Proceedings to Complete Action on Stormwater Utility Capital Loan Note 2015B_Catfish Creek Sponsorship Copyrighted
August 21, 2017
City of Dubuque Consent Items # 7.
ITEM TITLE: Proceedings to Complete Action on Stormwater Utility
Revenue Capital Loan Note, Series 2015B Catfish Creek
Sponsorship
SUMMARY: City Manager recommending approval of the Proceedings
to Complete Action on issuance of Stormwater Utility
Revenue Capital Loan Notes, Series 2015B related to the
Catfish Creek Sponsorship.
RESOLUTION Amending the original Resolution, approved
on June 15, 2015, said Resolution Approving and
Authorizing a Loan and Disbursement Agreement with the
Iowa Finance Authority and Authorizing and Providing for
the Issuance of Stormwater Utility Revenue Capital Loan
Notes, Series 2015B, in order to provide for the funding of
a sponsored project under the terms of a new Series
2015B Note to be issued in the principal amount of
$30,941,000, which includes approval of a Supplemental
Tax Exemption Certificate
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt
Resolution(s)
ATTACHMENTS:
Description Type
Proceedings to Complete Action on $1.4M Stormwater City Manager Memo
Utility Capital Loan Note-MVM Memo
Memo to Complete Action on $1.4M Catifsh Creek Staff Memo
Sponsorship 2015B
Resolution for$1.4M Catfish Creek Sponsorship 2015B Resolutions
Loan Disbursement Agreement for$1.4M Catfish Creek Supporting Documentation
Sponsorship 2015B
Letter of Instruction from Ahlers $1.4M Supporting Documentation
THE COF Dubuque
DtUB
E All-America
City
Masterpiece on the Mississippi 1 1 1 1"
2009•2012•2013•2019
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Proceedings to Complete Action on Issuance of $1,400,000 Stormwater
Utility Revenue Capital Loan Notes, Series 2015B, Catfish Creek
Sponsorship
DATE: August 14, 2017
Finance Director Jean Nachtman is recommending City Council approval of the
suggested proceedings to complete action required on the $1,400,000 Stormwater
Revenue Capital Loan Note. The issuance of this note will be used to fund
improvements within the Catfish Creek Watershed as a "sponsored project" under the
Authority's sponsorship program.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Mic ael C. Van Milligen
MCVM:jh
Attachment
cc: Crenna Brumwell, City Attorney
Teri Goodmann, Assistant City Manager
Jean Nachtman, Finance Director
Jennifer Larson, Budget Director
THE CITY OF Dubuque
UBgkE 111-America III
I.
Masterpiece on the Mississippi 2007-2012-2013
TO: Michael C. Van Milligen, City Manger
FROM: Jean Nachtman, Finance Director
SUBJECT: Proceedings to Complete Action on Issuance of $1,400,000 Stormwater
Utility Revenue Capital Loan Notes, Series 20158, Catfish Creek Sponsorship.
DATE: August 14, 2017
INTRODUCTION:
The purpose of this memorandum is to summarize suggested proceedings to complete
action required on the $1,400,000 Stormwater Revenue Capital Loan Note GNS10-5. The
issuance of which will be used to fund improvements within the Catfish Creek Watershed
as a "sponsored project" under the Authority's sponsorship program. A letter from attorney
Kristin Cooper detailing information on the loan is enclosed.
DISCUSSION
In August of 2014, the City of Dubuque applied for $2.4 million in funding for
improvements in the Catfish Creek Watershed through the State of Iowa Water Resource
Restoration Sponsored Project program as part of the City's State Revolving Fund (SRF)
loan for the Upper Bee Branch Creek Restoration Project. In December 2014, the
Environmental Protection Commission established $1 .4 million in funding for
improvements within the Catfish Creek Watershed.
The Catfish Creek Watershed Authority intends to use the available SRF sponsorship
dollars to begin strategically implementing improvements in the watershed as outlined in
the Catfish Creek Watershed Management Plan. Building on the public/private
relationships forges as a part of the formation of the Catfish Creek Watershed Authority
and the development of the watershed plan, the Catfish Creek Watershed Authority has
started to develop cost-share programs for both urban and rural property owners. The
urban best management practices that would be eligible for cost-share would include bio-
retention, rain gardens, vegetated swales, soil quality restoration, and wetland
enhancements/establishments. Rural practices would also include agricultural practices
that would address flooding and the discharge of sediment and nutrients. The cost-share
rate would be 75 percent of the estimated cost of each project, meaning the Catfish Creek
Authority Board would pay for 75 percent of the estimated cost of the project and the
landowner would be responsible for 25 percent.
The Catfish Creek Watershed Authority has partnered with Dubuque Soil and Water
Conservation District and the Natural Resource Conservation Service to assist with the
technical aspects of these best management practices. All landowners in the Catfish
Creek watershed are eligible to apply for one or more of the listed best management
practices.
The Catfish Creek Watershed is a 57 square-mile watershed that includes industrial
centers, residential neighborhoods, rolling cropland, steep bluffs and rock outcrops, and
dense forests. The watershed encompasses about half of the city of Dubuque as well as
parts of Asbury, Peosta, and Centralia. Much of the watershed remains rural. The five
forks of Catfish Creek support a diverse set of plants and animals and are a draw for
hunters, fishers, and those seeks to enjoy some of Dubuque County's most scenic area,
but they remain threatened by large amounts of soil and nutrients entering the water from
both urban and agricultural run-off.
The new Stormwater Utility Revenue Capital Loan Note, Series 20158, in the principal
amount of $30,941 ,00, will be exchanged for the original Series 2015B note of
$29,541 ,000, and will bear an interest rate of 1 .18%.
The funds are part of SRF's Water Resource Restoration effort, in which watershed
protection projects are supported through interest rate reductions on SRF loans. The
funding for the $1 .4 million in improvements will come from interest payments on the City's
Lower Bee Branch loan which will be returned to the City to fund the
Catfish Creek Watershed project.
ACTION TO BE TAKEN
This is the final City Council action required on the Stormwater Utility Revenue Capital
Loan Notes. A letter from attorney Kristin Cooper detailing information on the loan is
attached.
Attachments
cc: Crenna Brumwell, City Attorney
Teri Goodmann, Assistant City Manger
Jenny Larson, Budget Director
Gus Pshoyos, City Engineer
Deron Muerhring, Civil Engineeer II
Ahlers & Cooney, P.C.
A H L E R S C O O N E Y Attorneys at Law
100 Court Avenue, Suite 600
T T U P, 1"I E_ Yom; Des Moines, Iowa 50309-2231
Phone: 515-243-7611
Fax: 515-243-2149
www.ahlerslaw.com
Kristin Billingsley Cooper
515.246.0330
kcoopert@ahlerslaw.com
August 11, 2017
VIA E-MAIL & OVERNIGHT UPS
Jenny Larson
Budget Director
City of Dubuque
50 West 13th Street
Dubuque, Iowa 52001
RE: Dubuque, Iowa- $30,941,000 Stormwater Utility Revenue Capital Loan Note,
Series 2015B (State of Iowa Revolving Loan Fund — Sponsored Project
Amendment)
Dear Jenny:
Enclosed please find suggested Council proceedings which approve loan documents
concerning the increase in the principal amount of the Stormwater Utility Revenue Capital Loan
Note, Series 2015B, in order to provide funding for the Sponsored Project. The Council actions
consist of the following:
1. Resolution amending the original Resolution No. 214-15, approved on June 15,
2015, approving new loan documents, and authorizing the exchange of the original Series 2015B
Note for a New Note.
2. Sponsored Project Loan and Disbursement Agreement Amendment, providing for
the exchange of the original Series 2015B Note for the New Note in the amount of$30,941,000,
bearing interest at a new rate of 1.18%.
3. New Stormwater Utility Revenue Capital Loan Note, Series 2015B, in the
principal amount of$30,941,000, which will be exchanged for the original Series 2015B Note.
A physical Note is included for execution and authentication.
4. Supplemental Tax Certificate, to be dated as of the date of closing. This serves to
update the Certificate executed at the time of issuance of the original Series 2015B Note, and
now includes references to the Sponsored Project.
5. Form 8038-G, to be filed with the Internal Revenue Service.
wISIIARIi & BAILY - 1888: Gut-RN3EY & 13m), 1893: BAILY & SHIT — 1901: SRRP, PERRY. HANNISICR & STARZIN6ER — 1914: BANNisif-R. CAWIENTLIa
AIiImS & COCINI-.Y - 1950: AIILERS, COONF.Y, DORWEIIER. ALIBEF. IIAYNIE & SMIIH - 1974; AmmS. COON(:Y. DORWEILER. HAYNIE. SMNII & AI.Lf3E.L, P.C. - 1990
ITEMS TO INCLUDE ON AGENDA
CITY OF DUBUQUE, IOWA
$30,941,000 Stormwater Utility Revenue Capital Loan Notes, Series 2015B (Catfish Creek -
Sponsored Project)
• Resolution Amending the Original Resolution, approved on June 15, 2015, said
Resolution Approving and Authorizing a Loan and Disbursement Agreement with the
Iowa Finance Authority and Authorizing and Providing for the Issuance of Stormwater
Utility Revenue Capital Loan Notes, Series 2015B, in Order to Provide for the Funding
of a Sponsored Project Under the Terms of a New Series 2015B Note to be Issued in the
Principal Amount of $30,941,000, which includes approval of a Supplemental Tax
Exemption Certificate.
NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE
CHAPTER 21 AND THE LOCAL RULES OF THE CITY.
August 21, 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:
Council Member Lynch introduced the following Resolution entitled "RESOLUTION
AMENDING THE ORIGINAL RESOLUTION, APPROVED ON JUNE 15, 2015, SAID
RESOLUTION APPROVING AND AUTHORIZING A LOAN AND DISBURSEMENT
AGREEMENT WITH THE IOWA FINANCE AUTHORITY AND AUTHORIZING AND
PROVIDING FOR THE ISSUANCE OF STORMWATER UTILITY REVENUE CAPITAL
LOAN NOTES, SERIES 2015B, IN ORDER TO PROVIDE FOR THE FUNDING OF A
SPONSORED PROJECT UNDER THE TERMS OF A NEW SERIES 2015B NOTE TO BE
ISSUED IN THE PRINCIPAL AMOUNT OF $30,941,000, WHICH INCLUDES APPROVAL
OF A SUPPLEMENTAL TAX EXEMPTION CERTIFICATE", and moved that the same be
adopted. Council Member Rios seconded the motion to adopt. The roll was called and the vote
was,
AYES: Lynch. Connors, Buol, Del Toro, Jones, Rios, Resnick
NAYS:
Whereupon, the Mayor declared the following Resolution duly adopted:
RESOLUTION NO. 288-17
RESOLUTION AMENDING THE ORIGINAL RESOLUTION,
APPROVED ON JUNE 15, 2015, SAID RESOLUTION APPROVING
AND AUTHORIZING A LOAN AND DISBURSEMENT
AGREEMENT WITH THE IOWA FINANCE AUTHORITY AND
AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF
STORMWATER UTILITY REVENUE CAPITAL LOAN NOTES.,
SERIES 2015B, IN ORDER TO PROVIDE FOR THE FUNDING OF A
SPONSORED PROJECT UNDER THE TERMS OF A NEW SERIES
2015B NOTE TO BE ISSUED IN THE PRINCIPAL AMOUNT OF
$30,941,000, WHICH INCLUDES APPROVAL OF A
SUPPLEMENTAL TAX EXEMPTION CERTIFICATE
WHEREAS, the Issuer previously issued its Stormwater Utility Revenue Capital Loan
Note, Series 2015B, dated June 19, 2015, in the amount of $29,541,000 ("Original Note"),
pursuant to a Loan and Disbursement Agreement between Issuer and the Iowa Finance
Authority, dated of like date (the "Agreement"), for the purpose of defraying the costs of the
Project (as defined in the resolution authorizing issuance of the same (hereinafter the
"Resolution")); and
WHEREAS, upon completion of the Project contemplated by the Original Note, the final
loan is anticipated to be 29,541,000 (with $28,392,547.14 already drawn, an estimated $574,000
anticipated to be drawn prior to closing); and
WHEREAS, the Issuer has been approved by the Iowa Finance Authority and the
Department of Natural Resources for a "sponsored project" amendment to the Original Note for a
water restoration project described below ("Sponsored Project") to be funded under the terms of
a new Series 2015B Note in the principal amount of $30,941,000 and bearing interest at the rate
of 1.18% ("New Note"); and
WHEREAS, the Iowa Finance Authority has requested that the Original Note be
exchanged for the New Note, reflecting the additional amount allocated for the Project; and
WHEREAS, pursuant to notice published as required by law, this Council has previously
held a public meeting and hearing upon the proposal to institute proceedings for the authorization
of a Loan and Disbursement Agreement by and between the Issuer and the Iowa Finance
Authority, and the issuance to the Iowa Finance Authority of not to exceed $34,000,000
Stormwater Utility Revenue Capital Loan Notes to evidence the obligations of the Issuer under
said Loan and Disbursement Agreement, for the purpose of providing funds to pay costs of land
acquisition, engineering and construction of Phase 7 of the Bee Branch Watershed Flood
Mitigation Project, also known as the Upper Bee Branch Creek restoration, the refunding and
refinancing of the outstanding General Obligation Capital Loan Notes Anticipation Project Note,
Series 2006, dated December 28, 2006, issued in respect of such costs, and the Catfish Creek
Watershed Improvements, and considered the extent of objections received from residents or
property owners as to said proposal; and
WHEREAS, a Sponsored Project Loan and Disbursement Agreement Amendment
(hereinafter the "Amendment") has been prepared to reflect said interest rate reduction and
additional loan amount, a copy of which is attached hereto as Exhibit A; and
WHEREAS, pursuant to IRS regulations adoption of the Amendment constitutes a
reissuance of the Note.
NOW, THEREFORE, BE IT RESOLVED BY CITY COUNCIL OF THE CITY OF
DUBUQUE, STATE OF IOWA:
Section 1. That the Resolution is hereby amended to reflect the interest rate reduction
to 1.18% per annum on the new principal amount of $30,941,000 from and after June 1, 2017 for
the remainder of the life of the New Note. Debt service on the New Note is the same as debt
service on the Original Note, accordingly, parity coverage is not affected.
Section 2. That the Amendment in substantially the form attached to this Resolution
and the New Note are hereby authorized to be executed and issued on behalf of the Issuer by the
Mayor and attested by the City Clerk. The New Note shall be exchanged for the Original Note.
Section 3. That the Supplemental Tax Certificate regarding the uses of proceeds and
the System is hereby approved. The Finance Director is authorized to execute the same.
Section 4. Except as amended herein, all of the other terms and conditions of the
Resolution and Agreement are in all respects ratified, confirmed and approved and shall remain
in full effect.
PASSED AND APPROVED this 21st day of August, 2017.
