of governmental activities See notes to financial statements. $ 27,111,063 17,315 (23,211,221) (7,513211) Property tax -1,118 Special assessments 165,369 Other 159,813 ( 5,905,000 ) 48,516 2,169,678 (42,786) (26,174) ( (773,770) (3,266,054) (1,719,163) 329 330 (3,686,806) Total additional expenses (846,924) (607,770) $ (26356262) 30 CITY OF DUBUQUE, IOWA STATEMENT OF NET ASSETS PROPRIETARY FUNDS JUNE 30, 2009 ASSETS CURRENT ASSETS Cash and pooled cash investments Receivables Accounts Accrued interest Intergovernmental Inventories Total Current Assets NONCURRENT ASSETS Restricted cash and pooled cash investments Capital assets Land Buildings Improvements other than buildings Machinery and equipment Construction in progress Accumulated depreciation Net Capital Assets Total Noncurrent Assets Total Assets Sewage Disposal Works $ 5.085.162 $ 2.087.935 $ 3.615.563 $ 498.052 1.043.834 22.229 6.151.225 167.855 31.590.936 32.563.154 9.978.592 1.741.487 (38.116.841) 37.925.183 37.925.183 44.076.408 Water Utility 819.605 9.540 465.003 3.382.083 129.642 28.445.375 Business -type Activities - Stormwater Utility 308.059 13.140 106.150 Parking Facilities 62.335 6.500 4.042.912 566.887 640.515 37.449 4.597.638 1.388.072 8.214.651 - 43.421.538 520.295 28.493.047 2.391.526 35.578.672 925.265 1.196.772 87.257 7.717.890 12.205 (19.504.674) (8.319.446) (7.780.838) 24.933.650 33.414.394 40.629.275 25.063.292 33.414.394 41.269.790 37.457.306 41.836.677 Enterprise Funds America's Other River Enterprise Project Funds Total $ 54.365 $ 868.830 $ 12.209.907 $ 4.082.655 54.365 342.728 3.930 925.294 23.554 2.164.336 2.576.561 55.339 1.031.444 488.557 16.361.808 770.157 36.000 6.227.014 1.887.564 85.114.689 63.968.022 5.282.916 52.962.217 9.558.839 (5.078.343) (78.800.142) 2.128.137 13 9.03 0.63 9 2.128.137 139.800.796 Governmental Activities - Internal Service Funds 164.380 15.823 45.265 4.308.123 102.034 (57.620) 44.414 44.414 54.365 4.292.473 156.162.604 4.352.537 (continued) EXHIBIT 5 31 CITY OF DUBUQUE, IOWA STATEMENT OF NET ASSETS PROPRIETARY FUNDS JUNE 30, 2009 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 Due to other funds Advances from other funds Total Current Liabilities NONCURRENT LIABILITIES Loans payable General obligation bonds payable (net of discount of $108,114 and deferred amount on refunding of $98.116) Revenue bonds payable Capital loan notes payable Net OPEB liability Total Noncurrent Liabilities Total Liabilities NET ASSETS Invested in capital assets, net of related debt Restricted by bond ordinance Unrestricted Total Net Assets See notes to financial statements. Sewage Disposal Works Water Utility 208.804 1,040.690 849.470 845.868 1.284.349 1.114.713 914.558 799.087 49.107 50.109 1.809.533 3.248.258 2.850.223 4.097.728 36.328.822 4.897.363 $ 41,226,185 21.997.748 129.642 2.220.257 $ 24,347,647 Business -type Activities - Stormwater Utility $ 740.626 $ 199.047 $ 153.516 $ 39.341 55.741 58.841 4.625 20.939 18.911 105.000 160.000 415.000 144.050 70.000 250.000 34.332 29.997 77.286 102.176 113.706 4.380 21.652 2.815 9.075 24.243 1.979 679.050 8.942.054 2.058.816 9.020 11.009.890 11,688.940 22.726.693 3.041.673 $ 25,768,366 Parking Facilities 496.872 371,979 2.552.449 16.035 2.940.463 3.437.335 37.291.886 640.515 466.941 $ 38,399,342 Enterprise Funds America's Other River Enterprise Project Funds Total $ 924 $ 54.513 $ 1.187.967 $ 1.496.748 99.107 239.253 43.361 18.911 824.050 320.000 141.615 142.695 384.609 38.112 172.453 172.453 1.971 208.804 924 468.768 3.535.774 1.542.080 54.118 54.118 3 71.979 13.624.720 1.114.713 3.772.461 178.389 19.062.262 Governmental Activities - Internal Service Funds 924 522.886 22.598.036 1.542.080 2.128.137 120.473.286 44.414 770.157 53.441 1.641.450 12.321.125 2.766.043 $ 53.441 $ 3.769.587 $ 133.564.568 $ 2.810.457 EXHIBIT 5 (continued) 32 CITY OF DUBUQUE, IOWA STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN FUND NET ASSETS (DEFICIT) PROPRIETARY FUNDS FOR THE YEAR ENDED JUNE 30, 2009 Business -type Activities - Sewage Disposal Water Stormwater Parking Works Utility Utility Facilities OPERATING REVENUES Charges for sales and services $ 5,826,348 $ 5,300,597 $ 2,273,874 $ 2,172,761 Other 78,187 20,045 17,375 51,424 Total Operating Revenues 5,904,535 5,320,642 2,291,249 2,224,185 OPERATING EXPENSES Employee expense 2,212,548 2,241,602 187,442 692,046 Utilities 594,169 568,800 63 116,482 Repairs and maintenance 325,312 161,531 64,619 Supplies and services 1,876,597 2,144,898 1,203,242 497,369 Insurance 84,547 78,830 - 41,969 Depreciation 1,195,979 766,974 378,154 583,127 Total Operating Expenses 6,289,15' 5,962,635 1,768,901 1,995,612 OPERATING INCOME (LOSS) See notes to financial statements. (384,617) (641,993) 522,348 228,573 NONOPERATING REVENUES (EXPENSES) Intergovernmental - - 949 Investment earnings 179,016 70,343 109,332 46,180 Contributions 5,019 1,825 145.569 86,640 Interest expense (37.556) (137,856 (369,297) (151,793) Gain on disposal of assets 2,126 128 - - Net Nonoperating Revenues (Expenses) 148,605 (65.560) (113,447) (18,973) INCOME (LOSS) BEFORE CAPITAL CONTRIBUTIONS AND TRANSFERS (236,012) (707.553) 408,901 2'09,600 CAPITAL CONTRIBUTIONS 2,024,328 446,310 802,681 23,241,221 TRANSFERS IN 2,980 - 523,143 7,000 TRANSFERS OUT (10,368) (15,352) (221,595) CHANGE IN NET ASSETS 1,780,928 (276,595) 1,734,725 23,236,226 NET ASSETS (DEFICIT), BEGINNING 39,445,257 24,624,242 24,033,641 15,163,116 NET ASSETS, ENDING $ 41,226,185 $ 24,347,647 $ 25.768,366 $ 38,399,342 Enterprise Funds Governmental America's Other Activities - River Enterprise Internal Project Funds Total Service Funds 4,774 57,153 61,927 11111,111111 - $ 3,053,890 15,019 3,068,909 2,973,181 74,346 734,122 1,147,553 74,917 409,691 5,413,810 46,315 1,253,638 84,388 33,010 $ 18,627,470 182,050 18,809,520 8,311,593 1,353,860 1,285,584 6,926,812 280,263 3,333,925 21,492,037 $ 9,125,443 307,269 9,432,712 2,055,982 24,042 21,371 7,524,140 559,019 7,706 10,192,260 (61,927) (2,344,901) (2,682,517) (759,548) 100,000 1,095,946 1,196, 895 28,277 433,148 239,053 (696,502) 51 2,3114 1,124,273 1,174,898 26,514,540 1,833,1176 (247,315) 149,483 2,295 151,778 38,073 (1,220,628) (1,507,619) (607,770) 26,592,682 (607,770) (30,947) 3,736,577 106,971,886 3,418,227 $ 53,441 $ 3,769,587 $ 133,564,568 $ 2,810,457 EXHIBIT 6 33 CITY OF DUBUQUE, IOWA STATEMENT OF CASH FLOWS PROPRIETARY FUNDS FOR THE YEAR ENDED JUNE 30, 2009 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 Proceeds from mterfund balances Payment of mterfund balances Intergovernmental grant proceeds NET CASH PROVIDED BY (USED FOR) NONCAPITAL FINANCING ACTI\TTIES CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTI\TTIES Proceeds from sale of capital assets Acquisition and construction of capital assets Proceeds from issuance of debt Payment of debt Interest paid Contributions Intergovernmental grant proceeds NET CASH PROVIDED BY (USED FOR) CAPITAL AND RELATED FINANCING ACTIVITIES CASH FLOWS FROM INVESTING ACTI\TTIES Interest received NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING CASH AND CASH EQUIVALENTS, ENDING Sewage Disposal Works $ 5.862.946 (2.367.505) (2.145.942) 78.187 1.427.686 2.980 (10.368) (7.388) (1.521.268) 184.376 83.406 Water Utility $ 5.265.212 (2.971.040) (2.179.398) 20.045 134.819 (45.579) (45.579) 2.126 128 (2.200.592) (819) (5.721.795) (635.218) 809.362 1.598.993 6.038.576 453.750 (100.000) (194.000) (443.000) (477.860) (37.183) (133.454) (359.408) (151.432) 5.019 1.825 40.368 86.640 1.272.673 67.354 1.429.267 Business -type Activities - Stormwater Utility $ 2.193.396 (1.364.322) (173.823) 17.375 672.626 523.143 523.143 (445.259) 111.095 861,605 Parking Facilities $ 2.171.931 (701.433) (674.022) 51.424 847.900 7.000 (221.595) (214,595) (724.120) 48.452 (42.363) 5.001.756 788.310 2.753.958 1.180.930 $ 5.085.162 $ 2.217.577 $ 3.615.563 $ 1.138.567 Enterprise Funds America's River Proj ect Other Enterprise Funds $ - $ 3.014.619 (57.153) (2.034.035) (4.774) (2.871.602) - 15.019 (61.927) (1.875.999) 46.315 1.253.638 (308.259) 1.146.836 46.315 2.092.215 (30.023) 100.000 28.634 54.365 123.677 Total $ 18.508.104 (9.495.488) (8.049.561) 182.050 1.145.105 1.833.076 (231.963) (353.838) 1.146.8 36 2.394.111 50 2.304 (121.223) (8.709.670) - 8.900.681 (1.214.860) (681.477) 133.852 100.000 69.977 (121.173) (1.469.170) 439.911 2.509.957 745.153 10.470.107 $ 54.365 $ 868.830 $ 12.980.064 Governmental Activities - Internal Service Funds $ 9.081.755 (8.286.913) (2.055.175) 307.269 (953.064) 1.971 1.971 2.295 2.295 159.205 (789.593) 4.872.248 $ 4.082.655 (continued) EXHIBIT 7 34 CITY OF DUBUQUE, IOWA STATEMENT OF CASH FLOWS PROPRIETARY FUNDS FOR THE YEAR ENDED JUNE 30, 2009 RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES Operating income (loss) NONCASH CAPITAL AND RELATED FINANCING ACTIVITIES Contributions of capital assets from other funds and outside sources See notes to financial statements. Business -type Activities - Sewage Disposal Water Stormwater Parking Works Utility Utility Facilities $ (384.617) $ (641.993) $ 522.348 $ 228.573 Adjustments to reconcile operating income (loss) to net cash provided by (used for) operating activities Depreciation 1.195.979 766.974 378.154 583.127 Change in assets and liabilities (Increase) decrease in receivables 36.598 (35.385) (80.478) 5.587 (Increase) decrease in inventories and prepaid items 5.339 (19.082) Increase (decrease) in accounts payable 507.781 2.101 (161.017) 19.006 Increase in accrued liabilities 17.499 12.095 4.599 1.989 Decrease in unearned revenue (6.417) Increase in net OPEB liability 49.107 50.109 9.020 16.035 Total Adjustments 1.812.303 776.812 150.278 619.327 NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES $ 1.427.686 $ 134.819 $ 672.626 $ 847.900 $ 2.024.328 $ 446.310 $ 802.681 $ 23.241.221 Contributions of capital assets to Governmental Activities $ 10.368 $ 15.352 $ - $ 21.595 Enterprise Funds Governmental America's Other Activities - River Enterprise Internal Project Funds Total Service Funds $ (61.927) $ (2.344.901) $ (2.682.517) $ (759.548) 409.691 3.333.925 7.706 (39.271) (112.949) (43.688) (6.179) (19.922) 12.373 3.082 370.953 (170.714) 47.461 83.643 807 (6.417) 54.118 178.389 468.902 3.827.622 (193.516) $ (61.927) $ (1.875.999) $ 1.145.105 $ (953.064) $ $ - $ 26.514.540 $ $ $ - $ 47.315 $ EXHIBIT 7 (continued) 35 CITY OF DUBUQUE, IOWA STATEMENT OF FIDUCIARY ASSETS AND LIABILITIES AGENCY FUNDS JUNE 30, 2009 ASSETS Cash and pooled cash investments Accounts receivable Accrued interest EXHIBIT 8 Agency Funds $ 1.123.790 5.559 3.238 Total Assets $ 1.132.587 LIABILITIES Due to other agency $ 1.132.587 See notes to financial statements. 36 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 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 1\Ianagement 9. Commitments and Contingent Liabilities 10. Other Postemployment Benefits (OPEB) 11. Employee Retirement Systems 12. Landfill Closure and Postclosure Care 13. Leases Where City is Lessor 14. Subsequent Events 15. New Governmental Accounting Standards Board (GASB) Standards 37 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 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. The component units also have June 30 year ends. 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. 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 2009, 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. 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 Economic Development Office for Dubuque Initiatives and Subsidiaries. City of Dubuque 50 West 13` Street Dubuque, Iowa 52001 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 (continued on next page) 38 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Government -wide and Fund Financial Statements The government -wide financial statements (i.e., the statement of net assets 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 prmnary 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). 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. (continued on next page) 39 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 The Employee Benefits Fund is used to account for pension and related employee benefit costs for those employees paid wages from the General Fund. 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 Street Construction Fund is used to account for the resources and costs related to street capital improvements. The General Construction Fund is used to account for the resources and costs related to nonassignable capital improvements. 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 Storm water Utility Fund i s used to account for the operations of the City's stormw services. The Parking Facilities Fund is used to account for the operations of the City -owned parking ramps and other parking facilities. The America's River Project is used to account for the construction of all projects covered by the Vision Iowa Grant, including all matching funds. 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. Fiduciary funds account for assets held by the City in a trustee or agency capacity for the benefit of others and cannot be used to support City activities. Fiduciary funds, other than agency funds, use the economic resources measurement focus and the jell accrual basis of accounting. Agency funds use the jell 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 and for the Dubuque Racing Association. Private- sector standards of accounting and financial reporting issued prior to December 1, 1989, generally are followed in both the government -wide and proprietary fund financial statements to the extent that those standards do not conflict with or contradict guidance of the Governmental Accounting Standards Board. Governments also have the option of following subsequent private- sector guidance for their business -type activities and enterprise funds, subject to this same limitation. The City has elected not to follow subsequent private- sector guidance. (continued on next page) 40 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 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, Liabilities, and Equity 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. Investments are stated at fair value or amortized cost. Amortized cost is used only for money market investments that have a remaining maturity at time of purchase of one year or less. Receivables and Parables 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." Advances between funds, as reported in the fund financial statements, are offset by a fund balance reserve account in applicable governmental funds to indicate that they are not available for appropriation and are not expendable available financial resources. (continued on next page) 41 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 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, 2009, and unpaid taxes. The succeeding year property tax receivable represents taxes collected by the County but not remitted to the City at June 30, 2009, and 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 deferred 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 government. 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 the lower of cost (FIFO method) or market 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. 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 balance sheet /statement of net assets 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 agreements and the City's cable television franchise 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. (continued on next page) -42 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Capital _Assets Capital assets, which include property, plant, equipment, 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 assets and in the proprietary funds statement of net assets. Capital assets are defined by the government as assets with an initial, individual cost of more than $100,000 for infrastructure assets, $20,000 for building assets, and $10,000 for the remaining assets, and an estimated useful life of more than a year. Such assets are recorded at historical cost or estimated historical cost if purchased or constructed. Donated capital assets are recorded at estimated fair market 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. Interest incurred during the construction phase of capital assets of business -type activities is not included as part of the capitalized value of the assets constructed. Property, plant, and equipment of the primary government, as well as the component unit, is 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 15 to 75 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 are paid for 25°o of all eligible hours (50 °o in the case of police and fire employees). 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 assets. Bond premiums and discounts, bond issuance costs, 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 and deferred amount on refundings. 