General Obligation Bond Series 2017ABC Preliminary Official Statement Copyrighted
March 6, 2017
City of Dubuque Consent Items # 15.
ITEM TITLE: General Obligation Bond Series 2017ABC Preliminary
Official Statement
SUMMARY: City Manager recommending approval of the suggested
proceedings for approving the preliminary Official
Statement for the $8,830,000 General Obligation Bonds,
Series 2017A, $10,105,000 General Obligation Urban
Renewal Refunding Bonds, Series 2017B and $2,155,000
Taxable General Obligation Urban Renewal Refunding
Bonds, Series 2017C.
RESOLUTION Approving the Preliminary Official
Statement for the $8,830,000 (dollar amount subject to
change) General Obligation Bonds, Series 2017A,
$10,105,000 (dollar amount subject to change) General
Obligation Urban Renewal Refunding Bonds, Series 2017B
and $2,155,000 (dollar amount subject to change)Taxable
General Obligation Urban Renewal Refunding Bonds,
Series 2017C
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt
Resolution(s)
ATTACHMENTS:
Description Type
MVM Memo City Manager Memo
Staff Memo Staff Memo
Resolution Resolutions
Bond Counsel Letter Supporting Documentation
Preliminary Official Statement Supporting Documentation
THE CITY OF Dubuque
U E I
erica .i
Masterpiece on the Mississippi 2007-2012-2013
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Proceedings for Approving the Preliminary Official Statement for the
$8,830,000 General Obligation Bonds, Series 2017A, $10,1051000
General Obligation Urban Renewal Refunding Bonds, Series 2017B and
$2,155,000 Taxable General Obligation Urban Renewal Refunding Bonds,
Series 2017C
DATE: March 1, 2017
Budget Director Jennifer Larson recommends City Council approval of the suggested
proceedings for approving the preliminary Official Statement for the $8,830,000 General
Obligation Bonds, Series 2017A, $10,105,000 General Obligation Urban Renewal
Refunding Bonds, Series 2017B and $2,155,000 Taxable General Obligation Urban
Renewal Refunding Bonds, Series 2017C.
The Series 2017A bonds will provide $8,450,000 to refund General Obligation Bond
Series 2009A ($2,025,000); Series 2009C ($3,325,000); and Series 2010A
($3,100,000). This refunding will provide an estimated $475,187 in interest savings over
the life of the bonds. In addition, the Series 2017A bonds will provide $245,000 to pay
costs of an ambulance replacement with repayment from local option sales tax.
The Series 2017B bonds will provide $9,945,000 to refund General Obligation Bond
Series 2009B ($7,830,000) and Series 2010C ($2,115,000). This refunding will provide
an estimated $596,344 in interest savings over the life of the bonds.
The Series 2017C bonds will provide $2,100,000 to refund General Obligation Bond
Series 2010B ($2,100,000). This refunding will provide an estimated $101,565 in
interest savings over the life of the bonds.
The bond sale will be held on March 20, 2017 at 11:00 a.m. The results will be brought
to the March 20th City Council meeting.
A draft copy of the preliminary Official Statement prepared by Independent Public
Advisors and City staff is enclosed. Careful review of the draft Official Statement by
appropriate City staff and members of the City Council is an important step in the
offering of the Bonds for sale to the public. The U.S. Securities and Exchange
Commission (the "Commission") has stated that "issuers are primarily responsible for
the content of their disclosure documents and may be held liable under the federal
securities laws for misleading disclosure." In several recent enforcement proceedings,
the Commission has made clear that it expects public officials to generally review
disclosure documents in light of their unique knowledge and perspectives on the issuer
and its financial circumstances, or else to ensure that appropriate procedures are in
place to provide the necessary review.
Rule 15c2-12 of the Commission requires prospective purchasers of the Bonds to
obtain and review an official statement that has been "deemed final' by the City prior to
submitting a bid to purchase the Bonds. For this purpose, the Official Statement may
omit certain information that is dependent upon the pricing of the issue (such as interest
rates, bond maturities and redemption features), but should otherwise be accurate and
complete.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
z k�4 1
Mich el C. Van Milligen
MCVM/jml
Attachment
cc: Crenna Brumwell, City Attorney
Cindy Steinhauser, Assistant City Manager
Teri Goodmann, Assistant City Manager
Jennifer Larson, Budget Director
Jean Nachtman, Finance Director
THE CITY OF Dubuque
DU B 1 erica .1
111
Masterpiece on the Mississippi 2007-2012-2013
TO: Michael C. Van Milligen, City Manager
FROM: Jennifer Larson, Budget Director
SUBJECT: Proceedings for Approving the Preliminary Official Statement for the
$8,830,000 General Obligation Bonds, Series 2017A, $10,1051000
General Obligation Urban Renewal Refunding Bonds, Series 2017B and
$2,155,000 Taxable General Obligation Urban Renewal Refunding Bonds,
Series 2017C
DATE: March 1, 2017
DISCUSSION
The purpose of this memorandum is to recommend approving the preliminary Official
Statement for the $8,830,000 General Obligation Bonds, Series 2017A, $10,1051000
General Obligation Urban Renewal Refunding Bonds, Series 2017B and $2,155,000
Taxable General Obligation Urban Renewal Refunding Bonds, Series 2017C.
The Series 2017A bonds will provide $8,450,000 to refund General Obligation Bond
Series 2009A ($2,025,000); Series 2009C ($3,325,000); and Series 2010A
($3,100,000). This refunding will provide an estimated $475,187 in interest savings over
the life of the bonds. In addition, the Series 2017A bonds will provide $245,000 to pay
costs of an ambulance replacement with repayment from local option sales tax.
The Series 2017B bonds will provide $9,945,000 to refund General Obligation Bond
Series 2009B ($7,830,000) and Series 2010C ($2,115,000). This refunding will provide
an estimated $596,344 in interest savings over the life of the bonds.
The Series 2017C bonds will provide $2,100,000 to refund General Obligation Bond
Series 2010B ($2,100,000). This refunding will provide an estimated $101,565 in
interest savings over the life of the bonds.
The bond sale will be held on March 20, 2017 at 11:00 a.m. The results will be brought
to the March 20th City Council meeting. A letter from attorney Mark Cory detailing
information on the preliminary Official Statement is enclosed.
A draft copy of the preliminary Official Statement prepared by Independent Public
Advisors and City staff is enclosed. Careful review of the draft Official Statement by
appropriate City staff and members of the City Council is an important step in the
offering of the Bonds for sale to the public. The U.S. Securities and Exchange
Commission (the "Commission") has stated that "issuers are primarily responsible for
the content of their disclosure documents and may be held liable under the federal
securities laws for misleading disclosure." In several recent enforcement proceedings,
the Commission has made clear that it expects public officials to generally review
disclosure documents in light of their unique knowledge and perspectives on the issuer
and its financial circumstances, or else to ensure that appropriate procedures are in
place to provide the necessary review.
Rule 15c2-12 of the Commission requires prospective purchasers of the Bonds to
obtain and review an official statement that has been "deemed final' by the City prior to
submitting a bid to purchase the Bonds. For this purpose, the Official Statement may
omit certain information that is dependent upon the pricing of the issue (such as interest
rates, bond maturities and redemption features), but should otherwise be accurate and
complete.
RECOMMENDATION
I respectfully recommend the adoption of the enclosed resolution approving the
preliminary Official Statement.
JML
Attachment
cc: Crenna Brumwell, City Attorney
Cindy Steinhauser, Assistant City Manager
Teri Goodmann, Assistant City Manager
Jean Nachtman, Finance Director
Ahlers&Cooney, P.C.
AHLERS COONEY Attorneys at Law
100 Court Avenue, Suite 600
A T T 0 R N E Y 5 Des Moines, Iowa 50309-2231
Phone: 515-243-7611
Fax: 515-243-2149
www.ahlerslaw.com
R. Mark Cory
515.246.0378
rcory@ahlerslaw.com
February 28, 2017
Via Email and UPS Overnb8l Delivery
Ms. Jenny Larson
Budget Director
50 W. 13th Street
Dubuque, Iowa 52001
Re: City of Dubuque, Iowa
General Obligation Bonds, Series 2017A
General Obligation Urban Renewal Refunding Bonds, Series 2017B
Taxable General Obligation Urban Renewal Refunding Bonds, Series 2017C
Dear Jenny:
We have prepared and enclose herewith a Resolution Approving the Preliminary Official
Statement regarding the above issues. I believe this resolution is self-explanatory.
An extra copy of the proceedings is enclosed to be filled in as the original and certified
back to this office. If you have any questions pertaining to the proceedings enclosed or this letter,
please do not hesitate to contact me.
Very tr•t your
M< k Cory
FOR THE FIRM
RMC:csm
Enclosures
cc: Jean Nachtman
Kevin Firnstahl
Tionna Pooler
01333069-1\10422-177
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
5
ITEMS TO INCLUDE ON AGENDA FOR MARCH 6, 2017
CITY OF DUBUQUE, IOWA
$8,830,000 (Dollar Amount Subject to Change) General Obligation Bonds, Series 2017A.
$10,105,000 (Dollar Amount Subject to Change) General Obligation Urban Renewal Refunding
Bonds, Series 2017B.
$2,155,000 (Dollar Amount Subject to Change) Taxable General Obligation Urban Renewal
Refunding Bonds, Series 2017C.
• Resolution approving the Preliminary Official Statement.
NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE
CHAPTER 21 AND THE LOCAL RULES OF THE CITY.
NAL'
March 6, 2017
The City Council of the City of Dubuque, State of Iowa, met in regular session, in the
Historic Federal Building, 350 West 6th Street, Dubuque, Iowa, at 6:00 P.M., on the above date.
There were present Mayor Roy D. Buol in the chair, and the following named Council Members:
Joyce Connors, Luis Del Toro, Ric Jones, Kevin Lynch, David
Resnick, Jake Rios
-Absent:
Vacant:
1
Council Member Resnick introduced the following Resolution entitled "RESOLUTION
APPROVING THE PRELIMINARY OFFICIAL STATEMENT FOR THE $8,830,000
(DOLLAR AMOUNT SUBJECT TO CHANGE) GENERAL OBLIGATION BONDS, SERIES
2017A, $10,105,000 (DOLLAR AMOUNT SUBJECT TO CHANGE) GENERAL
OBLIGATION URBAN RENEWAL REFUNDING BONDS, SERIES 2017B AND $2,155,000
(DOLLAR AMOUNT SUBJECT TO CHANGE) TAXABLE GENERAL OBLIGATION
URBAN RENEWAL REFUNDING BONDS, SERIES 2017C" and moved its adoption. Council
Member Lynch seconded the Resolution to adopt. The roll was called and the vote was,
AYES: Jones, Buol, Connors, Rios, Resnick, Del Toro, Lynch
NAYS:
Whereupon, the Mayor declared the resolution duly adopted as follows:
RESOLUTION NO. 83-17
RESOLUTION APPROVING THE PRELIMINARY OFFICIAL
STATEMENT FOR THE $8,830,000 (DOLLAR AMOUNT SUBJECT
TO CHANGE) GENERAL OBLIGATION BONDS, SERIES 2017A,
$10,105,000 (DOLLAR AMOUNT SUBJECT TO CHANGE)
GENERAL OBLIGATION URBAN RENEWAL REFUNDING
BONDS, SERIES 2017B AND $2,155,000 (DOLLAR AMOUNT
SUBJECT TO CHANGE) TAXABLE GENERAL OBLIGATION
URBAN RENEWAL REFUNDING BONDS, SERIES 2017C
WHEREAS, a preliminary form of Official Statement has been prepared for the purpose
of covering the $8,830,000 (Dollar Amount Subject to Change) General Obligation Bonds,
Series 2017A, $10,105,000 (Dollar Amount Subject to Change) General Obligation Urban
Renewal Refunding Bonds, Series 2017B and $2,155,000 (Dollar Amount Subject to Change)
Taxable General Obligation Urban Renewal Refunding Bonds, Series 2017C; and
WHEREAS, it is appropriate that the form of the Preliminary Official Statement be
approved, and upon completion of the same, that the Preliminary Official Statement be used in
connection with the sale of the Bonds;
2
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. The Preliminary Official Statement in the form presented to this meeting be
and the same is hereby approved as to form, and will be deemed final for purposes of Rule 15c2-
12 of the Securities and Exchange Commission, subject to such revisions, corrections or
modifications as the City Clerk shall determine to be appropriate, in consultation with Bond
Counsel and Disclosure Counsel and is authorized to be used thereafter in connection with the
Bond sale.
PASSED AND APPROVED this 6th day of March, 2017.
ATTEST:
3
Mayor
A) Li
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�s
5 3
E � PRELIMINARY OFFICIAL STATEMENT DATED MARCH.2017
New&Refunding Issues Moody's Investors Service"
.�.� Assuming compliance with certain covenants,in the opinion ofAhlers&Cooney,P.C.,Bond Counsel,underpresent law and assuming continued compliance with the requirements
of the Internal Revenue Code of1986,as amended(the "Code'):(i)interest on the Series 2017A Bonds and the 21017B Bonds is excludable from gross income forfederal income
o.5 tax purposes, (ii)interest on the Series 2017C Notes is not an item of tax preference forpurposes of the federal alternative minimum tax imposed on individuals and corporations
o c under the Internal Revenue Code of 1986, and(iii)interest on the Series 2017A Bonds and the Series 2017B Bonds WILL be taken into account in determining adjusted current
.�Wo earnings for the purpose of computing the alternative minimum tax imposed on corporations.Interest on the Series 2017C Bonds will be includible in the gross income of the
'Q owners thereof for federal income tax purposes. The Bonds will NOT be designated as "qualified tax-exempt obligations". See "TAX EXEMPTION AND RELATED
$ CONSIDERATIONS"and"TAXABILITY OF INTEREST"herein for a more detailed discussion.
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THE CITY CITY OF DUBUQUE, IOWA
o�
Di rE
Masterpiece on the Mississippi $8,830,000* General Obligation Bonds, Series 2017A
$10,105,000* General Obligation Urban Renewal Refunding Bonds, Series 2017B
$2,155,000* Taxable General Obligation Urban Renewal Refunding Bonds, Series 2017C
9-0 BIDS RECEIVED: Monday, March 20,2017, 11:00 o'clock A.M.,Central Time
AWARD: Monday, March 20,2017,6:30 o'clock P.M.,Central Time
�o
Dated: Date of Delivery(April 17, 2017) Principal Due: June 1 as shown on inside front cover
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a
5 The $8,830,000* General Obligation Bonds, Series 2017A (the "Series 2017A Bonds"),the$10,105,000* General Obligation Urban Renewal
s Refunding Bonds, Series 2017B (the"Series 2017B Bonds"),and the$2,155,000 Taxable General Obligation Urban Renewal Refunding Bonds,
o Series 2017C(the"Series 2017C Bonds")(collectively the`Bonds")are being issued pursuant to Division III of Chapter 384 of the Code of Iowa,
and resolutions to be adopted by the City Council of the City of Dubuque,Iowa(the"City"). Proceeds of the Bonds will be used for various City
projects as described fully under"AUTHORITY AND PURPOSE"herein. The Bonds will be general obligations of the City for which the City
owill pledge its power to levy direct ad valorem tares to the repayment of the Bonds.