Roy Di Buo ayor
ATTEST:
/1:17
Kevi Firnslahl, City Clerk
CERTIFICATE
STATE OF IOWA
) SS
COUNTY OF DUBUQUE
I, the undersigned City Clerk of the City of Dubuque, State of Iowa, do hereby certify
that attached is a true and complete copy of the portion of the records of the City showing
proceedings of the Council, and the same is a true and complete copy of the action taken by the
Council with respect to the matter at the meeting held on the date indicated in the attachment,
which proceedings remain in full force and effect, and have not been amended or rescinded in
any way; that meeting and all action thereat was duly and publicly held in accordance with a
notice of meeting and tentative agenda, a copy of which was timely served on each member of
the Council and posted on a bulletin board or other prominent place easily accessible to the
public and clearly designated for that purpose at the principal office of the Council pursuant to
the local rules of the Council and the provisions of Chapter 21, Code of Iowa, upon reasonable
advance notice to the public and media at least twenty-four hours prior to the commencement of
the meeting as required by law and with members of the public present in attendance; I further
certify that the individuals named therein were on the date thereof duly and lawfully possessed of
their respective City offices as indicated therein, that no Council vacancy existed except as may
be stated in the proceedings, and that no controversy or litigation is pending, prayed or
threatened involving the incorporation, organization, existence or boundaries of the City or the
right of the individuals named therein as officers to their respective positions.
WITNESS my hand and the seal of the Council hereto a i. ed this 22nd day of August,
2017.
(SEAL)
01386535-1\10422-186
Kevin 1'irnstahl, 6ity Clerk; City of Dubuque,
State of Iowa
ROLL CALL ORDER FOR MEETING OF
August 21, 2017
Lynch, Connors, Buol, Del Toro, Jones, Rios, Resnick
CITY OF DUBUQUE, IOWA
CITY COUNCIL MEETING
Historic Federal Building
350 W. 6th Street
August 21, 2017
Council meetings are video streamed live and archived at www.cityofdubuque.org/media and
on Dubuque's CityChannel on the Mediacom cable system at cable channel 8 and digital 117.2
REGULAR SESSION
6:00 PM
PLEDGE OF ALLEGIANCE
PROCLAMATION(S)
1. Welcome Students Weeks (August 21 - September 5, 2017)
2. Irish Hooley Music Festival Day (August 26, 2017)
3. Boy Scouts of America 100th Anniversary Week (September 17-23, 2017)
CONSENT ITEMS
The consent agenda items are considered to be routine and non -controversial and all consent items
will be normally voted upon in a single motion without any separate discussion on a particular item. If
you would like to discuss one of the Consent Items, please go to the microphone and be recognized
by the Mayor and state the item you would like removed from the Consent Agenda for separate
discussion and consideration.
1. Minutes and Reports Submitted
Cable TV Commission of 8/2; City Council Proceedings of 8/7, 8/14; Civil Service Commission of 8/3;
Five Flags Civic Center Commission of 7/31; Historic Preservation Commission of 7/20; Long Range
Planning Advisory Commission of 7/19; Zoning Advisory Commission of 8/2; Zoning Board of Adjustment
of 7/27; Proof of Publication for City Council Proceedings of 8/1, 8/2, 8/3; Proof of Publication for List of
Claims and Summary of Revenues for Month Ending 6/30.
Suggested Disposition: Receive and File
2. Notice of Claims and Suits
Acuity Insurance on behalf of Richard Hartig for vehicle damage, Marie Backes for vehicle damage,
Catherine Behnke for property damage, Alec Lee Benson for vehicle damage, Michael Elliott for property
damage, Jean Holdener for vehicle damage, Scott Morris for property damage, Nick Nadermann for
property damage, Jessica West for vehicle damage.
Suggested Disposition: Receive and File; Refer to City Attorney
3. Disposition of Claims
Pg. 1
EXHIBIT "A"
SPONSORED PROJECT LOAN & DISBURSEMENT AGREEMENT AMENDMENT
SPONSORED PROJECT LOAN & DISBURSEMENT AGREEMENT AMENDMENT
This Sponsored Project Loan and Disbursement Agreement Amendment is entered into
this 8th day of September, 2017 by and between the City of Dubuque, State of Iowa ("Issuer")
and Iowa Finance Authority ("IFA").
WHEREAS, the Issuer previously issued its Stormwater Utility Revenue Capital Loan
Note, Series 2015B, dated June 19, 2015, in the amount of $29,541,000 ("Original Note"),
pursuant to a Loan and Disbursement Agreement between Issuer and the Iowa Finance
Authority, dated of like date (the "Agreement"), for the purpose of defraying the costs of the
Project (as defined in the resolution authorizing issuance of the same (hereinafter the
"Resolution")); and
WHEREAS, upon completion of the Project contemplated by the Original Note, the final
loan is anticipated to be 29,541,000 (with $28,392,547.14 already drawn and an estimated
$574,000 anticipated to be drawn prior to closing); and
WHEREAS, the Issuer has been approved by the Iowa Finance Authority and the
Department of Natural Resources for a "sponsored project" amendment to the Original Note for a
water restoration project, described in the Amending Resolution ("Sponsored Project"), to be
funded under the terms of a new Series 2015B Note in the principal amount of $30,941,000
("New Note") and bearing interest at the rate of 1.18%; and
WHEREAS, the Iowa Finance Authority has requested that the Original Note be
exchanged for the New Note, reflecting the additional amount allocated for the Project.
NOW, THEREFORE, the parties agree as follows:
1. IFA hereby tenders the Original Note to the Issuer for cancellation, and accepts
delivery of the New Note of the Issuer in the principal amount of $30,941,000 and bearing
interest at the rate of 1.18% (of which the Issuer has previously paid $0 in principal under the
Original Note).
2. IFA hereby consents to the amendment of the Resolution authorizing the issuance
of the Original Note to reflect the increased principal amount of the New Note, the new interest
rate of 1.18%, and the additional purposes to which the proceeds shall be applied, and all other
conforming amendments that may be necessary to reflect the modified terms of payment.
3. The Original Note is hereby cancelled and from and after the date hereof the
parties shall be bound by the terms of the New Note, the principal and interest repayment
schedule being as shown on Exhibit A attached hereto.
4. The original Loan and Disbursement Agreement by and between Issuer and IFA
dated as of June 19, 2015 shall also be amended to reflect a principal amount of $30,941,000,
bearing a rate of interest of 1.18% from June 1, 2017, and incurring an additional Initiation Fee
of $7,000 (aggregate $107,000), All other terms and provisions set forth in the original Loan and
Disbursement Agreement (including provisions applicable to loan forgiveness), except as
amended hereof, shall be ratified and confirmed.
ATTEST:
By:
CITY OF DUBUQUE, STATE OF IOWA
By:
By:
Mayor
IOWA FINANCE AUTHORITY
Executive Director
As of 9/11/2017
EXHIBIT A
Estimated Amortization Schedule
City of Dubuque
Storni Water Revenue Bond
GNS10-5
Loan summary
Loan Closing Date' Jun 19. 20151
Final Disbursement Date Nov 15, 20201
Final Maturity Date Jun 1, 20371
Loan Period in Years' 20 1
Annual Interest Ratel
Total lnterestj $
Servicing Fee Ratel
Total Servicing Fees' $
Total Loan Costsl $
1,18%1.. r ...1.1T
3,904,987.75 1
0.25%l
785,524.23 l
4,790,511.98 1
Estimated Draw Schedule
Initiation Fee - Jun 19, 2015
P & D Payoff - Jun 19. 2015
Draws through - Dec 1, 2015
Draws through - Jun I. 2016
Draws through - Dec 1, 2016
Draws through - Jun 1. 2017
Draw - Jun 16. 2017
Draw - Jun 30, 2017
Estimated Drow - Aug 18, 2017
.P Sep 8,2017
Sep 8. 2017
Estimated Draw - Sep 15, 2017
Estimated Draw - Oct 20, 2017
Oct 20. 2017
Nov 17, 2017
Dec 15, 2017
Jun 15, 2018
Jul 15. 2018
Oct 15, 2018
Nov 15, 2018
Jun 15, 2019
Jul 15, 2019
Oct 15, 2019
Nov 15, 2019
;P s,,rr,,c, d Drove
[7/00.
Cst voter'
SP Eohrnr:+r'.d f:rov.; .
SI' Cst,n-o!ed Door:
- Jun 15, 2020
41' Jul 15, 2020
- Oct 15, 2020
Nov 15, 2020
Total Loaned Amount
100,000.00
617,821.01
11,135,053.74
9,150,873.50
1,948,882.06
4,777,026.03
480,719.97
182,170.83
574,000.00
7,000.00
300,000.00
382,000.00
192,452.86
300,000.00
30,000.00
20,000.00
61,917.00
61,917.00
61,917,00
61,917.00
61,917.00
61,917.00
61,917.00
61,917.00
61,917.00
61,917.00
61,917.00
61,913.00
30,941,000.00
Amount Forgiven - Oct 20, 2017 l 5,908,200.00 1
STAT.
Beginning Servicing Total Loan Total Annual Debt
Payment Date Balance Principal Interest Fee Payment Service Ending Balance
Dec 1, 2015 717,821.01 50,214.31 7,173.47 57,387.78 717,821.01
Jun 1, 2016 11,852,874.75 139,743.07 19,963.30 159,706,37 217,094.15 11,852,874.75
Dec 1, 2016 21,003,748.25 195,644.72 27,949.25 223,593.97 21,003,748.25
Jun 1, 2017 22,952,630 31 220,184.64 31,454.95 251,639.59 475,233,56 22,952,630.31
Dec 1. 2017 24,239,800,00 163,553.05 34,651.07 198,204.12 24,239,800,00
Jun 1.2018 24,289,800.00 611,800.00 143,314.41 30.36322 785,477.63 983,681.75 23,678,000.00
Dec 1, 2018 23,863,751.00 140,406.47 29,747.13 170,153.60 23,863,751.00
Jun 1, 2019 23,925.668.00 1.135.000,00 141,193.91 29,913.96 1,306.107.87 1.476,261.47 22,790,668.00
Dec 1, 2019 22,773,668.00 135,171.21 28,637.97 163,809.18 22,773,668.00
Jun 1, 2020 23,038,336.00 1,148,000.00 135.958.65 28,804.80 1,312.763.45 1,476,572.63 21,890,336.00
Dec 1, 2020 22,076,087.00 130248.91 27,595.11 157,844.02 22,076,087.00
Jun 1, 2021 22,138.000,00 1,160,000,00 130,614.20 27,672.50 1,318,286,70 1,476,130.72 20,978,000.00
Dec 1, 2021 20,978.000.00 123,770.20 26.222.50 149,992.70 20,978,000.00
Jun 1, 2022 20,978,000.00 1,176,000.00 123,770.20 26.222.50 1,325,992.70 1,475,985.40 19,802,000.00
Dec 1, 2022 19,802,000.00 116,831.80 24,752.50 141,584.30 19,802,000.00
Jun 1, 2023 19,802,000.00 1.193,000.00 116,831.80 24,752.50 1,334,584.30 1,476,168.60 18.609,000.00
Dec 1, 2023 18,609,000.00 109,793.10 23,261.25 133,054.35 18,609,000.00
Jun 1, 2024 18,609,000.00 1,210,000.00 109,793.10 23,261.25 1,343,054.35 1,476,108.70 17,399,000.00
Dec 1, 2024 17,399,000.00 102,654.10 21,748.75 124,402.85 17,399,000.00
Jun 1, 2025 17,399,000,00 1,227,000.00 102,654 10 21,748.75 1,351,402.85 1,475,805.70 16,172,000.00
Dec 1, 2025 16,172,000.00 95,414.80 20,215.00 115,629.80 16,172,000.00
Jun 1, 2026 16,172,000.00 1,245,000.00 95,414.80 20,215,00 1,360.629.80 1,476,259.60 14.927.000.00
Dec 1, 2026 14,927,000.00 88,069.30 18,658.75 106,728.05 14,927,000.00
Jun 1, 2027 14,927,000.00 1,263,000.00 88.069.30 18,658.75 1,369,728.05 1,476,456.10 13,864,000.00
Dec 1, 2027 13,664,000.00 80,617.60 17,080.00 97,697.60 13,664,000.00
Jun 1, 2028 13,664.000,00 1,281,000.00 80,617.60 17.080.00 1,378.697.60 1,476,395.20 12,383,000.00
Dec 1, 2028 12.383,000.00 73,059.70 15,478.75 68.538.45 12,383,000.00
Jun 1, 2029 12,383,000,00 1,299,000.00 73.059.70 15,478.75 1,387,538,45 1,476.076.90 11.084,000.00
Dec 1, 2029 11,084,000.00 65,395.60 13,855.00 79,250.60 11,084,000.00
Jun 1, 2030 11,084,000.00 1,318,000.00 65,395.60 13.855.00 1,397,250.60 1,476,501.20 9,766,000.00
Dec 1, 2030 9,766,000.00 57,619.40 12.207.50 69,826.90 9,766,000,00
Jun 1, 2031 9,766,000.00 1,336.000.00 57,619.40 12,207.50 1,405,826.90 1,475,653.80 8,430,000.00
Dec 1, 2031 8,430,000.00 49,737.00 10,537.50 60,274.50 8,430,000.00
Jun 1, 2032 8,430,000.00 1,355,000.00 49,737.00 10,537.50 1,415274 50 1,475,549.00 7,075.000.00
Dec 1, 2032 7,075,000.00 41,742.50 8,843.75 50,586.28 7,075,000.00
Jun 1, 2033 7,075,000.00 1,375,000.00 41,742.50 8,843.75 1,425,586.25 1,476,172.50 5,700,000.00
Dec 1, 2033 5,700,000.00 33,630.00 7,125.00 40,755.00 5.700,000.00
Jun 1, 2034 5.700.000 00 1,395.000.00 33,630.00 7,125.00 1,435,755.00 1,476,510.00 4,305,000.00
Dec 1.2034 4305.000.00 25,399.50 5,381.25 30,780.75 4,305,000.00
Jun 1, 2035 4,305,000.00 1.415.000.00 25,399.50 5,381.25 1,445,780.75 1,476,561.50 2.890,000.00
Dec 1, 2035 2,890,000.00 17,051.00 3,612.50 20,663.50 2,890.000.00
Jun 1, 2036 2,890,000.00 1,435,000.00 17,051.00 3,612.50 1,455 663.50 1,476,327.00 1,455,000.00
Dec 1, 2036 1.455,000.00 8,584.50 1,818.75 10,403.25 1.455,000.00
Jun 1, 2037 1,455,000.00 1,455,000.00 8,584 50 1,818.75 1,465,403.25 1,475,806.50 0.00
INVESTING 114 IOWA'S WATER
www,owasrf co:.,
REGISTERED REGISTERED
CERTIFICATE NO. R-2 STATE OF IOWA $30,941,000
COUNTY OF DUBUQUE
CITY OF DUBUQUE
STORMWATER UTILITY REVENUE CAPITAL LOAN NOTE
2015B
(CATFISH CREEK — SPONSORED PROJECT AMENDMENT)
Rate
Final Maturity Note Amendment Date
1.18% June 1, 2037 September 8, 2017
The City of Dubuque, Iowa, a municipal corporation organized and existing under and by
virtue of the Constitution arid laws of the State of Iowa (the "Issuer"), for value received,
promises to pay from the source and as hereinafter provided, to
IOWA FINANCE AUTHORITY
or registered assigns, the principal sum of THIRTY MILLION NINE HUNDRED FORTY-ONE
THOUSAND DOLLARS ($30,941,000) in lawful money of the United States of America, on the
maturity dates and in the principal amounts set forth on the Debt Service Schedule attached
hereto and incorporated herein by this reference, with interest on said sum from the date of each
advancement made under a certain Amended Loan and Disbursement Agreement, (includes a
portion as a forgivable loan) dated as of the date hereof until paid at the rate of 1.18% per annum
as of June 1, 2017, payable on December 1, 2017 and semi-annually thereafter on the 1st day of
June and December in each year. As set forth on said Debt Service Schedule, principal shall be
payable on June 1, 2018 and annually thereafter on the first day of June in the amounts set forth
therein until principal and interest are fully paid, except that the final installment of the entire
balance of principal and interest, if not sooner paid, shall become due and payable on June 1,
2037. Notwithstanding the foregoing or any other provision hereof, principal and interest shall
be payable as shown on said Debt Service Schedule until completion of the Project, at which
time the final Debt Service Schedule shall be determined by the Trustee and attached hereto
based upon actual advancements, final costs and completion of the Project, all as provided in the
administrative rules governing the Iowa Water Pollution Control Works Financing Program.