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 issuances are reported as other financing sources while discounts on debt issuances are reported as other financing uses. Issuance costs, whether or not withheld from the actual debt proceeds received, are reported as debt service expenditures. (continued on next page) 43 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Equity The Dubuque Metropolitan Area Solid Waste Agency's restricted net assets represent 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 assets restricted for minority interest is calculated at 22.7 °o of unrestricted net assets, based on the 1976 revenue bond resolution authorizing the issuance of revenue bonds for the construction of the landfill. In the fund financial statements, governmental funds report reservations of fund balance for amounts not available for appropriation or legally restricted by outside parties for use for a specific purpose. Designations of fund balance represent tentative management plans that are subject to change. Budgets and Budgetany Accounting The budgetary comparison and related disclosures are reported as Required Supplementary Information. During the year ended June 30, 2009, disbursements did not exceed the amounts budgeted in any function. Other Significant Accounting Policies Other significant accounting policies are set forth in the financial statements and the notes thereto. NOTE 2 — DEFICIT FUND EQUITY The following funds have deficit net asset amounts as of June 30, 2009: Internal Service General Service $ 18,074 Stores /Printing $ 5,056 Workers' Compensation Reserve $ 419,230 The General Service and Stores /Printing deficits will be addressed during next fiscal year's reallocation of expenses. The Worker's Compensation Reserve deficit is a result of a number of projected settlements at fiscal year end that will be paid during next fiscal year with additional funding to cover. 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 $11,562 for the City and $450 for the Dubuque Metropolitan Area Solid Waste Agency. Deposits. At year -end, the City's carrying amount of deposits was $31,250,357, and the bank balance was $33,224,946. The City's deposits in banks at June 30, 2009, 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. (continued on next page) 44 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 The carrying amount of deposits for the Dubuque Metropolitan Area Solid Waste Agency was $10,754,731, and the bank balance was $11,026,563. The Agency's deposits in banks at June 30, 2009, were entirely covered by federal depository insurance or by the State Sinking Fund in accordance with Chapter 12C of the Code of Iowa. Investments. As of June 30, 2009, the City had the following investments and maturi ties. (The City assumes callable bonds will not be called): Investment Type Less than 1 Investment Maturities (In Years) 1 to 5 6 to 10 More than 10 Total Mutual Funds — U S Treasury $ 2,065,957 $ - $ - $ - $ 2,065,957 U S Treasury Securities 205,617 2,217,713 223,869 - 2,647,199 Municipal Bonds - 808,844 - - 808,844 Federal Agency Obligations 1,664,320 8,743,265 2,884,450 8,978,258 22,270,293 Corporate Stock 57,412 - - - 57,412 S 3.993306 S 11.769.8"_2 S 3.108319 S 8.978.258 S _'7.849705 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 instrumentalities; 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. 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 municipal bonds were rated A or better. 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. 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. (continued on next page) 45 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 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, tort liability, 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 no investments at June 30, 2009. A reconciliation of cash and investments as shown on the government -wide statement of net assets for the primary government and statement of fiduciary assets and liabilities follows: Cash on hand $ 11,562 Carrying amount of deposits 31,250,357 Carrying amount of investments 27,849,705 Total $ 59.111.624 Government -wide Cash and pooled cash investments $ 51,408,013 Cash and pooled cash investments — temporarily restricted 6,510,409 Cash and pooled cash investments — permanently restricted 69,412 Fiduciary Cash and pooled cash investments 1,123,790 Total $ 59.111.624 A reconciliation of cash and investments as shown on the government -wide statement of net assets for the Dubuque Metropolitan Solid Waste Agency follows: Cash on hand Carrying amount of deposits Cash and pooled cash investments Cash and pooled cash investments — temporarily restricted $ 450 10, 754, 731 Total $ 10,755,181 $ 7,079,423 3,675, 758 Total $ 10.755.181 (continued on next page) 46 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Dubuque Initiatives and Subsidiaries. At June 30, 2009, Dubuque Initiatives and Subsidiaries had the following cash and investments: Deposits $ 35,560,562 Repurchase agreement 529,112 Beneficial interest in assets held by others 828,215 Investment in partnership 297,917 Total S 37.215.806 NOTE 4 — NOTES RECEIVABLE At June 30, 2009, Dubuque Initiatives and Subsidiaries had the following notes receivable: Grand River Development, LLC, 5.50 °o, unsecured, matures May 2017 $ 326,787 Lower Main Development, 4.00 °0, unsecured, matures August 2018 130,602 City of Dubuque, 5.00 °o, unsecured, matures July 2023 390,889 Roshek Building Investment Fund, LLC, 4.74 °o, collateralized by a pledge agreement, matures June 2039 6,500,000 Roshek Building Investment Fund, LLC, 4.74 °o, collateralized by a pledge agreement, matures June 2039 9,797,991 Roshek Building Investment Fund, LLC, 4.74 °o, collateralized by a pledge agreement, matures June 2039 5,294,384 Total notes receivable 22,440,653 Less: current maturities (65,273) Noncurrent portion 2 S 2.375.380 NOTE 5 — INTERFUND BALANCES AND TRANSFERS Interfund balances at June 30, 2009, include amounts due to /from other funds and advances due to /from other funds. Due to /from other funds balances represent amounts due to the general fund from the nonmajor enterprise funds ($172,453) and the internal service funds ($1,971) for deficit pooled cash balances. Advances to /from other fund balance of $208,804 represent amounts due to the general fund from the water utility fund for a construction loan. (continued on next page) 47 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Interfund transfers for the year ended June 30, 2009, consisted of the following: Transfer from Nonmajor Employee Street General Governmental Parking General Benefits Construction Construction Funds Facilities Transfer to General $ $ 2,178 95.1 $ 104,490 $ 300,000 $ 311,580 $ - $ 2,895,024 Community development - - 177,860 - 177,860 Street construction 90,000 - - 417,983 - 507,983 General construction 123,625 - 8,751 959 u57 - 1,09? 333 Nonmajor governmental 1,482,066 - 71,182 160,037 864,667 200,000 ? 777,952 Sewage disposal works - - - 2 980 - 2 980 Stormwater utility 427.986 - - - 95,157 - 523,143 Parking facilities 7,000 - - - - 7,000 Amenca's River Project 46,315 - - - - - 46,315 Nonmajor enterpnse 1,253,638 - 1,253,638 $ 3,430,630 $ 2,178,954 $ 184,423 $ 460,037 $ 2 ,830,184 $ 200,000 9,284,228 Transfer to governmental activities capital assets from enterprise funds 47,315 In the fund financial statements, total transfers out of $9,284,228 are greater than total transfers in of $9,331,543 because of the treatment of transfers of capital assets to the governmental activities capital assets. During the year, capital assets related to a phone system with a book value of $47,315 were transferred to governmental activities capital assets. No amounts were reported in the governmental funds, as the amounts did not involve the transfer of financial resources. However, Sewage Disposal Works, Water Utility, and Parking Facilities did report transfers out for the capital resources given. 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. Transfers from governmental activities to the business -type activities on the statement of activities includes the transfer of the Port of Dubuque Parking Facility in the amount of $23,241,221. This transaction is reported as a capital contribution in the Parking Facilities Proprietary Fund. (continued on next page) 48 Total $ 9,331,543 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 NOTE 6 — CAPITAL ASSETS Capital asset activity for the year ended June 30, 2009, was as follows: Primary Government: Governmental activities: Capital assets, being depreciated Buildings 106,145,708 Improvements other than buildings 15,745,857 Machinery and equipment 28,679,138 Infrastructure 187 542 063 Total capital assets, being depreciated 337 612 766 Total capital assets, being depreciated, net 254 394,958 Business -type activities: Capital assets, not being depreciated Land $ 3,364,857 $ Construction in progress 6,390,936 Total capital assets, not being depreciated 9 755 793 Beginning Transfers Transfers Ending Balance In Out Increases Decreases Balance Capital assets, not being depreciated Land $ 57,171,699 $ - $ - $ 1,221,209 $ - $ 58,39? 908 Construction m progress 14 044,930 - 123,241,221) 25724,525 (10 389 616) 6,138,618 Total capital assets, not being depreciated 71 216 029 - (23,241,221) 26 945 734 (10 389 616) 64,531,526 47,315 47,315 47,315 $ 3,053,731 (81,000) 109,118,439 300,683 (11,220) 15,535,320 3,680,160 (1,306,502) 31,100,111 3 850 371 12 898 814) 188,493,620 10 884, (4 297 536) 344,247,490 Less accumulated depreciation for Buildings 12? 162,212) - - (1,790360) 19,800 1 Improvements other thanbuildings (5,041,462) - - (499)38) - (5,540,700) hlaclunery and equipment (11,907,357) - - 12,430,27 1,051,469 (13,286,160 Infrastructure (44 106 777) - - (2 801 047) 1,477,104 (45,430,7 Total accumulated depreciation (83,217,808) - - (75 2548,373 (88,190352) 3 364,028 (1 749 163) 256,057,138 Governmental activities capital assets, net $ 325.611.587 $ 47 315 $ 173 $ 30309762 S 112.138.77 $ 320 588.664 Beginning Transfers Transfers Ending Balance In Out Increases Decreases Balance - $ 2,862,157 $ - $ 6,2 (47,315) 8,566,269 (5351,051) 9,558,83 (47315) 11 428 426 45351 05h 15,785,853 (continued on next page) 49 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Capital assets, being depreciated Buildings Improvements other than buildings Machinery and equipment Total capital assets, being depreciated Beginning Transfers Transfers Ending Balance In Out Increases Decreases Balance $ 61,828,334 $ 23,241221 $ 62,082,854 49,217,913 173 129 101 23,241,221 Governmental activities: Public safety Public works Health and social services Culture and recreation Community and economic development General government Capital assets held by the government's internal service funds are charged to various functions based on their usage of their assets Total depreciation expense — governmental activities Business -type activities: Sewage disposal works Water utility Stormwater utility Parking facilities Refuse collection Transit system Total depreciation expense — business -type activities - $ 45.134 $ 1,885,168 3,981,623 (237,319) 57,967,717 5911925 (237,319) 202,044,928 Less accumulated depreciation for Buildings (37,904,904) - - ( 000 0 34) - (38,904,838) Improvements other thanbmldings (16,934,701) - - (1,155,029) - (18,089,730) Machinery and equipment (20,858,819) - - (1178959) 232204 (21,805,574) Total accumulated depreciation (75 698 424) - - (3 333 922) 232 204 (78,800,142) Total capital assets, being depreciated, net 97 430 677 23,241 221 - 2 578 003 (5 115 ) 123,244,786 Business -type activities capital assets, net $ 107.186.470 $ 7 3. 7 41 221 $ 147 315) $ 14.006.42 $ 15 356.1661 $ 139 030.63 Depreciation expense was charged to functions /programs for the primary government as follows: - $ 85,111689 - 63,968,022 $ 861,736 4,691,292 7,068 1,682,186 40,023 230,906 7,706 $ 7,520,917 $ 1,195,979 766,974 378,154 583,127 94,503 315,188 S 3.333.925 (continued on next page) 50 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Component Unit: Dubuque Metropolitan Area Solid Waste Agency: Capital assets, not being depreciated: Land $ 1,586,092 $ $ - $ 1,586,092 Capital assets, being depreciated: Buildings 65,922 Improvements other than buildings 7,468,652 Machinery and equipment 2 361 686 Total capital assets, being depreciated 9,896,260 NOTE 7 — LONG -TERM DEBT Beginning Ending Balance Increases Decreases Balance 1 408 111 (988,976) 1,408,111 (988,976) 65,922 7,468,652 2,780,821 10,315,395 Less accumulated depreciation for: Buildings (45,787) (719) (46,506) Improvements other than buildings (5,569,875) (435,385) - (6,005,260) Machinery and equipment (1 470 263) (307,012) 758,261 (1 019 014) Total accumulated depreciation (7 085 925) (743 116) 758,261 (7,070,780) Total capital assets, being depreciated, net 2,810,335 664,995 (230,715) 3,244,615) Dubuque Metropolitan Area Solid Waste Agency capital assets, net S - 4.396.-427 S 66-4.995 S (230.7151 Depreciation expense of $743,116 was charged to the Dubuque Metropolitan Area Solid Waste Agency. Gain on disposal of capital assets includes $380,800 in insurance proceeds. The book value of assets disposed receiving insurance proceeds was $130,073, resulting in a net gain of $250,727. 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 $38,945,000. 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, 2009, are as follows: In a prior year, the City defeased general obligation bonds by placing the proceeds of new bonds in an irrevocable trust to provide for all future debt service payments on the old bonds. Accordingly, the trust account assets and the liability for the defeased bonds are not included in the City's financial statements. On June 30, 2009, $3,345,000 of bonds outstanding are considered defeased. These bonds will remain outstanding until they are called on June 1, 2010. (continued on next page) 51 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Purpose Corporate purpose Corporate purpose Corporate purpose Corporate purpose and refunding Corporate purpose Corporate purpose Corporate purpose Corporate purpose Refunding Corporate purpose and refunding Corporate purpose Corporate purpose Corporate purpose Corporate purpose (taxable) 12/03/02 10/15/03 04/18/05 04/03/06 04/03/06 04/03/06 12/01/07 12/01/07 11/04/08 11/04/08 11/04/08 Fiscal Year Ending June 30 2010 2011 2012 2013 2014 2015 -2019 2020 -2024 2025 -2028 Total Date of Issue 1\Iaturity Dates 12/27/01 06/01/05-06/01/21 01/09/02 06/01/04- 06/01/21 03/26/02 06/01/03 - 06/01/21 06/01/03-06/01/17 06/01/04- 06/01/23 06/01/06 - 06/01/24 06/01 /07 -06/01 /25 06/01/07- 06/01/21 06/01/10-06/01/20 06/01/10-06/01/17 06/01/09- 06/01/17 06/01 /09 -06/01 /28 06/01/09 - 06/01/23 06/30/09- 06/30/18 Governme Principal $ 1,755,950 1,831,604 1,889,468 1,948,723 2,213,723 11, 751, 277 4,689,255 Amount Amount Interest Originally Outstanding Rates Issued End of Year 4.13 - 4.90 °o $ 9,500,000 $ 7,325,000 4.20 -4.95 2,860,000 2,080,000 4.10 -5.00 1,000,000 735,000 3.50 -4.30 3,105,000 1,445,000 3.20 -4.75 2,110,000 1,595,000 3.30 -5.00 9,015,000 7,430,000 3.80 -4.20 2,900,000 2,595,000 3.65 -4.20 910,000 775,000 3.65 -4.10 3,525,000 3,525,000 3.75 2,965,000 2,965,000 3.40 -3.65 1,055,000 955,000 3.75 -4.80 3,885,000 3,785,000 3.75 -4.25 3,290,000 3,160,000 5.25 - 5.50 2,465,000 2,365,000 Annual debt service requirements to maturity for general obligation bonds are as follows: ntal Activities Interest $ 1,151,143 1,079,460 1,003,239 923,289 839,876 2,623,186 362,713 $ - 48.585.000 S - 40.735.000 Business -type Activities Principal Interest $ 824,050 858,396 890,532 911,277 951,277 5,143, 723 3,780,745 1,295,000 $ 596,722 567,452 536,304 503,396 468,959 1,756,548 750,394 139 360 S 26.080.000 S 7.982.906 S 1-4.655.000 S 5.319.135 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. The original amount of tax increment financing bonds issued in prior years was $27,593,538. Tax increment financing bonds outstanding at June 30, 2009, are as follows: (continued on next page) 52 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Date of Issue Advanced Data - Comm 03/18/99 Cartegraph Systems 12/01/99 Eagle Window & Door 02/15/00 Vessel Systems 12/30/03 Diamond Jo Parking Ramp 10/16/07 Purpose June 30 2010 2011 2012 2013 2014 2015 -2019 2020 -2024 2025 -2029 2030 -2034 2035 -2037 Parking facilities 03/01/98 Water utility 11/04/08 1\ Iaturity Dates 12/31/01- 06/30/11 Interest Rates 12/31/01- 12/31/10 8.8 12/31/02- 06/30/12 9.1 12/30/05- 06/30/15 8.0 06/01/11- 06/01/37 Date of Issue I\Iaturity Dates Interest Rates 6.0 °o $ Amount Originally Issued Amount Outstanding End of Year 900,000 $ 166,218 360,000 63,466 3,168, 538 1,260,336 140,000 96,656 7.5 23,025,000 23,025,000 S 27.593.538 $ 24.611.676 Annual debt service requirements to maturity for tax increment financing bonds are as follows: Fiscal Year Ending Governmental Activities Principal Interest $ 531,609 812,174 778,939 346,617 372,973 2,234,364 3,185,000 4,565,000 6,555,000 5,230,000 $ 1,853,225 1,805,199 1,742,354 1,686,616 1,660,510 7,849,543 6,881,625 5,496,000 3,506,250 803,250 Total $ 2- 4,611.676 $ 33.28 -1- 572 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 generally are issued as serial bonds with varying amounts of principal maturing annually and with interest payable semi - annually. Revenue bonds outstanding at June 30, 2009, are as follows: Amount Originally Issued Amount Outstanding End of Year 05/01/98- 05/01/10 4.70 - 4.75 °o $ 2,515,000 $ 250,000 06/01/10 - 06/01/23 3.00 -5.00 1,195,000 1,195,000 S 3 S 1.