3 „
Bonds will be issued as fully registered Bonds without coupons and,when issued,will be registered in the time 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-
o entry form only,in the principal amount of$5,000 and integral multiples thereof.Purchasers will not receive certificates representing their interest
v in the Bonds purchased. Principal of the Bonds payable annually on each June 1,beginning June 1, 2018 and interest thereon,payable initially
on December 1, 2017 and thereafter on each June 1 and December 1, will be paid to DTC by the City's Registrar/Paying Agent, Wells Fargo
Bank, N.A., Des Moines, Iowa (the "Registrar"). DTC will in tum remit such principal and interest to its participants for subsequent
E a disbursements to the beneficial owners of the Bonds as described herein. Interest and principal shall be paid to the registered holder of a
Bond as shown on the records of ownership maintained by the Registrar on the 15a'day of the month preceding said interest payment date(the
o" "Record Date")
i
ECS
o �9
.E THE BONDS WILL MATURE AS LISTED ON THE INSIDE FRONT COVER
o m o
Series 2017A Bonds Series 2017B Bonds Series 2017C Bonds
5 y
bMINIMUMBID: $8,741,700 $10,003,950 $2,113,450
.� .b GOOD FAITH+ 1% (Required of Purchaser 1% (Required of Purchaser 1% (Required of Purchaser
o F, DEPOSIT: Only) Only) Only)
o
o °c o TAX Federal: Tax-Exempt Federal: Tax-Exempt Federal: Taxable
a .6 MATTERS: State: Taxable State: Tax-Exempt State: Tax-Exempt
See"FAX EXEMPTION AND See"FAX EXEMPTION AND See"FAX EXEMPTION AND
RELATED CONSIDERATIONS" RELATED CONSIDERATIONS" RELATED CONSIDERATIONS"
section for details. section for details. section for details.
c o
E� —'o The Bonds are offered for delivery,when, as and if issued and subject to the legal opinions of Ahiers & Cooney, P.C., Bond Counsel, of Des
v 3 Moines, Iowa,to be furnished upon delivery of the Bonds. The Bonds will be available for delivery through DTC in New York,New York,on
y e m or about April 17,2017. This Preliminary Official Statement will be further supplemented by offering prices,interest rates,aggregate principal
— o amount,principal amount per maturity,anticipated delivery date and underwriter,together with any other information required by law,and shall
.� .o constitute a"Final Official Statement" of the City with respect to the Bonds,as defined in Rule 15c2-12.
off `
.o *Preliminary;subject to change.
E
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y
F O y
CITY OF DUBUQUE, IOWA
$8,830,000* General Obligation Bonds, Series 2017A
MATURITY:
June 1, Amount* June 1, Amount*
2018 $1,250,000 2025 $400,000
2019 1,305,000 2026 415,000
2020 1,330,000 2027 430,000
2021 1,350,000 2028 435,000
2022 425,000 202955,000
2023 380,000 2030 55,000
2024 400,000
$10,105,000* General Obligation Urban Renewal Refunding Bonds, Series 2017B
MATURITY:
June 1, Amount* June 1, Amount*
2018 $700,000 2025 $855,000
2019 740,000 2026 875,000
2020 760,000 2027 900,000
2021 775,000 2028 920,000
2022 790,000 2029 960,000
2023 810,000 2030 195,000
2024 825,000
$2,155,000* Taxable General Obligation Urban Renewal Refunding Bonds, Series 2017C
MATURITY:
June 1, Amount* June 1, Amount*
2018 $115,000 2025 $170,000
2019 130,000 2026 180,000
2020 135,000 2027 190,000
2021 140,000 2028 200,000
2022 150,000 2029 210,000
2023 150,000 2030 225,000
2024 160,000
PRINCIPAL Preliminary; subject to change. The City reserves the right to
ADJUSTMENT*: increase or decrease the aggregate principal amounts of the Bonds.
Such change will be in increments of$5,000 and may be made in
any of the maturities. The purchase prices will be adjusted
proportionately to reflect any changes in issue size.
INTEREST: December 1, 2017 and semiannually thereafter.
REDEMPTION: The Bonds due after June 1, 2025 will be subject to call prior to
maturity in whole, or from time to time in part, in any order of
maturity and within a maturity by lot on said date or on any date
thereafter at the option of the City, upon terms of par plus accrued
interest to date of call. Written notice of such call shall be given at
least thirty (30) days prior to the date fixed for redemption to the
registered owners of the Bonds to be redeemed at the address
shown on the registration books.
COMPLIANCE WITH S.E.C. RULE 15c2-12
Municipal obligations (issued in an aggregate amount over $1,000,000) are subject to General Rules and
Regulations, Securities Exchange Act of 1934,Rule 15c2-12 Municipal Securities Disclosure.
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 TERMS OF OFFERING and NOTICE OF BOND
SALE 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
Independent Public Advisors, LLC 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,interestrates,aggregate principal amount,principal amount
per maturity,anticipated delivery date and other information required by law and the identity of the underwriter(the
"Syndicate Manager") and syndicate members. Copies of the Final Official Statement will be delivered to the
Syndicate Manager within seven business days following the bid acceptance.
REPRESENTATIONS
No dealer, broker, salesperson or other person has been authorized by the City to give any information or to make
any representations, other than those contained in the Preliminary Official Statement. This Preliminary Official
Statement does not constitute any offer to sell or the solicitation of an offer to buy,nor shall there be any sale of the
Bonds by any person, in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or
sale. The information, estimates and expressions of opinion herein are subject to change without notice and neither
the delivery of this Preliminary Official Statement nor any sale made hereunder, shall, under any circumstances,
create any implication that there has been no change in the affairs of the City since the date hereof. This Preliminary
Official Statement is submitted in connection with the sale of the securities referred to herein and may not be
reproduced or used, in whole or in part,for any other purpose.
This Preliminary Official Statement and any addenda thereto were prepared relying on information from 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 Independent Public Advisors, LLC (the "Municipal Advisor") payable entirely by the City, is
contingent upon the sale of the issues.
TABLE OF CONTENTS
TERMSOF OFFERING.......................................................................................................................................................................I
INTRODUCTION................................................................................................................................................................................1
AUTHORITY AND PURPOSE............................................................................................................................................................ 1
OPTIONAL REDEMPTION OF THE BONDS....................................................................................................................................3
INTEREST ON THE BONDS...............................................................................................................................................................3
PAYMENT OF AND SECURITY FOR THE BONDS.........................................................................................................................4
BOOK-ENTRY-ONLY ISSUANCE....................................................................................................................................................4
FUTUREFINANCING.........................................................................................................................................................................6
LITIGATION........................................................................................................................................................................................6
DEBT PAYMENT HISTORY............................................................................................ ................................................................7
LEGALMATTERS ..............................................................................................................................................................................7
TAXMATTERS ...................................................................................................................................................................................8
STATE OF IOWA TAX MATTERS.................................................................................................................................................. 10
CHANGES IN FEDERAL AND STATE TAX LAW......................................................................................................................... 11
RATING.............................................................................................................................................................................................. 11
INVESTMENT CONSIDERATIONS................................................................................................................................................ 11
MUNICIPALADVISOR....................................................................................................................................................................... 12
CONTINUING DISCLOSURE........................................................................................................................................................... 12
CERTIFICATION............................................................................................................................................................................... 13
PROPERTYVALUES.......................................................................................................................................................................14
IOWA PROPERTY VALUATIONS................................................................................................................................................... 14
1/1/2016 VALUATIONS (Taxes payable July 1, 2017 through June 30,2018)................. ............................................................... 14
2016 GROSS TAXABLE VALUATION BY CLASS OF PROPERTY............................`.............................................................. 15
TREND OF VALUATIONS............................................................................................................................................................... 15
LARGER TAXPAYERS (000's)................... .................................................................................................................................. 15
LEGISLATION................................................................................................................................................................................... 16
INDEBTEDNESS................................................................................................................................................................................17
DEBTLIMIT....................................................................................................................................................................................... 17
DIRECTDEBT................................................................................................................................................................................... 18
ANNUAL FISCAL YEAR DEBT SERVICE PAYMENTS............................................................................................................... 19
OTHERDEBT..................................................................:,................................................................................................................22
INDIRECTDEBT...............................................................................................................................................................................23
DEBTRATIOS...................................................................................................................................................................................23
LEVIES AND TAX COLLECTIONS (000's)....................................................................................................................................23
TAXRATES.......................................................................................................................................................................................24
LEVYLIMITS....................................................................................................................................................................................24
FUNDS ON HAND(Cash and Investments as of January 31,2017)..................................................................................................24
THECITY...........................................................................................................................................................................................25
CITYGOVERNMENT.......................................................................................................................................................................25
LEASEREVENUE.............................................................................................................................................................................25
EMPLOYEES,PENSIONS AND OPEB.............................................................................................................................................25
UNION CONTRACTS...................................................... .. .27
INSURANCE..................................... .................... 27
........................... .. .. .. ................................................................... .. .. .
GENERAL INFORMATION............................................................................................................................................................25
LOCATION AND TRANSPORTATION...........................................................................................................................................28
LARGEREMPLOYERS.....................................................................................................................................................................28
BUILDINGPERMITS........................................................................................................................................................................29
USCENSUS DATA............................................................................................................................................................................29
UNEMPLOYMENT RATES..............................................................................................................................................................29
EDUCATION......................................................................................................................................................................................30
FINANCIAL STATEMENTS .............................................................................................................................................................30
APPENDIX A: FORM OF LEGAL OPINIONS..............................................................................................................................31
APPENDIX B: JUNE 30,2016 COMPREHENSIVE ANNUAL FINANCIAL REPORT...........................................................32
APPENDIX C: FORM OF COMBINED CONTINUING DISCLOSURE CERTIFICATE.......................................................33
APPENDIX D: NOTICE OF BOND SALE......................................................................................................................................34
CITY OF DUBUQUE, IOWA
Mayor and City Council
Member Term Expiration
Roy D. Buol,Mayor 2017
Ric W. Jones-At Large 2017
David T. Resnick-At Large 2019
Kevin J. Lynch-Ward 1 2017
Luis Del Toro-Ward 2 2019
Joyce E. Connors-Ward 3 2017
Jake A. Rios-Ward 4 2019
Administration
Michael C. Van Milligen, City Manager
Cindy Steinhauser, Assistant City Manager
Teri Goodmann, Assistant City Manager
Jean Nachtman, Finance Director
Jenny Larson,Budget Director
Kevin Firnstahl, City Clerk
City Attorney
Crenna Brumwell
Dubuque, Iowa
Bond Counsel & Disclosure Counsel
Alders &Cooney,P.C.
Des Moines,Iowa
Municipal Advisor
Independent Public Advisors, LLC
Johnston,Iowa
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 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 2017A BONDS
General Obligation Bonds, Series 2017A(the " Series 2017A Bonds"), in the aggregate principal amount of$8,830,000*
to be dated April 17, 2017, in the denomination of$5,000 or any integral multiples thereof designated by the Purchaser(s)
within forty-eight hours of acceptance of the bid,will mature as follows:
June 1, Amount* June 1, Amount*
2018 $1,250,000 2025 $400,00
2019 1,305,000 2026 415,000
2020 1,330,000 2027 430,000
2021 1,350,000 2028 3 5,000
2022 425,000 2029 101455,000
2023 380,000 2030 255,000
2024 400,000
DETAILS OF THE SERIES 2017B BONDS
General Obligation Urban Renewal Refunding Bonds, Series 2017B(the"Series 2017B Bonds"),in the aggregate principal
amount of $10,105,000* to be dated April 17, 2017, in the denomination of $5,000 or any integral multiples thereof
designated by the Purchaser(s)within forty-eight hours of acceptance of the bid,will mature as follows:
June 1, Amount* June 1, Amount*
2018 $700,000 2025 $855,000
2019 740,000 026 875,000
2020 760,000 027 900,000
2021 775,000 2028 920,000
2022 790,000 2029 960,000
2023 810,000 2030 195,000
skih�, 2024 825,000
*Preliminary; subject to change.
i
DETAILS OF THE SERIES 2017C BONDS
Taxable General Obligation Urban Renewal Refunding Bonds, Series 2017C(the"Series 2017C Bonds"),in the aggregate
principal amount of$2,155,000*to be dated April 17, 2017,in the denomination of$5,000 or any integral multiples thereof
designated by the Purchaser(s)within forty-eight hours of acceptance of the bid,will mature as follows:
June 1, Amount* June 1, Amount*
2018 $115,000 2025 $170,000
2019 130,000 2026 180,000
2020 135,000 2027 190,000
2021 140,000 2028 200,000
2022 150,000 202 210,000
2023 150,000 2034 225,000
2024 160,000
PRINCIPAL ADJUSTMENT OF THE BONDS
The City reserves the right to increase or decrease the aggregate principal amounts of the Bonds. Such changes will be in
increments of $5,000 and may be made in any of the maturities. The purchase prices of each respective series will be
adjusted proportionately to reflect any changes in issue sizes.
OPTIONAL REDEMPTION OF THE BONDS
The Bonds due after June 1,2025 will be subject to call prior to maturity in whole,or from time to time in part, in any order
of maturity and within a maturity by lot on said date or on any date thereafter at the option of the City, upon terms of par
plus accrued interest to date of call. Written notice of such call shall be given at least thirty(30)days prior to the date fixed
for redemption to the registered owners of the Bonds to be redeemed at the address shown on the registration books.
INTEREST ON THE BONDS
Interest on the Bonds will be payable on December 1, 2017 and semiannually on the Pt day of each June and December
thereafter until the principal is paid in full. Interest and principal shall be paid to the registered holder of a Bond as shown
on the records of ownership maintained by the Registrar as of the 15' day of the month preceding such interest payment
date (the "Record Date"). Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be
rounded pursuant to rules of the Municipal Securities Rulemaking Board.
GOOD FAITH DEPOSITS
Good faith deposits in the amount of$88,300 for the Series 2017A Bonds ("Series 2017A Deposit'), $101,050 for the
Series 2017B Bonds ("Series 2017B Deposit"), and $21,550 for the Series 2017C Bonds ("Series 2017C Deposit")
collectively (the `Deposits") is required from the lowest bidder only. Each lowest bidder is required to submit such
respective deposit payable to the order of the City in the form of either (i) a cashier's check provided to the City or its M
Advisor prior to the opening of bids or(ii) a wire transfer as instructed by the City's Municipal Advisor not later than 1:00
P.M. Central Time on the day of sale of the Bonds. If not so received,the bid of the lowest bidder may be rejected and the
City may direct the second lowest bidder to submit a deposit and thereafter may award the sale of the Bonds to the same.
No interest on the Deposits will accrue to the successful bidder(s)(the"Purchaser(s)'). The Deposits will be applied to the
respective purchase prices of the Bonds. In the event a Purchaser(s) fails to honor its accepted bid proposal, the Deposits
will be retained by the City.
*Preliminary; subject to change.
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FORM OF BIDS AND AWARD
All bids shall be unconditional for each series of the Bonds for a price not less than$8,741,700 for the Series 2017A Bonds,
$10,003,950 for the Series 2017B Bonds and$2,133,450 for the Series 2017C Bonds,plus accrued interest,if any,and shall
specify the rate or rates of interest in conformity to the limitations set forth under the "RATES OF INTEREST" section.
Bids must be submitted on or in substantial compliance with the OFFICIAL BID FORM provided by the City.
The Bonds will be awarded to the bidder offering the lowest interest rate to be determined on a true interest cost(the`°TIC")
basis assuming compliance with the "GOOD FAITH DEPOSITS" section. The TIC shall be determined by the present
value method, i.e., by ascertaining the semiannual rate, compounded semiannually, necessary to discount to present value
as of the dated date of the Bonds, the amount payable on each interest payment date and on each stated maturity date or
earlier mandatory redemption, so that the aggregate of such amounts will equal the aggregate purchase price offered
therefore. The TIC shall be stated in terms of an annual percentage rate and shall be that rate of interest,which is twice the
semiannual rate so ascertained (also known as the Canadian Method). The TIC shall be as determined by the Municipal
Advisor based on the TERMS OF OFFERING and all amendments, and on the bids as submitted. The Municipal Advisor's
computation of the TIC of each bid shall be controlling. In the event of tie bids for the lowest TIC, the Bonds will be
awarded by lot.
The City will reserve the right to: (i)waive non-substantive informalities of any bid or of matters relating to the receipt of
bids and award of the Bonds, (ii) reject all bids without cause and (iii) reject any bid which the City determines to have
failed to comply with the terms herein.
RATES OF INTEREST
The rates of interest specified in the bidder's proposal must conform to the following limitations:
1. For each respective series, each annual maturity must bear the same interest rate. Each annual maturity must bear
a single rate of interest from the dated date of the Bonds to the date of maturity.