Payment of principal and interest of this Note shall at all times conform to said Debt Service
Schedule and the rules of the Iowa Water Pollution Control Works Financing Program.
Notwithstanding any provision of this Note to the contrary and according to the terms and
conditions of the Loan and Disbursement Agreement, an amount equal to 20% of the aggregate
amount of disbursements made under the original Loan and Disbursement Agreement (20% of
up to $29,541,000) (the "Principal Forgiveness") shall be forgiven by Iowa Finance Authority,
and no payments of principal or interest shall be due with respect to the Principal Forgiveness
after the date of such Principal Forgiveness (provided, however, that any accrued interest due on
such portion up to, but not including, the date of such forgiveness shall be paid as otherwise
required under the Loan and Disbursement Agreement).
Interest and principal shall be paid to the registered holder of the Note as shown on the
records of ownership maintained by the Registrar as of the 15th day of the month next preceding
such interest payment date. Interest shall be computed on the basis of a 360 -day year of twelve
30 -day months.
This Note is issued pursuant to the provisions of Sections 384.24A and 384.83 of the
Code of Iowa, for the purpose of paying costs of land acquisition, engineering and construction
of Phase 7 of the Bee Branch Watershed Flood Mitigation Project, also known as the Upper Bee
Branch Creek Restoration, the refunding and refinancing of the outstanding General Obligation
Capital Loan Notes Anticipation Project Note, Series 2006, dated December 28, 2006, issued in
respect of such costs, and the Catfish Creek Watershed Improvements, and evidences amounts
payable under a certain Loan and Disbursement Agreement Amendment dated as of the date
hereof (includes a portion as a forgivable loan), dated as of the date hereof, in conformity to a
Amended Resolution of the Council of said City duly passed and approved. For a complete
statement of the revenues and funds from which and the conditions under which this Note is
payable, a statement of the conditions under which additional notes or bonds of equal standing
may be issued, and the general covenants and provisions pursuant to which this Note is issued,
reference is made to the above-described Loan and Disbursement Agreement (as amended) and
Resolution (as amended).
This Note is subject to optional redemption at a price of par plus accrued interest (i) on
any date upon receipt of written consent of the Iowa Finance Authority or (ii) in the event that all
or substantially all of the Project is damaged or destroyed. Any optional redemption of this Note
may be made from any funds regardless of source, in whole or from time to time in part, in
inverse order of maturity, by lot by giving thirty (30) days' notice of redemption by certified or
registered mail, to the Iowa Finance Authority (or any other registered owner of the Note). This
Note is also subject to mandatory redemption as set forth in Section 5 of the Agreement.
Ownership of this Note may be transferred only by transfer upon the books kept for such
purpose by the City Treasurer, Dubuque, Iowa, the Registrar. Such transfer on the books shall
occur only upon presentation and sun -ender of this Note at the office of the Registrar, together
with an assignment duly executed by the owner hereof or his duly authorized attorney in the
form as shall be satisfactory to the Registrar. Issuer reserves the right to substitute the Registrar
and Paying Agent but shall, however, promptly give notice to registered Noteholders of such
change. All Notes shall be negotiable as provided in Article 8 of the Uniform Commercial Code
and subject to the provisions for registration and transfer contained in the Note Resolution.
This Note and the series of which it forms a part, other notes ranking on a parity
therewith, and any additional bonds or notes which may be hereafter issued and outstanding from
time to time on a parity with said Notes, as provided in the Resolution of which notice is hereby
given and is hereby made a part hereof, are payable from and secured by a pledge of the Net
Revenues of the Stormwater Utility (the "System"), as defined and provided in said Resolution.
There has heretofore been established and the City covenants and agrees that it will maintain just
and equitable rates or charges for the use of and service rendered by said System in each year for
the payment of the proper and reasonable expenses of operation and maintenance of said System
and for the establishment of a sufficient sinking fund to meet the principal of and interest on this
series of Notes, and other notes ranking on a parity therewith, as the same become due. This
Note is not payable in any manner by taxation and under no circumstances shall the City be in
any manner liable by reason of the failure of said net earnings to be sufficient for the payment
hereof
And it is hereby represented and certified that all acts, conditions and things requisite,
according to the laws and Constitution of the State of Iowa, to exist, to be had, to be done, or to
be performed precedent to the lawful issue of this Note, have been existent, had, done and
performed as required by law.
IN TESTIMONY WHEREOF, said City by its City Council has caused this Note to be
signed by the manual signature of its Mayor and attested by the manual signature of its Clerk,
with the seal of said City impressed hereon, and authenticated by the manual signature of an
authorized representative of the Registrar, the City Treasurer, Dubuque, Iowa.
(SEAL)
Date of authentication:
CITY OF DUBUQ,L TE, IOWA
By:
Mayor
This is one of the Notes described in the within mentioned Resolution, as registered by the City
Treasurer
By:
RER, Registrar
Auth.rized Sigi ature
Registrar and Transfer Agent: City Treasurer
Paying Agent: City Treasurer
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto (Social
Security or Tax Identification No. ) the within Note and does hereby irrevocably constitute and
appoint attorney in fact to transfer the said Note on the books kept for registration of the
within Note, with full power of substitution in the premises.
Dated
(Person(s) executing this Assignment sign(s) here)
SIGNATURE )
GUARANTEED )
IMPORTANT - READ CAREFULLY
The signature(s) to this Power must correspond with the name(s) as written upon the face of the
certificate(s) or Note(s) in every particular without alteration or enlargement or any change whatever.
Signature guarantee must be provided in accordance with the prevailing standards and procedures of the
Registrar and Transfer Agent. Such standards and procedures may require signature to be guaranteed by
certain eligible guarantor institutions that participate in a recognized signature guarantee program.
INFORMATION REQUIRED FOR REGISTRATION OF TRANSFER
Name of Transferee(s)
Address of Transferee(s)
Social Security or Tax
Identification Number of Transferee(s)
Transferee is a(n):
Individual* Corporation
Partnership Trust
*If the Note is to be registered in the names of multiple individual owners, the names of all such owners and one
address and social security number must be provided.
The following abbreviations, when used in the inscription on the face of this Note, shall be construed as
though written out in full according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship and not as tenants in common
IA UNIF TRANS MIN ACT - Custodian
(Cust) (Minor)
under Iowa Uniform Transfers
to Minors Act
(State)
01119768-1\10422-146
As of 8/71/2017
EXHIBIT A
Estimated Amortization Schedule
City of Dubuque
Storm Water Revenue Bond
GIJS10-5
Loan summary
Loan Closing Date Jun 19, 20151
Final Disbursement Date' Nov 15, 20201
Final Maturity Dale Jun 1, 2037!
Loan Period in Years' 20 I
Annual Interest Ratel
Total Interest' $
Servicing Fee Ratel
Total Servicing Fees $
Total Loan Costs! $
1.18%I2FF r,1,17
3,904,987.75
0.25%l
785,524.23
4,790,511.98 I
Estimated Draw Schedule
Initiation Fee - Jun 19, 2015-
P & D Payoff - Jun 19, 2015
Draws through- Dec 1, 2015
Draws through - Jun 1, 2016
Draws through - Dec 1, 2016
Draws through - Jun 1, 2017
Draw - Jun 16, 2017
Draw - Jun 30, 2017
Estimated Draw - Aug 18, 2017
77 I•v6n Drn Fre Sep 8, 2017
SF' EsGnncred Dnaa • Sep 8, 2017
Estimated Draw - Sep 15, 2017
Estimated Draw - Oct 20, 2017
SP !^«r lrr2rurt Dow - Oct 20, 2017
S7 Etin,r.•od Fir.,,." Nov 17, 2017
,1P f.,1u7+a1ad - Dec 15, 2017
5F Es!imu'cd D•;:s', Jun 15, 2018
SP i snrn:'r.a Di Ow Jul 15, 2018
`„P F•iirna'<ed Dr'uw Oct 15, 2018
SP Estimated E/r.n - Nov 15, 2018
SP Eslirr rrc.d 00,,', - Jun 15, 2019
Sr' Estirnoted Draw Jul 15, 2019
-f 1,lirn.;tad Draw - Oct 15, 2019
77 Ess,n ,c1tud D'nw - Nov 15, 2019
61' tsNmcdcd 0100Y - Jun 15, 2020
Si' ),iir'u"rd po0w . Jul 15, 2020
nr,ared Ur:rm Oct 15, 2020
50 E,!unnro't Draw Nov 15, 2020
Total Loaned Amount
Amount Forgiven - Oct 20, 2017
100,000.00
617,821.01
11,135,053.74
9,150,873,50
1,948,882.06
4,777,026.03
480,719.97
182,170.83
574,000.00
7,000.00
300,000.00
382,000.00
192,452.86
300,000.00
30,000.00
20,000.00
61,917.00
61,917,00
61,917.00
61,917.00
61,917.00
61,917.00
61,917.00
61,917.00
61,917.00
61,917,00
61,917.00
61,913.00
30,941,000.00
5,908,200.00
Beginning Servicing Total Loan Total Annual Debt
Payment Date Balance Principal Interest Fee Payment Service Ending Balance
Dec 1, 2015 717,821.01 50,214.31 7,173,47 57,387.78 717,821.01
Jun 1, 2016 11,852,874.75 139,743.07 19,963,30 159,706.37 217,094.15 11,852,874.75
Dec 1, 2016 21,003,748.25 195,644.72 27,949.25 I 223,593.97 21,003,748.25
Jun 1, 2017 22,952,630.31 220,184.64 31,454.95, 251,639.59 475,233.56 _22,952,630.31
Dec 1, 2017 24,239,800.00 163,553.05 34,651.07 198,204.12 24,239,800.00
Jun 1, 2018 24,289,800.20 611,800.00 143,314.41 30,363,22 785,477.63 983,681.75 23,678,000.00
Dec 1, 2018 23,863,751.00 140,406,47 29,747.13 170,153.60 23,863,751.00
Jun 1,2019 23,925,668.00 1,135,000.00 141,193.91 29,913.96 1,306,107.87 7,476,261.47 22,790,668.00
Dec 1, 2019 22,773,668.00 135,171.21 28,637.97 163,809.18 22,773,668.00
Jun 1, 2020 23,038,336,00 1,148,000.00 135,958.65 28,804.80 1,312,763.45 1,476,572.63 21,890,336.00
Dec 1, 2020 22,076,087.00 130,248.91 27,595.11 157,844.02 22,076,087.00
Jun 1, 2021 22,138,000.00 7,160,000.00 130,614.20 27,672.50 1,318,286.70 1,476,130.72 20,978,000.00
Dec 7, 2021 20,978,000.00 123,770.20 26,222.50 149,992.70 20,978,000.00
Jun 1, 2022 20,978,000.00 1,176,000.00 123,770,2D 26,222.50 1,325,992.70 1,475,985.40 19,802,000.00
Dec 1, 2022 19,802,000.00 116,831.80 24,752.50 141,584.30 - -19,802,000.00
Jun 1, 2023 19,802,000.00 1,193,000.00 116,831.80 24,752.50 1,334,584.30 1,476,168.60 18,609,000.00
Dec 1, 2023 18,609,000.00 109,793.10 23,261.25 133,054.35 18,609,000.00
Jun I, 2024 18,609,000.00 1,210,000.00 109,793.10 23,261.25 1,343,054,35 1,476,108.70 17,399,000.00
Dec 1, 2024 17,399,000.00 102,654.10 21,748.75 124,402.85 17,399,000.00
Jun 1, 2025 17,399,000.00 1,227,000.00 102,654.10 21,748.75 1,351,402.85 1,475,805.70 16,172,000.00
Dec 1, 2025 16,172,000.00 95,414.80 20,215.00 115,629.80 16,172,000.00
Jun 1, 2026 16,172,000.00 1,245,000.00 95,414.80 20,215.00 1,360,629.80 1,476,259.60 14,927,000.00
Dec 1, 2026 14,927,000.00 88,069.30 18,658.75 106,728,05 14,927,000.00
Jun 1, 2027 14,927,000.00 1,263,000.00 88,069.30 18,658.75 1,369,728,05 1,476,456.1.0 13,664,000.00
Dec 1, 2027 13,664,000.00 80,617.60 17,080.00 97,697.60 13,664.000.00
Jun 1, 2028 13,664,000.00 1,281,000.00 80,617.60 17,080.00 1,378,697.60 1,476,395.20 12,383,000.00
Dec 1, 2028 12,383,000.00 73,059.70 15,478.75 88,538.45 12,383,000.00
Jun 1, 2029 12,383,000.00 1,299.000.00 73,059,70 15,478.75 1,387,538.45 1,476,076.90 11,084,000,00
Dec 1, 2029 11,084,000.00 65,395.60 13,855.00 79,250.60 11,084,000.00
Jun 1, 2030 11,084,000.00 1,318,000.00 65,395.60 13,855.00 1,397,250.60 1,476,501.20 9,766,000.00
Dec 1, 2030 9.769,000.00 57,619.40 12,207.50 69,826.90 9,766,000.00
Jun 1, 2031 9,766,000.00 1,336,000.00 57,619.40 12,207.50 1,405,826.90 1,475,653.80 8,430,000.00
Dec 1, 2031 8,430,000.00 49,737.00 10,537.50 60,274.50 8,430,000.00
Jun 1, 2032 8,430,000.00 1,355,000,00 49,737.00 10,537.50 1,415,274.50 1,475,549.00 7,075,000.00
Dec 1, 2032 7,075,000.00 41,742.50 8,843.75 50,586.25 7,075,000.00
Jun 1, 2033 7,075,000.00 1,375,000.00 41.742,50 8,843.75 1,425,586.25 1,476,172.50 5.700,000.00
Dec 1. 2033 5,700,000.00 33,630.00 7,125.00 40,755.00 5,700,000.00
Jun 1, 2034 5,700,000.00 1,395,000.00 33,630.00 7,125.00 1,435,755.00 1,476,510,00 4,305,000.00
Dec 1, 2034 4,305,000.00 25,399.50 5,381.25 30,780.75 4,305,000.00
Jun 1, 2035 4,305,000.00 1,415,000,00 25,399.50 5,381.25 1,445,780.75 1,476,561.50 2,890,000.00
Dec 1, 2035 2,890,000.00 17,051 00 3,612.50 20,663.50 2,890,000 00
Jun 1, 2036 2,890,000.00 1,435,000.00 17,051.00 3,612.50 1,455,663,50 1,476,327.00 1,495,000.00
Dec 1, 2036 1,455,000.00 8,584.50 1,818.75 10,403.25 1,455,000.00
Jun 1, 2037 1,455,000.00 1,455.000,00 8,584.50 1,818.75 1,465,403.25 1,475,806.50 0.00
INVESTING IN IOWA'S WATER
www.iawasrf corn
SUPPLEMENTAL TAX CERTIFICATE
OF
DUBUQUE, IOWA
The undersigned officer of the City of Dubuque, Iowa ("Issuer"), hereby certifies as
follows:
1. The Council of the City of Dubuque ("Council"), acting at a meeting duly called
and held on August 21, 2017, has authorized the execution and delivery of a Sponsored Project
Loan and Disbursement Agreement Amendment ("Amendment") by and between the Council
and the Iowa Finance Authority ("IFA"), and approved a resolution ("Amended Resolution")
amending the resolution approved by the Council on June 15, 2015 ("Resolution"), which
Resolution authorized the issuance and delivery of $29,541,000 Stormwater Utility Revenue
Capital Loan Note, Series 2015B, dated June 19, 2015, of the Issuer ("Original Note"). Upon
Completion of the Projects financed by the Original Note, the balance of the loan is anticipated
to be $29,541,000, and the loan and debt service schedule will be modified accordingly. The
loan as amended is now in the principal amount of $30,941,000 (the "New Note"). On the date
hereof, the Original Note is being exchanged for a New Note bearing interest at the rate of 1.18%
per annum.