-4- 45.000 (continued on next page) 53 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Revenue bond debt service requirements to maturity are as follows: Fiscal Year Ending June 30 2010 2011 2012 2013 2014 2015 -2019 2020 -2023 2010 2011 2012 2013 2014 2015 -2019 Total Date of Issue Maturity Dates Interest Rates Adams Company 02/13/04 06/01/05- 06/01/15 Lower Main Development 06/30/04 12/31/06- 06/30/16 8.00 Theisen Supply 11/22/06 12/31/08- 06/30/18 8.25 Annual debt service requirements to maturity for notes payable are as follows: Fiscal Year Ending June 30 Business -type Activities Principal Interest $ 320,000 $ 63,583 70,000 49,608 70,000 47,333 75,000 44,883 75,000 42,070 425,000 160,045 410,000 51,953 45.000 S - 459,475 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, 2009, are as follows: Amount Originally Issued 4.07 °o $ 500,000 $ 182,000 810,323 S 1.- 492,323 Governmental Activities Principal Interest $ 119,988 $ 128,256 133,792 141,183 149,191 497,274 S 1.169.684 Amount Outstanding End of Year 272.727 140,866 756,091 S 1.169.68-4 83,187 75,044 66,374 55,284 45,425 84,189 409,503 (continued on next page) 54 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Capital Loan Notes. Capital loan notes have been issued for the planning and construction of sewer, stonnwater, and water capital projects through the State of Iowa State Revolving Loan Funds. Planning Northfork Catfish Creek Project Northfork Catfish Creek Project Water Pollution Control Plant Design Clean Water Drinking Water Annual Debt Service Requ Purpose Parking Lot Purchase Housing Rehab Project 2010 2011 2012 2013 2014 2015 -2019 2020 -2024 2025 -2029 Total Date Authorized Maturity Dates 12/28/06 12/01/09-06/01/29 12/18/06 12/01/09-06/01/29 03/11/09 01/14/09 10/18/07 Fiscal Year Ending June 30 Loans Payable. Loans payable have been issued to fund several City projects. Date of Issue 12/01/09-06/01/29 06/01/09 - 06/01/29 06/01/08-06/01/29 Maturity Dates 07/08/08 01/01/09 - 07/01/23 03/13/09 03/16/10- 10/01/17 Amount Interest Amount Outstanding Rates Authorized End of Year 3.25 °o $ 1,889,521 $ 615,354 3.25 253,850 236,907 ements to maturity for capital loan notes are as follows: Interest Rates 5 ° o 3 3.25 3,200,000 711,983 3.25 2,000,000 1,520,748 3.25 1,037,000 829,084 $ 8.380.371 S 3.91 -4.076 Business -Type Activities Principal Interest $ 141,615 $ 126,066 146,255 121,426 151,047 116,634 155,996 111,685 161,107 106,574 888,259 450,149 1,043,627 294,781 1,226,170 112,237 S 3.914.076 S 1.-439.552 At June 30, 2009, the City of Dubuque had $4,354,294 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 2011. Amount Originally Issued $ 400,000 $ 390,889 500,000 900,000 Amount Outstanding End of Year 150,000 540,889 (continued on next page) 55 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Annual debt service requirements to maturity for loans payable are as follows: Fiscal Year Ending June 30 2010 2011 2012 2013 2014 2015 -2019 2020 -2024 Total Governmental activities: General obligation bonds Less: Unamortized discounts Deferred amount on refunding Total general obligation bonds Tax increment financing bonds Less: Unamortized discounts Total tax increment financing bonds Notes payable Loans payable Compensated absences Business -type activities: General obligation bonds Less: Unamortized discounts Deferred amount on refunding Total general obligation bonds Revenue bonds Unamortized discounts Total revenue bonds Beginning Balance Additions Reductions 11,891 (64,929) 5,411 21,752,907 5 706 484 (1 517 698) 25,136,402 (524, 726) (257,286) 8,872 24,879,116 (515 854) 1,279,636 (109, 952) 150,000 - 2,540,145 2 605 493 (2 551 258) (42,164) (48,516) $ 50.- 451,804 $ 8.-461.977 $ (4.694.762) Beginning Balance Additions Reductions $ 11,570,000 $ 3,885,000 $ (800,000) $ 14,655,000 $ (78,593) (36,393) (107,036) 11,384,371 490,000 490,000 Governmental Activities Principal Interest $ 16,667 $ 6,423 16,667 4,000 16,667 16,667 16,667 66,665 3,500 3,000 2,500 5,000 $ 150.000 $ 2 4.-423 3 848 607 1,195, 000 (10,755) 1,184, 245 6,872 8,920 (784,208) (240,000) 468 (239,532) Business -type A Principal $ 18,911 $ 19,869 20,874 21,931 23,041 133,939 152,324 5 390.889 Ending Balance (78,789) 25,941,693 24,611,676 (248,414) (108,114) ctivities Interest 19,311 18,354 17,348 16,291 15,181 57,180 19,668 5 163.333 Changes in Long -term Liabilities. Long -term liability activity for the year ended June 30, 2009, was as follows: Due Within One Year $ 21,860,000 $ 5,755,000 $ (1,535,000) $ 26,080,000 $ 1,755,950 (59,518) 1,755,950 531,609 24,363,262 531,609 1,169, 684 119,988 150,000 16,667 2 ,594,380 2,594,380 5 54.219.019 $ 5.018.59-4 Ending Due Within Balance One Year 824,050 (98,116) 14 448 770 824 050 1,445,000 320,000 (10,287) - 1,434,713 320,000 (continued on next page) 56 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Business -type activities: Capital loan notes Loans payable Compensated absences Beginning Balance (continued) $ 611,997 331,500 Ending Additions Reductions Balance $ 3,414,079 400,000 384,609 $ (112,000) $ 3,914,076 (9,110) 390,890 (331,500) 384,609 $ 12,817,868 $ 9,231,5 -40 $ (1, 476,350) $ 20,573,058 Note payable to Dubuque Bank & Trust (Loan A), with the following interest rate provisions: fixed interest rate of 5.85 °0 during the "Fixed Interest Rate Period "; during the "Initial Loan A Variable Interest Rate Period ", an interest rate equal to the greater of the "Loan A Index Rate" plus 2.75 °o and 5.00 °0; during the "Second Loan A Variable Interest Rate Period ", an interest rate equal to the "Loan A Index Rate" plus 2.75 °0. Monthly interest only payments are due with final principal and interest due at maturity on June 15, 2029.* Note payable to Dubuque Bank & Trust (Loan B), with the following interest rate provisions: fixed interest rate of 5.85 °0 during the "Fixed Interest Rate Period ", during the "Variable Interest Period: an interest rate equal to the "Loan A Index Rate" plus 2.75 °0. Monthly interest only payments due until March 2010, principal and interest payments of $54,167 begin on April 1, 2010. This note matures on June 15, 2019.* Note payable to Dubuque Bank & Trust (Loan C), interest rate equal to the greater of Prime Rate plus 0.50 °0 or 3.99 °o. Monthly interest only payments are due with final principal and interest due at maturity on December 31, 2010. ** Note payable to Dubuque Bank & Trust (Loan D), interest rate equal to the greater of Prime Rate plus 0.50 °0 or 3.99 °o. Monthly interest only payments are due with final principal and interest due at maturity on October 31, 2011.* Note payable to ICD VIII, LLC (QLICI QA1 Loan), fixed interest rate of 4.74°0. Monthly interest only payments are due with final principal and interest due at maturity on June 1, 2039. * ** Due Within One Year $ 141,615 18,911 384,609 $ 1,689,185 For the governmental activities, compensated absences are generally liquidated by the General Fund, Community Development Fund, and Section VIII Housing Fund. Dubuque Initiatives and Subsidiaries. At June 30, 2009, Dubuque Initiatives and Subsidiaries had the following notes payable: $ 5,294,384 6,500,000 9,797,991 10,651,055 5,897,192 (continued on next page) 57 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 Note payable to USBCDE Sub -CDE XXXV, LLC (QLICI QA2 Loan), fixed interest rate of 4.47 0 o. Monthly interest only payments are due with final principal and interest due at maturity on June 1, 2039. * ** Note payable to ICD VIII, LLC (QLICI QB1 Loan), fixed interest rate of 1.80 °o. Monthly interest only payments are due with final principal and interest due at maturity on June 1, 2039. * ** 2010 $ 228,109 2011 10,088,801 2012 10,959,341 2013 326,812 2014 346,451 Thereafter 29,993,916 S 51.9-43.-430 $ 5,897,192 3,902, 808 Note payable to USBCDE Sub -CDE XXXV, LLC (QLICI QB2 Loan), fixed interest rate of 1.80 °o. Monthly interest only payments are due with final principal and interest due at maturity on June 1, 2039. * ** 4,002,808 51,943,430 Less: Current maturities 228,109 Noncurrent liability $ 51.715.321 The following is a schedule by years of the principal maturi ties of long -term debt obligations for the years ending June 30: * - Notes A, B, and D payable to Dubuque Bank & Trust are collateralized by a security agreement dated June 22, 2009, a collateral assignment of tax credit purchase agreement dated June 22, 2009, and a collateral assignment of fund loan documents dated June 22, 2009. ** - Note C payable to Dubuque Bank & Trust is collateralized by a security agreement dated June 22, 2009, and a collateral assignment of federal historic tax credit bridge loan documents dated June 22, 2009. * * *- These notes payable to various entities are collateralized by, among other things, a certain Open -End Mortgage, Assignment of Leases and Rents, Security Agreement, and Fixture Filing of even date herewith executed by Borrower, as Mortgagor, to Administrative Agent, in its capacity as the Administrative Agent for the Lenders and for the benefit of the Lenders, as Mortgagee, encumbering the Property. (continued on next page) 58 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 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 any 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 $85,000, and an aggregate stop -loss of $6,075,095 for 2009. 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. Workers' compensation benefits were self- insured up to a specific stop -loss amount of $450,000, and an aggregate -stop loss consistent with statutory limits for 2009. 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. 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 $814,119 in the Health Insurance Reserve Fund and $622,009 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 for the fiscal years ended June 30, 2009 and 2008, are summarized as follows: Liabilities at June 30, 2007 $ 714,546 $ 418,380 Claims and changes in estimates during fiscal year 2008 5,012,424 969,483 Claim payments (4,897,943) (613,251) Liabilities at June 30, 2008 Claims and changes in estimates during fiscal year 2009 Claim payments Health Workers' Insurance Compensation Reserve Fund Reserve Fund 829,027 5,428,409 (5,443,317) 774,612 867,815 (1,020,418) Liabilities at June 30, 2009 $ 81-4.119 S 622.009 (continued on next page) 59 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 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 622 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 to equal 200 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 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, 2009, were $590,712. 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 $350,000 per claim. The next $2,650,000 in claims are covered with another pool (APEEP). Claims exceeding $3,000,000 are reinsured. Property and automobile physical damage risks are retained by the Pool up to $100,000 each occurrence, each location, with excess coverage reinsured on an individual- member basis. The Pool's intergovernmental contract with its members provides that in the event a casualty claim 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, 2009, settled claims have not exceeded the risk pool or reinsurance company coverage since the Pool's inception. Members agree to continue membership in the Pool 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, payments for all claims and claims expenses become the sole responsibility of the withdrawing member, regardless of whether a claim was incurred or reported prior to the member's withdrawal. Members withdrawing within the first six years of membership may receive a partial refund of their capital contributions. If a member withdraws after the sixth year, the member is refunded 100 percent of its capital contributions. However, the refund is reduced by an amount equal to the annual operating contribution which the withdrawing member would have made for the one -year period following withdrawal. (continued on next page) 60 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 NOTE 9 — COMMITMENTS AND CONTINGENT LIABILITIES Gra nts 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 general fund or other applicable funds. 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, 2009. Litigation The City's corporation counsel reported that as of June 30, 2009, various claims and lawsuits were on file against the City. The corporation counsel estimated that all potential settlements 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. Environmental Protection Agency The City of Dubuque has been notified that the United States Department of Justice has approved the filing of a civil action on behalf of the United States Environmental Protection Agency against the City seeking civil penalties and injunctive relief for illegal discharges of untreated sewage and into waters of the United States. The State of Iowa will join the United States in bringing this civil action. The City has had several meetings with representatives of the Department of Justice, Environmental Protection Agency, and State of Iowa and is attempting to negotiate a settlement of the complaint. The City has also undertaken several major projects to remedy the alleged violations. Construction Contracts The City has recognized as a liability only that portion of construction contracts representing construction completed through June 30, 2009. The City has additional commitments for signed construction contracts of $12,021,259 as of June 30, 2009. These commitments will be funded by federal and state grants, cash reserves, and bond proceeds. Debt Guarantee The City has guaranteed debt issued by Dubuque Initiatives and Subsidiaries related to the rehabilitation of the Roshek Building. The guarantee is limited to $25,000,000. NOTE 10 — OTHER POSTEMPLOYDIENT BENEFITS (OPEB) The City implemented GASB Statement No. 45, Accounting and Financial Reporting by Employers for Postemployment Benefits other Than Pensions prospectively during the year ended June 30, 2009. (continued on next page) 61 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 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 includes the employees of the Dubuque Metropolitan Area Solid Waste Agency (a component unit). The Plan does not issue a stand -alone financial report. 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 482 active and 28 retired members in the plan. 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. Annual OPEB Cost and Net OPEB Obligation - The City's annual OPEB cost is calculated based on the annual required contribution (ARC) of the City, an amount actuarially determined in accordance with GASB Statement No. 45. The ARC represents a level of funding that, if paid on an ongoing basis, is projected to cover normal cost each year and amortize any unfunded actuarial liabilities over a period not to exceed 30 years. The following table shows the components of the City's annual OPEB cost for the year ended June 30, 2009, the amount actually contributed to the plan, and changes in the City's net OPEB obligation: Annual required contribution $ 945,000 Interest on net OPEB obligation Adjustment to annual required contribution Annual OPEB cost Contributions made 945,000 (24 843) Increase in net OPEB obligation 920,157 Net OPEB obligation, beginning of year Net OPEB obligation, end of year $ 920.157 For calculation of the net OPEB obligation, the actuary has set the transition day as July 1, 2008. The end of year net OPEB obligation was calculated by the actuary as the cumulative difference between the actuarially determined funding requirements and the actual contributions for the year ended June 30, 2009. For the year ended June 30, 2009, the City paid $233,080 for retiree claims. Plan members eligible for benefits contributed $208,237 or 100 °0 of the premium costs. The net resulted in City contributions of $24,843. (continued on next page) 62 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 The City's annual OPEB cost, the percentage of annual OPEB cost contributed to the plan and the net OPEB obligation as of June 30, 2009 are summarized as follows: Year Ended June 30, 2009 Percentage of Net Annual Annual OPEB OPEB OPEB Cost Cost Contribution Obligation $ 945,000 2.6 °o $ 920,157 Funded Status and Funding Progress - As of July 1, 2008, the most recent actuarial valuation date for the period July 1, 2008 through June 30, 2009, the actuarial accrued liability was $9,117,000, with no actuarial value of assets, resulting in an unfunded actuarial accrued liability (UAAL) of $9,117,000. The covered payroll (annual payroll of active employees covered by the plan) was approximately $30,012,086 and the ratio of the UAAL to covered payroll was 30. -1°0. As of June 30, 2009, there were no trust fund assets. Actuarial Methods and Assumptions - Actuarial valuations of an ongoing plan involve estimates of the value of reported amounts and assumptions about the probability of occurrence of events far into the future. Examples include assumption about future employment, mortality, and the health care cost trend. Actuarially determined amounts are subject to continual revision as actual results are compared with past expectations and new estimates are made about the future. The schedule of funding progress, presented as required supplementary information in the section following the Notes to Financial Statements, will present multiyear trend information about whether the actuarial value of plan assets is increasing or decreasing over time relative to the actuarial accrued liabilities for benefits. Projections of benefits for financial reporting purposes are based on the plan as understood by the employer and the plan members and include the types of benefits provided at the time of each valuation and the historical pattern of sharing