2. Rates of interest bid must be in multiples of one-eighth or one-twentieth of one percent.
3. For each respective series, each rate of interest specified for Bonds of any annual maturity shall not be less than a
rate of interest specified for any earlier maturity. Rates must be level or in ascending order.
RECEIPT OF BIDS
Forms of Bids: Bids must be submitted on or in substantial compliance with the TERMS OF OFFERING and OFFICIAL
BID FORM provided by the City or through PARITY®competitive bidding system(the"Internet Bid System'). The City
shall not be responsible for malfunction or mistake made by any person, or as a result of the use of an electronic bid or the
means used to deliver or complete a bid. The use of such facilities or means is at the sole risk of the prospective bidder
who shall be bound by the terms of the bid as received.
No bid will be accepted after the time specified in the NOTICE OF BOND SALE. The time as maintained by the Internet
Bid System shall constitute the official time with respect to all bids submitted. A bid may be withdrawn before the bid
deadline using the same method used to submit the bid. If more than one bid is received from a bidder,the last bid received
shall be considered.
Sealed Biddin¢: Sealed bids may be submitted and will be received at the City Hall, 50 West 13th Street, Dubuque, Iowa
52001.
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Electronic Internet Biddine: Electronic internet bids must be submitted through the Internet Bid System. Information about
the Internet Bid System may be obtained by calling(212) 404-8102.
Each bidder shall be solely responsible for making necessary arrangements to access the Internet Bid System for purposes
of submitting its internet bid in a timely manner and in compliance with the requirements of the TERMS OF OFFERING
and OFFICIAL BID FORM. The City is permitting bidders to use the services of the Internet Bid System solely as a
communication mechanism to conduct the Internet bidding and the Internet Bid System is not an agent of the City.
Provisions of the TERMS OF OFFERING, NOTICE OF BOND SALE, and OFFICIAL BID FORM shall control in the
event of conflict with information provided by the Internet Bid System.
Electronic Facsimile Biddin¢: Electronic facsimile bids will be received at City Hall, Dubuque, Iowa (facsimile number:
(563) 589-0890) or the office of the City's Municipal Advisor(515) 259-8193. Electronic facsimile bids will be sealed and
treated as sealed bids.
Facsimile Transmissions received after the deadline will be rejected. Bidders electing to submit bids via facsimile
transmission bear full responsibility for the transmission of such bid. Neither the City nor its agents shall be responsible for
malfunction or mistake made by any person, or as a result of the use of the facsimile facilities or any other means used to
deliver or complete a bid. The use of such facilities or means is at the sole risk of the prospective bidder who shall be bound
by the terms of the bid as received. Neither the City nor its agents will assume liability for the inability of the bidder to
reach the above named facsimile numbers prior to the time of sale specified above. Time of receipt shall be the time recorded
by the facsimile operator receiving the bids.
BOOK-ENTRY-ONLY ISSUANCE
The Bonds will be issued by means of a book-entry only system with no physical distribution of bonds made to the public.
The Bonds will be issued in fully registered form and one note certificate, representing the aggregate principal amount of
the Bonds maturing in each year will be registered in the name of Cede&Co. as nominee of The Depository Trust Company
(`DTC'), New York, New York, which will act as securities depository of the Bonds. Individual purchases of the Bonds
may be made in the principal amount of$5,000 or any multiple thereof of a single maturity through book entries made on
the books and records of DTC and its participants. Principal and interest are payable by the Registrar to DTC or its nominee
as registered owner of the Bonds. Transfer of principal and interest payments to participants of DTC will be the
responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the
responsibility of such participants and other nominees of beneficial owners. The Purchaser(s), as a condition of delivery of
the Bonds,will be required to deposit the bond certificates with DTC.
MUNICIPAL BOND INSURANCE AT OPTION OF THE PURCHASER(S)
If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefore at the option of the
bidder, the purchase of any such insurance policy or the issuance of any such commitment shall be at the sole option and
expense of the Purchaser(s). Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall
be paid by the Purchaser(s), except that, if the City has requested and received a rating on the Bonds from a rating agency,
the City will pay that initial rating fee. Any other rating agency fees shall be the responsibility of the Purchaser(s). Failure
of the municipal bond insurer to issue the policy after the Bonds have been awarded to the Purchaser(s) shall not constitute
cause for failure or refusal by the Purchaser(s) to accept delivery on the Bonds. The City reserves the right in its sole
discretion to accept or deny changes to the financing documents requested by the insurer selected by the Purchaser(s).
iv
DELIVERY
The Bonds will be delivered to the Purchaser(s) via Fast Automated Securities Transfer ('FAST') delivery with the
Registrar holding the Bonds on behalf of DTC, against full payment in immediately available cash or federal funds. The
Bonds are expected to be delivered within forty-five days after the sale. Should delivery be delayed beyond sixty days from
the date of sale for any reason except failure of performance by the Purchaser(s),the Purchaser(s)may withdraw their bid
and thereafter their interest in and liability for the Bonds will cease. When the Bonds are ready for delivery, the City will
give the Purchaser(s) five working days notice of the delivery date and the City will expect payment in full on that date,
otherwise reserving the right at its option to determine that the Purchaser failed to comply with the offer of purchase.
INFORMATION FROM PURCHASER(S)
The Purchaser(s)will be required to certify to the City immediately after the opening of bids: (i)the initial public offering
price of each maturity of the Bonds (not including sales to bond houses and brokers or similar persons or organizations
acting in the capacity of underwriters or wholesalers) at which price a substantial amount of the Bonds (not less than 10%
of each maturity)were sold to the public; or(ii) if less than 10%of any maturity has been sold, the price for that maturity
determined as of the time of the sale based upon the reasonably expected initial offering price to the public; and (iii) that
the initial public 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.
PRELIMINARY OFFICIAL STATEMENT
The City has authorized the preparation of a Preliminary Official Statement containing pertinent information relative to the
Bonds. The Preliminary Official Statement when further supplemented with maturity dates,principal amounts, and interest
rates of the Bonds, and any other information required by law or deemed appropriate by the City, shall constitute a Final
Official Statement of the City with respect to the Bonds, as that term is defined in Rule 15c2-12 of the Securities and
Exchange Commission(the"Rule').
By awarding the Bonds to any underwriter or underwriting syndicate submitting an OFFICIAL BID FORM therefore, the
City agrees that,no more than seven(7)business days after the date of such award,it shall provide without cost to the senior
managing underwriter of the syndicate to which the Series 2017A Bonds are awarded up to 30 copies of the Final Official
Statement, to the senior managing underwriter of the syndicate to which the Series 2017B Bonds are awarded up to 30
copies of the Final Official Statement and to the senior managing underwriter of the syndicate to which the Series 2017C
Bonds are awarded up to 20 copies of the Final Official Statement to permit each`Participating Underwriter"(as that term
is defined in the Rule)to comply with the provisions of such Rule. The City shall treat the senior managing underwriter of
the syndicate to which the Bonds are awarded as its designated agent for purposes of distributing copies of the Final Official
Statement to the Participating Underwriter. Any underwriter executing and delivering an OFFICIAL BID FORM with
respect to the Bonds agrees thereby that if its bid is accepted by the City, (i) it shall accept such designation and(ii) it shall
enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by
each such Participating Underwriter of the Final Official Statement.
CONTINUING DISCLOSURE
In order to assist bidders in complying with paragraph(b)(5) of the Rule,the City will undertake,pursuant to the resolution
for the Bonds and the Continuing Disclosure Certificate for the Bonds,to provide certain annual financial information and
notices of the occurrence of certain material events. A description of these undertakings is set forth in APPENDIX C of
this Preliminary Official Statement. The City will deliver the Continuing Disclosure Certificate at closing, and any failure
on the part of the City to deliver the same shall relieve the Purchaser of its obligation to purchase the Bonds.
Within the last five years, the City inadvertently failed to comply with previous continuing disclosure as described. While
some of the required tables were provided in accordance to the Rule (within 210 days after the end of the fiscal year), all
required tables and the audited financial statements for the years ending June 30, 2009, June 30, 2010 and June 30, 2011
were not timely filed. On February 2, 2011, all outstanding required tables and audited financial statements for the year
v
ending June 30,2010 were filed;and on January 31,2012,the City filed the outstanding required tables and audited financial
statements for the year ending June 30, 2011. As part of continued review of policies and procedures regarding the Rule,
the City also discovered certain tables for financings related to general obligation and water revenue issuances for the years
ending June 30, 2012 and 2013 were not included as part of the City's annual financial information, and made supplemental
filings related to these issues on May 6,2014.In addition,a table regarding retail sales required as part of the City's previous
continuing disclosure undertakings was not included as part of the City's annual financial information for the year ending
June 30,2013, and was subsequently filed on May 27,2014. The City has taken steps internally to assure future compliance
with its Disclosure Covenants. Notices of late filings have been filed related to these matters.
CUSIP NUMBERS
It is anticipated that Committee on Uniform Security Identification Procedures ("CUSIP')numbers will be printed on the
Bonds and the Purchaser must agree in the bid proposal to pay the cost thereof. In no event will the City,Bond Counsel or
Municipal Advisor be responsible for the review or express any opinion that the CUSIP numbers are correct. Incorrect
CUSIP numbers on said Bonds shall not be cause for the Purchaser to refuse to accept delivery of said Bonds.
BY ORDER OF THE CITY COUNCIL
City of Dubuque
50 West 13' Street
Dubuque,IA 52001
vi
PRELIMINARY OFFICIAL STATEMENT
CITY OF DUBUQUE, IOWA
$8,830,000* General Obligation Bonds, Series 2017A
$10,105,000* General Obligation Urban Renewal Refunding Bonds, Series 2017B
$2,155,000* Taxable General Obligation Urban Renewal Refunding Bonds, Series 2017C
INTRODUCTION
This Preliminary Official Statement contains information relating to the City of Dubuque, Iowa (the "City") and
its issuance of $8,830,000* General Obligation Bonds, Series 2017A (the "Series 2017A Bonds'), $10,105,000*
General Obligation Urban Renewal Refunding Bonds, Series 2017B (the"Series 2017B Bonds")and the $2,155,000*
General Obligation Bonds, Series 2017C (the "Series 2017C Bonds") (collectively the `Bonds'). This Official
Statement has been executed on behalf of the City and its Administrator and may be distributed in connection with the
sale of the Bonds authorized therein. Inquiries may be directed to Independent Public Advisors,LLC, 8805 Chambery
Blvd, Suite 300, #114, Johnston, Iowa 50131, or by telephoning (5 15) 259-8193. Information can also be obtained
from Ms. Jenny Larson, Budget Director, City of Dubuque, 50 West 13th Street, Dubuque, Iowa 5 200 1, or by
telephoning 563-589-4110.
AUTHORITY AND PURPOSE
The Bonds are being issued pursuant to Division III of Chapter 384 of the Code of Iowa, and resolutions to be adopted by
the City Council of the City. Proceeds of the Series Bonds will be used for to pay costs of the settlement, adjustment,
renewing, or extension of any part or all of the legal indebtedness of a city, whether evidenced by bonds, warrants, or
judgments, or the funding or refunding of the same, whether or not such indebtedness was created for a purpose for which
general obligation bonds might have been issued in the original instance,as described herein.In addition,the Series 2017A
Bonds will be used to provide funds to pay the costs of equipping the fire department.
The following bonds (the"Refunded Bonds") are being refunded by the Bonds. The Refunded Bonds are being called on
June 1, 2017 at a call price of 100%.
Refunding Refunded Principal Interest
Series to be Refunded Series Maturities Amount Rate
General Obligation Bonds, Taxable Series 2009A
(Qualified Build America Bonds-Direct Pay) Series 2017A 06/01/2018 140,000 4.300%
06/01/2019 140,000 4.500%
06/01/2020 145,000 4.700%
06/01/2021 150,000 4.800%
06/01/2022 160,000 4.900%
06/01/2023 165,000 5.000%
06/01/2024 175,000 5.100%
06/01/2025 175,000 5.200%
06/01/2026 185,000 5.300%
06/01/2027 190,000 5.400%
06/01/2028 195,000 5.500%
06/01/2029 205,000 5.600%
1
Refunding Refunded Principal Interest
Series to be Refunded Series Maturities Amount Rate
General Obligation Urban Renewal Bonds, Taxable Series
2009B (Qualified Build America Bonds-Direct Pay) Series 2017B 06/01/2018 535,000 4.250%
06/01/2019 545,000 4.500%
06/01/2020 570,000 4.750%
06/01/2021 590,000 4.750%
06/01/2022 610,000 5.000%
06/01/2023 630,000 5.000%
06/01/2024 655,000 5.000%
06/01/2025 685,000 5.125%
06/01/2026 710,000 5.250%
06/01/2027 735,000 5.375%
06/01/2028 765,000 5.375%
06/01/2029 800,000 5.500%
General Obligation Refunding Bonds, Series 2009C Series 2017A 06/01/A780,000 4.000%
06/01/20 815,000 4.000%
06/01/2020 850,000 4.000%
6/01/2021 880,000 4.000%
General Obligation Bonds, Series 2010A Series 2017A6/01/2018 240,000 2.625%
r006/01/2021
6/01/2019 250,000 2.750%
6/01/2020 255,000 3.000%
265,000 3.000%
06/01/2022 200,000 3.000%
06/01/2023 205,000 3.125%
06/01/2024 215,000 3.125%
06/01/2025 220,000 3.375%
06/01/2026 230,000 3.500%
06/01/2027 240,000 4.000%
IL 06/01/2028 250,000 4.000%
06/01/2029 260,000 4.000%
06/01/2030 270,000 4.000%
Taxable General Obligation Urban Renewal Bonds,
Series 2010B Series 2017C 06/01/2018 110,000 3.400%
06/01/2019 115,000 3.650%
06/01/2020 125,000 3.950%
06/01/2021 130,000 4.150%
06/01/2022 140,000 4.350%
06/01/2023 145,000 4.500%
06/01/2024 155,000 4.650%
06/01/2025 165,000 4.800%
06/01/2026 180,000 4.900%
06/01/2027 190,000 5.000%
06/01/2028 200,000 5.150%
06/01/2029 215,000 5.250%
06/01/2030 230,000 5.350%
2
Refunding Refunded Principal Interest
Series to be Refunded Series Maturities Amount Rate
General Obligation Urban Renewal Bonds, Series 2010C Series 201713 06/01/2018 130,000 2.625%
06/01/2019 135,000 2.750%
06/01/2020 140,000 3.000%
06/01/2021 145,000 3.000%
06/01/2022 150,000 3.000%
06/01/2023 155,000 3.125%
06/01/2024 160,000 3.250%
06/01/2025 165,000 3.375%
06/01/2026 170,000 3.500%
06/01/2027 180,000 3.625%
06/01/2028 185,000 3.625%
06/01/2029 195,000 3.750%
06/01/2030 205,000 4.000%
The Purchaser(s) of the Bonds agrees to enter into a Loan Agreement with the City pursuant to authority contained in
Chapter 384.25 of the Code of Iowa. The Bonds are issued in evidence of the City's obligations under the Loan
Agreement
The estimated Sources and Uses of the Bonds are as follows:
Sources of Funds Series 2017A Bonds Series 2017B Bonds Series 2017C Bonds
Par Amount* $8,830,000.00 $10,105,000.00 $2,155,000.00
Uses of Funds
Project Fund $242,000.00 $0.00 $0.00
Bond Redemption 8,450,000.00 9,945,000.00 2,100,000.00
Underwriter's Discount 88,350.00 101,050.00 21,550.00
Cost of Issuance&Rounding 49,650.00 58,950.00 33,450.00
Total 6
00.00 $10,105,000.00 $2,155,000.00
OPTIONAL REDEMPTION OF THE BONDS
The Bonds due after June 1, 2025 will be subject to call prior to maturity in whole, or from time to time in part, in any
order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the City, upon terms
of par plus accrued interest to date of call. Written notice of such call shall be given at least thirty(30) days prior to the
date fixed for redemption to the registered owners of the Bonds to be redeemed at the address shown on the registration
books.