2. I have reviewed the representations, covenants and warranties contained in the
Tax Exemption Certificate dated June 19, 2015 ("Tax Certificate") executed on behalf of the
Issuer in connection with the issuance of the Original Note. A true and accurate copy of the Tax
Exemption Certificate is attached hereto as Exhibit A.
3. The description of the Project set forth in Section II of the Tax Certificate
accurately describes the Project as constructed and as it exists and is used as of the date hereof,
and there has been no change in the use of the Project since the Original Note was issued.
Pursuant to a Sponsored Project Loan and Disbursement Agreement Amendment (which added
$1,400,000 of principal to the loan), the Issuer will now spend the additional proceeds of the
New Note for costs of the Catfish Creek Watershed Improvements Sponsored Project (the
"Sponsored Project").
4. The construction of the Project is anticipated to be completed by October 20,
2017, and all of the proceeds of the Original Note were, and will be, expended on the costs of the
Project, in the amounts and as described Sections II and III of the Tax Certificate. The
construction of the Sponsored Project will commence and be completed with diligence using the
additional proceeds of the New Note, The Bond Yield on the New Note has been computed at
not less than 1.18%.
5. Not more than 10% of the proceeds of the Original Note, the New Note, or the
facilities financed thereby, are to be used (directly or indirectly) or were used in a trade or
business carried on by any person (other than a governmental unit), and not more 10% of the
payment of the principal of or interest on the Original Note or the New Note are (directly or
indirectly): (i) secured by any interest in property used or to be used in such trade or business or
payments in respect of such property; or (ii) derived from payments (whether or not to the Issuer)
in respect of property or borrowed money used or to be used in such a trade or business, all
within the meaning of Section 141(a) of the Code.
6. During the term of the New Note, and at all times prior to the date hereof, no
private business use will be made or has been made of the Project or the Sponsored Project, and
no payments or security will be made or furnished or has been made or furnished that would
cause the New Note to be a "private activity bond" within the meaning of Section 141 of the
Code and applicable regulations.
7. The covenants of the Issuer contained in the Tax Certificate are hereby ratified,
confirmed and approved and shall continue to be binding upon the Issuer as if set forth fully
herein. This certificate is intended and is being delivered in order to meet the requirementsof
Section 148 of the Internal Revenue Code of 1986, as amended, and Treasury Regulation 1-
148(2)(b).
IN WITNESS WHEREOF, the undersigned has hereunto set my hand this day of
, 2017.
01386534-I\10422-186
CITY OF DUBUQUE, IOWA
By: qk0..A1 l6J
Cinance Di ector
-2
Form 8038—G
(Rev. September 2011)
Department of the Treasury
Internal Revenue Service
Part 1
Information Return for Tax -Exempt Governmental Obligations
0- Under Internal Revenue Code section 149(e)
- See separate instructions.
Caution: If the issue price is under$100,000, use Form 8038 -GC.
Reporting Authority
1 Issuer's name
City of Dubuque, Iowa
3a Name of person (other than issuer) with whom the IRS may communicate about this return (see instructions)
4 Number and street (or P.O. box if mail is not delivered to street address)
50 W. 13th Street
6 City, town, or post office, state, and ZIP code
Dubuque, Iowa 52001
8 Name of issue
$30,941,000 Stormwater Utility Revenue Capital Loan Notes, Series 2015B (reissued)
10a Name and title of officer or other employee of the issuer whom the IRS may call for more information (see
instructions)
OMB No. 1545-0720
If Amended Return, check here - ❑
2 Issuer's employer identification number (EIN)
42-6004596
3b Telephone number of other person shown on 3a
Room/suite 5 Report number (For IRS Use Only)
Jean Nachtman, Finance Director
Part II
131
7 Date of issue
09/08/2017
9 CUSIP number
None
10b Telephone number of officer or other
employee shown on 10a
Type of Issue (enter the issue price). See the instructions and attach schedule.
563-589-4100
11 Education 11
12 Health and hospital 12
13 Transportation 13
14 Public safety 1 14
15 Environment (including sewage bonds) 1 15
16 Housing 1 16
17 Utilities 1 17
18 Other. Describe ► 1 18
19 If obligations are TANs or RANs, check only box 19a ► ❑
If obligations are BANs, check only box 19b ► ❑
20 If obligations are in the form of a lease or installment sale, check box ► ❑
Description of Obligations. Complete for the entire issue for which this form is being filed.
(c) Stated redemption
(a) Final maturity date (b) Issue price price at maturity
21 1 06/01/2037 1 $ 30,941,0001 $ 30,941,000
Litilla Uses of Proceeds of Bond Issue (including underwriters' discount)
22 Proceeds used for accrued interest
(d) Weighted
average maturity
years
23 Issue price of entire issue (enter amount from line 21, column (b))
24 Proceeds used for bond issuance costs (including underwriters' discount) .
25 Proceeds used for credit enhancement
26 Proceeds allocated to reasonably required reserve or replacement fund
27 Proceeds used to currently refund prior issues
28 Proceeds used to advance refund prior issues
29
30
24
25
26
27
28
110,500
-0-
-0-1
-0-1
-0-1
30,941,000 00
(e) Yield
22 -0-
1 23 30,941,000 00
001
Total (add lines 24 through 28) 1 29 110,500 00
Nonrefunding proceeds of the issue (subtract line 29 from line 23 and enter amount here) . . 1 30 30,830,500 00
Description of Refunded Bonds. Complete this part only for refunding bonds.
31 Enter the remaining weighted average maturity of the bonds to be currently refunded . . . . ► years
32 Enter the remaining weighted average maturity of the bonds to be advance refunded . . . 0.. 0.0000 years
33 Enter the last date on which the refunded bonds will be called (MM/DD/YYYY) - 09/08/2017
34 Enter the date(s) the refunded bonds were issued ► (MM/DD/YYYY) 06/19/2015
Part V
For Paperwork Reduction Act Notice, see separate instructions.
Cat. No. 63773S Form 8038-G (Rev. 9-2011)
Form 8038-G (Rev. 9-201 1)
Part VI
Miscellaneous
35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) . . . 1 35 -o-
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract
(GIC) (see instructions)
b Enter the final maturity date of the GIC ►
c Enter the name of the GIC provider ►
37 Pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans
to other governmental units 87 -0-
38a If this issue is a loan made from the proceeds of another tax-exempt issue, check box ► ❑✓ and enter the following information:
b Enter the date of the master pool obligation ► unknown
c Enter the EIN of the issuer of the master pool obligation ► 52-1699886
d Enter the name of the issuer of the master pool obligation ► Iowa Finance Authority
39 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check box ► ❑
40 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box ► ❑
41a If the issuer has identified a hedge, check here ► ❑ and enter the following information:
b Name of hedge provider ►
c Type of hedge ►
d Term of hedge 10-
42
42 If the issuer has superintegrated the hedge, check box ► ❑
43 If the issuer has established written procedures to ensure that all nonqualified bonds of this issue are remediated
according to the requirements under the Code and Regulations (see instructions), check box . . . . . . . . ►
44 If the issuer has established written procedures to monitor the requirements of section 148, check box . . . ► ❑✓
45a If some portion of the proceeds was used to reimburse expenditures, check here ► ❑ and enter the amount
36a -0-
Page 2
of reimbursement ►
b Enter the date the official intent was adopted ►
Signature
and
Consent
Paid
Preparer
Use Only
Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge
and belief, they are true, correct, and complete. I further declare that I consent to the IRS's disclosure of the issuer's return information, as necessary to
process return, to the person that I have authorized above.
tine -M.
Signat/re of issuer's autiorized representative Date
Print/Type preparer's name Preparer's signature
Kristin Billingsley Cooper
Firm's name ► Ahlers & Cooney, P.C.
Firm's address ► 100 Court Avenue, Suite 600, Des Moines, Iowa 50309
Jean Nachtman, Finance Director
Type or print name and title
Date Check El if
PTIN
self-employed P02001942
Firm's EIN 0. 42-1323559
Phone no. 515-243-2149
Form 8038-G (Rev. 9-2011)
CERTIFIED TRANSCRIPT OF THE PROCEEDINGS OF THE CITY OF
DUBUQUE, STATE OF IOWA, FOR THE ISSUANCE OF $30,941,000
STORMWATER REVENUE CAPITAL LOAN NOTES, SERIES 20158
(SPONSORED PROJECT AMENDMENT), DATED: SEPTEMBER 8, 2017,
Bearing interest at 1 .18% per annum, payable on December 1, 2015 and
semiannually on the 1st day of June and December in each year thereafter.
Last maturity date: .Iune 1 ,2037.
All Notes may be called for redemption by the Issuer and paid before maturity upon
receipt of written consent from Iowa Finance Authority.
'k*{.***rF*****
***:F{<*{.*<*tt
PROCEEDINGS AND OPINION BY
AHLERS & COONEY, P.C.
DES MOINES, IOWA
*r<d<*****tF*
0 I 399803- l \l 0422- l 86
AULERs CuuNEY
Ahlers & Cooney, P.C.
Attorneys at Law
100 Court Avenue, Suite 600
Des Moines, lowa 50309-2231
Phone: 515-243-7611
Fax: 515-243-2149
www.a hlerslaw.com
A-I--i l] t? N E V !_;
September 8,2017
We hereby certify that we have examined a certified transcript of the proceedings of the
City Council and acts of administrative oflcers of the City of Dubuque, State of Iowa (the
"Issuer"), relating to the issuance of Stormwater Utility Revenue Capital Loan Note No. R-2,
Series 20158, by said Issuer, dated as of the date of delivery, in the aggregate principal amount of
$30,941,000 (the "New Note"). The New Note is being issued in exchange for the tender and
cancellation of that certain $29,541,000 Stormwater Revenue Capital Loan Note No. R-1, Series
20158, dated as of June 19,2015 (the "OriginalNote"), pursuant to a Sponsored Project Loan and
Disbursement Agreement Amendment, dated as of the date hereof ("Amendment") by and
between the Issuer and the Iowa Finance Authority, as the holder of the Original Note.
We have examined the law and such certified proceedings and other papers as we deem
necessary to render this opinion as bond counsel.
As to questions of fact material to our opinion, we have relied upon representations of the
Issuer contained in the resolution authorizing the Sponsored Project Loan and Disbursement
Agreement Amendment and issuance of the Note (the "Resolution") and in the certified
proceedings and other cerlifications of public officials furnished to us, without undertaking to
verify the same by independent investigation.
We have not been engaged to or undertaken to review the accuracy, completeness or
sufficiency of any offering material relating to the Note and we express no opinion relating thereto.
Based on our examination and in reliance upon the certified proceedings and other
certitications described above, we are of the opinion, under existing law, as follows:
l. The Issuer is duly created and validly existing as a body corporate and politic and
political subdivision of the$tate o1'lowa with the corporate power to adopt and perform the
Resolution and Sponsored Project Loan and Disbursement Agreement Amendment and issue the
Nqte.
2. The Resolution and Sponsored Project Loan and Disbursement Agreement
Amendment have been duly adopted by the Issuer and constitute valid and binding obligations of
the Issuer enforceable upon the Issuer. The Resolution creates a valid lien on the Net Revenues of
the Stormwater Utility System pledged by the Resolution for the security of the Note.
The lien of the Note ranks on a parity as to the pledge of Net Revenues with respect to other
Outstanding Obligations and Additional Obligations, which may be issued upon conditions set
forth in the Resolution.
Wishard & Baily- 1888, cuernsey & 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
$30,941,000 Stormwater Utility Revenue Capital Loan Note, Series 2015B
Page 2
3. The Note has been duly autliorized, issued and delivered by the Issuer and is a valid and
binding special obligation of the Issuer, payable solely from the sources provided therefor in the
Resolution.
4. Interest on the Note is excludable fi'om gross income for federal income tax purposes
and is not an item of tax preference for purposes of the fbderal 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 Note in order that the interest thereon be,
and continue to be, excludable from gross income for federal income tax purposes. The Issuer has
covenanted to comply with all such requirements. Failure to comply with certain of such
requirements may cause interest on the Note to be included in gross income for federal income tax
purposes retroactively to the date of issuance of the Note.
Wc cxprcss no opinion rcgarding thc accuracy, adequacy, or completeness of the official
statement or other off'ering material relating to the Notes. Further, we express no opinion
regarding tax consequences arising with respect to the Notes other than as expressly set forth
herein.
The rights of the owners of the Notes and the enforceability of the Notes 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.
Respectful ly submitted,
0 l 386528- l \r 0422- r 86
ftr,J.^1ry,?,L
COM;;..[T[ .4I:3 iJ:TURN TO
tl4fr. N?Ttl
NOTICE AND CALL OF PUBLIC MEETING
Governmental Body: The City Council of the City of Dubuque, Iowa.
Date of Meeting:i'lay 4 ,2015.
(This Notice to be posted)
owa
Time of Meeting 6: 30 o'clock P .M
Place of Meeting Historic Federal Building, 350 West 6th Street, Dubuque,
T____^r()wa-
PUBLIC NOTICE,IS IIEREBY GIVEN that the above mentioned govemmental
body will mcct at the date, time and place above set out. 'fhe tentative agenda for the
meeting is as follows:
Not to exceed $34,000,000 Stormwater Utility Revenue Capital Loan Notes
Resolution fixing date for a meeting on the proposition to authorize one or more
Loan and Disbursement Agreements and the issuance of Notes to evidence the
obligations of the City thereunder.