of benefit costs between the employer and plan members to that point. The actuarial methods and assumptions used include techniques that are designed to reduce the effects of short -term volatility in actuarial accrued liabilities and the actuarial value of assets, consistent with the long -term perspective of the calculations. As of the July 1, 2008 actuarial valuation date, the unit credit actuarial cost method was used. The actuarial assumptions includes a 5°o discount rate based on the City's funding policy. The projected annual medical trend rate is 11 °0. The ultimate medical trend rate is 6°o. The medical trend rate is reduced 0.5°o each year until reaching the 6°o ultimate trend rate. Mortality rates are from the RP2000 Group Annuity Mortality Table, applied on a gender - specific basis. Annual retirement and termination probabilities were developed from the retirement probabilities from the IPERS and MFPRSI Actuarial Reports as of June 30, 2007 and applying the termination factors used in the IPERS and MFPRSI Actuarial Reports as of June 30, 2007. Projected claim costs of the medical plan are $8,490 per year for retirees at age 60. The salary increase rate was assumed to be -4°o per year. The UAAL is being amortized as a level percentage of projected payroll expense on an open basis over 30 years. (continued on next page) 63 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 NOTE 11— EMPLOYEE RETIREMENT SYSTEMS MFPRSI The City contributes to the Municipal Fire and Police Retirement System of Iowa (Plan), which is a cost - sharing, multiple - employer defined benefit pension plan administered by a Board of Trustees. The Plan provides retirement, disability, and death benefits which are established by state statute to plan members and beneficiaries. The Plan issues a publicly available financial report that includes financial statements and required supplementary information. The report may be obtained by writing to Municipal Fire and Police Retirement System of Iowa, 7155 Lake Drive, Suite 201, West Des Moines, Iowa, 50266. Plan members are required to contribute 9.35 of earnable compensation and the City is required to contribute 18.75°0 of earnable compensation. Contribution requirements are established by state statute. The City's contributions to the Plan for the years ended June 30, 2009, 2008, and 2007, were $2,077,554, $2,632,282, and $2,730,207, respectively, which met the required minimum contribution for each year. IPERS The City contributes to the Iowa Public Employees Retirement System (IPERS) which is a cost - sharing multiple - employer 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. IPERS issues a publicly available financial report that includes financial statements and required supplementary information. The report may be obtained by writing to IPERS, P.O. Box 9117, Des Moines, Iowa, 50306 -9117. Plan members are required to contribute 4.10 °0 of their annual covered salary, and the City is required to contribute 6.35 of annual covered payroll. Contribution requirements are established by state statute. The City's contributions to IPERS for the years ended June 30, 2009, 2008, and 2007, were $1,314,106, $1,200,182, and $1,071,260, respectively, equal to the required contributions for each year. NOTE 12 — LANDFILL CLOSURE AND POSTCLOSURE CARE State and federal laws and regulations require the Dubuque Metropolitan Area Solid Waste Agency to place a final cover on each cell of its landfill site when filled and to perform certain maintenance and monitoring functions at the site for thirty years after closure. Although closure and postclosure care costs will be paid only near or after the date that each cell stops accepting waste, the Agency reports a portion of these closure and postclosure care costs as an operating expense in each period based on landfill capacity used as of each statement of net assets date. The $3,574,082 reported as landfill closure and postclosure care liability at June 30, 2009, represents the cumulative amount reported to date based on the use of 100°0 of the estimated capacity of cells 1, 2, 3, and 4, the use of 90 °o of the estimated capacity of cells 5 and 6, and the use of 55 °o of the estimated capacity of cells 7 and 8. The Agency will recognize the remaining estimated cost of closure and postclosure care of $678,358 as the remaining capacity is filled. (continued on next page) 64 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 These amounts are based on what it would cost to perform all closure and postclosure care in 2009. The Agency expects to close cells 4, 5, and 6 in 2011, and cells 7 and 8 in 2014. The Agency is making plans to construct a second generation of cells to extend the life of the landfill to 2058. Actual cost may be higher due to inflation, changes in technology, or changes in regulations. The Agency has begun to accumulate resources to fund these costs in accordance with state and federal financial assurance requirements. At June 30, 2009, funds have been restricted for closure and postclosure costs in the amount of $3,530,472. 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, 2009 is $7,438,738, with $142,423 of depreciation expense during the year ended June 30, 2008. The DRA lease amount is based on the association's gross gambling receipts. During the year ended June 30, 2009, the DRA lease generated $8,175,147 in lease revenue. NOTE 14 — SUBSEQUENT EVENTS On October 5, 2009, the City authorized $2,935,000 General Obligation Bonds Taxable Series 2009A (Qualified Build America Bonds Direct Pay) to support cost of the acquisition of sewer pipeline inspection equipment, the inspection and certification of the flood control levee system; the construction and installation of stormwater management facilities, including the Bee Branch Creek Restoration Project, and the reconstruction of storm sewers; the acquisition and replacement of street lights; the acquisition and installation of fiber optic conduit in connection with street improvements and water main extensions; the repair and improvement of the Dubuque Regional Airport, including hanger heater and terminal boiler replacements, runway and hanger painting, hanger repairs and replacements and parking area paving; the acquisition and replacement of Fire Department ladder and pumper trucks and ambulances; and water utility improvements including the construction and installation of water main extensions, ADA improvements, back -up power supply and water consumption studies and engineering. The interest rate on the bonds range from 1.9°o to 5.6 °0, with a maturity date of June 1, 2029. The City is eligible to receive a federal subsidy through a refundable tax credit paid to the City by the Treasury Department and the Internal Revenue Service in an amount equal to 35 °o of the total coupon interest. The funds to repay the bonds will be generated from fees, taxes, and debt service levy. On October 5, 2009, the City authorized $11,175,000 General Obligation Urban Renewal Bonds Taxable Series 2009B (Qualified Build America Bonds Direct Pay) to provide funds to pay costs to construct a multi - story parking ramp and the construction of street, sewer, sidewalk, trail, and other public infrastructure improvements within Dubuque Industrial Center West. The interest rate on the bonds range from 1.5 °o to 5.5 °o, with a maturity date of June 1, 2029. The City is eligible to receive a federal subsidy through a refundable tax credit paid to the City by the Treasury Department and the Internal Revenue Service in an amount equal to 35 °o of the total coupon interest. The funds to repay the bonds will be generated from parking revenue and with tax increment revenues of the Greater Dubuque Downtown Urban Renewal District and Dubuque Industrial Center West District. (continued on next page) 65 CITY OF DUBUQUE, IOWA NOTES TO FINANCIAL STATEMENTS JUNE 30, 2009 On October 5, 2009, the City authorized $8,885,000 General Obligation Refunding Bonds Series 2009C. The interest rate on the bonds range from 2.0°o to 4.0 °o, with a maturity date of June 1, 2021. Bonds are issued to provide funds to current refund, $7,325,000 of outstanding General Obligation Bonds, Series 2001 and $2,080,000 of outstanding General Obligation Bonds Series 2002. The City will be borrowing up to $6 million in General Obligation Urban Renewal Bonds to pay costs associated with planning, undertaking, and carrying out of urban renewal project activities including those costs associated with the construction of street, stormwater, sanitary sewer, water, fiber optic, parking and other public improvements in the Historic Millwork District and funding of grants, loans, and other financial assistance to private developers to assist in rehabilitation of existing buildings and construction of housing development projects in the Millwork District. The funds to repay the bonds will be from the tax increment revenues generated within the Greater Downtown Urban Renewal District. The City has drawn $1,169,922 through November 2009, against the existing State Revolving Fund (SRF) loans for Planning and Design, and Construction for water, stormwater, and sewer projects. The City plans to borrow up to $8 million as a construction loan from the Drinking Water State Revolving Fund (SRF) through the Iowa Finance Authority and receive an additional $1 million forgivable SRF loan under the American Recovery and Reinvestment Act (ARRA) to fund the City wide Water Meter Change Out Project. Construction loans provide a 3 °o interest rate, with .25°o annual service fee, and a 1 °0 origination fee. The City plans to use the Clean Water State Revolving Fund (SRF) through the Iowa Finance Authority for significant upgrades to the Water Pollution Control Plant. The loans include construction and planning and design with Intended Use Plan (IUP) for approximately $65 million filed. Construction loans provide a 3 °o interest rate, with .25°o annual service fee, and a 1 °0 origination fee. Planning and Design Loans have no interest for three years, no initiation fees, and no servicing fees. NOTE 15 — NEW GOVERNMENTAL ACCOUNTING STANDARDS BOARD (GASB) STANDARDS The Governmental Accounting Standards Board (GASB) has issued three statements not yet implemented by the City of Dubuque. The statements, which might impact the City of Dubuque, are as follows: Statement No. 51, Accounting and Financial Reporting for Intangible Assets, issued June 2007, will be effective for the fiscal year ending June 30, 2010. This statement requires that all intangible assets not specifically excluded by its scope be classified as capital assets. Statement No. 53, Accounting and Financial Reporting for Derivative Instruments, issued June 2008, will be effective for the fiscal year ending June 30, 2010. This statement addresses the recognition, measurement, and disclosure of information regarding derivative instruments entered into by state and local governments. Statement No. 54, Fund Balance Reporting and Governmental Fund Type Definitions, issued February 2009, will be effective for the fiscal year ending June 30, 2011. This statement establishes new standards for fund balance classifications based primarily on the extent to which a government is bound to observe constraints imposed upon the use of the resources reported in governmental funds. The City's management has not yet determined the effect these statements will have on the City's financial statements. 66 CITY OF DUBUQUE, IOWA SCHEDULE OF RECEIPTS, EXPENDITURES, AND CHANGES IN BALANCES - BUDGET AND ACTUAL (BUDGETARY BASIS) GOVERNMENTAL FUNDS AND ENTERPRISE FUNDS FOR THE YEAR ENDED JUNE 30, 2009 Final to Budgeted Amounts Actual Actual Ongmal Final Vanance RECEIPTS Property tax $ 17,376,558 $ 17,050,4,0 $ 17,959,420 $ (582,862) Tax increment financing 4,942358 4,963,583 4,963,583 (21,225) Other City tax 11,184,470 13,814,149 13,814,149 (2.629,679) Licenses and pernnts 3,273,944 1,340,904 1340 904 1,933,040 Use of money and property 14,412,871 12 985,806 1) 1,418,115 Intergovernmental 16,893,400 19,888363 41,310,226 (24,416,826) Charges for fees and service 20,015,746 2 5,613,824 25,622,181 (5,606,435) Special assessments 141,860 325,000 1,463,510 (1321,650) Miscellaneous 12,444,07 5,618,842 9,405,618 3,038,454 Total Receipts 100,685, 102,509,891 128,874,347 (28,189,068) 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 20,865,760 21,203,436 21,487,88 622,122 11,405,265 10,861,567 11,913 985 508,7 870,7 819,57 0 30,946 60,218 8,483,260 8,562,808 8,640 948 157,688 10,071, 244 0 ,340,356 10,121,144 49,900 5,673,7 5,876,609 6,468,254 794,577 5,769,175 5, 5,4 589 2 30,464 38,575,015 40,019 989 80,211,712 41,636,697 2 7,164,635 40 932,184 56,768,506 29,603,871 128,378,75 142,883,177 20? 042 966 73,664,207 (2 7,693,480) (403 (73,168,619) 45,475,139 15,250,001 2 5,714, 147 33,000,410 ( 18,739,509 ) EXCESS (DEFICIENCY ) OF RECEIPTS AND OTHER FINANCING SOURCES OVER (UNDER) EXPENDITURES AND OTHER FINANCING USES (1)433,579) (14,659,139) (39,169)09) 26,735,630 BALANCE, BEGINNING 64,954,283 64,954,283 64,954,283 BALANCE, ENDING $ 52,520,704 $ 50,295,144 $ 25,785,074 $ 26,735,630 67 CITY OF DUBUQUE, IOWA NOTES TO REQUIRED SUPPLEMENTARY INFORMATION — BUDGETARY REPORTING FOR THE YEAR ENDED JUNE 30, 2009 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 15 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, 2009, was amended two times during the year to allow the City to increase function expenditures by $59,159,789, primarily for the carry - forward of unfinished capital improvement projects and expenditure of additional grants for capital improvements. The following is a reconciliation of the budgetary basis to the modified accrual basis of accounting: Receipts /revenues $100,685, $ (5,381,394) $ 95,303,885 $ 74,677065 $ 70,680,970 $ 95,303,885 Expenditures /expenses 178,378,75 (10,221,016) 118 157,743 0 5, 0 6 9 ,704 77,188,539 118,157,743 Deficiency of receipts/ revenues under expenditures /expenses ( 4,839,677 (22,8 (21346,239) (1,507,619) (22,8 Other financing sources, net 15 259 901 17,657,764 37,917,665 4 817,364 28 100 301 37,917,665 Net Balance, beginning Balance, ending Modified Governmental Enterprise Accrual/ Funds Funds Budgetary Accrual Accrual Modified Basis Adtustments Basis Accrual Basis Accrual Basis Total (12,433,57 77,497,386 10,063,807 (16,528,875) 765 10,063,807 64,954,783 108,977,819 173,882,102 66,910,216 106,971,886 173,882,102 $ 57 570 704 $ 171 47$ 705 $ 184 045 000 $ SO 721 741 $ 177 S64 568 $ 184 045 000 68 CITY OF DUBUQUE, IOWA SCHEDULE OF FUNDING PROGRESS FOR THE RETIREE BENEFIT PLAN FOR THE YEAR ENDED JUNE 30, 2009 Actuarial UAAL as a Actuarial Accrued Unfunded Percentage Actuarial Value of Liability AAL Funded Covered of Covered Valuation Assets (AAL) (UAAL) Ratio Payroll Payroll Date (a) (b) (b -a) (a /b) (c) (b -a /c) 07/01/08 $ $ 9,117,000 $ 9,117,000 0.0 °0 $ 30,012,086 30.4 °o 69 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. Tort Liability Fund — This fund is used to collect a special property tax levy which is then transferred to the General Fund. The General Fund accounts for the administration and payment of damage claims against the City. 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. Tax Increment Financing Fund — This 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. 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. DEBT SERVICE FUND 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. 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. 