INTEREST ON THE BONDS
Interest on the Bonds will be payable on December 1, 2017 and semiannually on the 1st day of June and December
thereafter.. Interest and principal shall be paid to the registered holder of a note as shown on the records of ownership
maintained by the Registrar on the 15th day of the month preceding said interest payment date (the "Record Date").
Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to rules
of the Municipal Securities Rulemaking Board.
*Preliminary; subject to change.
3
PAYMENT OF AND SECURITY FOR THE BONDS
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, unless funds are available from other sources, 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 INDEBTEDNESS herein. For a description of certain
constitutional and statutory limits on the issuance of general obligation debt, see DEBT LIMIT under
INDEBTEDNESS herein.
BOOK-ENTRY-ONLY ISSUANCE
The information contained in the following paragraphs of this subsection ARook-Entry-Only Issuance" has been
extracted from a schedule prepared by Depository Trust Company (`DTC') entitled "&WPLE OFFERING
DOCUMENT LANGUAGE DESCRIBING DTC AND BOOK-ENTRY-ONLY ISSUANCE" The information in this
section concerning DTC and DTC's book-entry system has been obtained from sources that the City believes to be
reliable, but the City takes no responsibility for the accuracy thereof.
The Depository Trust Company ("DTC'), New York, NY, will act as securities depository for the securities (the
"Securities'). The Securities will be issued as fully-registered securities registered in the name of Cede&Co. (DTC's
partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-
registered Security certificate will be issued for each issue of the Securities, each in the aggregate principal amount of
such issue, and will be deposited with DTC. If, however, the aggregate principal amount of any issue exceeds $500
million, one certificate will be issued with respect to each $500 million of principal amount, and an additional
certificate will be issued with respect to any remaining principal amount of such issue.
DTC, the world's largest securities depository, is a limited-purpose trust company organized under the New York
Banking Law, a "banking organization"within the meaning of the New York Banking Law, a member of the Federal
Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a
"clearing agency"registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC
holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and
municipal debt issues, and money market instruments from over 100 countries that DTC's participants (the "Direct
Participants') deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and
other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges
between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates.
Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing
4
corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust& Clearing
Corporation (`DTCC'). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed
Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its
regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities
brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial
relationship with a Direct Participant, either directly or indirectly (the "Indirect Participants'). DTC has Standard &
Poor's highest rating: AA+. The DTC Rules applicable to its Participants are on file with the Securities and Exchange
Commission. More information about DTC can be found at www.dtcc.com and www.dtc.org.
Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive a
credit for the Securities on DTC's records. The ownership interest of each actual purchaser of each Security (the
"Beneficial Owner') is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will
not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive
written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the
Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership
interests in the Securities are to be accomplished by entries made on the books of Direct and Indirect Participants
acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership
interests in Securities, except in the event that use of the book-entry system for the Securities is discontinued.
To facilitate subsequent transfers, all Securities deposited by Direct Participants with DTC are registered in the name
of DTC's partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative
of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC
nominee do not affect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of
the Securities; DTC's records reflect only the identity of the Direct Participants to whose accounts such Securities are
credited,which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible
for keeping account of their holdings on behalf of their customers.
Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect
Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by
arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time.
Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them of notices of
significant events with respect to the Securities, such as redemptions, tenders, defaults, and proposed amendments to
the Security documents. For example,Beneficial Owners of Securities may wish to ascertain that the nominee holding
the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative,
Beneficial Owners may wish to provide their names and addresses to the Registrar and request that copies of notices be
provided directly to them.
Redemption notices shall be sent to DTC. If less than all of the Securities within an issue are being redeemed, DTC's
practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither
DTC nor Cede & Co., nor any other DTC nominee, will consent or vote with respect to Securities unless authorized
by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures,DTC mails an Omnibus
Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or
voting rights to those Direct Participants to whose accounts Securities are credited on the record date identified in a
listing attached to the Omnibus Proxy.
Redemption proceeds, distributions, and dividend payments on the Securities will be made to Cede & Co., or such
other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct
Participants' accounts upon DTC's receipt of funds and corresponding detail information from the City or Agent, on
payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to
Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities
held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such
Participant and not of DTC, Agent, or the City, subject to any statutory or regulatory requirements as may be in effect
from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co., or such
5
other nominee as may be requested by an authorized representative of DTC, is the responsibility of the City or Agent,
disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such
payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.
A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through its Participant, to
Tender/Remarketing Agent, and shall effect delivery of such Securities by causing the Direct Participant to transfer the
Participant's interest in the Securities, on DTC's records, to Tender/Remarketing Agent. The requirement for physical
delivery of Securities in connection with an optional tender or a mandatory purchase will be deemed satisfied when the
ownership rights in the Securities are transferred by Direct Participants on DTC's records and followed by a book-
entry credit of tendered Securities to Tender/Remarketing Agent's DTC account.
DTC may discontinue providing its services as depository with respect to the Securities at any time by giving
reasonable notice to the City or Agent. Under such circumstances, in the event that a successor depository is not
obtained, Security certificates are required to be printed and delivered.
The City may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor
securities depository). In that event, Security certificates will be printed and delivered to DTC.
The information in this section concerning DTC and DTC's book-entry system has been obtained from sources that the
City believes to be reliable,but the City takes no responsibility for the accuracy thereof.
FUTURE FINANCING
The City regularly evaluates its debt for refunding opportunities, however there are no issuances planned.
LITIGATION
The City has settled a class action law suit brought in the Iowa District Court for Dubuque County, J. Thomas Zaber v.
City of Dubuque,which alleges that certain gas and electric franchise fees imposed by the City were illegal because they
constituted unauthorized taxes. The City Council approved a settlement agreement to pay $2.6 million, plus
administrative costs, into a settlement fund. The settlement agreement has been approved by the Iowa district court and
is being administered by Rust Consulting. A judgment bond was issued by the City to finance the settlement fund. The
district court has concluded that refunds will not be automatic; customers must file for a refund. The district court has
not yet decided what happens to any unclaimed refunds. The district court issued an order related to unclaimed refunds
and distribution. The distribution order is on appeal.
The City is a defendant in a lawsuit in the Iowa District Court for Dubuque County, Ainley Kennels &Fabrication,Inc.
et al v. City of Dubuque,brought by several local manufacturers seeking to have a portion of franchise fees paid by them
over the last five years refunded. An ordinance of the City of Dubuque, since amended, did not impose a franchise fee
for gas or electric usage if the usage was exempt from state sales taxes. The total claims for refunds is $296,000. The
City has since modified its ordinance to limit claims for refunds to the fiscal year in which the franchise fees were paid.
While the $296,000 has not yet been reduced to a judgement, it will be in the near future. The City has set aside funds
to pay the judgement.
The City is a defendant in a lawsuit in the Iowa District Court for Dubuque County brought by W.C. Stewart vs. City of
Dubuque regarding a contract relating to construction at the municipal airport. The parties participated in arbitration
resulting in an award to W.C. Stewart which was reduced to a judgment in Iowa District Court for $1,554,655.60 plus
interest. A time payment agreement was entered into by the parties. $500,000 has been paid with the remaining balance
of$1,103,788.30(which includes interest)is due July 1,2017. The city continues to explore contribution options related
to the judgment.
The City is a defendant in an eminent domain appeal in the Iowa District Court by Jon Luckstead. The Compensation
Commission made an award to the property owner which has been paid. The property owner is seeking an additional
$500,000 on appeal. The City would be responsible for 20%of any additional recovery.
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The City Attorney has estimated that all remaining potential settlements and lawsuits against the City as of December 7,
2016, 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.
To the knowledge of the City, no other litigation is pending or threatened which, in the opinion of the City Attorney, if
decided adversely to the City would be likely to result, either individually or in the aggregate, in final judgments against
the City which would materially adversely affect its ability to make debt service payments on Bonds when due, or its
obligations under the Resolution, or materially adversely affect its financial condition.
DEBT PAYMENT HISTORY
The City knows of no instance in which it has defaulted in the payment of principal or interest on its debt.
LEGAL MATTERS
The Bonds are subject to approval as to certain matters by Ahlers&Cooney,P.C. of Des Moines,Iowa as Bond Counsel.
Bond Counsel has not participated in the preparation of this Official Statement and will not pass upon its accuracy,
completeness or sufficiency. Bond Counsel has not examined, nor attempted to examine or verify, any of the financial
or statistical statements or data contained in this Preliminary Official Statement,and will express no opinion with respect
thereto. The FORM OF LEGAL OPINION as set out in APPENDIX A to this Preliminary Official Statement, will be
delivered at closing.
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 monitor or enforce the provisions of the resolutions for the Bonds. The
owners of the Bonds should, therefore,be prepared to enforce such provisions themselves if the need to do so arises. In
the event of a default in the payment of principal of or interest on the Bonds, there is no provision for acceleration of
maturity of the principal of the Bonds. Consequently, the remedies of the owners of the Bonds (consisting primarily of
an action in the nature of mandamus requiring the City and certain other public officials to perform the terms of the
resolutions for the Bonds)may have to be enforced from year to year. The obligation to pay general ad valorem property
taxes is secured by a statutory lien upon the taxed property, but is not an obligation for which a property owner may be
held personally liable in the event of a deficiency. The owners of the Bonds cannot foreclose on property within the
boundaries of the City or sell such property in order to pay the debt service on the Bonds. See LEVIES AND TAX
COLLECTIONS herein,for a description of property tax collection and enforcement.
In addition,the enforceability of the rights and remedies of owners of the Bonds may be subject to limitation as set forth
in Bond Counsel's 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.
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TAX MATTERS
With Respect to the Series 2017A and Series 2017B Bonds(the"Exempt Bonds")
Tax Exemptions and Related Considerations:Federal tax law contains a number of requirements and restrictions that apply
to the Bonds. These include investment restrictions, periodic payments of arbitrage profits to the United States,
requirements regarding the proper use of bond proceeds and facilities financed with bond proceeds, and certain other
matters. The City has covenanted to comply with all requirements that must be satisfied in order for the interest on the
Exempt Bonds to be excludable from gross income for federal income tax purposes. Failure to comply with certain of
such covenants could cause interest on the Exempt Bonds to become includable in gross income for federal income tax
purposes retroactively to the date of issuance of the Exempt Bonds.
Subject to the City's compliance with the above referenced covenants,under present law, in the opinion of Bond Counsel,
interest on the Exempt Bonds is excludable from gross income of the owners thereof for federal income tax purposes, and
is not included as an item of tax preference in computing the federal alternative minimum tax 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 federal alternative minimum tax for such corporations.
Prospective purchasers of the Exempt Bonds should be aware that ownership of the Bonds may result in collateral federal
income tax consequences to certain taxpayers,including,without limitation, corporations subject to the branch profits tax,
financial institutions, certain insurance companies, certain S corporations, individual recipients of Social Security or
Railroad Retirement benefits and taxpayers who may be deemed to have incurred(or continued)indebtedness to purchase
or carry tax-exempt obligations. Bond Counsel will not express any opinion as to such collateral tax consequences.
Prospective purchasers of the Exempt Bonds should consult their tax advisors as to collateral federal income tax
consequences.
Tax Accounting Treatment of Discount and Premium on Certain Bonds. The initial public offering price of certain Exempt
Bonds (the"Exempt Discount Bonds")maybe less than the amount payable on such Bonds at maturity. An amount equal
to the difference between the initial public offering price of Exempt 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 Exempt Discount Bonds by the initial purchaser will, upon the disposition of such Exempt
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 Bonds described above under "FAX MATTERS". Such interest is considered to be accrued actuarially in
accordance with the constant interest method over the life of Exempt Discount Bonds,taking into account the semi-annual
compounding of accrued interest, at the yield to maturity on such Exempt 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.
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 Exempt Discount Bonds by the initial owner prior to maturity,the amount
realized by such owner in excess of the basis of such Exempt 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 Exempt Discount Bonds were held) is
includable in gross income.
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Owners of Exempt Discount Bonds should consult with their own tax advisors with respect to the determination of accrued
original issue discount on Exempt Discount Bonds for federal income tax purposes and with respect to the state and local
tax consequences of owning and disposing of Exempt Discount Bonds. It is possible that, under applicable provisions
governing determination of state and local income taxes, accrued interest on Exempt 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 Exempt Bonds (the"Exempt Premium Bonds')may be greater than the amount
of such Bonds at maturity. An amount equal to the difference between the initial public offering price of Exempt Premium
Bonds (assuming that a substantial amount of the Exempt Premium Bonds of that maturity are sold to the public at such
price) and the amount payable at maturity constitutes premium to the initial purchaser of such Exempt Premium Bonds.
The basis for federal income tax purposes of Exempt 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 Exempt Premium Bonds. The amount of premium which is amortizable each year by an initial purchaser is determined
by using such purchaser's yield to maturity.
Purchasers of the Exempt Premium Bonds should consult with their own tax advisors with respect to the determination of
amortizable bond premium on Exempt Premium Bonds for federal income taVurposes and with respect to the state and
local tax consequences of owning and disposing of Exempt Premium Bonds.
Disclaimer Regarding Federal Tax Discussion: The federal income tax discussion set forth above is included for general
information 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 Bonds,including the tax consequences under federal,state,local,foreign,and other tax laws and the possible effects
of changes in federal or other tax laws.
Related Tax Matters: The Internal Revenue Service (the "Service') has an ongoing program of auditing tax-exempt
obligations to determine whether, in the view of the Service, interest on such tax-exempt obligations is includable in the
gross income of the owners thereof for federal income tax purposes. It cannot be predicted whether or not the Service will
commence an audit of the Bonds. If an audit is commenced,under current procedures the Service may treat the City as a
taxpayer and the bondholders may have no right to participate in such procedure. The commencement of an audit could
adversely affect the market value and liquidity of the Exempt Bonds until the audit is concluded,regardless of the ultimate
outcome.
Payments of interest on,and proceeds of the sale,redemption or maturity of,tax-exempt obligations,including the Exempt
Bonds,are in certain cases required to be reported to the Service. Additionally,backup withholding may apply to any such
payments to any Bond owner who fails to provide an accurate Form W-9 Request for Taxpayer Identification Number and
Certification, or a substantially identical form, or to any bond owner who is notified by the Service of a failure to report
any interest or dividends required to be shown on federal income tax returns. The reporting and backup withholding
requirements do not affect the excludability of such interest from gross income for federal tax purposes.
Current and future legislative proposals, including some that carry retroactive effective dates, if enacted into law, or
clarification of the Code may cause interest on the Exempt Bonds to be subject, directly or indirectly, to federal income
taxation, or otherwise prevent owners of the Bonds from realizing the full current benefit of the tax status of such interest.
For example,Representative David Camp, Chair of the House Ways and Means Committee released draft legislation that
would subject interest on the Bonds to a federal income tax at an effective rate of 10%or more for individuals, trusts and
estates in the highest tax bracket, and the Obama Administration proposed legislations that would limit the exclusion from
gross income of interest on obligations like the Bonds to some extent for taxpayers whose income is subject to higher
marginal income tax rates. Other proposals have been made that could significantly reduce the benefit of, or otherwise
affect, the exclusion from gross income of interest on obligations like the Bonds The introduction or enactment of any
such legislative proposals or clarification of the Code may also affect, perhaps significantly, the market price for, or
marketability of,the Exempt Bonds. Prospective purchasers of the Bonds should consult their own tax advisors regarding
9
any pending or proposed tax legislation, as to which Bond Counsel expresses no opinion.
Opinion: Bond Counsel's opinion is not a guarantee of a result, or of the transaction on which the opinion is rendered, or
of the future performance of parties to the transaction,but represents its legal judgment based upon its review of existing
statutes,regulations,published rulings and court decisions and the representations and covenants of the City described in
this section. No ruling has been sought from the Service with respect to the matters addressed in the opinion of Bond
Counsel and Bond Counsel's opinion is not binding on the Service. Bond Counsel assumes no obligation to update its
opinion after the issue date to reflect any further action, fact or circumstance, or change in law or interpretation, or
otherwise.
Not Qualified Tax-Exempt Obligations: The City will NOT designate the Series 2017A Bonds and Series 2017B Bonds
as "qualified tax-exempt obligations"under the exception provided in Section 265(b)(3)of the Internal Revenue Code of
1986, as amended(the"Code").