Such additional matters as are set forth on the additional J page(s) attached hereto
(number)
This notice is given at the direction of the Mayor pursuant to Chapter 21, Code of
Iowa, and the local rules of the governmental body.
o
City Cl ity of
4,2015
The City Council of the City of Dubuque, Iowa, met in regular session, in the
Historic Federal Building, 350 West 6th Street, Dubuque, Iowa, at 6:30 o'clock P.M., on
the above date. There were present Mayor Roy D. Buol in the chair, and the following
named Council Members:
Karla Braig. Joyce Corurors. Ric Jones. Kevin Lynch
David Lrrnn Sutton
Absent:
*{<**{<**
I
Council Member Lvn ch introduced the following
Resolution entitled "RESOLUTION FIXING DATE FOR A MEETING ON THE,
AUTHORIZATION OF ONE OR MORE LOAN AND DISBIIRSEMENT
AGREEMENTS AND THE ISSUANCE OF NOT TO EXCEED $34,OOO,OOO
STORMWATER LTTILITY REVENUE CAPITAL LOAN NOTES OF THE CITY OF
DUBIIQUE, IOWA, AND PROVIDING FOR PUBLICATION OF NOTICE,
THEREOF", and moved that the same be adopted. Council Member
connors seconded the motion to adopt. The roll was called and the
vote was,
AYES: Jones, Braig, Lynch Sutton
Resnickr tsuolr Connors
\T A \,Zcli.\f\ I r)
Whereupon, the Mayor declared the Resolution duly adopted as follows
RESOLUTION NO. 150-15
RESOLUTION FIXING DATE FOR A MEETING ON THE
AUTHORIZATION OF ONE OR MORE LOAN AND
DISBURSEMENT AGREEMENTS AND THE ISSUANCE
OF NOT TO EXCEED $34,OOO,OOO STORMWATER
UTILITY REVENUE CAPITAL LOAN NOTES OF THE
CITY OF DIIBUQUE, IOWA, AND PROVIDING FOR
PUBLICATION OF NOTICE THEREOF
WHEREAS, on June 17,2013, the City Council held a public hearing and took
additional action for the issuance of not to exceed $t4,167,000 Stormwater Utility
Revenue Capital Loan Notes (State Revolving Loan Fund Program), the proceeds of
which were to be used to pay costs of acquisition, construction, reconstruction, extending,
remodeling, irrproving, repairing and equipping all orpart of the Stonnwater
Managernent Utility, including those costs associated with the construction of the Bee
Branch Disaster Resiliency Pro.iect; and
WHEREAS, the foregoing action was taken to satisSz the Economic Development
Administration grant ("EDA Grant") requirement that the local match for the EDA Grant
be fully committed and readily available; and
WHEREAS, it was subsequently deemed necessary and advisable that, in lieu of
the above-described Stormwater Utility Revenue Capital Loan Notes, the City of
Dubuque, Iowa should issue Sales Tax Increment Revenue Bonds to the Iowa Finance
-2-
Authority under the State Revolving Fund Loan Program, to the amount of not to cxcccd
$30,000,000, as authorized by Section 418.14 of the Code of Iowa, for the purpose of
providing funds to pay costs of carrying out certain flood mitigation projects and to
provide the local match for the EDA Grant; and
WHEREAS, on June 16,2014, this Council held a public hearing and took
additional action for the issuance of not to exceed $30,000,000 Sales Tax Increment
Revenue Bonds for the foregoing purposes; and
WHEREAS, such Bonds have not been issued and it is now deemed necessary and
advisable that the City of Dubuque, Iowa should provide for the authorization of one or
more Loan and Disbursement Agreements and the issuance of Stormwater Utility
Revenue Capital Loan Notes, in the amount of not to exceed $34,000,000, as authorized
by Sections 384.24A and 384.83, Code of Iowa, as amended, for the purpose of providing
funds to pay costs as hereinafter described; and
WHEREAS, the City has applied fbr a loan through ihe Iowa Water Pollution
Control Works Financing Program pursuant to which the Iowa Finance Authority has
agreed to purchase the City's Notes and has requested that such Notes be issued as single
Notes in a denomination equal to the total amount of the issue as authorized by Chapter
384 of the Code of Iowa; and
WHEREAS, the Loan and Disbursement Agreements and Notes shall be payable
out of the net earnings of the Stormwater Management Utility and shall be a first lien on
the future net earnings of the Utility and, in the discretion of the City Council, from
amounts on deposit in the Additional Projects Account of the Flood Project Fund; and
shall not be general obligations of the City or payable in any manner by taxation and thc
City shall be in no rlanner liable by reason of the failure of the net revcnucs to bc
srrfficient for the payment of the Loan ancl Disbursement Agreements and Notes; and
WHEREAS, before aLoan and Disbursement Agreement may be authorized and
Stormwater Utility Revenue Capital Loan Notes issued to evidence the obligation of the
City thereunder, it is necessary to comply with the provisions of the Code of Iowa, as
amended, and to publish a notice of the proposal and of the tirne and place of the meeting
at which the Council proposes to take action for the authorization of the Loan and
Disbursement Agreement and Notes and to receive oral and/or written objections frorn
any resident or properfy owner of the City to such action.
NOW, THEREFORE, BE iT RESOLVED BY THE CITY COLINCIL OF THE
CITY OF DIJBIJQUE, IOWA:
Section l. That this.City Council meet in the Historic Federal Building,350 West
o'clock P.M.,
-3-
6th Street, Dubuque,Iowa at 6:30 on the tgrh day of
May , 2015, for the purpose of taking action on the matter of the
authorization of one or more Loan and Disbursement Agreements and the issuance of not
to exceed $34,000,000 Stormwater Utility Revenue Capital Loan Notes to evidence the
obligations of the City thereunder, the proceeds of which will be used to provide funds to
pay the costs of land acquisition, engineering and construction of Phase 7 of the Bee
Branch Watershed Flood Mitigation Project, also known as the Upper Bee Branch Crcck
Restoration, the refunding and refinancing of the outstanding General Obligation Capital
Loan Notes Anticipation Project Note, Series 2006, dated December 28,2006, issued in
respect of such costs, and the Catfish Creek Watershed Improvements.
Section 2. That the Clerk is hereby directed to cause at least one publication to be
made of a notice of said meeting, in a legai newspaper, printed wholly in the English
language, published at least once weekly, and having general circulation in said City, said
publication to be not less than four clear days nor more than twenty days before the date
of said public meeting on the issuance of the Notes.
Section 3. 'i'he notice of'the proposed action shall be in substantialiy the fbllor,ving
form
-4-
NOTICE OF MEETING OF THE CITY COLINCIL OF THE CITY OF
DUBIJQUE, IOWA ON TIIE MATTER OF TIIE PROPOStrD
AUTHORIZATION OF ONE OR MORE LOAN AND DISBURSEMENT
AGREEMENTS AND THE ISSUANCE OF NOT TO EXCEED
$34,O()O,OOO STORMWATER UTILITY REVENIUE CAPITAL LOAN
NOTES, AND THE PUBLIC HEARING ON THE AUTHORIZATION
AND ISSUANCE THEREOF
PUBLIC NOTICE is hereby given that the Cify Council of the City of Dubuque,
Iowa, will hold a public hearing on the day of 2015, at
o'clock .M., in the Historic Federal Building. 350 West 6th Street,
Dubuque, Iowa, at which meeting the City Councilproposes to take additional action for
l.he ar"rthorizaLion of one or more Loarr and Disttursetnetrt Agreenretrts by ancl between thc
City and the Iowa Finance Authority, and the issuance to the Iowa Finance Authority of
not to exceed $34,000,000 Stormwater Utility Revenue Capital Loan Notes to evidence
the obligations of the City under said Loan and Disbursement Agreements, in order to
provide funds to pay the costs of land acquisition, engineering and construction of Phase
7 of the Bee Branch Watershed Flood Mitigation Project, also known as the Upper Bee
Branch Creek Restoration, the refunding and refinancing of the outstanding General
Obligation Capital Loan Notes Anticipation Project Note, Series 2006, dated December
28,2006, issued in respect of such costs, and the Catfish Creek Watershed
Improvements.
The Notes will not constitute general obligations or be payable in any manner by
taxation, but will be payable from and secured by the net revenues of the Stormwater
Management Utility and, in the discretion of the City Council, from amounts on deposit
in the Additional Projects Account of the Flood Project Fund. Pursuant to Chapter 44,
Article V of the Dubuque City Code, stormwater management charges are imposed upon
and collected lrom [he owners or occupants of all lots, parccls of rcal cstatc and buildings
that discharge stormr.vater or surface or subsurface waters to the City's Stormwater
Management Utility System. Separate charges, based on a single family unit ("SFU")
rate, are imposed on single-family residential property, non-single family residential
propcrty, and nonrcsidcntial property. Thc SFU rate is the dollar value periodically
determined and assigned to each single family unit (being the average impervious area of
a single-family residential property located within the City, currently 2,911 square feet),
as a charge for stormwater management services, and is expressed as $X.XX per SFU.
The SFU rates are described in said Chapter 44 and may be adjusted from time to time as
set forth therein.
At the above meeting the City Council shall receive oral or written objections
frorn any resident or property owner of the City to the above action. After all objections
have been received and considered, the City Council r.vill at this meeting or at any
adjournment thereof, take additional action for the authorization of said Loan and
-5-
Disbursement Agreement and the issuance of Notes or will abandon the proposal to issuethe Notes.
This Notice is given by order of the cify council of the city of Dubuque, Iowa, asprovided by Sections 384.24A and 3g4.g3 of tie code of lowa, as amended.
Dated this day of 2015
City Clerk, City of Dubuque, Iowa
(End of Notice)
-6-
PASSED AND APPROVED this 4tt'day of May, 2015.
,T
Mayor
ATTEST:
City
-7 -
CERTIFICATE
STATE OF IOWA
COUNTY OF DUBUQUE
I, the undersigned City Clerk of the City of Dubuque, State of Iowa, do hereby
certify that attached is a true and complete copy of the portion of the corporate records of
the City showing proceedings of the City Council, and the same is a true and complete
.opy oithe action taken by the Council with respect to the matter at the meeting held on
the date indicated in the attachment, which proceedings remain in full force and effect,
-.- r r----^ --^t1^^^- ^.:.^-..t^,{ ^**o.^irl^l:- 4tr ^f maofi-^ o-.1 .ll aCtiCn thgfeatan(i iiave liOI Oeelr amgr-lUE(j Ui itrsulrriJc\r lrr cruJ wct,J, LuoL urwwLrrr6 q'v qrr
was duly and publicly held in accordance with a notice of meeting and tentative agenda, a
copy of which was timely servetl on each rnenrber of the Council and postcd on a bulletin
UoaiO or other prominent placc casily accessible to the public and clearly designated for
that purpose at the principal office of the Council (a copy of the face sheet of the agenda
being aftached hereto) pursuant to the localrules of the Council and the provisions of
Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at
leasi t'wenty-four hours prior to the commencement of the meeting as required by law and
with members of the public present in attendance; I further certify that the individuals
named therein were on the date thereof duly and lawfully possessed of their respective
City offices as indicated therein, that no Council vacancy existed except as may be stated
in tire proceedings, and that no controversy or litigation is pending, prayed or threatened
involving the incorporation, organization, existence or boundaries of the City or the right
of the individuals named therein as officers to their respective positions.
WITNESS my hand and the seal of the City hereto affixed this 4th day of May,
20t5
City C ty of Du te of Iowa
(sEAL)
SS
)
)
)
8
0l 10602s-1\10422-146
C0MPLETg .^ nir, . ::..':ii T0[fi:i. iuvtrl
CERI'IFICATE
STATtr OF IOWA
COLINTY OF DUBI]QUE
I, the undersigned, do hereby certify that I am now and was at the times
hereinafter mentioned, the duly qualified and acting Clerk of the City of Dubuque, in the
County of Dubuque, State of Iowa, and that as such Clerk and by full authority frorn the
Council of the City, I have caused a
NOTICE OF MEETING OF TI{E CITY COLINCIL OF THE CITY OF
l n\r mYrn I r l Tmrn n n mTrr nnnnn ^rnuurJ uvu.D, l\J WA Ul\ I rl.D tVtA r l -DK ul I llE rl(ul-\J)l,L/
AUTHORIZATION OF ONE OR MORE LOAN AND DISBURSEMENT
AGREEMENTS AND THE ISSUANCE OF NOT TO EXCEED
$34,OOO,OOO STORMWATER UTILITY REVENUE CAPITAL LOAN
NO'l'lrs, AND'l'HE PUtsLlC HEARING ON 'l'Hir AU'|I-IOzuZATION
AND ISSUANCE THEREOF
of which the clipping annexed to the publisher's affidavit hereto attached is in
words and figures a correct and complete copy, to be published as required by law
in the Telegraph Herald, alegal newspaper published at least once weekly, printed
wholly in the English language, published regularly and mailed through the post
office of current entry for more than two years and which has had for more than
two years a bona fide paid circulation recognized by the postal laws of the United
States, and has a general circulation in the City, and that the Notice was published
in ali of the issues thereof published and circulated on the following date:
May B .2 015
WI'I'NBSS my olficial signature at Dubuque, Iowa, this/V/h/ .zots.
day of
Ciry Cl ity of Du que,Iowa
(sEAL)
SS
)
)
)
0l 106030-l\10422-r46
p1/o1
DUUTQUE, IOWA Oll owners or occupants of
THE MATIER oF THE all lots, parcels of real
?ROPoSED AUTHoR|- estate .and buildinoszAtloll oF oxE on that dlscharge storm-MORE LoAll Al{D water or surface orDISBUnSEMENT subsurface waters to
AGREEMEXTS AltD the City's StormwaterTHE ISSUAI{CE OF Management UtilftyllOT TO EXCEED System. Separate
S340@,000 STORM- charges, based on awATEn UTrLlTy single. famlly unit
REVEIIUE CAPTTAL ("SFU) rate, areLOAil NOTES, AND imposed on single-
THE PUBLTC HEARtxc . family residential pro-Oil TflE AUTHOR. perty, non-slngle fam-lzatlol{ AxD ts- ily residential property,
SUAICETHEnEoF I and nonresidential pro-
PUBLIC NOTICE is perty. The SFU rate is
hereby given that the the dollar value
City Council of the City perlodically deter-
of Dubuque, lowa, wiil mined and. assigned to
hold a public hearinq each single family unit
on the l8th day of May: (being the average
2015, at 6;30 o'clock lmpervious area of a
P.M., in the Historic single-family residen-
Fo.io.rl Orriliih^ tE^ +ial ^r^^odv l^^a+o/, Y!v.sr evrrv.rr9, JJvWest 6th Street, , wlthin the City, cur-
Dubuque, lowa, at. rently 2,917 square
which meeting the city feet), as a charge for
Council proposes to stormwater manage-
take additional action ment services, and is
for the authorization of expressed as $X.)(X per
one or more Loan and , SFU. The SFU rates are
Disbursement Agrcc- described in said
ments by and between Chapter 44 and may be
the City and thb lowa adjusted from time to
Finance Authorlty, and time as set forththe issuance to the therein.
lowa Finance Authority At the above meetingof not to exceeil the city council shall
$34000,000 stormwa- receive oral or writtenter Utility Revenue' objections from any
Capital Loan Notes to resident or property
evidence the oblisa- owner. of the City to
tions of the City under the above action. Aftersaid Loan and Dis- all objections have ,been received and
CITY OF DUBUQUE
towAomctAl rortct
T{OTICEOFMEMilG
OF THE CTTY COUN-
CIL OT THE CITY OF
to chapter 44, Artlcle v'of the Dubuque Clty
Code, stormwater man-' agement charges are
imposed upon andcollected from the
for the authorization ofsaid Loan and Dis-
bursement Agreement
and the issuance of
Notes or will abandon
the proposal to issue
the Notes.
This N<ltice is giverr byorder of the City
Council of the City of
Dubuque, lowa, as
providod by sections
384,24A and 384.83 of
the code of lowa, as
amended.