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. CITY OF DUBUQUE, IOWA COMBINING BALANCE SHEET NONMAJOR GOVERNMENTAL FUNDS JUNE 30, 2009 ASSETS Cash and pooled cash investments Receivables Property tax Delinquent Succeeding year Accounts and other Special assessments Accrued interest Notes Intergovernmental Restricted cash and pooled cash investments LIABILITIES AND FUND BALANCES Road Section VIII Tort Use Tax Housing Liability $ 1,940,037 $ 747,633 $ 3911,817 973 1,9511 1,807 38,831 17,966 2,349 416,013 Total Assets $ 2,330,854 $ 809,160 $ 418,362 LIABILITIES Accounts payable $ 149,470 $ 24,452 $ Accrued payroll 72,826 18,427 - Intergovernmental payable 18,800 - Deferred revenue Succeeding year property tax - - 416,013 Other 732 Total Liabilities 222,296 61,679 416,745 FUND BALANCES Reserved for /by Encumbrances 347,608 21,007 - Long -term notes receivable 1,111 - Bond ordinance - - Debt service - - - Franchise agreement - - - Endowments - - - Unreserved, undesignated reported in Special revenue funds 1,760,950 725,363 1,617 Capital projects funds Permanent funds Total Fund Balances 2,108,558 747,481 1,617 Total Liabilities and Fund Balances $ 2,330,854 $ 809,160 $ 418,362 $ 3,565 $ 1,312,179 $ 964,334 $ 113,151 $ 3,155 Special Revenue Tax Library Special Increment Expendable Debt Assessments Financing Cable TV Gifts Trust Service 15,884 30,999 633,997 - - 608 51,812 1,664 586 $ 638,170 $ 4,966,746 $ 983,214 $ 144,736 $ 81,297 459,950 - $ 11,422 $ 2,915 $ 10,825 459,950 11,422 178,220 3,602,755 1,332 38,625 3,602,755 178,220 1,313,944 1,332 4,955,324 359,273 610,201 30,999 623,941 31,137 3,413 84 354,528 113,515 138 $ 78,142 78,142 78,142 3,155 113,599 3,155 $ 638,170 $ 4,966,746 $ 983,214 $ 144,736 $ 81,297 (continued) EXHIBIT A -1 70 CITY OF DUBUQUE, IOWA COMBINING BALANCE SHEET NONMAJOR GOVERNMENTAL FUNDS JUNE 30, 2009 ASSETS LIABILITIES AND FUND BALANCES Capital Projects Airport Sales Tax Construction Construction Cash and pooled cash investments $ 721,142 $ 1,780,561 Receivables Property tax Delinquent - - Succeeding year - - Accounts and other - - Special assessments - - Accrued interest 2,241 8,072 Notes - - Intergovernmental 3,580 266,174 Restricted cash and pooled cash investments - - Total Assets $ 726,963 $ 2,054,807 LIABILITIES Accounts payable $ 50,256 $ 135,482 Accrued payroll - - Intergovernmental payable - - Deferred revenue Succeeding year property tax - - Other 3,580 - Total Liabilities 53,836 135,482 FUND BALANCES Reserved for /by Encumbrances 83,779 482,100 Long -term notes receivable - - Bond ordinance - - Debt service - - Franchise agreement - - Endowments - - Unreserved, undesignated reported in Special revenue funds - - Capital projects funds 589,348 1,437,225 Permanent funds - - Total Fund Balances 673,127 1,919,325 Total Liabilities and Fund Balances $ 726,963 $ 2,054,807 Permanent Funds Total Ella Lyons Library Nonmajor Peony Trail Gifts Governmental Trust Trust Funds $ - $ - $ 7,585,757 113 84,960 $ 85,073 $ 19,941 $ 13,259,323 - $ 52 $ 374,187 102,078 18,800 57,412 12,000 27,661 7,889 2,349 494,155 47,856 - 633,997 84 67,130 1,807 - 699,402 19,857 3,726,870 494,155 1,105,462 2,094,682 976,616 1,111 3,612,755 3,155 1,332 69,412 4,448,137 2,026,573 35,551) 85,073 19,889 11,164,641 $ 85,073 $ 19,941 $ 13.259,323 EXHIBIT A -1 (continued) 71 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES NONMAJOR GOVERNMENTAL FUNDS FOR THE YEAR ENDED JUNE 30, 2009 REVENUES Taxes $ - $ - Special assessments - - Intergovernmental 4,783,768 4,142,053 Charges for services - - Investment earnings - 25.6811 Contributions - - Miscellaneous 34,935 35,270 Total Revenues 4,818,703 4,203,003 EXPENDITURES Governmental activities Current Public safety Public works Health and social services Culture and recreation Community and economic development General government Debt service Capital projects Total Expenditures EXCESS (DEFICIENCY) OF REVENUES OVER (UNDER) EXPENDITURES Road Section VIII Use Tax Housing 82,602 5,493,741 4,501,435 12,085 - 5,505,826 4,584,037 (687,123) (381,034) OTHER FINANCING SOURCES (USES) Transfers in 618,255 - Transfers out (253,154) - Total Other Financing Sources (Uses) 365,101 - NET CHANGE IN FUND BALANCES (322,022) (381,034) FUND BALANCES, BEGINNING 2,430,580 1,1 8,515 FUND BALANCES, ENDING $ 2,108,558 $ 747,481 Special Revenue Tax Library Tort Special Increment Expendable Debt Liability Assessments Financing Cable TV Gifts Trust Service $ 161,934 $ - $ 4,942,360 $ - $ - $ 250,372 - - - 161,934 (183,137) (183,137) 36,085 6,836 293,293 22,820 33,623 353,025 21,717 660,655 5,295,385 682,372 1,158,056 4,139, 870 72,943 27,576 624,014 6,305,162 401,434 4,540 125,881 130,421 104,557 1,074,914 5,297,926 724,533 104,557 1,074,914 161,934 293,293 (2,541) (42,161) 25,864 (1,074,914) 360,037 - 1,074,914 (148,696) (1,707,334) - (28,082) (148,696) (1,347,297) - (28,082) 1,074,914 (21,203) 144,597 (1,349,838) (42,161) (2,218) 115,817 3,155 $ 1,617 $ 178,220 $ 4,955,324 $ 359,273 $ 113,599 $ 3,155 (continued) EXHIBIT A -2 72 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES NONMAJOR GOVERNMENTAL FUNDS FOR THE YEAR ENDED JUNE 30, 2009 Capital Projects Airport Sales Tax Construction Construction REVENUES Taxes $ - $ 1,529,971 Special assessments Intergovernmental 1,124, 43(1) Charges for services 170,370 Investment earnings 19,303 65,268 Contributions Miscellaneous Total Revenues 1,314,103 1,595,239 EXPENDITURES Governmental activities Current Public safety Public works Health and social services Culture and recreation Community and economic development General government Debt service Capital projects Total Expenditures OTHER FINANCING SOURCES (USES) Transfers in Transfers out Total Other Financing Sources (Uses) NET CHANGE IN FUND BALANCES FUND BALANCES, BEGINNING FUND BALANCES, ENDING 1,437,011 2,181,761 1,437,011 2,181,761 EXCESS (DEFICIENCY) OF REVENUES OVER (UNDER) EXPENDITURES (122,908) (586,522) 200,624 524,122 (509,781) 200,624 14,341 77,716 (572,181) 595,411 2,491,506 $ 673,127 $ 1,919,325 Permanent Funds Total Ella Lyons Library Nonmajor Peony Trail Gifts Governmental Trust Trust Funds $ - $ - $ 6,634,265 250,372 - - 10,051,21 - 170,370 (14,296) 726 512,048 - 125,881 - 737,696 (14,296) 726 18,480,883 901 901 155,545 5,493,741 27,576 2,586 108,044 - 5,6,9,491 636,099 5,214,784 - 3,618,772 2,586 20,914,052 (1,197) (1,860) (2,433,169) 2,777,95' (2,830,184) (15,197) (1,860) (2,48 ,401) 100,270 21,749 13,650,042 $ 85,073 $ 19,889 $ 11,164,641 EXHIBIT A -2 (continued) 73 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. CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF NET ASSETS NONMAJOR ENTERPRISE FUNDS JUNE 30, 2009 ASSETS CURRENT ASSETS Cash and pooled cash investments Receivables Accounts Accrued interest Intergovernmental Inventories Total Current Assets Total Assets LIABILITIES CURRENT LIABILITIES Accounts payable Accrued payroll Accrued compensated absences Due to other funds Total Current Liabilities NONCURRENT LIABILITIES Net OPEB liability Total Liabilities Total Other Refuse Transit Enterprise Collection System Funds $ 868.830 $ $ 868.830 329.546 13.182 3.930 1.202.306 925.294 23.554 962.030 EXHIBIT B -1 342.728 3.930 925.294 23.554 2.164.336 NONCURRENT ASSETS Capital assets Land 36.000 36.000 Buildings 1.887.564 1.887.564 Machinery and equipment 1.676.568 3.606.348 5.282.916 Accumulated depreciation (1.490.555) (3.587.788) (5.078.343) Net Capital Assets 186.013 1.942.124 2.128.137 1.388.319 2.904.154 4.292.473 6.380 48.133 49.983 49.124 136.037 6.658 172.453 192.400 276.368 54.513 99.107 142.695 172.453 468.768 42.092 12.026 54.118 234.492 288.394 522.886 NET ASSETS Invested in capital assets. net of related debt 186.013 1.942.124 2.128.137 Unrestricted 967.814 673.636 1.641.450 Total Net Assets $ 1.15 3.827 $ 2.615.760 $ 3.769.587 74 CITY OF DUBUQUE, IOWA EXHIBIT B -2 COMBINING STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN FUND NET ASSETS NONMAJOR ENTERPRISE FUNDS FOR THE YEAR ENDED JUNE 30, 2009 Total Other Refuse Transit Enterprise Collection System Funds OPERATING REVENUES Charges for sales and services $ 2,871,395 $ 182,495 $ 3,053,890 Other 1,254 13,765 15,019 Total Operating Revenues 2,872,649 196,260 3,068,909 OPERATING EXPENSES Employee expense 1,760,984 1,212,197 2,973,181 Utilities 15,452 58,894 74,346 Repairs and maintenance 312,707 421,415 734,122 Supplies and services 577,093 570,460 1,147,553 Insurance 27,926 46,991 74,917 Depreciation 94,503 315,188 409,691 Total Operating Expenses 2,788,665 2,625,145 5,413,810 OPERATING INCOME (LOSS) 83,984 (2,428,885) (2,344,901) NONOPERATING REVENUES Intergovernmental - 1,095,946 1,095,946 Investment earnings 28,277 - 28,277 Gain on disposal of assets 50 - 50 Net Nonoperating Revenues 28,327 1,095,946 1,124, 273 INCOME (LOSS) BEFORE TRANSFERS 112,311 (1,332,939) (1,220,628) TRANSFERS IN - 1.253,638 1.253,638 CHANGE IN NET ASSETS 112,311 (79,301) 33,010 NET ASSETS, BEGINNING 1,041,516 2,695,061 3,736,577 NET ASSETS, ENDING $ 1,153,827 $ 2,615,760 $ 3,769,587 75 CITY OF DUBUQUE, IOWA EXHIBIT B -3 COMBINING STATEMENT OF CASH FLOWS NONMAJOR ENTERPRISE FUNDS FOR THE YEAR ENDED JUNE 30, 2009 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 Payment of interfund balances Intergovernmental grant proceeds NET CASH PROVIDED BY NONCAPITAL FINANCING ACTI\TTIES CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTI\TTIES Proceeds from sale of capital assets Acquisition and construction of capital assets NET CASH USED BY CAPITAL AND RELATED FINANCING ACTI\TTIES CASH FLOWS FROM INVESTING ACTI\TTIES Interest received NET INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING CASH AND CASH EQUIVALENTS, ENDING Refuse Collection $ 2.838.872 (964.620) (1.659.290) 1.254 216.216 50 (121.223) (121.173) 28.634 123.677 745.153 $ 868.830 $ Transit System $ 175.747 (1.069.415) (1.212.312) 13.765 Total Other Enterprise Funds $ 3.014.619 (2.034.035) (2,871,602) 15.019 (2.092.215) (1.875.999) 1,25 3,638 1,25 3,638 (308.259) (308.259) 1.146.836 1.146.836 2.092.215 2.092.215 50 (121.223) (121,173) 28.634 123.677 745.153 - $ 868.830 (continued) 76 CITY OF DUBUQUE, IOWA EXHIBIT B -3 COMBINING STATEMENT OF CASH FLOWS (continued) NONMAJOR ENTERPRISE FUNDS FOR THE YEAR ENDED JUNE 30, 2009 RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES Operating income (loss) Total Other Refuse Transit Enterprise Collection System Funds $ 83.984 $ (2.428.885) $ (2.344.901) Adjustments to reconcile operating income (loss) to net cash provided by (used for) operating activities Depreciation 94.503 315,188 409.691 Change in assets and liabilities Increase in receivables (32.523) (6.748) (39,271) Increase in inventories (6.179) (6.179) Increase (decrease) in accounts payable (31.442) 34.524 3.082 Increase (decrease) in accrued liabilities 59.602 (12.141) 47.461 Increase in net OPEB liability 42.092 12.026 54.118 Total Adjustments 132.232 336.670 468.902 NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES $ 216.216 $ (2.092.215) $ (1.875.999) 77 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. CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF NET ASSETS INTERNAL SERVICE FUNDS JUNE 30, 2009 ASSETS CURRENT ASSETS Cash and pooled cash investments $ $ 334.988 $ Receivables Accounts Accrued interest Inventories 43.361 1.904 Total Current Assets 378.349 1.904 NONCURRENT ASSETS Capital assets Machinery and equipment Accumulated depreciation Net Capital Assets Total Assets LIABILITIES CURRENT LIABILITIES Accounts payable Accrued payroll Due to other funds Total Liabilities NET ASSETS Invested in capital assets. net of related debt Unrestricted Total Net Assets (Deficit) General Garage Stores/ Service Service Printing 17.758 316 102.034 (57.620) 44.414 422.763 1.904 55.315 25.603 18.074 80.918 44.414 (18.074) 297.431 5.305 1.655 6.960 (5.056) $ (18.074) $ 341.845 $ (5.056) Health Workers' Insurance Compensation Reserve Reserve $ 3.545.902 $ 201.765 $ 4.082.655 164.380 14.809 3.725.091 3.725.091 202.779 4.352.537 814.119 814.119 Total 164.380 1.014 15.823 45.265 202.779 4.308.123 102.034 (57.620) 44.414 622.009 1.496.748 4;.;61 1.971 622.009 1.542.080 44.414 2.910.972 (419.230) 2.766.043 $ 2.910.972 $ (419.230) $ 2.810.457 EXHIBIT C -1 78 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN FUND NET ASSETS (DEFICIT) INTERNAL SERVICE FUNDS FOR THE YEAR ENDED JUNE 30, 2009 OPERATING REVENUES Charges for sales and services Other Total Operating Revenues OPERATING INCOME (LOSS) General Garage Stores/ Service Service Printing $ 1.365.401 $ 1.824.707 $ 103.600 1.365.401 1.824.707 103,600 OPERATING EXPENSES Employee expense 1.352.986 702.996 Utilities 24.042 Repairs and maintenance 21.371 Supplies and services 6.159 920.186 119.342 Insurance 11.925 13.202 Depreciation 7.706 Total Operating Expenses 1.371.070 1.689.503 119.342 (5.669) 135.204 (15.742) NONOPERATING REVENUES Investment earnings Gain on disposal of assets 2.295 Total Nonoperating Revenues 2.295 CHANGE IN NET ASSETS (5.669) 137.499 (15.742) NET ASSETS (DEFICIT). BEGINNING (12.405) 204.346 10.686 NET ASSETS (DEFICIT). ENDING $ (18.074) $ 341.845 $ (5.056) Health Workers' Insurance Compensation Reserve Reserve Total $ 5.246.860 $ 584.875 $ 9.125.443 282.753 24.516 307.269 5.529.613 609.391 9.432.712 2.055.982 24.042 21.371 5.578.069 900.384 7.524.140 508.753 25.139 559.019 7.706 6.086.822 925.523 10.192.260 (557.209) (316.132) (759.548) 133.439 16.044 149.483 2.295 133.439 16.044 151.778 (423.770) (300.088) (607.770) 3.334.742 (119.142) 3.418.227 $ 2.910.972 $ (419.230) $ 2.810.457 EXHIBIT C -2 79 CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF CASH FLOWS INTERNAL SERVICE FUNDS FOR THE YEAR ENDED JUNE 30, 2009 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 Proceeds from mterfund balances 316 - L655 CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTI\TTIES Proceeds from sale of capital assets CASH FLOWS FROM INVESTING ACTI\TTIES Interest received NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING CASH AND CASH EQUIVALENTS, ENDING RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH PROVIDED BY (USED FOR) OPERATING ACTI\TTIES 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 in receivables Decrease in inventories Increase (decrease) in accounts payable Increase (decrease) in accrued liabilities General Garage Stores/ Service Service Printing $ 1,365,401 $ 1,824,707 $ 103,600 (18,084) (975,358) (113,615) (1,354,365) (700,810) (7,048) (1,379) Total Adjustments (1,379) 148,539 (10,015) 2,295 (6,732) 150,834 (8,360) 6,732 184,154 8,360 $ - $ 334,988 $ $ (5,669) $ 135,204 $ (15,742) 7,71)6 11,856 517 (8,413) 5,210 2,186 - 13,335 5,727 NET CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES $ (7,048) $ 148,539 $ (10,015) Health Workers' Insurance Compensation Reserve Reserve Total $ 5,203,172 $ 584,875 $ 9,081,755 (6,101,730) (1,078,126) (8,286,913) (2,055,175) 282,753 24,516 307,269 (615,805) 140,458 (475,347) (468,735) (953,064) 1,971 2,295 18,747 159,205 (449,988) (789,593) 4,021,249 651,753 4,872,248 $ 3,545,902 $ 201,765 $ 4,082,655 $ (557,209) $ (316,132) $ (759,548) 7,706 (43,688) - (43,688) 12,373 (14,908) (152,603) (170,714) 807 (58,596) (152,603) (193,516) $ (615,805) $ (468,735) $ (953,064) EXHIBIT C -3 80 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. CITY OF DUBUQUE, IOWA COMBINING STATEMENT OF CHANGES IN ASSETS AND LIABILITIES AGENCY FUNDS FOR THE YEAR ENDED JUNE 30, 2009 EXHIBIT D -1 Balance Balance Beginning End of Year Additions Deductions of Year CABLE EQUIPMENT FUND ASSETS Cash and pooled cash investments $ 314.385 $ 244.918 $ 226.430 $ 332.873 Accounts receivable 7.235 5.559 7.235 5.559 Accrued interest 5.530 5.530 Total Assets $ 321.620 $ 256.007 $ 239.195 $ 338.432 LIABILITIES Due to other agency $ 321.620 $ 256.007 $ 239.195 $ 338.432 DOG TRACK DEPRECIATION FUND ASSETS Cash and pooled cash investments $ 645.545 $ 145.372 $ - $ 790.917 Accrued interest 3.445 25.165 25.372 3.238 Total Assets $ 648.990 $ 170.537 $ 25.372 $ 794.155 LIABILITIES Due to other agency $ 648.990 $ 170.537 $ 25.372 $ 794.155 TOTAL AGENCY FUNDS ASSETS Cash and pooled cash investments $ 959.930 $ 390.290 $ 226.430 $ 1.123.790 Accounts receivable 7.235 5.559 7.235 5.559 Accrued interest 3.445 30.695 30.902 3.238 Total Assets $ 970.610 $ 426.544 $ 264.567 $ 1.132.587 LIABILITIES Due to other agency $ 970.610 $ 426.544 $ 264.567 $ 1.132.587 81 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. Revenue Capacity These schedules contain information to help the reader assess the City's most significant local revenue source, the property tax. 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. 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. 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. 83 88 92 100 102 Sources: Unless otherwise noted, the information in these schedules is derived from the comprehensive annual financial reports for the relevant year. The City implemented GASB Statement 34 in 2003; schedules presenting government -wide information include information beginning in that year. 82 CITY OF DUBUQUE, IOWA NET ASSETS BY COMPONENT LAST SEVEN FISCAL YEARS (ACCRUAL BASIS OF ACCOUNTING) Fiscal Year 211113 211114 211115 20116 Governmental activities Invested in capital assets, net of related debt $ 212,767,403 $ 231,863,231 $ 249,881,646 $ 267,762,059 Restricted 29,306,124 31,931,803 24,180,874 21,693,357 Unrestricted 11,528,644 11,322,661 11,236,870 15,132,486 Total governmental activities net assets $ 253,602,171 $ 275,117,695 $ 285,299,390 $ 304,587,902 Business -type activities Invested in capital assets, net of related debt $ 98,706,116 $ 92,301,043 $ 93,036,089 $ 88,802,536 Restricted 553,677 554,005 554,205 554,294 Unrestricted 6,308,801 10,502,939 12,854,730 13,258,072 Total business -type activities net assets $ 105,568,594 $ 103,357,987 $ 106,445,024 $ 102,614,902 Primary government Invested in capital assets, net of related debt $ 311,473,519 $ 324,164,274 $ 342,917,735 $ 356,564,595 Restricted 29,859,801 32,485,808 24,735,079 22,247,651 Unrestricted 17,837,445 21,825,600 24,091,600 28,390,558 Total pnmary government net assets $ 359,170,765 $ 378,475,682 $ 391,744,414 $ 407,202,804 200720082009 $ 288,978,975 $ 296,143,451 $ 298,855,346 23,900,328 31,970,724 27,171,123 21,921,571 18,987,841 (5,280,715) $ 334,800,874 $ 347,102,016 $ 320,745,754 $ 91,483,532 $ 95,104,575 $ 120,473,286 554,318 554,505 770,157 11, 14,900 11,31 806 12,321,125 $ 103,252,750 $ 106,971,886 $ 133,564,568 $ 380,462,507 $ 391,248,026 $ 419,328,632 24,454,646 32,55,229 27,941,280 33,136,471 30,300,647 7,040,410 $ 438,053,624 $ 454,073,902 $ 454,310,322 TABLE 1 83 CITY OF DUBUQUE, IOWA CHANGES IN NET ASSETS LAST SEVEN 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 business -type activities expenses $ 15,817,05 $ 16,605,-181 $ 18,636,877 14,453, 558 12,817,110 17,088,983 815,524 1,290,619 654,469 7,367,147 7,819,111 8,474,183 Fiscal Year 2003 2004 2005 2006 $ 18,892,980 16.390.322 678,748 9,6 9,431,702 12,66 557 9 ,680,046 8,541,167 4,211, 3,773,136 4,048,475 3,868,687 1,605,326 1,248,498 1,298,367 1,460, 730 53,70))31 56,276,810 5 5 Total governmental activities expenses Business -type activities Sewage disposal works 4,655,696 5,282,016 4,656,172 5,298353 Water utility 4,145,983 1368,738 123? 