With Respect to the Series 2017C Bonds:
Federal Taxability and Related Considerations: The following discussion is a summary of certain Federal income tax
consequences relating to the purchase, ownership, and disposition of the Series 2017C Bonds, based on certain relevant
provisions of the Code. This discussion does not purport to deal with all aspects of Federal income taxation that may affect
particular investors in light of their individual circumstances,and is limited to investors who hold the Series 2017C Bonds
as capital assets under Section 1221 of the Code, which generally means property held for investment. Prospective
investors, particularly those subject to special rules, should consult their tax advisors regarding the consequences of
purchasing, owning, and disposing of the Series 2017C Bonds for Federal income tax purposes, and for State and local
tax purposes.
In general, interest on the Series 2017C Bonds is includable in the gross income of the owners thereof as ordinary
interest income for Federal income tax purposes.
Not Qualified Tax-Exempt Obligations: The City will NOT designate the Series 2017C Bonds as "qualified tax-exempt
obligations"under the exception provided in Section 265(b)(3) of the Internal Revenue Code of 1986, as amended(the
"Code').
STATE OF IOWA TAX MATTERS
Interest on the Series 2017A Bonds is not exempt from present Iowa income taxes. Bond Counsel's opinion will state
that, under existing laws of the State and the current rules of the Iowa Department of Revenue, the interest on the Series
2017B Bonds and Series 2017C Bonds will not be subject to the taxes imposed by Division II, "Personal Net Income Tax"
and Division III, "Business Tax on Corporations"of Iowa Code Chapter 422,but the interest thereon will be subject to the
franchise tax imposed on Division V, "Financial Institutions" of Iowa Code Chapter 422. Interest on the Series 2017B
Bonds and Series 2017C Bonds will be required to be included in"adjusted current earnings"to be used in computing the
"state alternative minimum taxable income" of corporations and financial institutions for purposes of Sections 422.33 and
422.60 of the Iowa Code. Ownership of the Series 2017B Bonds and Series 2017C Bonds may results in other state and
local tax consequences to certain taxpayers. Bond Counsel expresses no opinion regarding any such collateral
consequences arising with respect to the Series 2017B Bonds and Series 2017C Bonds. Prospective purchasers of the
Series 2017A Bonds, Series 2017B Bonds and Series 2017C Bonds should consult their tax advisors regarding the
applicability of any such state and local taxes.
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CHANGES IN FEDERAL AND STATE TAX LAW
From time to time, there are executive, regulatory and legislative proposals in the Congress and in the states that, if
enacted, could alter or amend the federal and state tax matters referred to herein or adversely affect the marketability or
market value of the Bonds or otherwise prevent holders of the Bonds from realizing the full benefit of the tax exemption
of interest on the Bonds. Further, such proposals may impact the marketability or market value of the Bonds simply by
being proposed. One such proposal is the American Jobs Act of 2011 (S.1549) (the "Jobs Acf')which was introduced
in the Senate on September 13, 2011 at the request of President Obama. If enacted in its current form, the Jobs Act
could adversely impact the marketability and market value of the Bonds and prevent certain bondholders (depending on
the financial and tax circumstances of the particular bondholder) from realizing the full benefit of the tax exemption of
interest on the Bonds. In addition, on September 29, 2011, President Obama submitted to Congress a legislative
proposal entitled the "Debt Reduction Act of 2011" (the "Reduction Act'). If enacted, as proposed, the Reduction Act
would require the Office of Management and Budget to establish a steadily declining ratio for debt as a percentage of
Gross Domestic Product and would impose a penalty in the event that Congress failed to meet the requirements,
including automatic sequestration of spending and the reduction in the value of certain tax incentives, including
interest on tax-exempt municipal notes, potentially (in the extreme) eliminating the exemption from taxation that tax-
exempt municipal bonds held at the time of issuance.
It cannot be predicted whether or in what form any such proposals might be enacted or whether if enacted it would
apply to bonds issued prior to enactment. In addition, regulatory actions are from time to time announced or proposed
and litigation is threatened or commenced which, if implemented or concluded in a particular manner, could adversely
affect the market value, marketability or tax status of the Bonds. It cannot be predicted whether any such regulatory
action will be implemented, how any particular litigation or judicial action will be resolved, or whether the Bonds
would be impacted thereby. It is possible that further legislation will be proposed or introduced that could result in
changes in the way that tax exemption is calculated, or whether interest on certain securities are exempt from taxation
at all. Prospective purchasers should consult with their own tax advisors regarding the Jobs Act and/or the Reduction
Act and any other pending or proposed federal income tax legislation. The likelihood of the Jobs Act or the Reduction
Act being enacted or whether the currently proposed terms of the Jobs Act and/or the Reduction Act will be altered or
removed during the legislative process cannot be reliably predicted.
The opinions expressed by Bond Counsel are based upon existing legislation and regulations as interpreted by relevant
judicial and regulatory authorities as of the date of issuance and delivery of the Bonds, and Bond Counsel has
expressed no opinion as of any date subsequent thereto or with respect to any proposed or pending legislation,
regulatory initiatives or litigation.
RATING W4
The Bonds have an uninsured rating of` ' by Moody's Investors Service (Moody's), with no outlook. In addition,
Moody's currently rates the City's outstanding uninsured General Obligation Debt as ` ' with no outlook. Such ratings
reflect 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 ratings will continue for any period of time or that they
will not be revised or withdrawn.
INVESTMENT CONSIDERATIONS
A PROSPECTIVE PURCHASER OF THE BONDS SHOULD BE AWARE THAT THERE ARE CERTAIN
INVESTMENT CONSIDERATIONS ASSOCIATED WITH THE BONDS. EACH PROSPECTIVE
PURCHASER OF THE BONDS IS ENCOURAGED TO READ THIS PRELIMINARY OFFICIAL
STATEMENT IN ITS ENTIRETY, AND TO GIVE PARTICULAR ATTENTION TO THE
CONSIDERATIONS DESCRIBED BELOW WHICH,AMONG OTHERS,COULD AFFECT THE PAYMENT
OF DEBT SERVICE AND THE MARKET PRICE ON THE BONDS. THE FOLLOWING STATEMENTS
REGARDING CERTAIN INVESTMENT CONSIDERATIONS SHOULD NOT BE CONSIDERED A
COMPLETE DESCRIPTION OF ALL CONSIDERATIONS IN THE DECISION TO PURCHASE THE
BONDS.
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Additional Indebtedness: The City reserves the right to issue additional bonds payable from the same sources and
ranking on a parity with each series of the Bonds.
Investment Rating: The rating assigned to the Bonds by Moody's Investors Service, Inc. (the "Rating Agency') reflects
only the Rating Agency's view of the likelihood the noteholders will receive payments of interest when due and principal
on the Bonds on their respective maturity dates. There is no assurance that the rating will remain for any given period of
time or that the rating will not be lowered, suspended or withdrawn by the Rating Agency if, in the Rating Agency's
judgment, circumstances so warrant based upon factors prevailing at the time. The lowering, suspension or withdrawal
of the investment rating initially assigned to the Bonds could adversely affect the market price and the market for the
Bonds.
Secondary Market: Although the City anticipates that the Underwriter(s) will make a market for the Bonds, such market
making may be discontinued at any time. There can be no assurance that there will be a secondary market for the Bonds,
and the absence of such could result in investors not being able to resell their Bonds should they need or wish to do so.
Redemption of Bonds: The Bonds due after June 1, 2025 will be subject to call prior to maturity in whole, or from time
to time in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of
the City,upon terms of par plus accrued interest to date of call. The redemption of the Bonds prior to their stated maturity
may subject noteholders to the risk of reinvestment at a time when comparable returns are not available.
MUNICIPAL ADVISOR
The City has retained Independent Public Advisors, LLC, Johnston, Iowa as municipal advisor (the "Municipal
Advisor') in connection with the preparation of the issuance of the Bonds. In preparing the Preliminary Official
Statement, the Municipal Advisor has relied on government officials, and other sources to provide accurate information
for disclosure purposes. The Municipal Advisor is not obligated to undertake, and has not undertaken, an independent
verification of the accuracy,completeness,or fairness of the information contained in the Preliminary Official Statement.
Independent Public Advisors, LLC is an independent advisory firm and is not engaged in the business of underwriting,
trading or distributing municipal securities or other public securities.
CONTINUING DI SCLO SURE
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 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 material events 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,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.
Within the last five years,the City inadvertently failed to comply with previous continuing disclosure as described. While
some of the required tables were provided in accordance to the Rule (within 210 days after the end of the fiscal year), all
required tables and the audited financial statements for the years ending June 30, 2009, June 30, 2010 and June 30, 2011
were not timely filed. On February 2, 2011, all outstanding required tables and audited financial statements for the year
ending June 30, 2010 were filed; and on January 31, 2012, the City filed the outstanding required tables and audited
financial statements for the year ending June 30, 2011. As part of continued review of policies and procedures regarding
the Rule, the City also discovered certain tables for financings related to general obligation and water revenue issuances
for the years ending June 30,2012 and 2013 were not included as part of the City's annual financial information,and made
supplemental filings related to these issues on May 6, 2014. In addition, a table regarding retail sales required as part of
the City's previous continuing disclosure undertakings was not included as part of the City's annual financial information
for the year ending June 30, 2013, and was subsequently filed on May 27, 2014. The City has taken steps internally to
assure future compliance with its Disclosure Covenants. Notices of late filing have not be filed related to these matters.
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CERTIFICATION
The City has authorized the distribution of this Preliminary Official Statement for use in connection with the initial
sale of the Bonds. I have reviewed the information contained within the Preliminary Official Statement prepared on
behalf of the City of Dubuque, Iowa, by Independent Public Advisors, LLC., Johnston, Iowa, and said Preliminary
Official Statement does not contain any material misstatements of fact nor omission of any material fact regarding the
issuance of$8,830,000* General Obligation Bonds, Series 2017A, $11,505,000* General Obligation Urban Renewal
Refunding Bonds, Series 201713, or $2,155,000* Taxable General Obligation Urban Renewal Refunding Bonds, Series
2017C.
CITY OF DUBUQUE,IOWA
/s/Jennv Larson,Budget Director
*Preliminary, subject to change.
CI'S
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PROPERTY VALUES
IOWA PROPERTY VALUATIONS
In compliance with Section 441.21 of the Code of Iowa, the State Director of Revenue annually directs all County
Auditors to apply prescribed statutory percentages to the assessments of certain categories of real property. The
assessments finalized as of January 1 of each year are applied to the following fiscal year. The 2016 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 2016, the Taxable Value rollback rate was
56.9391%of Actual Value for residential property; 47.4996%of Actual Value for agricultural property; 90%of Actual
Value for commercial, industrial, and railroad property, 82.5000% of Actual Value for multiresidential property, and
100%of Actual Value for utility property.
The Legislature's intent has been to limit the growth of statewide taxable valuations for most classes of property to 3%
annually;utility taxable valuation growth is limited to 8%. Political subdivisions whose taxable values are thus reduced
or are unusually low in growth are allowed to appeal the valuations to the State Appeal Board, in order to continue to
fund present services.
1/1/2016 VALUATIONS (Taxes payable July 1,2017 through June 30,2018)
100% Taxable Value
Actual Value (With Rollback)
Residential $2,510,728,218 $1,422,006,876
Commercial 777,157,826 669,833,746
Industrial 80,458,246 68,904,571
Multiresidential 161,707,679 131,228,768
Railroad 3,704,844 10 3,334,359
Utilities w/o Gas &Electric6,397,122 6,397,122
Other 539,342 485,408
Gross valuation $3,540,693,277 $2,302,190,850
Less military exemption (4,894,836) (4,894,836)
Net valuation $3,535,798,441 $2,297,296,014
TIF increment(used to compute debt $391,120,655 $388,130,735
service levies and constitutional debt limit)
Taxed separately
Ag. Land&Buildings $6,081,381 2,888,630
Utilities—Gas &Electric 254,370,784 $74,313,321
14
2016 GROSS TAXABLE VALUATION BY CLASS OF PROPERTY'
Taxable Percent
Valuation Total
Residential $1,422,006,876 59.763%
Multiresidential 131,228,768 5.515%
Ag. Land& Ag. Buildings 2,888,630 0.121%
Commercial,Industrial, Other,Railroad&Utility 748,955,206 31.477%
Utilities—Gas &Electric 74,313,321 3.123%
Total Gross Taxable Valuation $2,379,392,801 100.00%
TREND OF VALUATIONS
The 100%Actual Valuations,before rollback and after reduction of military exemption, include Ag.Land, Ag. Buildings,
TIF Increment, and Gas & Electric Utilities. The Net Taxable Valuations, with the rollback and after the reduction of
military exemption, exclude the Taxable TIF Increment, Ag. Land and Ag Buildings. Iowa cities certify operating levies
against Net Taxable Valuation excluding the Taxable TIF Increment and debt service levies are certified against Net
Taxable Valuations including the Taxable TIF Increment.
Net Taxable
Assessment Payable 100% Valuation Taxable
Year Fiscal Year Actual Valuation (With Rollback) TIF Increment
2011 2012-13 $3,633,462,506 $2,108,760,803 $299,591,318
2012 2013-14 3,672,620,304 2,171,073,899 300,503,112
2013 2014-15 3,862,426,062 2,250,099,910 346,925,191
2014 2015-16 3,920,621,887 2,255,562,993 327,982,095
2015 2016-17 4,143,482,398 2,358,056,508 367,989,395
20162 2017-18 4,187,371,261 2,371,609,335 388,130,735
LARGER TAXPAYERS(000's)
Property 1/1/2015
Taxnayer Tuve Taxable Valuation
Interstate Power&Light CO Utility 146,002,775
Peninsula Gaming Company LLC Commercial 63,778,569
Black Hills Energy Corp Utility 55,878,230
Kennedy Mall Inc Commercial 39,658,943
Walter Development LLC Commercial 28,270,499
Progressive Processing LLC Industrial 25,364,770
ITC Midwest LLC Utility 24,745,756
Medical Associates Realty LLC Commercial 21,257,858
McGraw-Hill Global Education LLC Commercial 16,225,373
Platinum Holdings LLC Commercial 15,749,261
Before military exemption, and exclusive of taxable TIF increment.
2 January 1, 2016 valuations will be effective beginning July 1, 2017.
15
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 subdivision issues general obligation debt: "The governing
authority of these political subdivisions before issuing bonds shall,by resolution,provide for the assessment of an annual
levy upon all the taxable property in the political subdivision sufficient to pay the interest and principal of the bonds within
a period named not exceeding the applicable period of time specified in section 76.1. A certified copy of this resolution
shall be filed with the county auditor or the auditors of the counties in which the political subdivision is located; and the
filing shall make it a duty of the auditors to enter annually this levy for collection from the taxable property within the
boundaries of the political subdivision until funds are realized to pay the bonds in full." Iowa Code section 76.1 provides
that the annual levy shall be sufficient to pay the interest and approximately such portion of the principal of the bonds as
will retire them in a period not exceeding twenty years from the date of issue, except for certain bonds issued for disaster
purposes and bonds issued to refund or refinance bonds issued for such disaster purposes which may mature and be retired
in a period not exceeding thirty years from date of issue.
2013 Property Tax Legislation: During its 2013 session the Iowa Legislature enacted, and the Governor signed, Senate
File 295 ("SF 295'). Among other things, SF295 limits annual assessed value growth with respect to residential and
agricultural property, reduces the taxable value applicable to commercial, industrial and railroad property to 95%for the
2013 assessment year and 90%, and provides a partial exemption on telecommunications property. SF295 also creates a
new classification for multiresidential properties (which were previously taxed as commercial properties), and assigns an
incremental rollback percentage over several years for such multiresidential properties, such that the rollback
determination will match that for residential properties in the 2022 assessment year. As a result of SF 295, local
governments have experienced, and will continue to experience reductions in property tax revenues over the next several
fiscal years. SF 295 includes state-funded replacement for a portion of the expected reduction in property tax revenues
to the local governments,but such replacement funding is limited in both amount and duration of availability.