Dated this 8th day of
May,2015.
Kevin S. Firnstahl
City Clerk, City of
Dubuque, lowa
tt5/8
bursement Aoree-ments, in ordei toprovide .funds to paythe costs of landacqul5ition, engineer-
rng and construction.of
Phase 7 of the BeeBranch WatershedFlood Mitigation pro-
ject, also known as theUpper Bee Branchcreek Restoraflon: the
refundinq and refirianc-
ing of the outstandino
General ObligationGaolItal Loan NotesAlticipatlon proiect
Note, series 2006-dated December 28.
2005, issued in resoeci
of such costs. and'theCatfish Creek Water-
shed lmprovements.
The Notes will not
constitute general obli-gationi or be payabletn any manner bvtaxation, but wilt birpayable from andsecured by the netrevenues . of theStorfnwater Manaoe-
.ment Utility and. in ihe
discretion ot the Citv
Council, from amountlon deposit ln theAdditional . proiects
Account of the Flood
Project Fund. pursuant
considered, the City
council will at this
meeting or 'at any
adjournment th6reof,
take additional action
C O[4f]!. FIEr'ND. N ETIJR AJ TOtvt?. NCInr
(This Notice to be posted)
NOTICE AND CALL OF PT]BLIC MEETING
Governmental Body: The City Council of thc City of Dttbuqttc, Towa.
Date of Meeting:May 18 2015.
Time of Meeting 6:30 o'clock P .M.
Place of Meeting:Historic Federal Building, 350 West 6th Street, Dubuque,
Iowa.
PUBLIC NOTICE IS I{EREBY GIVEN that the above mentioned governmental
body will meet at the date, time and place above set out. The tentative agenda for the
meeting is as follows:
Not to exceed $34,000,000 Stormwater Utility Revenue Capital Loan Notes
Public hearing on the authorization of one or more Loan and Disbursement
Agreements and the issuance of Notes to evidence the obligation of the City
thereunder.
Resolution instituting proceedings to take additional action.
Such additional matters as are set forth on the additional 6 page(s) attached hereto
(number)
This notice is given al the direction of the Mayor pursuant to Chapter 21 , Code of
Iowa, and the local rules of the governmental body.
City Cl City of owa
O
o
May 18,2015
The City Council of the City of Dubuque, Iowa, met in regular session, in the
Historic Fcdcral Building, 350 West 6th Street, Dubuque, Iowa, at 6:30 o'clock P.M., on
the above date. There were present Mayor Pro Tem Lynn V. Sutton in the chair, and the
following named Council Members:
Mavor Roy D. Buol (via phone), Karla Braiq, Joyce Connors.
Ric Jones, Kevin L David Resnick
Absent:
*******
1
The Mayor announced that this was the tirne and place for the public hearing and
meeting on the matter of the authoization of one or more Loan and Disbursement
Agreements by and between the City and the Iowa Finance Authority, and the issuance to
the Iowa Finance Authority of not to exceed $34,000,000 Stormwater Utility Revenue
Capital Loan Notes to evidence the obligations of the City under said Loan and
Disbursement Agreement, in order to provide funds to pay costs of land acquisition,
engineering and construction of Phase 7 of the Bee Branch Watershed Flood Mitigation
Project, also known as the Upper Bee Branch Creek Restoration, the refunding and
refinancing of the outstanding General Obligation Capital Loan Notes Anticipation
Project Note, Series 2006, dated December 28,2006, issued in respect of such costs, and
the Catfish Creek Watershed Improvements, and that notice of the proposed action by the
City Council to institute proceedings for the authonzation of the Loan and Disbursement
A ryroomqn+ orA lhc ie erronnc nf the Nlnfes harl heon nrrhliahed nrrrqrranf fn fha nrmricinnsnSlvvluwrlL <lllu Lllv IJJuqrrvv vr Lrlv I\vlvu lrqu vvv^r l/uvrrurrvs Puif*Giia av liiv i,ivviiiviio
of Section s 384.24A and 384.82, as amended.
The Mayor then asked the Clerk whether any written objections had been filed by
any City resident or property owner to the proposal. The City Clerk advised the Mayor
and the City Council that -0- written objections had been filed. The Mayor then called
for oral objections to the proposal and -0- were made. Whereupon, the Mayor declared
the time for receiving oral and written objections to be closed.
(Attach here a summary of objections
received or made, if any)
2
The City Council then consicleretl the proposed action and the extent of objections
thereto.
Whereupon, Council Member Corrnors introduced and delivered to the Clerk the
Resolution hereinafter set out entitled "RESOLUTION INSTITUTING PROCEEDINGS
TO TAKE ADDITIONAL ACTION FOR THE AUTHORIZATION OF ONE OR
MORE LOAN AND DISBURSEMENT AGREEMENTS AND THE ISSUANCE OF
NOT TO EXCEED $34,OOO,OOO STORMWATER UTILITY REVENUE CAPITAL
LOAN NOTES", and moved:
X that the Resolution be adopted.
to ADJOURN and defer action on the Resolution and the proposal to
institute proceedings to the meeting to be held at o'clock
.M. on the day of 2015, at this
place
Council Member Jones seconded the motion. The roll was called and the vote
was,
AYES: Sutton" Braig. Buol. Resnick. Connors, Lynhc. Jones
NAYS:
Whereupon, the Mayor declared the measure duly adopted.
RESOLUTION NO. 174.15
RESOLUTION INSTITUTING PROCEEDINGS TO TAKE
ADDITIONAL ACTION FOR THE AUTHORIZATION OF
ONE OR MORE LOAN AND DISBURSEMENT
AGREEMENTS AND THE ISSUANCE OF NOT TO
EXCEED $34,OOO,OOO STORMWATER UTILITY
REVENUE CAPITAL LOAN NOTES
WHEREAS, on June 17, 2013, the City Council held a public hearing and took
additional action for the issuance of not to exceed 514,767,000 Stormwater Utility
Revenue Capital Loan Notes (State Revolving Loan Fund Program), the proceeds of
-)
which were to be used to pay costs of acquisition, construction, reconstruction, extending,
remodeling, improving, repairing and equipping all or part of the Stormwater
Management Utility, including those costs associated with the construction of the Bee
Branch Disaster Resiliency Project; and
WHEREAS, the foregoing action was taken to satisfy the Economic Development
Administration grant ("EDA Grant") requirement that the local match for the EDA Grant
be fully committed and readily available; and
WHEREAS, it was subsequently deemed necessary and advisable that, in lieu of
the above-described Stormwater Utility Revenue Capital Loan Notes, the City of
Dubuque, iowa shouici issue Saies Tax increment Revenue Boncis to the Iowa Finance
Authority under the State Revolving Fund Loan Program, to the amount of not to exceed
$3 0,000,000, as authorized by Section 4 I 8. I 4 of the Code of lowa, fbr the purpose of
providing funds to pay cosLs olcarrying out certain flood mitigation projects and to
provide the local match for the EDA Grant; and
WHEREAS, on June 16,2014, this Council held a public hearing and took
additional action for the issuance of not to exceed $30,000,000 Sales Tax Increment
Revenue Bonds for the foregoing purposes; and
WHEREAS, such Bonds have not been issued and it is now deemed necessary and
advisabie that the City of Dubuque, Iowa should provide for the authorrzation of one or
more Loan and Disbursement Agreements and the issuance of Stormwater Utility
Revenue Capital Loan Notes, in the amount of not to exceed $34,000,000, as authorized
by Sections384.24A and 384.83, Code of Iowa, as amended, for the purpose of providing
funds to pay costs as hereinafter described; and
WHEI{EAS, the City has applied for a loan through the Iowa Water Pollution
Control Works Financing Program pursuant to which the Iowa Finance Authority has
agreed to purchase the City's Notes and has requested that such Notes be issued as single
Notes in a denomination equal to the total amount of the issue as authorized by Chapter
384 of the Code of Iowa; and
WHEREAS, the Loan and Disbursement Agreements and Notes shall be payable
out of the net earnings of the Stormwater Management Utility and shall be a first lien on
the future net earnings of the Utility and, in the discretion of the City Council, from
amounts on deposit in the Additional Projects Account of the Flood Project Fund; and
shall not be general obligations of the City or payable in any manner by taxation and the
City shall be in no manner liable by reason of the failure of the net revenues to be
sufficient for the payment of the Loan and Disbursement Agreernents and Notes; and
4
WHEREAS, before a Loan and Disbursement Agreement may be authorized and
Stormwater Utility Revenue Capital Loan Notes issued to evidence the obligation of the
City thereunder, it is necessary to cornply with the provisions of the Code of Iowa, as
amended, and to publish a notice of the proposal and of the time and place of the meeting
at which the Council proposes to take action for the authorization of the Loan and
Disbursement Agreement and Notes and to receive oral and/or written objections from
any resident or properfy owner of the City to such action; and
WHEREAS, pursuant to notice published as required by law, this Council has held
a public meeting and hearing upon the proposal to institute proceedings for the
authorization of one or more Loan and Disbursement Agreements by and befween the
City and ihe iowa Finance Authority, anci the issuance to the iowa Finance nuthority of
not to exceed $34,000,000 Stormwater Utilibl Revenue Capital Loan Notes to evidence
the obligations of the City under said Loan and Disbursement Agreements, for the
purpose of paying costs of land acquisition, engineering and construction of Phas e 7 of
the Bee Branch Watershed Flood Mitigation Project, also known as the Upper Bee
Braneh Creek Restoration, the refunding and refinancing of the outstanding General
Obligation Capital Loan Notes Anticipation Project Note, Series 2006, dated December
28,2006, issued in respect of such costs, and the Catfish Creek Watershed
Improvements, and has considered the extent of objections received from residents or
property o\,vners as to said proposal and, accordingly the following action is now
considered to be in the best interests of the Cify and residents thereof.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COLINCiL OF THE
CITY OF DUBUQIIE, IOWA:
Section 1. That this Council does hereby institute proceedings and takes
additional action for the avthorization of one or more T,oan and Disbursement
Agreements by and between the City and the Iowa Finance Authority, and the issuance to
the Iowa Finance Authority in the manner required by law of not to exceed $34,000,000
Stormwater Utility Revenue Capital Loan Notes for the foregoing purposes.
Section 2. That the Finance Director, with the assistance of the City Attorney
and bond counsel, is hereby ar"rthorized and directed to proceed with the preparation of
such documents and proceedings as shall be necessary to authorizethe City's
participation in the SRF Loan Program, to select a suitable date for final Council
authorization of one or more Loan and Disbursement Agreements and issuance of the
Notes to evidence the City's obligations thereunder, and to take such other actions as the
Finance Director shall deem necessary to permit the cornpletion of the loans on a basis
favorable to the City and acceptable to this Council.
5
Section 3. 'I'his Resolution shall serve as a declaration of official intent under
Treasury Regulation I.150-2 and shall be maintained on file as a public record of such
intent. It is reasonably expected that the stormwater utility fund moneys may be
advanced from time to time for capital expenditures which are to be paid from the
proceeds of the above loan agreements. The amounts so advanced shall be reimbursed
from the proceeds of the Loan Agreements not later than eighteen months after the initial
payment of the capital expenditures or eighteen months after the property is placed in
service. Such advancements shall not exceed the loan amount authorized in this
Resolution unless the same are for preliminary expenditures or unless another declaration
of intention is adopted.
PASSED AND APPROVED this 18th day of May,2015
Tem
ATTEST:
City
6
CERTIFICATE
STAT'E OF IOWA
COLINTY OF DUBUQUE
I, the undersigned City Clerk of the City of Dubuque, State of Iowa, do hereby
certify that attached is a true and complete copy of the portion of the corporate records of
the City showing proceedings of the City Council, and the same is a true and complete
copy of the action taken by the Council with respect to the matter at the meeting held on
the date indicated in the attachment, which proceedings remain in full force and effect,
and have not been amended or rescinded in any way; that meeting and all action thereat
was drrlv and nrrhliclv held in accordance with a notice of meetins and tentative asenda- a" -' -''J *-_* r -'-'---J '-- Q -' ' -'O---'--'' -'
copy of which was timely served on each member of the Council and posted on a bulletin
board or other prominent place easily a<;<;essible to the public and clearly designated for
that purpose at the principal officc of the Council (a copy of thc facc sheet of the agenda
being attached hereto) pursuant to the local rules of the Council and the provisions of
Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at
least twenty-four hours prior to the commencement of the meeting as required by law and
with members of the public present in attendance; I funher certify that the individuals
named therein were on the date thereof duly and lawfully possessed of their respective
City offices as indicated therein, that no Council vacancy existed except as may be stated
in the proceedings, and that no controversy or litigation is pending, prayed or threatened
involving the incorporation, organtzation, existence or boundaries of the City or the right
of the individuals named therein as officers to their respective positions.
WITNESS my hand and the seal of the City hereto affixed this 18th day of May,
20t5.
City City of Iowa
(sEAL)
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-7t
0tl06t2t-t\10422-146
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FSTllEtlur
or
t&o
f
ROLL GALL ORDER FOR MEETING OF
May 18,2015
Sutton, Braig, Buol, Resnick, Gonnors, Lynch, Jones
CITY OF DUBUQUE,IOWA
CITY COUNCIL MEETING
Historic Federal Building
350 W. 6th Street
May 18,2015
Councit meetings are video streamed live and archived at www.cityofdubuque.org/media and on Dubuque's
GityChannel on the Mediacom cable system at Channel8 (analog) and 85.2 (digital).
WORK SESSION
5:15 PM - Parks to People Presentation
REGULAR SESSION
6:30 PM
PLEDGE OF ALLEGIANCE
PROCLAMATTON(S)
1. Public Works Week (May 17 - 23)
CONSENT ITEMS
The consent agenda items are considered to be routine and non-controversial and all consent items will be normally voted
upon in a single motion without any separate discussion on a particular item. lf you would like to discuss one of the Consent
Items, please go to the microphone and be recognized by the Mayor and state the item you would like removed from the
Consent Agenda for separate discussion and consideration.
1. Minutes and Reports Submitted
Civil Service Commission of 4-1; Library Board of 4-1; Human Right Commission 4-'13; Library Board of Trustees Report of
4-23; Parks and Recreation Commission of 4-14; Zoning Advisory Commission of 5-6; Zoning Board of Adjustments of 4-
23; Proof of Publication for City Council Proceedings of 4-20.
Suggested Disposition: Receive and File
2. Notice of Glaims and Suits
Claim by Eugene Cliff for property damage; Claim by Dale Larson for property damage; Claim by Mary Leick for property
damage; Claim by Sheri Leytem for property danrage and loss of revenue; Claim by Jennifer Meyer for property damage;
Claim by Rodney Miller for property damage; Claim by Stanley Schwartz for property damage;
Suggested Disposition: Receive and File; Refer to City Attorney
3. Disposition of Claims
City Attorney advising that the following claims have been referred to Public Entity Risk Services of lowa, the agent for the
lowa Communities Assurance Pool: Eugene Cliff for property damage; Dale Larson for property damage; Mary Leick for
property damage; Sheri Leytem for property damage and loss of revenue; Jennifer Meyer for property damage; Rodney
Miller for property damage; Stanley Schwartz for property damage;
Suggested Disposition: Receive and File; Concur
4. Mediacom CommunicationsCompany
Correspondence from Mediacom Communications Company advising the City of programming changes effective on or
about June 1,2015.