489 4,700,483 Stormwater utility - 1,181968 1,114,811 1,153,628 Parlang facilities 1,445,434 1,655,429 1,604,071 1,629,4 Amenca's River Project 414,830 1,064,701 515,570 82,617 Refuse collection 2,140,807 2,238,254 2.202.800 2,463,795 Transit system 2,055,248 2,257,078 2.326,908 2,555,080 14,857, 18,051,181 16,65 17,883,383 Total primary government expenses $ 68,560,229 $ 74,327,994 $ 76,534,221 $ 77,343,522 Program Revenues Governmental activities Charges for services Public safety $ 1,586, $ 1,785,787 $ 1,900,938 $ 1,809,481 Public works 3367,720 3392.650 3,371,073 3370,291 Culture and recreation )145,435 2,282 083 2,143,246 2,218315 Other activities 764,732 873,457 945,712 895 020 Operating grants and contnbutions 13,677,503 1)197,307 14,603,106 12 902,410 Capital grants and contributions 3,447,052 5,153,258 6,919,296 6,881,573 Total governmental activities program revenues 21988,697 2505,442 29,883,371 28,077,990 Business -type activities Charges for services Sewage disposal works 1300,156 4,719,491 4,55 587 5,077,491 Water utility 3,975,598 1307,238 4,224,074 4,669340 Stormwater utility - 754,101 684,570 928,850 Parlang facilities 1,4 1.643,490 1,889,937 1,886.642 America's River Project 147,695 881,089 26,061 51,373 Refuse collection 1,981,105 2,157,285 ) )83,677 2397,525 Transit system 201,367 319,216 389,106 341,743 Operating grants and contnbutions 880,822 825,538 651,967 920,762 Capital grants and contributions 11,938,797 11,007,676 3,030,378 2,769,657 Total business -type activities program revenues 24,852,686 26.615,121 17,73? 357 19,043,383 Total primary government program revenues $ 49,841,383 $ 52300,566 $ 47,615,728 $ 47,121,373 2007 2008 ?009 $ 70,376,7 $ 16,966,710 $ 22,038,765 16,505,560 18,847,068 19,079,688 750,367 800,566 849,737 9,837, 10,857,409 17,640,716 11, 965,805 11 961, 584 12,693,140 4,940,154 5,804,003 6,473 908 1,400,748 ?,577,417 3,164,176 65,735,657 67,814, 76,889,080 5,814,076 4,780,063 1,198,675 1,611,447 434,667 2,496,018 760,45 6,141,5 6326,708 4,814,692 6,100,491 1,706,735 2 ,138,198 2,173,110 2,147,405 126,699 61 977 7,774,050 2,788,665 7 ,703, 0 83 ?,6 ?5,145 19,095,405 70390,793 77 ,188,53 9 $ 84,831,062 $ 88,205,050 $ 99,077,619 $ 1,857374 $ 2,088,773 $ 2,020,675 4,83 4,061,883 4,456364 7 , 7 51,562 ?,109,571 7 , 7 7 9 ,688 1,074,550 1382,889 1,557,507 11,641 904 11,709,173 1 2,599 067 23,741, 282 8,032,60? 4,811,7 45,406,403 2 77,775 070 5,750,437 5,484,07 5, 4,743,896 4,875,530 53 1,777,743 1,766,334 7 , 7 91, 7 49 1,977,757 2 ,141,607 7 , 77 4,185 3,099 2,140 - 2,64 2, 251 2 ,710,583 2,87 237,088 195,817 196,260 1,167 344 1,209,636 1,095 946 1,670,874 2,830,263 3,613321 18,928 984 21,215,089 23 518,787 $ 64,335387 $ 50,600,780 $ 51,244,757 (continued) TABLE 2 84 CITY OF DUBUQUE, IOWA CHANGES IN NET ASSETS LAST SEVEN FISCAL YEARS (ACCRUAL BASIS OF ACCOUNTING) Net (Expense) /Revenue Governmental activities Business -type activities Fiscal Year 2003 2004 2005 2006 $ (28,713,534) $ (30,591,368) $ (29,998,029) $ (31,382,149) 9,994,688 8,563 940 1,079,536 1,160,000 Total primary government net expense $ (18,718,846) $ (22,027,428) $ (28,918,493) $ (30,222,149) General Revenues and Other Changes in Net Assets Governmental activities General Revenues Property taxes $ 18,041,049 $ 18,588,367 $ 19,767,492 $ 19,716,620 Local option sales tax 6,492,203 7,105,183 6,963,124 7,336,124 Hotel /motel tax 970,232 1,314,114 1,383,660 1,862,439 Utility franchise fees - 862,275 1,310,064 1,521,201 Gaming 9. 11,631,022 11,694,105 14,034,847 Unrestricted investment earnings 1,749,301 497,361 1,190,337 1,081,141 Gain/doss) on sale of capital assets (149,650) 175,231 170,64 77,627 Other 1,228,232 638,681 560,789 572,602 Transfers (7,720,462) 10 956,246 (1,684,581) 5,033,974 Total governmental activities 30,150,503 51,768,480 41,355,632 51,236,575 Business -type activities General Revenues Property taxes 506,054 - - - Unrestricted investment earrungs 321,447 181,674 322,884 339,599 Gain/doss) on sale of capital assets (168,001) 25 36 703 Transfers 7,720,462 (10956,246) 1,684,581 (5,033,974) Total business -type activities 8,379,962 (10,774,547) 2,007,501 (4,693,672) Total primary government $ 38,530,465 $ 40,9 $ 43,363,133 $ 46,542,903 Change in Net Assets Governmental activities Business -type activities Total primary government $ 1,436,969 $ 21,177,112 $ 11,357,603 $ 19,854,426 18,374,650 (2,210,607) 3,087,037 (3,533,672) $ 19,811,619 $ 18 966,505 $ 14,444,640 $ 16320,754 2007 2008 ?009 $ (20,329, 254) $ (38,429,466) $ (49,163,110) (166,421) 825,196 1,330,248 $ (20,495,675) $ (37,604, $ (47,832,862) $ 21,656 908 $ )2,744,563 $ 23,716,819 7,817,403 8,020,889 7,649,853 1,569,743 1,622,455 1,611 954 1,49"),Q 1,516,123 1,486, 292 15 556,551 15 346,468 9.627.391 1,870,403 7 ,741,4 90 7 , 7 15,413 07,575 407,503 586,931 898,241 918,605 (7,633) (7,757,155) (24,826982) 50 543, ? ?6 50,730,608 22,806,848 796,636 630,049 433,148 - 11,736 2304 7 , 633 7,757,155 24,826 987 804,269 2,893, 25, $ 5 134 7 ,4 95 $ 53,624,548 $ 48,069,282 $ 30,213972 $ 1 2301,142 $ (26356)6 2) 637,848 3,719,136 26,5 $ 30,851,820 $ 16,020,278 $ 236,420 TABLE 2 (continued) 85 CITY OF DUBUQUE, IOWA FUND BALANCES OF GOVERNMENTAL FUNDS LAST SEVEN FISCAL YEARS (MODIFIED ACCRUAL BASIS OF ACCOUNTING) General Fund Reserved Unreserved Fiscal Year 211113 211114 211115 211116 $ 4,573,723 $ 3,233,335 $ 3,169,453 $ 1,477,141 12,218,787 13,68 5,063 13, 706,134 16,050, 997 Total general fund S 16.79 510 $ 16918398 $ 16.87 587 S 17.5_'8.138 All Other Governmental Funds Reserved $ 14,525,251 $ 14,231,390 $ 13,607,759 $ 15,564,016 Unreserved, reported in Special revenue funds 11,886,631 9,720,412 5,777,233 7,277,471 Debt service fund - (68,569) (56,320) Capital projects funds 5,846,016 7,353,593 11,191,461 (981,248) Permanent funds 70,091 71,373 73,628 83,367 Total all other governmental funds S 3 3 7989 $ 31 308 199 $ 30 593 761 S 21 943 606 2007 2008 2009 $ 4,455,303 $ 1,699,825 $ 4,864,701 17,827,631 17,982,016 14,2(1)6,181 $ 1' ' 934 $ 19 681 841 $ 19 070 88 $ 13,942,519 $ 31,887,038 $ 19,634,305 7,586,898 4,195,354 115,825 7,431,931 5,981,390 7,875,448 33,958 5,659,2 14 35,550 s_12.218.32: $ 31.310.459 TABLE 3 86 CITY OF DUBUQUE, IOWA CHANGES IN FUND BALANCES OF GOVERNMENTAL FUNDS LAST SEVEN FISCAL YEARS (MODIFIED ACCRUAL BASIS OF ACCOUNTING) Fiscal Year 2(11)3 211114 2(11)5 211116 Revenues Taxes $ 25,508936 $ ,7,861, 273 $ ,9,430,135 $ 30,043,167 Special assessments 561,406 717,305 197,195 3,,,,14 Licenses and permits 753, 1,063,081 1,078,7?? 965,71? Intergovernmental 17,,49,,90 17,057,994 18,370,358 15,0? 1,7?? Charges for services 5,3,5,031 5,666307 5, 6,620,243 Fines and forfeits 465,787 241,57? ,67,536 204,201 Investment earnings 1,750,519 50, 93, 1,197,691 1,096,445 Contnbufions 447,960 345,415 306,809 246,908 Gaming 9,539,598 11,631,022 11,694,105 14,034,847 Miscellaneous 1,312,348 1,139,057 1,573,305 1,106,991 Total revenues 62,914,865 66,,,5958 70,034,398 69,662,450 Expenditures Current Public safety 15,278,654 16,764,510 18,652,246 19,535,369 Public works 11,860,004 10,723,5,7 21301, 239 11,605,567 Health and social services 749,435 7,1 906 66 ?, ?31 715,598 Culture and recreation 7,515,5?? 7,470,264 8,180,832 0 , 00 8,46? Community and economic development 9,010,868 11 924,011 9,825,470 0 ,981,645 General government 3,835,609 4,, ?7,335 4,0, ?,785 4,090,866 Debt service Principal ?,009,986 2,117,773 1,769 960 13 25,970 Interest 1,668,019 1,304,802 1,240,427 1,493,504 Capital projects 9,930311 6,865,119 8,226,840 14,5 Total expenditures 61,858,408 62,119,247 73,882,030 73,2753 Excess ( deficiency) of revenues over (under) expenditures Other Financing Sources (Uses) Issuance of bonds - 13,682 Issuance of refunding bonds 150,000 795,000 7,277,665 1,515,750 Discount on bonds - (58,487) - Payment to refunded bonds escrow agent (150,000) - - (1,494,371) Transfers in 5,367,986 8,662300 1, 981,655 7,334,605 Transfers out (21,073,805) (15,060,669) (16,105,184) (11904,890) Sale of capital assets 117, 264,344 170,642 150,491 Total other financing sources (uses) (15,588,580) (5339,0, 4, ?66, ?91 (4,384,733) Net change in f u n d balances $ ( 1 4 532 123) $ (1 2 32 314) 418 659 $ (7997604) Debt service as a percentage of noncapital expenditures 1,056,457 4,106,711 7 37°o 6 3, °o (3,847,632) (3,612,871) 5 46 °o 4 99 °o 2007 2008 2009 $ 37,576,575 $ 33,898,69? $ 34,454,146 586,45 177,585 )50,37? 1,05 1,153,4,9 1,088386 16,714,703 14, 756,573 15,796,8 7,351,191 7,833,151 8,0,9,189 158,360 188,603 199,839 1913,4 7,731953 2,206382 1,168,463 6,134,002 1369,759 15 556,551 15346,468 9,627,391 1,149,546 1, 269376 1,000,679 78,208,114 8 2,989,782 74,677 965 20,743,196 21,542,661 21335,1 12,506378 10,331,107 14,2 61,551 783,,0 7 815,873 10,2 44,2 44 10,277,787 12.227.506 11,695,90? 11,847,51 11 $53,,7 4,441,043 6310 939 5,836,83 1,663339 1, 2,169,678 1,412,012 2,406,431 3,095,166 8,777,757 15,351,848 24, 274,1,0 71,716,580 86,628304 95 969, ?04 6,491,534 (3,638,5 (21346,239) 743,5 23,083,696 5,905,000 - ?,965,000 - - (266,1 (48,516) - (2,87 - 10,394,726 14,801,589 7,451,15 (11,789,548) (18,185,109) (9,084,228) 2,811,483 ?, 5 2,160, 77,475,708 4,817364 R_ti51 7g6 $ 1 g 7g6 6g6 $ (165? 5 5 01°o 655 ° 768 °o TABLE 4 87 CITY OF DUBUQUE, IOWA TAXABLE AND ASSESSED VALUE OF PROPERTY LAST TEN FISCAL YEARS (IN THOUSANDS OF DOLLARS) TABLE 5 Real Property Exemptions Total Ratio of Total Taxable Value to Levy Fiscal Taxable Assessed Taxable Assessed Total Assessed Total Direct Year Year Value Value Real Property Value Value Value Tax Rate 1998 2000 $ 1,389,35? $ 1,990,428 $ 10,018 $ 1,379,334 $ 1 990,-128 69 30 10 71601 1999 2001 1377,518 2,014,897 10,194 1367,321 2,011,897 6786 1106712 2000 2002 1,429,0 ?,050,019 10,097 1,418 928 ?,050,019 69 22 10 76080 2001 2003 1,540,206 2,317,9 10,141 1,530,065 2317,9 66 01 10 21200 2002 2004 1,57 2,350317 9,694 1,563,082 2350317 66 51 10 27303 2003 2005 1,666,033 ?,575,400 9,599 1,656,434 ?,575,400 64 32 10 07200 2004 2006 1,710334 ?,679,078 9,862 1,700,47 2,679,078 63 47 9 69910 2005 2 007 1,780354 2,804,568 9,122 1,771,232 2,804,568 63 16 9 98030 2006 2008 1,823304 2,870,178 8,939 1,811365 2,870,178 63 21 10 31690 2007 2009 1,949,071 3,171,681 9,298 1,039,773 3,171,681 61 16 9 96904 88 CITY OF DUBUQUE, IOWA PROPERTY TAX RATES DIRECT AND OVERLAPPING GOVERNMENTS LAST TEN FISCAL YEARS (TAX RATES PER $1,000 ASSESSED VALUE) TABLE 6 Dubuque Board of Ratio of Levy Fiscal Dubuque School Education and Area 1 Voc. Dubuque Dubuque City Year Year City District Independents Tech County Total to Total 1998 2000 $ 10 71601 $ 11 53111 $ 0 56187 $ 0 55128 $ 5 54016 $ 28 90043 37 08 0 0 1999 2001 11 06712 12 17096 0 50467 0 56995 5 60750 29 92020 36 99 2000 2002 10 76080 13 50444 0 54806 0 57072 5 73669 31 12071 34 58 2001 2003 10 21200 13 73882 0 55492 0 57507 5 60064 30 68145 33 28 2002 2004 10 27303 13 84768 0 61686 0 57791 5 59515 30 91063 33 23 2003 2005 10 07200 14 27491 0 57269 0 59804 6 08923 31 60687 31 87 2004 2006 9 69910 15 09695 0 60226 0 60517 6 08416 32 08764 30 23 2005 2007 9 98033 15 92538 0 60802 0 61127 6 17924 33 30424 29 97 2006 2008 10 31690 16 40925 0 63160 0 61 6 42691 34 39736 29 99 2007 2009 9 96904 16 89000 0 95250 0 55713 6 41459 34 78326 28 66 Source: Dubuque County Auditor's Office 89 CITY OF DUBUQUE, IOWA TABLE 7 PRINCIPAL PROPERTY TAXPAYERS CURRENT YEAR AND NINE YEARS AGO (IN THOUSANDS OF DOLLARS) Taxpayer Kennedy Mall Medical Associates Realty LP Otto A LLC Nordstrom, Inc The McGraw Hill Companies Inc Walter Development LLC Platinum Holdings LLC Iv1inglewood Limited Partnership Asbury Dubuque LLC Lexington Dubuque LLC American Trust & Savings Bank Plaza 2l0Inc Interstate Power Company Peoples Natural Gas A Y McDonald Manufacturing Co lT S West Communications Source: Dubuque County Auditor's Office $ 143,505 2009 Taxable Assessed Value Rank $ 26,372 1 19,157 17,500 3 16,884 4 11,437 5 11,288 6 11,179 7 9,948 8 9,896 9 9,844 10 Percentage of Total City Taxable Assessed Value 83 00 60 53 36 36 35 31 31 31 2000 Taxable Assessed Value Rank $ 19,990 3 9,955 5 12,854 4 7,366 9 7,278 10 7,861 8 53,944 1 20,395 8,150 7 9,199 6 4.51% $ 156,992 Percentage of Total City Taxable Assessed Value Effective 2001, utility companies (Alliant Energy /Interstate Power and Aquila Natural Gas) pay excise tax on revenue to the state rather than property taxes 1 00 0 50 65 37 37 39 2 71 1 02 41 46 7.88% 90 CITY OF DUBUQUE, IOWA PROPERTY TAX LEVIES AND COLLECTIONS LAST TEN FISCAL YEARS (IN THOUSANDS OF DOLLARS) Fiscal Total Tax Current Tax Year Levy (1) Collections 2000 16,497 16,380 2001 17,163 16,662 2002 17,147 16,941 2003 1 5,328 15,215 2004 16,208 15 X37 2005 16,408 16,383 2006 16,2 29 16,146 2007 17,216 17,193 2008 18,211 18,160 2009 18, 18,670 Percent of Current Taxes Collected Delinquent Tax Total Tax Collections Collections (2) 99 3 115 16,495 97 1 120 16,782 98 8 127 17,068 99 3 216 15,431 983 11 15948 99 8 20 16,403 00 5 7 16,148 999 4 17,197 99 7 3 18,163 98 3 5 18,675 ( l) Includes tax increment levy (2) Includes taxes collected in June by the County but not received by the City until July Ratio of Total Tax Collections to Total Tax Levy Outstanding Delinquent Taxes 100 0 138 978 150 00 5 2 38 100 7 130 98 4 207 100 0 196 00 5 182 99 9 174 997 215 98 3 262 TABLE 8 Ratio of Delinquent Taxes to Total Tax Levy 08 09 l4 08 l3 l2 11 l0 l2 l4 91 CITY OF DUBUQUE, IOWA RATIOS OF OUTSTANDING DEBT BY TYPE LAST TEN FISCAL YEARS Governmental Activities Business -Type Activities Tax Tax General Increment Increment General Fiscal Obligation Financing Financing Loans Obligation Capital Loan Revenue Loans Year Bonds Bonds Notes Payable Bonds Notes Bonds Payable 2000 $ 4.522.500 22 $ 4,378,669 $ - $ - $ 3,572,500 $ - $ 2,0 5 ,000 $ - 2001 3,40 000 5,963,585 - - 9,00, 000 - 1,890 - 200 20,94 ,000 ,,873,15, - - 3,10,,000 - 1,720,000 - 2003 19,865,000 4,943,169 - - 5,140,000 - 1,,40,000 - 2004 19,010 3,820,394 65, 000 - 6,660,000 - 1,3:i0,000 - 2 '005 24,960 3,450,820 622,211 - 8,090,000 - 1,1:i0,000 - 2006 24,165,750 3,040,304 590,439 - 11,619,250 - 940,000 - 2007 22,990 2,594,831 1,279,885 - 11,090,000 - 720,000 - 2008 21,860 000 25,136,402 1,279,636 - 11,570,000 611,977 490,000 - 2009 26,080 24,611,676 1,169,684 150 14,65 3,914,076 1,445,000 390,890 Note Details regarding the City's outstanding debt can be found in the notes to the financial statements (1) Population and personal income data can be found in Table 17 * Personal Income unavailable at report date Percentage Per Total Primary of Personal Capita Government Income (1) (1) $ 14,528,669 1 00° 257 20,263,585 1 34°0 351 31,643,155 ,05 °o 549 31,488,169 1 98°0 546 31,495,394 1 85°0 546 38,273,0312 16 °o 663 40,355,743 2 17 °o 700 38,674,716 2 01°0 670 60,948,015 3 06° o 1,057 72,416,326 * 1,255 TABLE 9 92 CITY OF DUBUQUE, IOWA TABLE 10 RATIOS OF GENERAL BONDED DEBT OUTSTANDING LAST TEN FISCAL YEARS (IN THOUSANDS OF DOLLARS, EXCEPT PER CAPITA AMOUNT) General Percentage of Percentage of Fiscal Obligation Taxable Value Taxable Value Assessed Value Assessed Value Per Year Bonds (1) of Property' of Property' of Property' of Property Capita _ "ow $ 4,523 $ 1,379,334 0 33°0 $ 1,990,428 0 23° ° 80 2001 3,405 1,367,324 0 n500 2,014,897 0 17°0 59 2002 20,945 1,418,928 1 48 °0 2,0 0,019 1 02 363 2003 19,865 1,530,057 1 30°0 2,317,926 0 86°0 344 2004 19,010 1,563,082 1 22 2,350,317 0 81 °0 330 2005 24,960 1,656,434 1 51 °0 2,575,400 0 97 °0 433 2006 24,166 1,700,472 1 42°0 2,679,078 0 90°0 419 2007 22,990 1,771,232 1 30°0 2,804,568 0 82°0 399 2008 21,860 1,814,365 120 °° 2,870,178 076 °° 379 2009 26,080 1,939,773 1 34 °0 3,171,681 0 82 452 (1) Excludes general obligation bonds reported in enterprise funds 93 CITY OF DUBUQUE, IOWA DIRECT AND OVERLAPPING GOVERNMENTAL ACTIVITIES DEBT AS OF J[JNE 30, 2009 Jurisdiction Overlapping: Dubuque County 1,380,000 Dubuque Public School District Northeast Iowa Community College 1,080,000 Total Overlapping Total Source: Dubuque County Auditor and Northeast Iowa Community College. (1) Excludes general obligation bonds reported in enterprise funds. TABLE 11 N et General Obligation Percentage Amount Bonded Debt Applicable Applicable to Outstanding to Citv Government Direct, City of Dubuque, Iowa $ 26,080,000 (1) 100.00 °o $ 26,080,000 59.89 826,482 23.81 257,148 2,460,000 1,08 3,6 30 $ 28,540,000 $ 27,163,630 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 responsible for repaying the debt of each overlapping government. 