16
INDEBTEDNESS
DEBT LIMIT
Article XI, Section 3 of the State of Iowa Constitution limits the amount of debt outstanding at any time of any county,
municipality or other political subdivision to no more than 5% of the actual value of all taxable property within the
corporate limits, as taken from the last state and county tax list The debt limit for the City, based on its 2015 Actual
Valuations applicable to fiscal year 2016-17 is as follows:
1/1/2015
(Fiscal Year 2016-17)
Actual Valuation of Property $4,148,623,550
Less Military Exemption (5,141,152)
Net Valuation #4 $4,143,482,398
Constitutional Debt Percentage 5.00%
Constitutional Debt Limit $207,174,120
Less: Applicable General Obligation Debt (112,200,000)
Less: Urban Renewal Debt (21,585,429)
Less: Rebate Agreements (23,461,663)
Less: Other Obligations4 6( . 55,000
Constitutional Debt Margin $45,272,028
17
DIRECT DEBT
First Lien General Obligation Debt(Includes the Bonds)
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturity As of 03/20/17
11/07A 1,055,000 General Obligation Sewer 06/17 135,000
10/08C 2,465,000 Taxable Urban Renewal 06/18 830,000
11/09A 2,935,000 Corporate Purpose' 06/17 140,000
11/09B 11,175,000 Corporate Purpose' 06/17 515,000
11/09C 8,885,000 Refunding' 06/17 750,000
08/10A 4,470,000 Corporate Purpose&Refunding' 06/17 230,000
08/10B 2,675,000 Taxable Urban Renewal' 06/17 105,000
08/10C 2,825,000 Urban Renewal' 06/17 125,000
09/11A 6,330,000 Corporate Purpose 06/31 5,270,000
09/11B 1,590,000 Corporate Purpose 06/26 1,190,000
03/12A 4,380,000 Urban Renewal 06/31 3,760,000
03/12B 7,495,000 Corporate Purpose 06/31 370,000
06/12C 6,965,000 Taxable Urban Renewal 06/32 01000
06/12D 7,175,000 Corporate Purpose 06/32 51000
12/12E 3,640,000 Corporate Purpose 06/32 3,045,000
12/12F 1,035,000 Taxable Urban Renewal 06/22 790,000
11/12G 950,000 Refunding 06/17 195,000
12/12H 2,385,000 Urban Renewal 06/32 2,065,000
12/12I 7,285,000 Taxable Refunding /21 3,005,000
12/14B 18,835,000 Corporate Purpose 6/34 18,605,000
12/14C 7,615,000 Taxable Corporate Purpose 06/34 7,515,000
04/16A 2,830,000 Corporate Purpose 06/35 2,830,000
04/16B 11,505,000 Refunding 06/28 10,470,000
04/16C 4,155,000 Corporate Purpose 06/35 4,155,000
04/17A 8,830,000 Refunding 06/30 8,830,000
04/17B 10,105,000 Urban Renewal Refunding 06/30 10,105,000
04/17C 2,155,000 Taxable Urban Renewal Refunding 06/30 2,155,000
Total $105,020,000
Second Lien Sales Tax Increment General Obligation Debt
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturity As of 03/20/17
06/14 $7,190,000 Flood Mitigation 06/29 $7,190,000
Total First& Second Lien General Obligation Debt Subject to the Debt Limit $112,210,000
' The 2018 and later maturities are being refunded by the Bonds.
18
ANNUAL FISCAL YEAR DEBT SERVICE PAYMENTS"
First Lien General Obligation Debt(Includes the Bonds, Excludes the Refunded Bonds)
Current Outstanding Total
G.O.Debt The Series 2017A Bonds The Series 2017B Bonds The Series 2017C Bonds G.O.Debt
Fiscal Principal Principal Principal and Principal and Principal and
Year Principal and Interest Principal* and Interest Principal* Interest Principal* Interest Principal Interest
FY 2016-17 $7,550,000 $9,233,949 $7,550,000 $9,233,949
FY 2017-18 5,780,000 8,045,055 $1,250,000 $1,448,727 $700,000 $951,141 $115,000 $203,520 7,845,000 10,643,443
FY 2018-19 5,710,000 7,836,324 1,305,000 1,455,782 740,000 947,334 130,000 204,122 7,885,000 10,443,561
FY 2019-20 5,685,000 7,669,651 1,330,000 1,462,121 760,000 9,752 135,000 206,184 7,910,000 10,294,707
FY 2020-21 5,220,000 7,059,324 1,350,000 1,460,442 775,000 959,364 140,000 207,647 7,485,000 9,686,775
FY 2021-22 4,990,000 6,689,014 425,000 511,412 790,000 960,569 150,000 213,685 6,355,000 8,374,678
FY 2022-23 4,885,000 6,448,321 380,000 458,124 810,000 965,164 150,000 208,960 6,225,000 8,080,568
FY 2023-24 4,530,000 5,958,040 400,000 470,182 825,000 963,235 160,000 213,935 5,915,000 7,605,391
FY 2024-25 4,545,000 5,845,719 400,000 461,262 855,000 974,837 170,000 218,335 5,970,000 7,500,152
FY 2025-26 4,410,000 5,579,694 415,000 466,902 875,000 974,830 180,000 222,130 5,880,000 7,243,555
FY 2026-27 4,390,000 5,427,314 430,000 471,693 900,000 978,305 190,000 225,236 5,910,000 7,102,547
FY 2027-28 4,390,000 5,291,251 435,000 465,771 920,000 975,445 200,000 227,560 5,945,000 6,960,027
FY 2028-29 4,260,000 5,020,319 455,000 474,374 960,000 991,341 210,000 229,220 5,885,000 6,715,253
FY 2029-30 4,415,000 5,032,261 255.000 262,089 11 195.000 200,421 225.000 235,148 5,090,000 5,729,919
FY 2030-31 4,555,000 5,021,699 4,555,000 5,021,699
FY 2031-32 3,375,000 3,683,059 3,375,000 3,683,059
FY 2032-33 2,350,000 2,538,606 2,350,000 2,538,606
FY 2033-34 2,425,000 2,529,113 2,425,000 2,529,113
FY 2034-35 455,000 469,669 455,000 469,669
Total $83,920,000 $8,830,00 $10,105,000 $2,155,000 $105,010,000
*Preliminary, subject to change.
The majority of the City's general obligation debt is supported by the following non-property tax revenues: tax increment,water,sewer,parking, airport
rentals, local option sales tax,road use tax, and refuse fees.
19
Second Lien General Obligation Debts
Current Outstanding
G.O. Debt
Fiscal Principal and
Year Principal Interest
FY 2016-17 40,272
FY 2017-18 76,343
FY 2018-19 71,993
FY 2019-20 67,493
FY 2020-21 62,618
FY 2021-22 57,193
FY 2022-23 $115,000 166,593
FY 2023-24 1,075,000 11120,570
FY 2024-25 1,125,000 1,164,195
FY 2025-26 1,125,000 1,344,250
FY 2026-27 1,200,000 1,3 6
FY 2027-28 1,250,000 1,
FY 2028-29 1.300.000 1,365, 00
Total $7,190,000
Supported by state sales tax increment.
20
Urban Renewal Revenue Debt
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturity As of 03/20/17
11/06 810,323 Thiesen Supply 06/18 224,660
10/07 23,025,000 Port of Dubuque Parking Ramp 06/37 20,960,000
08/09 690,529 40 Main LLC 06/21 400,769
Total $21,585,429
Current Outstanding
Urban Renewal Revenue Debt
Fiscal Principal and
Year Principal Interest
FY 2016-17 $614,380 2,227,409
FY 2017-18 668,900 2,228,496
FY 2018-19 589,827 2,108,784
FY 2019-20 635,176 2,110,534
FY 2020-21 680,880 2,109,284
FY 2021-22 635,000 2,014,625
FY 2022-23 680,000 2,012,000
FY 2023-24 730,000 2,011,000
FY 2024-25 785,000 2,011,250
FY 2025-26 845,000 2,012,375
FY 2026-27 910,000 2,014,000
FY 2027-28 975,000 2,010,750
FY 2028-29 1,050,000 2,012,625
FY 2029-30 1,130,000 2,013,875
FY 2030-31 1,215,000 2,014,125
FY 2031-32 1,305,000 2,013,000
FY 2032-33 1,400,000 2,010,125
FY 2033-34 1,505,000 2,010,125
FY 2034-35 1,620,000 2,012,250
FY 2035-36 1,740,000 2,010,750
FY 2036-37 1,870,000 2,010,250
Total $21,584,163
21
OTHER DEBT
The City has debt payable solely from the net water revenues of the City's water system as follows:
Water Revenue Debt
Principal
Date Original Final Outstanding
of Issue Amount PurposeX06128
turi As of 03/20/17
10/07 $915,000 Water Improvements (SRF) $614,000
11/08D 1,195,000 Water Improvements6/23 675,000
02/10 7,676,000 Water Improvements (SRF) 2/31 2,559,000
09/10D 5,700,000 Water Improvements6/30 4,735,000
hk
Total $8,583,000
4
The City has debt payable solely from the net sewer revenues of the City's sewer system as follows:
Sewer Revenue Debt
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturitv As of 03/20/17
O1/10 912,000 Sewer Improvements (SRF) 06/30 $697,000
08/10 74,285,000 Sewer Improvements (SRF) 06/29 65,061,0806
04/13 3,048,000 Sewer Improvements (SRF) 06/33 2,664,000
Total $68,422,080
The City has debt payable solely from the net sewer revenues of the City's stormwater system as follows:
Stormwater Revenue Debt
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturity As of 03/20/17
01/09 1,847,000 Stormwater Improvements (SRF) 06/28 $1,238,000
01/10 800,000 Stormwater Improvements (SRF) 06/30 611,000
10/10 7,850,000 Stormwater Improvements (SRF) 06/41 7,005,000
02/14 1,029,000 Stormwater Improvements (SRF) 06/33 146,7206
06/15 29,541,000 Stormwater Improvements (SRF) 06/37 21,003,7496•z
Total $30,004,469
6 Amount drawn as of June 30, 2016.
The loan allows for approximately $5.9 million to be forgiven October 2017.
22
INDIRECT DEBT
1/1/2015 Portion of City's
Taxable Taxable Value Percent Indirect
Taxing District Valuation In the City Applicable GO Debt$ Portion
Dubuque CSD 3,754,775,492 $2,726,045,903 72.60% $0 $0
Dubuque County 4,874,884,935 $2,726,045,903 55.92% 13,525,000 7,563,208
Northeast Iowa Comm. College 11,586,921,227 $2,726,045,903 % 46,770,000 11,003,541
TOTAL $18,566,749
DEBT RATIOS
Debt/2015 Actual
Market Value Debt/57,532
G.O. Debt $4,143,482,398 Population
Direct General Obligation Debt $112,200,000 2.71% $1,950.22
Indirect General Obligation Debt 18,566,750 0.45% 322.72
Combined Debt $130,766,750 3.16% $2,272.94
LEVIES AND TAX COLLECTIONS(000's)
Taxes Current %of
Year Levied Collections Taxes Levied
2012-13 22,789 22,752 99.84%
2013-14 23,993 23,915 99.67%
2014-15 24,866 24,715 99.39%
2015-16 24,916 24,899 99.93%
2016-17 26,376 In process of collection
After the assessment of property in a calendar year, taxes are levied for collection in the following fiscal year. Taxes are
certified to the County Auditor in March. The County Treasurer collects taxes for all taxing entities in the County. Statutory
dates for payment without penalty are September 30 for the first installment and March 31 for the second installment
Penalty rates are established by State law at 1%per month.
$ School district figures exclude Sale and Service Tax Revenue Bonds.
23
TAX RATES
Taxing FY2012/13 FY2013/14 FY2014/15 FY2015/16 FY2016/17
District $/$1,000 $/$1,000 $/$1,000 $/$1,000 $/$1,000
City of Dubuque 10.78477 11.02586 11.02588 11.02590 11.16739
Dubuque County 6.43124 6.43124 6.43124 6.38779 6.29673
Dubuque CSD 15.40388 14.60281 13.99630 14.05629 14.97697
County Hospital 0.26961 0.26975 0.26974 0.26975 0.26975
City Assessor 0.36188 0.39028 0.29320 0.26538 0.25816
Ag. Extension 0.08174 0.08941 0.09731 0.10056 0.10025
Northeast Iowa CC 0.98407 0.90455 0.90807 0.91036 0.93757
State of Iowa 0.00330 0.00330 0.00330 0.00330 0.00330
Consolidated Rate 34.32049 33.71720 33.02504 3.01933 34.01012
LEVY LIMITS
A city's general fund tax levy is limited to $8.10 per $1,000 of taxable value, with provision for an additional $0.27 per
$1,000 levy for an emergency fund which can be used for general fund purposes (Code of Iowa, Chapter 384,Division I).
Cities may exceed the $8.10 limitation upon authorization by a special levy election. Further, there are limited special
purpose levies, which may be certified outside of the above-described levy limits (Code of Iowa, Section 384.12). The
amount of the City's general fund levy subject to the $8.10 limitation is $8.10 for FY 2016-17. In addition, the City has
certified special purpose levies outside of the above described levy limits for liability, property and self-insurance costs,
as well as debt service. The City will not use the emergency levy in FY 2016-17. Debt service levies are not limited.
FUNDS ON HAND(Cash and Investments as of January 31,2017)
Agency $1,395,194
Capital 23,697,247
Component Unit 8,014,903
Debt Service9 (2,813,432)
Enterprise 22,340,591
General 7,713,525
Internal Service 2,610,910
Permanent 78,738
Special 22,195,694
Total Cash and Investments $85,233,370
9 Deficit to be eliminated with transfers.
24
THE CITY
CITY GOVERNMENT
The City has been governed by a Council-Manager-Ward form of government since 1920. Policy is established by a
Mayor and six council members,the mayor and two of the council members being elected at large and four members
elected from wards. City Council members hold four year staggered terms. The City Clerk, City Manager and City
Attorney are appointed by the City Council.
LEASE REVENUE
The City of Dubuque leases riverfront property, airport property (hangars and terminal space), 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(ORA). The City's cost of the leased ORA assets total $10,144,771. The carrying amount of the assets at
June 30, 2016 is $6,441,778, with $142,423 of depreciation expense during the year ended June 30, 2016. The ORA
lease amount is based on the association's gross gambling receipts. During the year ended June 30, 2016, the ORA
lease generated $5,003,434 in lease revenue. Lease payments from DRA are expected to decrease in future years,due
to declining gaming revenues at the leased facility.
EMPLOYEES,PENSIONS AND OPEB 1
The City has 570 full and 75.84 full time equivalent part-time employees and 58.13 full time equivalent seasonal
employees, including a police force of 109 sworn personnel and a fire department of 89 fire fighters. Of the City's
938 employees, 518 are currently enrolled in the Iowa Public Employees Retirement System (the "IPERS') pension
plan administered by the State of Iowa.
The City contributes to the Iowa Public Employees' Retirement System ("IPERS'), which is a state-wide multiple-
employer cost-sharing defined benefit pension plan administered by the State of Iowa.IPERS provides retirement and
death benefits which are established by State statute to plan members and beneficiaries. All full-time employees of
the Issuer are required to participate in IPERS. IPERS plan members are required to contribute a percentage of their
annual salary, in addition to the Issuer being required to make annual contributions to IPERS. Contribution amounts
are set by State statute. The IPERS Comprehensive Annual Financial Report for its fiscal year ended June 30, 2016
(the"IPERS CAFR') indicates that as of June 30, 2015,the date of the most recent actuarial valuation for IPERS,the
funded ratio of IPERS was 83.9%, and the unfunded actuarial liability was $5.586 billion. The IPERS CAFR is
available on the IPERS website, or by contacting IPERS at 7401 Register Drive, Des Moines, IA 50321. See
"APPENDIX B INDEPENDENT AUDITOR'S STATEMENTS"for additional information on IPERS.