Suggested Disposition: Receive and File
5. lowa National Guard Usage Agreement
Gity Manager recommending approval of a Usage Agreement with the lowa National Guard allowing the Guard to do
training at Roosevelt Park.
Pg.I
ITEMS TO INCLUDE ON AGENDA
crrY oF DUBUQUE, IOWA
$30,941,000 Stormwater Utility Revenue Capital Loan Notes, Series 20158 (Catfish Creek -
Sponsored Project)
Resolution Amending the Original Resolution, approved on June 15,2015, said
Resolution Approving and Authorizinga Loan and Disbursement Agreement with the
Iowa Finance Authority and Authorizing and Providing for the Issuance of Stormwater
Utility Revenue Capital Loan Notes, Series 20158, in Order to Provide for the Funding
of a Sponsored Proj ect Under the Terms of a New Series 20 1 58 Note to be Issued in the
Principal Amount of $30,941,000, which includes approval of a Supplemental Tax
Exemption Cer1ificate.
a
NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE
TER 21 AND
August 21,2017
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:
*****(**
Council Member Lynch introduced the following Resolution entitled "RESOLUTION
AMENDING THE ORIGINAL RESOLUTION, APPROVED ON JLINE 15,2075, SAID
RESOLUTION APPROVING AND AUTHORIZING A LOAN AND DISBURSEMENT
AGREEMENT WITH THE IOWA FINANCE AUTHORITY AND AUTHORIZING AND
PROVIDING FOR THE ISSUANCE OF STORMWATER UTILITY REVENUE CAPITAL
LOAN NOTES, SERIES }OT'B,IN ORDER TO PROVIDE FOR THE FTINDING OF A
SPONSORED PROJECT IINDER THE TERMS OF A NEW SERIES 20158 NOTE TO BE
ISSUED IN THE PRINCIPAL AMOLTNT OF $30,941,000, WHICH INCLUDES APPROVAL
OF A SUPPLEMENTAL TAX EXEMPTION CERTIFICATE", and moved that the same be
adopted. Council Member Rios seconded the motion to adopt. The roll was called and the vote
was,
AYES: Lrrnch- Connors- Buol. Del Toro J ones- Rios- Resnick
NAYS:
Whereupon, the Mayor declared the following Resolution duly adopted:
RESOLUTION NO. 288.17
RESOLUTION AMENDING THE ORIGINAL RESOLUTION,
APPROVED ON JUNE 15,2015, SAID RESOLUTION APPROVING
AND AUTHORIZING A LOAN AND DISBURSEMENT
AGREEMENT WITH THE IOWA FINANCE AUTHORITY AND
AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF
STORMWATER UTILITY REVENUE CAPITAL LOAN NOTES,
SERIES 2OI'B,IN ORDER TO PROVIDE FOR THE FUNDING OF A
SPONSORED PROJECT UNDER THE TERMS OF A NEW SERIES
2OI5B NOTE TO BE ISSUED IN THE PRINCIPAL AMOTINT OF
$30,941,000, WHICH INCLUDES APPROVAL OF A
SUPPLEMENTAL TAX EXEMPTION CERTIFICATE
WHEREAS, the Issuer previously issued its Stormwater Utility Revenue Capital Loan
Note, Series 2015F., dated June 19, 2015, in the amount of $29,541,000 ("Original Note"),
pursuant to a Loan and Disbursement Agreement between Issuer and the Iowa Finance
Authority, dated of like date (the "Agreement"), for the purpose of defraying the costs of the
Project (as defined in the resolution authorizing issuance of the same (hereinafter the
"Resolution")); and
WHEREAS, upon completion of the Project contemplated by the Original Note, the final
loan is anticipated to be 29,541,000 (with $28,3 92,547 .I4 already drawn, an estimated $574,000
anticipated to be drawn prior to closing); and
WHEREAS, the Issuer has been approved by the Iowa Finance Authority and the
Department of Natural Resources for a "sponsored project" amendment to the Original Note for a
water restoration project described below ("Sponsored Project") to be funded under the terms of
a rrew Series 20158 Note in the principal amount of $30,941,000 and bearing interest at the rate
of I .180% ("New Note"); and
WHEREAS, the Iowa Finance Authority has requested that the Original Note be
exchanged for the New Note, reflecting the additional amount allocated for the Project; and
WHEREAS, pursuant to notice published as required by law, this Council has previously
held a public meeting and hearing upon the proposal to institute proceedings for the authorization
of a Loan and Disbursement Agreement by and between the Issuer and the Iowa Finance
Authority, and the issuance to the Iowa Finance Authority of not to exceed $34,000,000
Stormwater Utility Revenue Capital Loan Notes to evidence the obligations of the Issuer under
said Loan and Disbursement Agreement, for the purpose of providing funds to pay costs of land
acquisition, engineering and construction of Phase 7 of the Bee Branch Watershed Flood
Mitigation Project, also known as the Upper Bee Branch Creek restoration, the refunding and
refinancing of the outstanding General Obligation Capital Loan Notes Anticipation Project Note,
Series 2006, dated December 28,2006, issued in respect of such costs, and the Catfish Creek
Watershed Improvements, and considered the extent of objections received fi'om residents or
property owners as to said proposal; and
WHEREAS, a Sponsored Project Loan and Disbursement Agreement Amendment
(hereinafter the "Amendment") has been prepared to reflect said interest rate reduction and
additional loan amount, a copy of which is attached hereto as Exhibit A; and
WHEREAS, pursuant to IRS regulations adoption of the Amendment constitutes a
reissuance of the Note.
NOW, THEREFORE, BE IT RESOLVED BY CITY COIINCIL OF THE CITY OF
DUBUQUE, STATE OF IOWA:
Section 1. That the Resolution is hereby amended to reflect the interest rate reduction
to 1 . I 8% per annum on the nerv principal amount of $30,941 ,000 from and after Jitne 1,2Q17 for
the remainder of the life of the New Note. Debt service on the New Note is the same as debt
service on the Original Note, accordingly, parity coverage is not affected.
Section 2. That the Amendment in substantially the form attached to this Resolution
and the New Note are hereby authorized to be executed and issued on behalf of the Issuer by the
Mayor and attested by the City Clerk. The New Note shall be exchanged for the Original Note.
Section 3. That the Supplemental Tax Certificate regarding the uses of proceeds and
the System is hereby approved. The Finance Director is authorized to execttte the same.
Section 4. Except as amended herein, all of the other terms and conditions of the
Resolution and Agreement are in all respects ratified, confirmed and approved and shall remain
in full effect.
PASSED AND APPROVED this 21't day of August, 2017
Roy D. Buo
ty
/.J
yor
ATTEST
CERTIFICATE
STATE OF IOWA
COUNTY OF DUBUQUE
I, the undersigned City Clerk of the City of Dubuque, State of Iowa, do hereby certify
that attached is a true and complete copy of the portion of the records of the City showing
proceedings of the Council, and the same is a true and complete copy of the action taken by the
Council with respect to the matter at the meeting held on the date indicated in the attachment,
which proceedings remain in full force and effect, and have not been amended or rescinded in
any way; that meeting and all action thereat was duly and publicly held in accordance with a
notice of meeting and tentative agenda, a copy of which was timely served on each member of
the Council and posted on a bulletin board or other prominent place easily accessible to the
public and clearly designated for that purpose at the principal office of the Council pursuant to
the local rules of the Council and the provisions of Chapter 2l , Code of Iowa, upon reasonable
advance notice to the public and media at least twcnty-four hours prior to the commencement of
the meeting as required by law and with members of the public present in attendance; I further
certify that the individuals named therein were on the date thereof duly and lawfully possessed of
their respective City offices as indicated therein, that no Council vacancy existed except as may
be stated in the proceedings, and that no controversy or litigation is pending, prayed or
threatened involving the incorporation, organization, existence or boundaries of the City or the
right of the individuals named therein as officers to their respective positions.
WITNESS my hand and the seal of the Council hereto this22nd day of August,
2017
Kevin City of Dubuque,
State of Iowa
(sEAL)
0 1386535-1\10422-186
SS
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EXHIBIT ''A''
RED PROJECT EMENT AGREEMENT AMEND
SPONSORED PROJECT LOAN & DISBURSEMENT AGREEMENT AMENDMENT
This Sponsored Project Loan and Disbursement Agreement Amendment is entered into
this 8th day of September ,2017 by and between the City of Dubuque, State of Iowa ("lssuer")
and Iowa Finance Authority ("lFA").
WI{EREAS, the issuer previously issued its Stormwater Utility Revenue Capital Loan
Note, Series 20158, dated June 19,2015, in the amount of $29,541,000 ("Original Note"),
pursuant to a Loan and Disbursement Agreement between Issuer and the Iowa Finance
Authority, dated of like date (the "Agreement"), for the purpose of defraying the costs of the
Project (as defined in the resolution authorizing issuance of the same (hereinafter the
"Resolution")); and
WI-IEREAS, upon completion of the Project contemplated by the Original Note, the final
loan is anticipated tobe29,541,000 (with $28,392,541.14 already drawn anrl an estirnal.ed
$574,00t) anticipated to be drawn prior to clnsing); arrd
WHEREAS, the Issuer has been approved by the Iowa Finance Authority and the
Depafiment of Natural Resources for a "sponsored project" amendment to the Original Note for a
water restoration project, described in the Amending Resolution ("Sponsored Project"), to be
funded under the terms of a new Series 20158 Note in the principal amount of $30,941,000
("New Note") and bearing interest at the rate of 1 l 8%; and
WHEREAS, the iowa Finance Authority has requested that the Original Note be
exchanged for the New Note, reflecting the additional amount allocated for the Project.
NOW, THEREFORE, the parlies agree as follows
1. IFA hereby tenders the Original Note to the Issuer for cancellation, and accepts
delivery of the New Note of the Issuer in the principal amount of $30,941 ,000 and bearing
interest at the rate of lrl}% (of which the Issuer has previously paid $0 in principal trnder the
Original Note).
2. IFA hereby consents to the amendment of the ResoluLion authorizing tlte issuance
of the Original Note to reflect the increased principal amount of the New Note, the new interest
rate of I.I8yo, and the additional purposes to which the proceeds shall be applied, and all other
conforming amendments that may be necessary to reflect the modified terms of payment.
3. The Original Note is hereby cancelled and from and after the date hereof the
parties shall be bound by the terms of the New Note, the principal and interest repayment
schedule being as shown on Exhibit A attached hereto.
4. The original Loan and Disbursement Agreement by and between Issuer and IFA
dated as of June 19,2015 shall also be amended to reflect a principal amount of $30,941,000,
bearing arate of interest of 1.18% lrom June 1,2017, and incuming an additional Initiation Fee
of $7,000 (aggregate $ 1 07,000). All other terms and provisions set forth in the original Loan and
Disbursement Agreement (including provisions applicable to loan forgiveness), except as
amended hereof, shall be ratified and confirmed.
CITY OF DUBUQUE, STATE OF IOWA
By:
Mayor
ATTEST:
By:
City lerk
IOWA FINANCE AUTHORITY
By:
Executive
n
EXHIBIT A
Estimated Amortization Schedu le
city ot Dubuque
Storm Waler Revcnlle Bond
GNS10-5
Loan Closing
Final Dishursemenl
Final lviaturily
lniliolion Fee - Jun 19,2015
P&DPoyolf- Jun19.2015
Drows lhrough - Dec 1,2015
Drows lhrough - Jun l. 201 6
Drows lhrough - Dec l,2016
Drows lhrough - Ju^ 1.2017
Drow - Jun 16,2017
Drow - lun 30.2017
Eslimoled Drow - Aug 18,201/
l:t: ,.1,:)l:r:r) i.j{r SepB,20l7
:,i: i. ,r.rr:::io.r i)i.in SepB,20l7
Eslimoled Drow - Sep 15.2017
Erlimoled Drow - Ocl20,2017
ri:'ii'i.rri:rdl)ift," Oclm.2017''l :-!::,r'),riJi),.rf Nov17,201/
''r i,t:r,,..rr..r(j l).:r.. Dec 15,2017
iP. il,,Y:(J!.d l;cr.. Jun 15,2018
:f i:iillr, (.,l.rJ l,rcr, Jul l5.20lB
-:i) i,l:11:; ,:d i):.:)\, Oct 15,2018
''i, irli,a(lici i):..' - Nov 15,2018
lF !:\li:r.,xr,l i:'r.E Jun 15.2019
Sl) i:rt!.,1.r:.-J i);or; Jul 15,2019
-t,:,r;,j\,.:r..:J [)r..:?j _ Ocl 15.2019
lD i:)',:Y,cr:i.i (lr.:.! Nov 15.2019
:l'i rllrro:li,J irr.),.: Jun I5,2020
jl':,-r!.,rrli.r,ji)il.ir .lul1,5,2020-t j .',...r:-).1 i-:.r.r-. Ocl 15. 2020
if r\ri.i,,riil..r l.lov15.2020
Tolol Looned Amounl
SHF
c -1-n'tt r-i l/1t t_
Loan Period in
Annual lnterest
Total
i,! ,: II
servicing Fee
Tolal servicing
Tolal Loan
AmountForgiven- OcI20,2017 5 S08 200.00
Beginning Seryicing Total Loan Total Annual Oebt
Pavment Date Balance Principal lnterest Fee Payment Serulce Ending Balance
Dec1,2O15 717,821.01 50,214.31 1,173.47 57,387.78 717,821.01
Jun 1.2016 11.852.874.75 139,743.07 19.963.30 15S,706.37 217,051.15 11,452,874.75
Dec1,2016 21,oo3,74a.25 195,644.12 27,94925 223,59397 21,003,748.25
Jun 1,2017 22,S52.630.31 220,184.64 31,454.95 251,639.59 475.233.56 22,552,630.31
Oec1,2O17 24,239,800.00 163,55305 34,651 07 198,20412 24.239,80000
Jun 1,2018 24,289,800.00 611,900.00 143,314.41 30,363.22 755.477,63 983,681.75 23.678.000.00
Dec 1,2018 23,863,751.00 140,406.47 29,147.13 170,153.60 23,863 751 00
Jun 1,2olg 23,925,668.00 .. 1.135.000.00 141,193.91 23,913.96 1.306,107,87 1,476,241.47 22,790,668.00
Dec1,2O19 22,773$68.00 135,171.21 28,637.97 163.809.18 22,773668.00
Jun1,2020 23,038,336.00 1,148,000.00 135,s58.65 28,804.80 1,312,763.45 1,476,572.63 21.890,336.00
Dec 1,2o2O 22,076,087.00 130,248.91 21 595.11 157 84402 22076,087.00
Jun1,2021 22,138,000,00 1,160,000.00 130,614.20 21,672.50 i,318,286.70 1,4'16,130.72 20,978,000.00
Dec1,2O21 20,978,000.00 12J,77020 26,222.50 149,9s2.70 20,978.00000
Jun1,2022 20,978,000.00 1.176,000.00 123,770.20 26,222.50 1,325,992.70 1,475,985.40 1S,802.000.00
Oec1.2O22 19,802,000.00 116,831.80 24,752.50 141,584 30 19802,00000
Jun 1,2023 19,8o2,OOO.OO 1.193,000.00 116,831.80 24,752.30 1,334,584.30 1.476.168,60 18.009,000.00
Dec1,2O23 18,609.000.00 109,793.10 23,261.25 133,054.35 18,60S,000.00
Jun1,2024 18,609.000.00 1.210,000.00 109.793.10 23,261.25 1,343,054.35 1,476,108.70 17,399,000.00
Dec 1,2024 17.399,000.00 102.654.10 21,74875 124,402.85 17'398 000.00
Jun 1,!0?5 17.309.000.00 1,22?,000.00 102,654,10 ?1,74875 1,351,40285 1,475,80570 16,172,00000
Dec 1,2025 16,172.000.00 95,414.80 20.21500 115.629 80 16 172.000 00
Jun 1,2026 16,172,000.00 1,245,000.00 95.414.80 2o.215.0O 1,360,629.80 1,476,259.60 '14,927.000 00
Ooc1,2O26 14,327.000.00 88,06S.30 18,658 75 106,728.05 14.927,000 00
Jun1,2027 14,327,000.00 1,263,000.00 88.069.30 18,658.75 1,369,728.05 1,476,456.10 13,664,000.00
Dec1,2O27 13,664,000.00 80,617.60 '17,080.00 97.69760 13,664000.00
Jun 1.2028 13.664.000.00 1,281,000.00 80,617.60 17,080.00 1,378,6S7.60 1,476.395.20 12,383,000.00
Dec 1, 2028 12,383,000.00 ?3,059.70 15,478.75 88.538.45 12 383.000 00
Jun 1,2029 12,383,000.00 1,2S9,000.00 73,059.70 15,478.75 1,387.538.45 1.476,076.90 11,084,000.00
Oec 1,2029 11,0E4.000.00 65,395.60 13,855.00 79,250.60 1'1'084,000 00
Jun 1,2030 11,084,000.00 1.318,000.00 65,395.60 13,855.00 1,397,250.60 1,476,501.20 9,766,000.00
Oec 1,2030 9,766.000.00 57,619.40 12,207 50 69,826.90 9,766,000.00
Jun 1,203.1 9,766.000.00 1,336,000.00 57,619.40 12,207.50 1,405.826.90 1,475,653.80 8,430,000.00
Doc 1.2031 8,430,000.00 43,737.00 10,537 50 60,274.50 8,430,000.00
Jun 1,2032 8.430,000.00 1,355,000.00 49,737.00 10,537.50 1,415,274.50 1,475,549.00 7.075,000.00
Doc 1.2032 7.O75,O0O.OO 41,142.50 8.843.75 50,586.25 7,075'000 00
Jun 1, 2033 7,075,000.00 1,375,000.00 41,742.50 8,81s.75 1,425,586.25 1,476,172.50 5,700,000-00
Dec 1, 2033 5;?00,000.00 33,630.00 7j25.00 40,755.00 5,700,000.00
Jun 1.2034 5,7o0,OOO.OO 1,395.000.00 33.630.00 7j25.00 1,435,755.00 1,476,510.00 4,305.000.00
Dec 1. 2034 4.3O5.OOO.0O 25.399.50 5,381.25 30,780.75 4.305 000.00
Jun 1.2035 4,305.000.00 1.415.000.00 25,399.50 5,381.25 1,445.780.75 1,476,561.50 2,890,000.00
Dec1,2035 2,890,000.00 17,051.00 3,61250 20663.50 2'890'00000
Jun 1,2036 2,09o.OOO.OO 1.435,000.00 17,051.00 3,612.50 1,455,663.50 1,476,327.00 1,455,000,00
Dec 1,2036 1.455,000.00 8,584.50 1.818.75 10.403 25 1,455.000.00
Jun 1,2037 1.455,000.00 1,455,000.00 8.584 50 1,818 75 1,465,403 25 1,475.806.50 0.00
100.000.00
617.821.01
1 1,1 35.053,74
9,1 50.873.50
1,948,882.06
4 ,777 ,026 .03
480,71S.97
1 82.'l ?0.83
574,000.00
7.000.00
300.000.00
382.000.00
192.452.86
300.000.00
30.000.00
20.000.00
61.917.00
61 S17_00
61.917.00
61.S17.00
61 917.00
61.917 00
61.S 1 7.00
61,S17.00
61,91 7.00
61,917.00
61.917.00
61,01 3.00
1.18Va
$ 3.904,987.75
0.250/.