94 CITY OF DUBUQUE, IOWA LEGAL DEBT MARGIN INFORMATION LAST TEN FISCAL YEARS (IN THOUSANDS OF DOLLARS) Debit limit TABLE 12 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 $ 99,521 $ 100,715 $ 102,359 $ 115,896 $ 117,516 $ 133,119 $ 138,789 $ 115,101 $ 148,824 $ 163,621 Total net debt applicable to limit 10,511 18,687 30,250 30,271 30,185 37,177 39,443 38,060 60,485 76,182 Legal debit margm $ 89,010 $ 82,058 $ 7 $ 85,625 $ 87,331 $ 95,972 $ 99,346 $ 107,341 $ 88,339 $ 87,439 Total net debt applicable to the debt limit as a percentage of debt limit w 1056 °o 1855 °o 79 55 ° 26 12 °o Legal Debt Margin Calculation for Fiscal Year 2009 Estimated actual value Debt limit - 5°») of total actual valuation Debt applicable to limit (Including GO Debt, TIF Debt, and Lease Obligations Paid from General Fund) 7 5 69 °o 7707 ° 2842 °o 2618 °o 4064 °o 4656 °o $ 3,27 $ 163,620,641 76,181,766 Legal debt margin $ 87,438,875 CITY OF DUBUQUE, IOWA REVENUE BOND COVERAGE PARKING BONDS LAST TEN FISCAL YEARS (IN THOUSANDS OF DOLLARS) PARKING BONDS Net Revenue Available Fiscal Gross Operating For Debt Debt Service Requirements Year Revenues (1) Expenses (2) Service Principal Interest Total Coverage (3) 2000 1.278 582 696 165 93 258 2.70 2001 1.552 717 835 170 86 256 3.26 2002 1.452 737 715 180 79 259 2.76 2003 1.484 847 637 190 71 261 2.44 2004 1.659 971 688 200 63 263 2.62 2005 1.934 960 974 210 54 264 3.69 2006 1.933 977 956 220 44 264 3.62 2007 2.113 1.014 1.099 230 34 264 4.16 2008 2.224 1.495 729 240 23 263 2.77 2009 2.270 1.412 858 250 12 262 3.27 WATER UTILITY BONDS Net Revenue Available Fiscal Gross Operating For Debt Debt Service Requirements Year Revenues (1) Expenses (2) Service Principal Interest Total Coverage (3) 2009 5.391 5.196 195 - 30 30 6.50 (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. TABLE 13 96 CITY OF DUBUQUE, IOWA WATER AND SEWER RECEIPT HISTORY LAST TEN FISCAL YEARS Source: Cash basis receipt ledgers. Fiscal Year Water Receipts Sewer Receipts 2000 $ 4.055.270 $ 4.834.413 2001 4.135.930 4.387.111 2002 4.233.908 4.319.655 2003 4.154.899 4.252.098 2004 4.350.338 4.466.035 2005 4.340.789 4.478.205 2006 4.798.408 4.920.376 2007 4.856.353 5.276.454 2008 5.020.001 5.481.074 2009 5.358.419 5.821.251 TABLE 14 97 CITY OF DUBUQUE, IOWA WATER METERS BY RATE CLASS LAST FOUR FISCAL YEARS * Fiscal Year Residential *Prior six years information not available. TABLE 15 Commercial Industrial Government Total 2006 19.813 1.820 73 35 21.741 2007 19.914 1.839 74 38 21.865 2008 19.970 1.878 70 45 21.963 2009 20.058 1.895 72 48 22.073 98 CITY OF DUBUQUE, IOWA TABLE 16 LARGEST WATER AND SEWER CUSTOMERS FISCAL YEAR 2009 Customer Rousselot Inc Swiss Valley Farms Mercy Medical Center Loras College Dubuque Community Schools IIrnversity of Dubuque City of Dubuque Sewer Treatment Alliant Power Company Inland Protein Corporation Clarke College Western Dubuque Biodiesel Finley Hospital Tablemound Mobile Home Park Premier Linen & Dry Cleaning Water Receipts $ 207,857 68,055 56,268 47,312 46,462 43,062 35,805 35,059 33,141 32,478 Total Receipts $ 5,358,419 Rank 1 2 3 4 5 6 7 8 9 10 Percentage of Total Water Sewer Receipts Receipts 3 88 1 27 1 05 0 88 0 87 0 8 067 065 0 62 061 0 0 $ 313,616 1611,956 87,748 53,531 53,277 127,933 3 77,428 5 48,720 8 46,145 9 45,6911 111 $ 5,821,251 Rank 1 4 6 7 Percentage of Total Sewer Receipts 539 °0 2 76 1 51 1192 1192 2 2 11 1 33 0 84 079 0 78 99 CITY OF DUBUQUE, IOWA TABLE 17 DEMOGRAPHIC AND ECONOMIC STATISTICS LAST TEN CALENDAR YEARS Year Population 2'000 56,467 2001 57,686 200 57,686 2003 57,686 2004 57,686 _ '005 57,686 2006 57,686 2007 57,686 2008 57,686 2009 57,686 * Unavailable at report date Public Per Capital School Personal Median Enrollment Unemployment Personal Income Income (1) Age (2) (3) Rate (4) $ 2,293,137 $ 25,691 34 9,697 2 7 2,345,539 26,309 34 9,680 4 0 2,421,441 26,760 37 9,906 3 9 2,491,982 27,631 37 10,122 4 0 2,695 , 29,549 37 10,428 4 4 2,807,6"2,000 30,650 37 10,547 4 5 2,983 000 000 32,290 37 10,733 3 5 3,074,666 33,290 37 10,727 3 7 3,206 000 000 34,571 38 10,614 3 8 * * 37 10,697 6 Sources: (1) U S Department of Commerce, Bureau of Economic Analysis (2) Bureau of Census 2000 Census (3) Dubuque Community School District (4) Iowa Department of Employment Services as of June 30 100 CITY OF DUBUQUE, IOWA PRINCIPAL EMPLOYERS CURRENT YEAR AND YEAR 2000 Employer Source: Greater Dubuque Development Corp 2009 2000 Percentage of Percentage of #of Total City #of Total City Employees Rank Employment(1) Employees Rank Employment(1) Dubuque Community Schools 1, 1 3 76 °° 1,500 2 3 10 °° John Deere (2) 1.465 2 2 82 2,250 1 4 64 IBM( (3) 1,300 3 2 50 Mercy Mledical Center 952 4 183 1,500 2 310 Finley Hospital 900 5 173 850 8 175 Medical Associates 826 6 1 59 950 6 1 96 Eagle Window & Door 750 7 1 44 450 10 93 City of Dubuque 657 8 1 26 Prudential Retirement 590 9 1 13 Dubuque Racing Association 525 10 1 01 Farmland Foods 1,300 4 2 68 Times Mirror (Formerly Wm C Brown) 1,000 5 2 06 Interstate Power Company 930 7 1 92 Flexsteel (4) 825 9 1 70 9,920 11,555 (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 (3) Anticipated employment Actual number not available at this time (4) Flexsteel had numerous layoffs in 2007 TABLE 18 101 CITY OF DUBUQUE, IOWA FULL -TIME EQUIVALENT CITY GOVERNMENT EMPLOYEES BY FUNCTION/DEPARTDIENT LAST TEN FISCAL YEARS TABLE 19 0 N Full -Time Equivalent Employees as of June 30 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 Public Safety Emergency Communications 9 00 10 00 10 00 10 00 10 00 10 00 11 00 11 00 11 00 13 00 Fire 90 00 90 00 90 00 90 00 90 00 90 00 90 00 90 00 90 00 90 00 Police 95 00 95 00 96 00 97 00 97 00 97 00 99 00 100 00 101 00 108 67 Building Services 7 00 7 00 7 00 7 00 7 00 7 00 7 00 7 00 7 00 8 00 Public Works Public Works 81 00 81 00 83 00 86 02 87 30 88 55 87 00 87 00 87 00 88 00 Engineenng 22 00 24 00 24 00 24 00 24 00 24 00 25 00 25 00 25 00 26 00 Health & Social Services Health Services 5 00 5 00 5 00 5 00 5 00 5 00 5 00 5 00 4 00 4 00 Human Rights 2 00 2 00 2 00 2 00 2 00 2 00 3 00 3 00 3 00 3 00 Culture and Recreation Civic Center 9 15 9 15 9 15 9 15 9 15 9 15 1 15 0 15 0 15 0 15 Library 17 00 18 00 18 00 18 00 18 00 18 00 18 00 18 00 18 00 18 00 Park 20 92 20 92 21 92 21 92 21 92 21 92 21 92 21 92 21 92 21 92 Recreation 8 93 8 93 8 93 8 93 8 93 8 93 8 93 7 93 7 93 7 93 Community & Economic Development Community / Economic Dev 5 00 5 00 5 00 3 00 3 00 3 00 3 00 3 00 3 00 3 00 Housing Services 18 00 18 00 20 00 20 25 20 00 21 00 21 00 20 25 18 00 22 00 Planning Services 7 00 7 00 7 00 7 00 7 00 7 00 8 00 8 00 8 00 8 00 General Government Airport 1300 1300 1300 1400 1300 1300 1300 1323 1200 1200 Cable TV 3 00 3 00 3 00 2 00 2 00 2 00 2 00 2 00 2 00 2 00 City Clerk's Office 3 00 3 00 3 00 3 00 3 00 3 00 3 00 3 00 3 00 3 00 City Manager's Office 9 00 9 00 9 00 11 00 10 00 10 00 11 00 11 00 11 00 13 50 Finance 16 00 16 00 16 00 16 00 15 00 14 00 14 00 14 00 14 00 14 00 Legal 2 00 2 00 2 00 2 00 2 00 2 00 2 62 3 00 3 00 4 00 Information Services 6 00 6 00 6 00 6 00 6 00 6 00 6 00 6 00 7 00 7 00 Business Type Water 23 00 23 00 23 00 23 00 23 00 23 00 23 00 23 00 23 00 23 00 Water Pollution Control 19 00 19 00 18 00 18 00 18 00 18 00 18 00 18 00 18 00 18 00 Parking 8 00 9 00 11 00 11 50 10 50 10 50 8 00 8 00 7 00 7 50 Transit 12 00 12 00 7 50 8 00 7 00 7 00 8 55 8 00 7 00 7 00 Total 511.00 516.00 518.50 523.77 519.80 521.05 518.17 516.48 512.00 532.67 Source: City Budget Records Departments with employees who are allocated to more than one function are reflected IIi area with largest number of employees CITY OF DUBUQUE, IOWA OPERATING INDICATORS BY FUNCTION/PROGRAMI LAST TEN FISCAL YEARS Public Safety Police Physical arrests' 2,807 2,564 - 4,000 4,550 Traffic violations" - - 2,4622,1262,427 Parlungviolations - - - 51,162 49,985 Fire Number of calls answered 3,158 3,736 4,774 3,974 4,181 Inspections conducted 829 805 841 524 408 Sewer Sewage system Daily average treatment in gallons 10, 9,000 9,000 8,000 8 Maximum daily capacity of treatment plant in gallons 15,000 15,000 15,000 15 15 Water systems Daily average consumption in gallons 8,000 8,000 8,000 8,000 8 Maximum daily capacity of plant in gallons 18,000 000 18,000 000 18,000 000 18,000 000 18 Refuse (Municipal Collection) Tonnage 14,279 13,979 13,594 10,435 10,330 Sources: Various City Departments 1 Statistics not available for fiscal year 2002 2 Statistics begin in fiscal year 2002 3 Statistics begin in fiscal year 2003 Fiscal Year 2000 2001 2002 2003 2004 Fiscal Year 2005 2006 2007 2008 2009 4,795 4,790 5,078 5,090 6,325 2,171 2,111 1,986 6,881 8,801 51,004 46,575 42,530 40,741 36,457 4,300 4,176 4,454 4,699 4,480 1,135 409 360 624 443 8,500 000 8,500 000 8,000,000 10,310,000 7,981,000 13,500 000 13,500 000 13,500 000 13,500 000 21,131,000 7,720,000 7,360,000 7,647,685 5,793,309 7,845,000 18, 000, 000 18, 000, 000 18,000 000 17,000 000 18,000 000 10,428 10,573 10,807 11,798 10,774 TABLE 20 103 CITY OF DUBUQUE, IOWA CAPITAL ASSET STATISTICS BY FUNCTION /PROGRAM LAST TEN FISCAL YEARS Public safety Police Stations 1 1 1 1 1 Patrol units 18 18 18 18 18 Fire Stations 6 6 6 6 6 Aerial trucks Public works Streets Miles (1) * * * 273 290 Street lights (1) * 1.191 1.195 1.500 1.591 Health and social services Hospital 2 2 2 2 2 Number of patient beds 478 478 478 584 560 Cultural and recreation Library 1 1 1 1 1 Golf 1 1 1 1 1 Parks 38 38 39 42 42 Acreage 833 833 834 850 850 Recreation Civic center 1 1 1 1 1 Swimming pools 2 2 2 2 2 Softball fields 7 7 7 7 7 Baseball fields 1 1 1 1 1 Tennis courts 20 20 20 20 20 Sewer Sewage system Miles of sanitary sewer (1) * * * * * Miles of storm sewers (1) * * * * * Number of treatment plants 1 1 1 1 1 Number of service connectors 20.550 20.550 20.200 20.800 21.000 Rater systems Miles of water mains 301 302 305 305 310 Number of service connectors 21.130 21.000 20.550 21.032 21.206 Number of city owned fire hydrants 2.635 2.685 2.712 2.713 2.736 Sources: Various City Departments. (1) City GIS System (* information not available). Fiscal Year 2000 2001 2002 2003 2004 Fiscal Year 2005 2006 2007 2008 2009 1 1 1 1 1 19 19 19 19 19 6 6 6 6 6 3 3 3 3 3 290 295 307 317 320 1.631 1.755 1.802 1.855 1.877 2 2 2 2 2 421 421 405 405 405 1 1 1 1 1 1 1 1 1 1 44 44 47 47 47 855 845 898 898 898 1 1 1 1 1 2 2 2 2 2 7 7 8 7 7 1 1 1 1 1 20 19 19 20 20 * 263 286 290 295 * 116 120 122 143 1 1 1 1 1 21.000 21.443 21.568 21.633 21.347 312 313 315 316 317 21.016 21.257 21.210 21.243 21.347 2.770 2.780 2.798 2.812 2.831 TABLE 21 104 EideBailly. CPAs & BUSINESS ADVISORS REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GO VER1VMEJVT'AUDITING STANDARDS To the Honorable Mayor and Members of the City Council City of Dubuque, Iowa We have audited the accompanying financial statements of the governmental activities, the busmess -type activities, the aggregate discretely presented component units, each major fund, and the aggregate remauung fund information of the City of Dubuque, Iowa, as of and for the year ended June 30, 2009, which collectively comprise the City's basic financial statements listed in the table of contents, and have issued our report thereon dated December 21, 2009 We conducted our audit m accordance with auditmg standards generally accepted in the Umted States of Amenca and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the Umted States The financial statements of Dubuque Imtiatives and Subsidiaries, 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 Fmancial Reportmg In planning and performing our audit, we considered the City's internal control over financial reportmg as a basis for designing our auditing procedures for the purpose of expressing our opuuons on the financial statements, but not for the purpose of expressmg our opuuon on the effectiveness of the City's mternal control over financial reporting Accordingly, we do not express an opinion on the effectiveness of the City's mternal control over financial reporting Our consideration of internal control over financial reporting was for the lumted purpose descnbed m the preceding paragraph and would not necessarily identify all deficiencies m the mternal control over financial reportmg that might be sigmficant deficiencies or matenal weaknesses However, as discussed below, we identified certain deficiencies m internal control over financial reporting that we consider to be sigmficant deficiencies and matenal weaknesses A control deficiency exists when the design or operation of the control does not allow management or employees, m the normal course of performing their assigned functions, to prevent or detect misstatements on a timely basis A sigmficant deficiency is a control deficiency, or combination of control deficiencies, that adversely affects the City's ability to uutiate, authonze, record, process, or report financial data reliably m accordance with accountmg pnnciples generally accepted m the Umted States of Amenca such that there is more than a remote likelihood a nusstatement of the City's financial statements that is more than mconsequential will not be prevented or detected by the City's mternal control We consider the deficiencies m internal control descnbed m Part II of the accompanying Schedule of Fmdings and Questioned Costs to be sigmficant deficiencies in internal control over financial reportmg PEOPLE. PRINCIPLES. POSSIBILITIES. www.eidebailly.com 3999 Pennsylvania Ave., Ste. 1001 Dubuque, Iowa 52002-2273 1 Phone 563.556.17901 fax 563.557.78421 EOE 105 A material weakness is a significant deficiency, or combination of significant deficiencies, that results in more than a remote likelihood a material misstatement of the financial statements will not be prevented or detected by the City's internal control. Our consideration of the internal control over financial reporting was for the limited purpose described in the first paragraph of this section and would not necessarily identify all deficiencies in the internal control that might be significant deficiencies and, accordingly, would not necessarily disclose all significant deficiencies that are also considered to be material weaknesses. However, of the significant deficiencies described above, we believe items II -A -09 and II -B -09 are material weaknesses. Compliance and Other Matters As part of obtaining reasonable assurance about whether the City's financial statements are free of material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, non - compliance with which could have a direct and material effect on the determination of financial statement amounts. 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 non - compliance or other matters that are required to be reported under Government Auditing Standards. However, we noted certain immaterial instances of non- compliance or other matters that are described in Part III 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, 2009, are based exclusively on knowledge obtained from procedures performed during our audit of the financial statements of the City. 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. The City's responses to findings identified in our audit are described in the accompanying Schedule of Findings and Questioned Costs. While we have expressed our conclusions on the City's responses, we did not audit the City's responses, and accordingly, we express no opinion on them. We noted certain matters that we reported to management of the City of Dubuque, Iowa, in a separate letter dated December 21, 2009. This report, a public record by law, is intended solely for the information and use of the officials, employees, and citizens of the City of Dubuque, Iowa, and other parties to whom the City of Dubuque, Iowa, may report, including federal awarding agencies and pass- through entities. This report is not intended to be and should not be used by anyone other than these specified parties. We would like to acknowledge the many courtesies and assistance extended to us by personnel of the City of Dubuque, Iowa, during the course of our audit. Should you have any questions concerning any of the above matters, we shall be pleased to discuss them with you at your convenience. Dubuque, Iowa December 21, 2009 ALT 106 To the Honorable Mayor and Members of the City Council City of Dubuque, Iowa Compliance EideBailly CPAs & BUSINESS ADVISORS REPORT ON COMPLIANCE WITH REQUIREMENTS APPLICABLE TO EACH MAJOR PROGRAM AND ON INTERNAL CONTROL OVER COMPLIANCE IN ACCORDANCE WITH OMB CIRCULAR A -133 We have audited the compliance of the City of Dubuque, Iowa, with the types of compliance requirements descnbed m the U S Office of Management and Budget (OMB) Circular A -133 Compliance Supplement that are applicable to each of its major federal programs for the year ended June 30, 2009 The City's major federal programs are identified m the summary of the mdependent auditor's results section of the accompanymg Schedule of Findings and Questioned Costs Compliance with the requirements of laws, regulations, contracts, and grant agreements applicable to each of its major federal programs is the responsibility of the City's management Our responsibility is to express an opuuon on the City's compliance based on our audit We conducted our audit of compliance m accordance with auditing standards generally accepted m the Umted States of Amenca, the standards applicable to financial audits contained m Government Auditing Standards, issued by the Comptroller General of the Umted States, and OMB Circular A -133, Audits of States, Local Governments, and Non - Profit Organizations Those standards and OMB Circular A -133 require that we plan and perform the audit to obtain reasonable assurance about whether non - compliance with the types of compliance requirements referred to above that could have a direct and matenal effect on a major federal program occurred An audit includes exanumng, on a test basis, evidence about the City's compliance with those requirements and performing such other procedures as we considered necessary m the circumstances We believe that our audit provides a reasonable basis for our opimon Our audit does not provide a legal determination on the City's compliance with those requirements In our opinion, the City of Dubuque, Iowa, complied, in all matenal respects, with the requirements referred to above that are applicable to each of its major federal programs for the year ended June 30, 2009 Internal Control Over Compliance The management of the City of Dubuque, Iowa, is responsible for establishing and maintamung effective internal control over compliance with