In fiscal year 2016, the Issuer's IPERS contribution totaled approximately $2,257,038 compared to a contribution in
fiscal year 2015 of$2,208,712. See note 11 of the audited financial statements of the City attached as Appendix B
for further information.
25
The following table sets forth certain information about the funding status of IPERS that has been extracted from the
IPERS CAFR. According to IPERS, as of the end of fiscal year 2016, there were approximately 349,710 total
members participating in IPERS, including Issuer employees.
Unfunded UAAL as a
Actuarial %of
Accrued Covered
Liability Funded Payroll
Fiscal Year Actuarial Value Actuarial Accrued (UAAL) Ratio Covered Payroll ([b]-[a])
Ended June 30 of Assets [a] Liability[b] [b]—[a] [a]/[b] [c] /[c]
2013 24,711,096,187 30,498,342,320 5,787,246,133 81.02% 6,880,131,134 84.12%
2014 26,460,428,085 32,004,456,088 5,544,028,003 82.68% 7,099,277,280 78.09%
2015 27,915,379,103 33,370,318,731 5,454,939,628 83.65% 7,326,348,141 74.46%
2016 29,033,696,587 34,619,749,147 5,586,052,560 83.86% X,720 73.92%
Source: IPERS Comprehensive Annual Financial Report(Fiscal Year 2016)
When calculating the funding status of IPERS for fiscal year 2016, the following assumptions were used: (1) the
amortization period for the total unfunded actuarial liability is 30 years (which is consistent with the maximum
acceptable amortization period set forth by the Governmental Accounting Standards Board ("GASB') in GASB
Statement No. 25); (2)the rate of return on investments is assumed to be 7.5%;(3)salaries are projected to increase 4.0-
17%for IPERS, depending on years of service; and(4) the rate of inflation is assumed to be 3.0%for prices and 4.0%
for wages.
Bond Counsel, the City, and the Municipal Advisor undertake no responsibility for and make no representations as to
the accuracy or completeness of the information available from the IPERS discussed above or included on the IPERS
website,including,but not limited to,updates of such information on the State Auditor's website or links to other Internet
sites accessed through the IPERS website.
Consistent with Iowa Code section 509A.13,the Issuer offers post-retirement health and dental benefits ("OPEB')to all
full-time employees of the Issuer who retire before attaining age 65. The group health insurance plan provided to full-
time Issuer employees allows retirees to continue medical coverage until they reach age 65. Although retirees pay 100%
of the "cost of coverage", the pre-age 65 group of retirees is grouped with the active employees when determining the
cost of coverage. The computation creates an implicit rate subsidy that would not exist if the cost of the coverage for
this group (pre-age 65 retirees)was computed separately and paid 100%by that group.
As described in its audited financial statements, as of June 30, 2016,the City has an unfunded actuarial accrued liability
relating to its OPEB in an amount of$4,550,896. The Issuer's end of year(as of June 30, 2016)net OPEB obligation is
$4,726,101 See note 10 of the audited financial statements of the City attached as Appendix B for further information
on OPEB obligations of the City.
In addition,the City contributes to the Municipal Fire and Police Retirement System of Iowa(the"MFPRSF), a benefit
plan administered by a Board of Trustees.MFPRSI provides retirement,disability and death benefits that are established
by State statute to plan members and beneficiaries. Plan members are required to contribute 9.40% of their earnable
compensation and the City's contribution rate is 30.12%of earnable compensation. The City's contributions to the Plan
for the years ended June 30, 2016, 2015, and 2014, were $3,737,581, $3,969,126 and $3,906,483, respectively, which
met the required minimum contribution for each year.
26
UNION CONTRACT S
City employees are represented by the following bargaining units:
Bar¢ainin¢Unit Unit Members Contract Expiration Date
Teamsters Local Union No 10210 113 June 30, 2022
Teamsters Local Union No 102 Bus Operators10 58 June 30, 2022
Dubuque Professional Firefighters Association" 76 June 30, 2022
Dubuque Police Protective Association 84 June 30, 2018
International Union of Operating Engineers No. 23410 ,64 June 30, 2022
INSURANCE
The City's insurance coverage is noted below. In addition to the coverage noted in the table, the City is self-insured
for worker's compensation,unemployment, and health insurance. See note 8 of the audited financial statements of the
City attached as Appendix B for further information.
Tyne of Insurance Limits
General Liability $15,000,000
Automobile Liability 15,000,000
Public Officials 15,000,000
Police Professional Liability 15,000,000
Boiler&Machinery 100,000,000
Property Blanket 520,153,327
Employees Crime Policy 1,000,000
Airport Commission 5,000,000
Airport Liability 20,000,000
1
to This is a 5-year agreement with a 2% increase in wages for Fiscal Year 2018; a 1.5% increase in wages for Fiscal
Years 2019, 2020 and 2021; and a 1.75% increase in wages for Fiscal Year 2022. Beginning in Fiscal Year 2018, the
employees will pay 15%of the cost of the health insurance premium, an increase from the current 10%, and will have
increases in the employee cost of out-of pocket maximums and co-payments January 1, 2018.
11 The wage increase and increases to out of pocket maximums and co-payments is the same as the other 3 unions. The
health insurance premium increase to 15%does not occur until Fiscal Year 2019.
27
GENERAL INFORMATION
LOCATION AND TRANSPORTATION
The City is located in northeast Iowa and serves as the county seat for Dubuque County. The City,with a 2010 Census
population of 57,532,has a land area of 31.6 square miles. Annexation activity in recent years has been voluntary with
over 760 acres annexed in the past five years. The City lies at the intersection of Highways 61/151 and 20. The City
is located approximately 22 miles southwest of Platteville,Wisconsin; 92 miles southwest of Madison,Wisconsin; 84
miles northeast of Iowa City,Iowa;65 miles north of the Quad Cities (Rock Island and Moline,Illinois and Bettendorf
and Davenport,Iowa); 175 miles west of Chicago,Illinois and 185 miles northeast of Des Moines. Dubuque Regional
Airport provides jet service to Chicago via American Airlines. Railroad service to the City is provided by the Iowa,
Chicago & Eastern Railroad Corp, Canadian NationaFIllinois Central, and Burlington Northern Santa Fe Railroad
Company(BNSF), as well as bus service being provided by Greyhound and Burlington Trailways.
LARGER EMPLOYERS
A representative list of larger employers and employees in the City is as follows:
proximate#of
Employer Tvpe of Business m to ees
Dubuque Community School District Education,Pre-K to 12 2,670
John Deere Dubuque Works Manufacturer, Construction and Forestry Equipment 2,600
Mercy Medical Center Hospital Services 1,360
Medical Associates Clinic,P.C. Health Services I 1,030
The City of Dubuque Public Service 938
UnityPoint Health-Finley Hospital Hospital Services 900
University of Wisconsin-Platteville Education 820
Cottingham &Butler Health Care,Insurance Agencies,Brokerages, and Third Party 572
Administrators
Sedgwick Claims/Benefits Management and Processing 550
Dubuque Bank&Trust/Heartland Financial Services 538
Financial USA,Inc
Prudential Retirement Financial Services and Administration 500
IBM Corp. Technology Services 499
Medline Industries,Inc. Health Care Products 495
Holy Family Catholic Schools Education,Pre-K to 12 475
Dubuque County Public Service 472
Diamond Jo Casino Amusement/Entertainment/Attractions 450
Western Dubuque School District Education 450
Northeast Iowa Community College Education 431
Honkamp Krueger&Company Financial Services&Accounting 420
Flexsteel Industries Manufacturer,Upholstered Furniture 415
Hormel Foods/Progressive Processing Manufacturer Food&Beverage 403
McKesson Health Care Products&Services 400
Loras College Education 400
Mi-T-M Corporation Manufacturer,Industrial equipment 400
University of Dubuque Education 383
Mystique Casino Amusement/Entertainment/Attractions 380
Source: Greater Dubuque Development Corporation,the City.Data accessed February 2017 is more recent,and may differ from,figures in Table
19 of the Comprehensive Annual Financial Report for the year ended June 30,2016.
28
BUILDING PERMITS 12
City officials report the following construction activity as of January 31, 2017. Permits for the City are reported on a
fiscal year basis.
Fiscal Year Single Multi-Family Commercial Total Permits Total Valuation
2012-13 126 5 20 2,056 $117,253,752
2013-14 100 0 14 1,661 113,205,470
2014-15 77 0 12 1,456 113,132,353
2015-16 104 0 21 1,561 90,214,555
2016-17 36 2 8 841 86,167,272
US CENSUS DATA ,
1980 US Census 62,374
1990 US Census 57,546
2000 US Census 57,6
010 US Census
Source:U.S. Census Bureau website.
UNEMPLOYMENT RATES
Calendar
Year City of Dubuque State
Average Dubuque!-'' Coun1Z of Iowa1-'
2011 5.3% 5.4% 5.8%
2012 4.6% 4.7% 5.2%
2013 4.5% 4.5% 4.6%
2014 4.1% 4.2% 4.4%
2015 3.4% 3.6% 3.7%
Source: Iowa Workforce Development Center. Figures represent calendar year averages, and will differ from fiscal year-end data reported in
Table 18 of the Comprehensive Annual Financial Report for the year ended June 30,2016.
12 Totals include new construction totals only for single family, multi-family, commercial/industrial, roofing, siding,
decks, and other miscellaneous residential and commercial permits.
"Not seasonally adjusted.
4 Seasonally adjusted.
29
EDUCATION
Public education to the City is provided by the Dubuque Community School District, with certified enrollment for the
2016-2017 school year of 10,556. The Dubuque School District has two high schools, an alternative high school,three
middle schools and thirteen elementary schools. The Archdiocese of Dubuque operates four Catholic elementary
facilities, one middle school and one high school within the City. Higher education opportunities within the County
include Loras College, Clarke University, University of Dubuque, and Northeast Iowa Community College, with local
facilities in downtown Dubuque and Peosta(15 minutes west of Dubuque on Highway 20).
FINANCIAL STATEMENTS
The City's INDEPENDENT AUDITOR'S REPORTS for the fiscal year ended June 30, 2016 is reproduced in
APPENDIX B. The City's certified public accountant has not consented to distribution of the audited financial
statements and has not undertaken added review of their presentation. Further information regarding financial
performance and copies of the City's prior Independent Auditor's Reports may be obtained from the City's Municipal
Advisor,Independent Public Advisors, LLC.
30
APPENDIX A: FORM OF LEGAL OPINIONS
Ahlers&Cooney, P.C.
Attorneys at Law
A H L E R S C O O N E Y
100 Court Avenue, Suite 600
ATTORNEYS Des Moines, Iowa 50309-2222
31
Phone: 515-243-7611
Fax: 515-243-2149
www.ahlerslaw.com
[draft]
We hereby certify that we have examined a certified transcript of the proceedings of the
City Council and acts of administrative officers of the City of Dubuque, State of Iowa(the
"Issuer"), relating to the issuance of General Obligation Bonds, Series 2017A, by said City, dated
April 17, 2017, in the denomination of$5,000 or multiples thereof, in the aggregate amount of
$ (the 'Bonds").
We have examined the law and such certified proceedings and other papers as we deem
necessary to render this opinion as bond counsel.
As to questions of fact material to our opinion, we have relied upon representations of the
Issuer contained in the resolution authorizing issuance of the Bonds (the "Resolution") and in the
certified proceedings and other certifications of public officials furnished to us, without
undertaking to verify the same by independent investigation.
Based on our examination and in reliance upon the certified proceedings and other
certifications described above, we are of the opinion, under existing law, as follows:
1. The Issuer is duly created and validly existing as a body corporate and politic and
political subdivision of the State of Iowa with the corporate power to adopt and perform the
Resolution and issue the Bonds.
2. The 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 interest coming due on the Bonds to the extent the necessary funds are
not provided from other sources.
4. Interest on the Bonds is excludable from gross income for federal income tax
purposes and is not an item of tax preference for purposes of the federal alternative minimum tax
imposed on individuals and corporations; however, such interest is taken into account in
determining adjusted current earnings for the purpose of computing the alternative minimum tax
imposed on certain corporations. The opinion set forth in the preceding sentence is subject to the
condition that the Issuer comply with all requirements of the Internal Revenue Code of 1986, as
amended, that must be satisfied subsequent to the issuance of the Bonds in order that the interest
thereon be, and continue to be, excludable from gross income for federal income tax purposes.
W shard&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
City of Dubuque, State of Iowa
$ General Obligation Bonds, Series 2017A
Page 2
The Issuer has covenanted to comply with all such requirements. Failure to comply with certain
of such requirements may cause interest on the Bonds to be included in gross income for federal
income tax purposes retroactively to the date of issuance of the Bonds.
We express no opinion regarding the accuracy, adequacy, or completeness of the Official
Statement or other offering material relating to the Bonds. Further, we express no opinion
regarding tax consequences arising with respect to the Bonds other than as expressly set forth
herein.
The rights of the owners of the Bonds and the enforceability of the Bonds are limited by
bankruptcy, insolvency, reorganization, moratorium, and other similar laws affecting creditors'
rights generally, and by equitable principles, whether considered at law or in equity.
This opinion is given as of the date hereof, and we assume no obligation to revise or
supplement this opinion to reflect any facts or circumstances that may hereafter come to our
attention, or any changes in law that may hereafter occur.
Respectfully submitted,
01331359-1\10422-177
Ahlers&Cooney, P.C.
Attorneys at Law
A H L E R S C O O N E Y
100 Court Avenue, Suite 600
ATTORNEYS Des Moines, Iowa 50309-2222
31
Phone: 515-243-7611
Fax: 515-243-2149
www.ahlerslaw.com
[draft]
We hereby certify that we have examined a certified transcript of the proceedings of the
City Council and acts of administrative officers of the City of Dubuque, State of Iowa(the
"Issuer"), relating to the issuance of General Obligation Urban Renewal Refunding Bonds, Series
201713, by said City, dated April 17, 2017, in the denomination of$5,000 or multiples thereof, in
the aggregate amount of$ (the 'Bonds").
We have examined the law and such certified proceedings and other papers as we deem
necessary to render this opinion as bond counsel.
As to questions of fact material to our opinion, we have relied upon representations of the
Issuer contained in the resolution authorizing issuance of the Bonds (the "Resolution") and in the
certified proceedings and other certifications of public officials furnished to us, without
undertaking to verify the same by independent investigation.
Based on our examination and in reliance upon the certified proceedings and other
certifications described above, we are of the opinion, under existing law, as follows:
1. The Issuer is duly created and validly existing as a body corporate and politic and
political subdivision of the State of Iowa with the corporate power to adopt and perform the
Resolution and issue the Bonds.
2. The 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 interest coming due on the Bonds to the extent the necessary funds are
not provided from other sources.
4. Interest on the Bonds is excludable from gross income for federal income tax
purposes and is not an item of tax preference for purposes of the federal alternative minimum tax
imposed on individuals and corporations; however, such interest is taken into account in
determining adjusted current earnings for the purpose of computing the alternative minimum tax
imposed on certain corporations. The opinion set forth in the preceding sentence is subject to the
condition that the Issuer comply with all requirements of the Internal Revenue Code of 1986, as
amended, that must be satisfied subsequent to the issuance of the Bonds in order that the interest
thereon be, and continue to be, excludable from gross income for federal income tax purposes.
The Issuer has covenanted to comply with all such requirements. Failure to comply with certain
W shard&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
City of Dubuque, State of Iowa
$ General Obligation Urban Renewal
Refunding Bonds, Series 2017B
Page 2
of such requirements may cause interest on the Bonds to be included in gross income for federal
income tax purposes retroactively to the date of issuance of the Bonds.
5. The 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, 2011, 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 alternative 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 Institutions) of Chapter 422 of the Iowa
Code. We express no opinion regarding other State tax consequences arising with respect to the
Bonds.
We express no opinion regarding the accuracy, adequacy, or completeness of the Official
Statement or other offering material relating to the Bonds. Further, we express no opinion
regarding tax consequences arising with respect to the Bonds other than as expressly set forth
herein.