requirements of laws, regulations, contracts, and grant agreements applicable to federal programs In planmng and performing our audit, we considered the City's mternal control over compliance with requirements that could have a direct and matenal effect on a major federal program in order to determine our auditing procedures for the purpose of expressmg our opinion on compliance, but not for the purpose of expressmg an opinion on the effectiveness of internal control over compliance Accordingly, we do not express an opuuon on the effectiveness of the City's mternal control over compliance PEOPLE. PRINCIPLES. POSSIBILITIES. www.eidebailly.com 3999 Pennsylvania Ave., Ste. 100 1 Dubuque, Iowa 52002 -2273 1 Phone 563.556.1790 1 Fax 563.557.7842 1 EOE 107 A control deficiency in the City's internal control over compliance 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 non - compliance with a type of compliance requirement of a federal program on a timely basis. A significant deficiency is a control deficiency, or combination of control deficiencies, that adversely affects the City's ability to administer a federal program such that there is more than a remote likelihood that non - compliance with a type of compliance requirement of a federal program that is more than inconsequential will not be prevented or detected by the City's internal control. A material weakness is a significant deficiency, or combination of significant deficiencies, that results in more than a remote likelihood that material non - compliance with a type of compliance requirement of a federal program will not be prevented or detected by the City's internal control. Our consideration of internal control over compliance was for the limited purpose described in the first paragraph of this section and would not necessarily identify all deficiencies in internal control that might be significant deficiencies or material weaknesses. We did not identify any deficiencies in internal control over compliance that we consider to be material weaknesses, as defined above. This report, a public record by law, is intended solely for the information and use of the officials, employees, and citizens of the City of Dubuque, Iowa, and other parties to whom the City of Dubuque, Iowa, may report, including federal awarding agencies and pass- through entities. This report is not intended to be and should not be used by anyone other than these specified parties. Dubuque, Iowa December 21, 2009 / &-e, ALT 108 CITY OF DUBUQUE, IOWA SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS FOR THE YEAR ENDED JUNE 30, 2009 Grantor / Program Department of Commerce Direct Program Economic Development Support for Planning Organizations Department of Housing and Urban Development Direct Program Community Development Block Grants/ Entitlement Grants 14.218 B-06-1\ IC-19-0004 230,095 Community Development Block Grants/ Entitlement Grants 14.218 B- 07- nIC -19 -0004 1,715,191 Community Development Block Grants/ Entitlement Grants 14.218 B- 08- MC -19- 0004 283,946 Shelter Plus Care 14.238 IA26C601021 17,571 Pass - Through Program From Iowa Department of Economic Development HOME Investment Partnerships Program 14.239 06 -H\I- 198 -29 350,000 HOME Investment Partnerships Program 14.239 02 -H\I- 134 -20 187,500 Direct Program Fair Housing Assistance Program State and Local 14.401 FF207K087006 30,500 Lower Income Housing Assistance Program Section 8 Moderate Rehabilitation 14.856 IA087NIR0005 41,126 Section 8 Housing Choice Vouchers 14.871 KC -9004V 4,092,035 Lead -Based Paint Hazard Control in Privately -Owned Housing 14.900 IALHB0375 -07 751,980 Total Department of Housing and Urban Development 7,699,944 Department of the Interior Pass - Through Program from Iowa Department of Natural Resources Sportfishing and Boating Safety Act Department of Justice Pass - Through Program From Iowa Department of Justice Crime Victim Assistance Division Violence Against Women Formula Grants Direct Program Bulletproof Vest Partnership Program Bulletproof Vest Partnership Program Bulletproof Vest Partnership Program CFDA Agency or Program Number Pass - through Number Expenditures 11.302 15.622 16.588 05- 87- 04598 $ 75,000 FY -07 -BIG 26,510 VW- 09 -24C 1,831 16.607 2006BUBX050 68 16.607 2007BUBX050 1,917 16.607 2008BUBX050 9,510 (continued) 109 CITY OF DUBUQUE, IOWA SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS FOR THE YEAR ENDED JUNE 30, 2009 Grantor / Program Department of Justice (continued) Pass - Through Program From Dubuque County, Iowa, Sheriff Public Safety Partnership and Community Policing Grants 16.710 Helping Services for Northeast Iowa, Inc. Enforcing Underage Drinking Laws Program 16.727 Enforcing Underage Drinking Laws Program 16.727 Direct Program Edward Byrne Memorial Justice Assistance Grant Program 16.738 Total Department of Justice Department of Transportation Direct Program Airport Improvement Program Airport Improvement Prograrm 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 Direct Program Federal Transit - Formula Grants Pass - Through Program From Iowa Department of Transportation Capital Assistance Program for Elderly Persons and Persons with Disabilities Direct Program State and Community Highway Safety Occupant Protection Total Department of Transportation Environmental Protection Agency Pass - Through Program From Iowa Finance Authority Capitalization Grants for Clean Water State Revolving Funds Capitalization Grants for Clean Water State Revolving Funds Capitalization Grants for Clean Water State Revolving Funds CFDA Agency or Program Number Pass - through Number Expenditures 20.106 20.106 20.205 20.205 20.205 20.205 20.205 20.507 20.513 20.600 20.602 66.458 66.458 66.458 08 JAG /C06 -A16 $ 20- JD06 -F07 2007- AHFX0042 2006 -DJ -BX -0214 2,197 2,961 2,000 9,607 30,091 3- 19- 0028 -45 1,128,010 3- 19- 0028 -44 5,452 STP- U- 2100(634)- - 70 -31 STP -A- 946 -0(1)- -86 -31 ER -2100- (636)- -58 -31 2T- 00 -IA- 012 -002 EPD- 2100(638)- -7Y -31 IA -90 -X349 16 -X001- 210 -07 PAP 08 -03, TASK 06 PAP 09 -03, TASK 6 79,326 314,372 217 148,726 31,741 880,883 30,983 8,874 16,486 2 ,645,070 PD- CW -06 -39 51,345 PD- CW -09 -49 215,250 PD -C W -06 -39 180 (continued) 110 CITY OF DUBUQUE, IOWA SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS FOR THE YEAR ENDED JUNE 30, 2009 Grantor / Program Environmental Protection Agency (continued) Pass - Through Program From (continued) Iowa Finance Authority (continued) Capitalization Grants for Clean Water State Revolving Funds 66.458 CS 192341 -01 $ 1,066 Capitalization Grants for Clean Water State Revolving Funds 66.458 PD- CW -06 -41 5,128 Capitalization Grants for Drinking Water State Revolving Funds 66.468 FS- 31- 08- DWSRF- 002 28,471 Total Environmental Protection Agency 301,440 Department of Health and Human Services Pass - Through Program From Dubuque County, Iowa Health Department Public Health Emergency Preparedness Public Health Emergency Preparedness Childhood Lead Poisoning Prevention Projects — State and Local Childhood Lead Poisoning Prevention and Surveillance of Blood Lead Levels in Children Corporation for National and Community Service Pass - Through Program From Iowa Commission on Volunteers AmeriCorps AmeriCorps Department of Homeland Security Pass - Through Program From Iowa Department of Public Defense Disaster Grants — Public Assistance CFDA Agency or Program Number Pass - through Number Expenditures 93.069 93.069 93.197 Total Department of Health and Human Services 25,723 94.006 94.006 3107 3,241 3109 10,362 5888LP05 12,120 08 -AC -13 137,319 07 -AF -13 39,762 Total Corporation for National and Community Service 177,081 97.036 FENIA DR- 1763 -DR -IA 58,269 Total S 11.039.128 See notes to the Schedule of Expenditures of Federal Awards. 111 CITY OF DUBUQUE, IOWA NOTES TO THE SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS FOR THE YEAR ENDED JUNE 30, 2009 NOTE 1— BASIS OF PRESENTATION The accompanying Schedule of Expenditures of Federal Awards includes the federal grant activity of the City of Dubuque, Iowa, and is presented on the accrual basis of accounting. The information on this schedule is presented in accordance with the requirements of OMB Circular A -133, _4uthts of States, Local Governments, and Non - Profit Orgam:atrons. Therefore, some amounts presented in this schedule may differ from amounts presented in, or used in the preparation of, the basic financial statements. NOTE 2 — SUBRECIPIENTS Of the federal expenditures presented in the schedule, the City of Dubuque, Iowa, provided federal awards to subrecipients as follows: Federal Amount Provided Program Title CFDA Number to Subrecipients Community Development Block Grants/ Entitlement Grants 14.218 $ 128,360 112 CITY OF DUBUQUE, IOWA SCHEDULE OF FINDINGS AND QUESTIONED COSTS FOR THE YEAR ENDED JUNE 30, 2009 Part I: Summary of the Independent Auditor's Results: Financial Statements Type of auditor's report issued Unqualified Internal control over financial reporting: Material weakness identified Yes Significant deficiency Yes Noncompliance material to financial statements noted No Federal Awards Internal control over major programs: Material weakness identified No Significant deficiency None reported Type of auditor's report issued on compliance for major programs Unqualified Any audit findings disclosed that are required to be reported in accordance with Circular A -133, Section .510(a) No Identification of major programs: CFDA Number 14.218 14.239 14.900 20.106 20.507 66.458 Name of Federal Program or Cluster Community Development Block Grants/ Entitlement Grants HOME Investment Partnerships Program Lead -Based Paint Hazard Control in Privately -Owned Housing Airport Improvement Program Federal Transit — Formula Grants (Urbanized Area Formula Program) Capitalization Grants for Clean Water State Revolving Funds Dollar threshold used to distinguish between Type A and Type B programs $331,174 Auditee qualified as low -risk auditee Part II: Findings Related to the Financial Statements: SIGNIFICANT DEFICIENCIES /MATERIAL WEAKNESSES II -A -09 Preparation of Financial Statements No Criteria — A properly designed system of internal control over financial reporting calls for the preparation of an entity's financial statements and accompanying notes to the financial statements by internal personnel of the entity. 113 CITY OF DUBUQUE, IOWA SCHEDULE OF FINDINGS AND QUESTIONED COSTS FOR THE YEAR ENDED JUNE 30, 2009 Part II: Findings Related to the Financial Statements: (continued) Condition — As auditors, we were requested to draft the financial statements and accompanying notes to the financial statements. It is the responsibility of management and those charged with governance to make the decision whether to accept the degree of risk associated with this condition because of cost or other considerations. Cause — We recognize that with a limited number of office employees, preparation of the financial statements is difficult. Effect — The effect of this condition is that the financial reporting is prepared by a party outside of the entity. The outside party does not have the constant contact with ongoing financial transactions that internal staff have. Recommendation — We recommend that City officials continue reviewing operating procedures in order to obtain the maximum internal control possible under the circumstances to enable staff to draft the financial statements internally. Response — The American Institute of Certified Public Accountants implemented new auditing standards in 2007. There have been no changes in City procedures. A cost benefit analysis reflects that the City continue with the current contractual agreement that the CPA firm prepare our financial statements. The current five year audit contractual agreement expires with year ending June 30, 2010, audit and City will review the issue prior to any new agreement. The City implemented procedures to prepare adjusting journal entries. Conclusion — Response accepted. II -B -09 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 and the requirements of OMB Circular A -133, Audits of States, Local Governments, and Non - Profit Orgam:ations. Condition — During the course of our engagement, we proposed material audit adjustments to the financial statements and Schedule of Expenditures of Federal Awards that would not have been identified as a result of the City's existing internal controls and, therefore, could have resulted in a material misstatement of the City's financial statements and Schedule of Expenditures of Federal Awards. Cause — There is a limited number of office employees with varying levels of experience with the reporting requirements. Effect — The effect of this condition was financial data not in accordance with generally accepted accounting principles or the requirements of OMB Circular A -133, _- lvcits of States, Local Governments, and Non - Profit Organi:atrons. Recommendation — We recommend that finance staff continue to receive relevant training and that management review all documentation completed by staff for use in preparing the financial statements and Schedule of Expenditures of Federal Awards. 114 CITY OF DUBUQUE, IOWA SCHEDULE OF FINDINGS AND QUESTIONED COSTS FOR THE YEAR ENDED JUNE 30, 2009 Part II: Findings Related to the Financial Statements: (continued) Response — Finance staff will review audit findings with City Grant Committee during the next quarterly meeting. Will implement procedures to improve information provided to Finance including redesign of the grant checklist to capture grant limitations and /or requirements, and to better communicate any specifications in the grant. Finance will implement more review over financials including capital assets and depreciation, accounts payable, and federal awards. Conclusion — Response accepted. Part III: Other Findings Related to Required Statutory Reportinn: III -A -09 Certified Budget — Function disbursements during the year ended June 30, 2009, did not exceed the amount budgeted. III -B -09 Questionable Expenditures — No expenditures that may not meet the requirements of public purpose as defined in an Attorney General's opinion dated April 25, 1979, were noted. III -C -09 Travel Expense — No expenditures of City money for travel expenses of spouses of City officials or employees were noted. III -D -09 Business Transactions — Business transactions between the City and City officials or employees are detailed as follows: Name, Title, and Business Connection Transaction Description Amount John Hefel, employee, spouse is owner of Services $ 1,494 A Frame of mind Framing & Gallery Cheryl Pregler, employee, spouse is owner of Pregler Photography Stacie Scott, employee, spouse is owner of Scott Elite Concrete Tim Furlong, employee, owner of Premier Entertainment Group Services Construction Services 350 210 350 In accordance with Chapter 362.5(10) of the Code of Iowa, the transactions above do not appear to represent conflicts of interest since total transactions with each individual were less than $1,500 during the fiscal year. III -E -09 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 insure the coverage is adequate for current operations. 115 CITY OF DUBUQUE, IOWA SCHEDULE OF FINDINGS AND QUESTIONED COSTS FOR THE YEAR ENDED JUNE 30, 2009 Part IV: Other Findings Related to Required Statutory Reporting: (continued) III -F -09 Council Minutes — No transactions were found that we believe should have been approved in the Council minutes but were not. The Council went into closed session on June 8, 2009. However, the minutes record did not document the specific exemption for the closed session required by Chapter 21 of the Code of Iowa, commonly known as the open - meetings law. Recommendation — The City should comply with Chapter 21 of the Code of Iowa. Response — An amended agenda listed the closed session under Pending Litigation — Chapter 21.5(1) of the Code of Iowa. The reason was accidentally omitted from the council minutes. In the future the City will comply with the Code of Iowa requirements. Conclusion — Response accepted. III -G -09 Deposits and Investments — In fiscal year 2009, the City revised its investment policy to include municipal bonds as an approved investment option. Subsequent to the revision, the City invested in municipal bonds. However, municipal bonds are not allowed under Chapter 12C of the Code of Iowa. Recommendation — The City should revise its investment policy to exclude municipal bonds as an approved investment option. All municipal bonds held should be sold and reinvested in accordance with Chapter 12C of the Code of Iowa. Response — Finance informed the Investment Oversight Advisory Commission (IOAC) and four investment managers that municipal bonds cannot be part of our investment portfolio under Chapter 12C of the Code of Iowa and our Investment Policy will be amended. In September 2009, all municipal bonds were sold and proceeds invested in accordance with Chapter 12C. The City did not realize any loss from the sale of the municipal bonds held by one manager. Conclusion — Response accepted. III -H -09 Revenue Bonds — No instances of non - compliance with the provisions of the City's revenue bond resolutions were noted. III -I -09 Solid Waste Fees Retainage — The Dubuque Metropolitan Area Solid Waste Agency, a component unit of the City, used or retained the solid waste fees in accordance with Chapter - 455B.310(2) of the Code of Iowa. 116