The rights of the owners of the Bonds and the enforceability of the Bonds are limited by
bankruptcy, insolvency, reorganization, moratorium, and other similar laws affecting creditors'
rights generally, and by equitable principles, whether considered at law or in equity.
This opinion is given as of the date hereof, and we assume no obligation to revise or
supplement this opinion to reflect any facts or circumstances that may hereafter come to our
attention, or any changes in law that may hereafter occur.
Respectfully submitted,
01331367-1\10422-178
Ahlers&Cooney, P.C.
Attorneys at Law
A H L E R S C O O N E Y
100 Court Avenue, Suite 600
ATTORNEYS Des Moines, Iowa 50309-2222
31
Phone: 515-243-7611
Fax: 515-243-2149
www.ahlerslaw.com
[draft]
We hereby certify that we have examined a certified transcript of the proceedings of the
City Council and acts of administrative officers of the City of Dubuque, State of Iowa(the
"Issuer"), relating to the issuance of Taxable General Obligation Urban Renewal Refunding
Bonds, Series 2017C, by said City, dated April 17, 2017, in the denomination of$5,000 or
multiples thereof, in the aggregate amount of$ (the 'Bonds").
We have examined the law and such certified proceedings and other papers as we deem
necessary to render this opinion as bond counsel.
As to questions of fact material to our opinion, we have relied upon representations of the
Issuer contained in the resolution authorizing issuance of the Bonds (the "Resolution") and in the
certified proceedings and other certifications of public officials furnished to us, without
undertaking to verify the same by independent investigation.
Based on our examination and in reliance upon the certified proceedings and other
certifications described above, we are of the opinion, under existing law, as follows:
1. The Issuer is duly created and validly existing as a body corporate and politic and
political subdivision of the State of Iowa with the corporate power to adopt and perform the
Resolution and issue the Bonds.
2. The 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 interest coming due on the Bonds to the extent the necessary funds are
not provided from other sources.
4. The interest on the Bonds is not excluded from gross income for federal income
tax purposes under Section 103(a) of the Internal 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 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
W shard&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
City of Dubuque, State of Iowa
$ Taxable General Obligation Urban Renewal
Refunding Bonds, Series 2017C
Page 2
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 alternative
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 Institutions) of Chapter 422 of the Iowa Code. We express no
opinion regarding other State tax consequences arising with respect to the Bonds.
We express no opinion regarding the accuracy, adequacy, or completeness of the Official
Statement or other offering material relating to the Bonds. Further, we express no opinion
regarding tax consequences arising with respect to the Bonds other than as expressly set forth
herein.
The rights of the owners of the Bonds and the enforceability of the Bonds are limited by
bankruptcy, insolvency, reorganization, moratorium, and other similar laws affecting creditors'
rights generally, and by equitable principles, whether considered at law or in equity.
This opinion is given as of the date hereof, and we assume no obligation to revise or
supplement this opinion to reflect any facts or circumstances that may hereafter come to our
attention, or any changes in law that may hereafter occur.
Respectfully submitted,
01331382-1\10422-179
APPENDIX B: JUNE 30, 2016 COMPREHENSIVE ANNUAL FINANCIAL REPORT
APPENDIX C: FORM OF COMBINED CONTINUING DISCLOSURE
CERTIFICATE
33
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
$ General Obligation Bonds, Series 2017A, $ General Obligation
Urban Renewal Refunding Bonds, Series 2017B and $ Taxable General Obligation
Urban Renewal Refunding Bonds, Series 2017C(the "Bonds") dated April 17, 2017. The Bonds
are being issued pursuant to Resolutions of the Issuer approved on April 3, 2017, (the
"Resolutions"). 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 Resolutions, which
apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this
Section, the following capitalized terms shall have the following meanings:
"Annual Financial Information" shall mean financial information or operating data of the
type included in the final Official Statement, provided at least annually by the Issuer pursuant to,
and as described in, Sections 3 and 4 of this Disclosure Certificate.
"Beneficial Owner" shall mean any person which (a)has the power, directly or indirectly,
to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons
holding Bonds through nominees, depositories or other intermediaries), or (b) is treated as the
owner of any Bonds for federal income tax purposes.
"Business Day" shall mean a day other than a Saturday or a Sunday or a day on which
banks in Iowa are authorized or required by law to close.
"Dissemination Agent" shall mean the Issuer or any Dissemination Agent designated in
writing by the Issuer and which has filed with the Issuer a written acceptance of such
designation.
"Holders" shall mean the registered holders of the Bonds, as recorded in the registration
books of the Registrar.
"Listed Events" shall mean any of the events listed in Section 5(a) of this Disclosure
Certificate.
"Municipal Securities Rulemaking Board" or "MSRB" shall mean the Municipal
Securities Rulemaking Board, 1300 I Street NW, Suite 1000, Washington, DC 20005.
"National Repository" shall mean the MSRB's Electronic Municipal Market Access
website, a/k/a "EMMA" (emma.msrb.org).
"Official Statement" shall mean the Issuer's Official Statement for the Bonds, dated
12017.
"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 Financial Information.
a) The Issuer shall, or shall cause the Dissemination Agent to, not later than two
hundred ten (2 10) days after the end of the Issuer's fiscal year(presently June 30th),
commencing with information for the 2016/2017 fiscal year, provide to the National
Repository an Annual Financial Information filing consistent with the requirements of
Section 4 of this Disclosure Certificate. The Annual Financial Information filing must be
submitted in such format as is required by the MSRB (currently in "searchable PDF"
format). The Annual Financial Information filing may be submitted as a single document
or as separate documents comprising a package. The Annual Financial Information filing
may cross-reference other information as provided in Section 4 of this Disclosure
Certificate; provided that the audited financial statements of the Issuer may be submitted
separately from the balance of the Annual Financial Information filing and later than the
date required above for the filing of the Annual Financial Information if they are not
available by that date. If the Issuer's fiscal year changes, it shall give notice of such
change in the same manner as for a Listed Event under Section 5(c).
b) If the Issuer is unable to provide to the National Repository the Annual
Financial Information by the date required in subsection (a), the Issuer shall send a notice
to the Municipal Securities Rulemaking Board, if any, in substantially the form attached
as Exhibit A.
c) The Dissemination Agent shall:
i. each year file Annual Financial Information with the National
Repository; and
ii. (if the Dissemination Agent is other than the Issuer),file a report with
the Issuer certifying that the Annual Financial Information has been filed pursuant
to this Disclosure Certificate, stating the date it was filed.
Section 4. Content of Annual Financial Information. The Issuer's Annual Financial
Information filing shall contain or incorporate by reference the following:
2
a) The last available audited financial statements of the Issuer for the prior fiscal
year, prepared in accordance with generally accepted accounting principles promulgated
by the Financial Accounting Standards Board as modified in accordance with the
governmental accounting standards promulgated by the Governmental Accounting
Standards Board or as otherwise provided under State law, as in effect from time to time,
or, if and to the extent such financial statements have not been prepared in accordance
with generally accepted accounting principles, noting the discrepancies therefrom and the
effect thereof. If the Issuer's audited financial statements for the preceding years are not
available by the time Annual Financial Information is required to be filed pursuant to
Section 3(a), the Annual Financial Information filing shall contain unaudited financial
statements of the type included in the final Official Statement, and the audited financial
statements shall be filed in the same manner as the Annual Financial Information when
they become available.
b) A table, schedule or other information prepared as of the end of the preceding
fiscal year, of the type contained in the final Official Statement under the captions "Iowa
Property Valuations", "1/1/2016 Valuations", "2016 Gross Taxable Valuation by Class of
Property", "Trend of Valuations", "Larger Taxpayers", "Debt Limit", "Direct Debt",
"Other Debt", "Indirect Debt", "Tax Rates", and "Levies and Collections".
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, the Issuer shall give, or cause to be
given, notice of the occurrence of any of the following events with respect to the Bonds
in a timely manner not later than 10 Business Days after the day of the occurrence of the
event:
i. Principal and interest payment delinquencies;
ii. Non-payment related defaults, if material;
iii. Unscheduled draws on debt service reserves reflecting financial
difficulties;
iv. Unscheduled draws on credit enhancements relating to the Bonds
reflecting financial difficulties;
v. Substitution of credit or liquidity providers, or their failure to perform;
vi. Adverse tax opinions,the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed Issue (IRS
Form 5701-TEB) or other material notices or determinations with respect to the
3
tax-exempt status of the Series Bonds, or material events affecting the tax-exempt
status of the Bonds;
vii. Modifications to rights of Holders of the Bonds, if material;
viii. Bond calls (excluding sinking fund mandatory redemptions), if
material, and tender offers;
ix. Defeasances of the Bonds;
x. Release, substitution, or sale of property securing repayment of the
Bonds, if material;
xi. Rating changes on the Bonds;
xii. Bankruptcy, insolvency, receivership or similar event of the Issuer;
xiii. The consummation of a merger, consolidation, or acquisition
involving the Issuer or the sale of all or substantially all of the assets of the Issuer,
other than in the ordinary course of business,the entry into a definitive agreement
to undertake such an action or the termination of a definitive agreement relating to
any such actions, other than pursuant to its terms, if material; and
xiv. Appointment of a successor or additional trustee or the change of
name of a trustee, if material.
b) Whenever the Issuer obtains the knowledge of the occurrence of a Listed
Event,the Issuer shall determine if the occurrence is subject to notice only if material,
and if so shall as soon as possible determine if such event would be material under
applicable federal securities laws.
c) If the Issuer determines that knowledge of the occurrence of a Listed Event is
not subject to materiality, or determines such occurrence is subject to materiality and
would be material under applicable federal securities laws,the Issuer shall promptly, but
not later than 10 Business Days after the occurrence of the event,file a notice of such
occurrence with the Municipal Securities Rulemaking Board through the filing with the
National Repository.
Section 6. Termination of Reporting Obligation. The Issuer's obligations under this
Disclosure Certificate with respect to each Series of Bonds shall terminate upon the legal
defeasance, prior redemption or payment in full of all of the Bonds of that Series or upon the
Issuer's receipt of an opinion of nationally recognized bond counsel to the effect that, because of
legislative action or final judicial action or administrative actions or proceedings, the failure of
the Issuer to comply with the terms hereof will not cause Participating Underwriters to be in
violation of the Rule or other applicable requirements of the Securities Exchange Act of 1934, as
amended.
4
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 Resolutions for amendments to the Resolutions with
the consent of Holders, or (ii) does not, in the opinion of nationally recognized bond
counsel, materially impair the interests of the Holders or Beneficial Owners of the Bonds.
In the event of any amendment or waiver of a provision of this Disclosure Certificate,the Issuer
shall describe such amendment in the next Annual Financial Information filing, and shall
include, as applicable, a narrative explanation of the reason for the amendment or waiver and its
impact on the type (or in the case of a change of accounting principles, on the presentation) of
financial information or operating data being presented by the Issuer
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 Financial Information filing or notice of
occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate.
If the Issuer chooses to include any information in any Annual Financial Information filing or
notice of occurrence of a Listed Event in addition to that which is specifically required by this
Disclosure Certificate,the Issuer shall have no obligation under this Certificate to update such
information or include it in any future Annual Financial Information filing or notice of
occurrence of a Listed Event.
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
5
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
Resolutions, 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.
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.
Date: day of 12017.
CITY OF DUBUQUE, STATE OF IOWA
By:
Mayor
ATTEST:
By:
City Clerk
6
EXHIBIT A
NOTICE TO NATIONAL REPOSITORY OF FAILURE TO FILE ANNUAL FINANCIAL
INFORMATION
Name of Issuer: City of Dubuque, Iowa
Name of Bond Issue: $ General Obligation Bonds, Series 2017A
$ General Obligation Urban Renewal Refunding
Bonds, Series 2017B
$ Taxable General Obligation Urban Renewal
Refunding Bonds, Series 2017C
Dated Date of Issue: April 17, 2017
NOTICE IS HEREBY GIVEN that the Issuer has not provided Annual Financial
Information with respect to the above-named Bonds as required by Section 3 of the Continuing
Disclosure Certificate delivered by the Issuer in connection with the Bonds. The Issuer
anticipates that the Annual Financial Information will be filed by
Dated: day of 120
CITY OF DUBUQUE, STATE OF IOWA
By:
Its:
01331325-1\10422-177/178179
APPENDIX D: NOTICE OF BOND SALE
(To be published on or before March 14, 2017)
NOTICE OF BOND SALE
Time and Place of Sealed Bids: Bids for the sale of Bonds of the City of Dubuque, State
of Iowa, hereafter described, must be received at the office of the Finance Director, City Hall, 50
W. 13a' Street, Dubuque, Iowa 52001; Telephone: 563-589-4100 (the "Issuer")before 11:00
A.M., on the 20th day of March, 2017. The bids will then be publicly opened and referred for
action to the meeting of the City Council in conformity with the TERMS OF OFFERING.
The Bonds: The Bonds to be offered are the following:
GENERAL OBLIGATION BONDS, SERIES 2017A, in the
amount of$8,830,000*, to be dated April 17, 2017;
GENERAL OBLIGATION URBAN RENEWAL REFUNDING
BONDS, SERIES 201713, in the amount of$10,120,000*,to be
dated April 17, 2017;
and
TAXABLE GENERAL OBLIGATION URBAN RENEWAL
REFUNDING BONDS, SERIES 2017C, in the amount of
$2,155,000*,to be dated April 17, 2017
(the "Bonds")
*Subject to principal adjustment pursuant to official Terms of Offering.
Manner of Bidding: Open bids will not be received. Bids will be received in any of the
following methods:
• Sealed Bidding: Sealed bids may be submitted and will be received at the office
of the Finance Director at City Hall, 50 W. 13a' Street, Dubuque, Iowa 52001.
• Electronic Internet Bidding: Electronic internet bids will be received at the office
of the Finance Director at City Hall, 50 W. 13a' Street, Dubuque, Iowa 52001.
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 at City Hall, 50 W. 13a' Street, Dubuque, Iowa
52001 (facsimile number: 563-589-4149) and/or the City's Municipal Advisor,
Independent Public Advisors, LLC, 8805 Chambery Blvd., Suite 300 #114,
Johnston, Iowa 50131 (facsimile number: 515-259-8193). Electronic facsimile
bids will be treated as sealed bids.
Consideration of Bids: After the time for receipt of bids has passed,the close of sealed
bids will be announced. Sealed bids will then be publicly opened and announced. Finally,
electronic internet bids will be accessed and announced.
Sale and Award: The sale and award of the Bonds will be held at the Historic Federal
Building, 350 West 6th Street, Dubuque, Iowa 50021 at a meeting of the City Council on the
above date at 6:00 P.M.
Official Statement: The Issuer has issued an Official Statement of information pertaining
to the Bonds to be offered, including a statement of the Terms of Offering and an Official Bid
Form, which is incorporated by reference as a part of this notice. The Official Statement may be
obtained by request addressed to the City Clerk, City Hall, 50 W. 13a' Street, Dubuque, Iowa
52001; Telephone: 563-589-4100 or the Issuer's Municipal Advisor, Independent Public
Advisors, LLC, 8805 Chambery Blvd, Suite 300 #114, Johnston, Iowa, 50131; Telephone: 515-
259-8193.
Terms of Offering: All bids shall be in conformity with and the sale shall be in
accordance with the Terms of Offering as set forth in the Official Statement.
Legal Opinion: The Bonds will be sold subject to the opinion of Ahlers & Cooney, P.C.,
Attorneys of Des Moines, Iowa, as to the legality and their opinion will be furnished together
with the printed Bonds without cost to the purchaser and all bids will be so conditioned. Except
to the extent necessary to issue their opinion as to the legality of the Bonds,the attorneys will not
examine or review or express any opinion with respect to the accuracy or completeness of
documents, materials or statements made or furnished in connection with the sale, issuance or
marketing of the Bonds.
Rights Reserved: The right is reserved to reject any or all bids, and to waive any
irregularities as deemed to be in the best interests of the public.
By order of the City Council of the City of Dubuque, State of Iowa.
City Clerk, City of Dubuque, State of Iowa
01325883-1\10422-177