$ 785.524.23
$ 4,790,511.98
INVESTING IN IOWA'S WATER
sw iowd.com
SIJPPLEMENTAL TAX CERTIFICATE
OF
DUBUQUI, IOWA
The undersigned officer of the City of Dubuque, Iowa ("Issuer"), hereby cerlifies as
follows:
L 'I'he Council of the City of Dubuque ("Council"), acting at a meeting duly called
and held on August 21,2017, has authorized the execution and delivery of a Sponsored Project
Loan and Disbursernent Agreement Amendment ("Amendment") by and between the Council
and the Iowa Finance Authority ("lFA"), and approved a resolution ("Amended Resolution")
amending the resolution approved by the Council on June 15,2015 ("Resolution"), which
Resolution authorized the issuance and delivery of $29,541,000 Stormwater Utility Revenue
Capital I-oan Note, Series 20158, dated June 19,2015, of the Issuer ("Original Note"). Upon
Completion of the Projects t"rnanced by the Original Note, the balance of the loan is anticipated
to be $29,541,000, and the loan and debt service schedule will be modified accordingly. The
loan as amenclecl is now in the principal amount ol$30,941,000 (the "New Note"). On the date
hereof, the Original Note is being exchanged for a New Note bearing interest at the rate of 1.18%
per annum.
2, I have reviewed the representations, covenants and warranties contained in the
Tax Exemption Certificate dated June 19,2015 ("Tax Certificate") executed on behalf of the
Issuer in connection with the issuance of the Original Note. A true and accurate copy of the Tax
Exemption Certificate is attached hereto as Exhibit A.
3. The description of the Project set forlh in Section II of the Tax Cerlificate
accurately describes the Project as constructed and as it exists and is used as ofthe date hereof,
and there has been no change in the use of the Project since the OriginalNote was issued.
Pursuant to a Sponsored Project Loan and Disbursement Agreement Amendment (which added
$ 1,400,000 ot'principal to the loan), the Issuer will now spend the additional proceeds o1'the
New Note for costs of the Catfish Creek Watershed Improvements Sponsored Project (the
"Sponsored Project").
4. The construction of the Project is anticipated to be completed by October 20,
2017, and all of the proceeds of the Original Note were, and will be, expended on the costs of the
Project, in the amounts and as described Sections Ii and III of the Tax Certificate. The
construction of the Sponsored Project will commence and be completed with diligence using the
additional proceeds of the New Note, The Bond Yield on the New Note has been computed at
not less than 1 .18%.
5. Not more than 1 0o/o of the proceeds of the Original Note, the New Note, or the
facilities financed thereby, are to be used (directly or indirectly) or were used in a trade or
business carried on by any person (other than a goverrunental unit), and not more 10% of the
payment of the principal of or interest on the Original Note or the New Note are (directly or
indirectly): (i) secured by any interest in property used or to be used in such trade or business or
payments in respect of such property; or (ii) derived from payments (whether or not to the Issuer)
in respect of property or borrowed money used or to be used in such atrade or business, all
within the meaning of Section 141 (a) of the Code.
6. During the term of the New Note, and at all times prior to the date hereof, no
private business use will be made or has been made of the Project or the Sponsored Project, and
no payments or security will be made or furnished or has been made or furnished that would
cause the New Note to be a "private activity bond" within the meaning of Section 141 of the
Code and applicable regulations.
7. The covenants of the Issuer contained in the Tax Certificate are hereby ratified,
confirmed and approved and shall continue to be binding upon the Issuer as if set forth fully
herein. This certificate is intended and is being delivered in order to meet the requirements of
Section 148 of the Internal Revenue Code of 1986, as amended, and Treasury Regulation 1-
148(2Xb).
W WI IEREOF. thc undcrsigned has hereunto set my hand tnis fr day of
,2017
By:
CITY OF DUBUQUE, IOWA
City inance D r
0r386s34-l\10422-186
-2-
COMirL[TE-p,; yJ_, .- u _,.irri .l.0
MN. NA\H
TAX EXEMPTION CERTIFICATE
CITY OF DUBUQUE, rOWA
THIS TAX EXEMPTION CERTIFICATE made and entered into on June 19,2015, by the
City of Dubuque, Iowa (the "Issuer").
INTRODUCTION
This Certificate is executed and delivered in connection with the issuance by the Issuer of
its $29,541,000 StormwaterUtility Revenue Capital LoanNotes, Series 20158 (the "Bonds").
The Bonds are issued pursuant to the provisions of the Resolution of the Issuer authorizing the
issuance of the Bonds. Such Resolution provides that the coveuants cotttaiued in tiris Ce(ificate
constitute a parl of the Issuer's contract with the owners of the Ronds.
The Issuer recognizes that under the Code (as defined below) the tax-exempt status of the
interest received by the owners of the Bonds is dependent upon, among other things, the facts,
circumstances, and reasonable expectations of the Issuer as to future facts not in existence at this
time, as well as the observance of certain covenants in the future. The Issuer covenants that it
will take such action with respect to the Bonds as may be required by the Code, and pertinent
legal regulations issued thereunder in order to establish and maintain the tax-exempt status of the
Bonds, including the observance of all specific covenants contained in the Resolution and this
Certificate.
ARTICLE I
DEFINITIONS
The following terms as used in this Certificate shall have the meanings set forth below.
The terms defined in the Resolution shall retain the meanings set forth therein when used in this
Cerlificate. Other terms used in this Certificate shall have the meanings set forth in the Code or in
the Regulations.
"Annual Debt Service" means the principal of and interest on the Bonds scheduled to be
paid during a given Bond Year.
"Bonds" means the $29,541,000 aggregate principai amount of a Stormwater Utility
Revenue Capital Loan Notes of the Issuer issued in registered form pursuant to the Resolution.
"Bond Counsel" means Ahlers & Cooney, P.C., Des Moines, Iowa, or an attorney at law
or a firm of attorneys of nationally recognized standing in matters pertaining to the tax-exempt
status of interest on obligations issued by states and their political subdivisions, duly admitted to
the practice of law before the highest court of any State of the United States of America.
1
,,BondFund'.meansthesinkingFrrnddescribedintheResolution.
,,Bond Year,', as defined in Regulation 1.148-1(b)' means a one-year period beginning on
the day after expirati* oi,tt. preceding Boncl Ygar' .The first Bond Year shall be the one-year oI
shorter period beginning on the closiniDate and ending on a principal or interest payment date,
unless Issuer selects another date'
Regulation 1.148-4'
"Cedificatc" means this Tax E'xemption Certificate
,,Closing" means the delivery of the Ronds in exchange for the agreed upon purchase
pnce
"Closing Date" means the date of Closing'
,,Code"meansthelnternalRevenueCodeoflgs6,asamended'andanystatuteswhich
replace or supplement the Internal Revenue Code of 1986'
,'computationDate"meanseachhve-yearperiodfromtheclosingDatethroughthelast
day of the fifth and each succeeding fifth Bond Year'
,'EXceSSEarnings',meanstheamountearnedonallNonpr,rrpos:-Ill:.'.T"ntsminusthe
amount which *orriJ nlu" b""r, earned if such Nonpurpose Investments were invested at a rate
.q,ruf to the Bond Yield, plus any income attriblrtable to such exsess'
,'Final Bond Retirement Date" means the date on which the Bo.cls are actually paid in full'
,'Governmental obligations" means direct general obligations of' or obligations the timely
paymentoftheprincipalofandinterestonwhichisunconditionallyguaranteedbytheUnited
States
,,BondYield,,meansthatdiscountratewhichproducesanamountequaltothelssuePrice
of the Bonds when used in computing tn" fr.r.nt value of all payments of principal and interest
to be paid on the Borrds, using ,"*i*uuicompounding on ui6o-duy year as computed under
,,Gross Proceeds", as defined in Regulation 1',148-1(b), means 1ny Proceeds of the Bonds
and any replacement proceeds (as defined In Regulation 1 ' 148- 1 (c)) of the Bonds'
"GrossProceedsFunds"meanstheReserveFund'theProjectFundandanyotherfundor
accountheldforthebenefitoftheownersoftheBondsorcontainingGrossProceedsofthe
Bonds except the Bond Fund and the Rebate Fund'
,,Issue Price,,, as def,rned in Reguiation 1.148-1(b), means the initial offering price of the
Bonds to the public (not including bond houses, brokers or. simirar persons or organizatiorrs acting
in the capacity of ,rio*riters or-wh"f"r"i"trl ut *t i.tt price a subitantial amount of the Bonds
1
were sold to the public. Thc Purchasers have
$29,541,000.
certified the Issue Price to be not more than
"Issuer" means the City of Dubuque' Iowa'
,'Minor Portion of the Bonds", as defined in Regulati onl'148-2(9), means the lesser of
f,rve(5)percentofProceedsor$100,000'TheMinorportionoftheBondsiscomputedtobe
$100,000.
"Nonpurpose lnvestments" means any investment property which is acquired with Gross
proceeds and is not acquirecl to carry out the'governmental purpose of the.Bonds, and may
include but is not limited to u.S' Treasury bo-nds, corporate bo"dt' ot certificates of deposit'
"Proceeds",asdefinedinRegulationl'148-1(b)'meansSaleProceeds'investment
proceeds and transferred proceeds ofthe Bonds'
"Project"meallsthecostsoflandacquisition,engineeringandconstructionofPhaseTof
the Bee Branch watershed Flood ruitig"tJti pto:"rt, utri.t tto*tt as the upper Bee Branch creek
Restoration, the refuncling and ,.n,ton.ing of the outstanding General Obligation Capital Loan
Notes Anticipation Project Note, S"ri", Z6OO, dated Decemier 28'2006' issued in respect of such
costs,andtheCatfishCreekWatershedlmprovements'
,,ProjectFund,,meansthefundestablishedintheResolution.
,,Purchaser,, means the Iowa Finance Authority, Des Moines, Iowa, constituting the initial
purchaser of the Bonds from the Issuer'
,,Rebate Amouttt" means the amount comptttecl as described in thiS cerlificate'
,,RebateFund,'meansthefundtobecreated,ifnecessaly,pursuanttt-rl'lrisCerlificatc.
,,RebatePaymentDate,,meansaclatechosenbythelssuerwhichisnotmorethan60days
followingeachComputationDateortheFinalBondRetirementDate'
,,RefundedBonds,,means$617,821'0lofthe.stormwaterUtilityRevenueCapitalLoan
NotesAnticipationProjectNotes,Series2006'issuedDecember2S'2006'
"Regulations" means the Income Tax Regulations' amendments and successor provisions
promulgatea Uy tfre Oef artment of tn" ir.^sury irnder Sections 1 03, 148 and 149 of the Code' or
other Sections of the code relating to ,';;;itragl bonds", including without limitation Regulations
1.148-1 through r.i+s-r l, 1.149(b)-1, 1'149-d(1)', l'150-1 and 1'150-2'
,,ReplacementProceeds"include,butarenotlimitedto'sinkingfunds'amountsthatare
pledged as security for al issue, and amounts that are replaced because of a sufficiently direct
nexus to a governmental purpose of an issue'
a-J-
,,Resolution,, means the resolution of the Issuer adopted on June 15,2015 authorizing the
issuance of the Bonds'
,,Sale Proceeds", as defined in Regulation 1.148-1(b), means any amounts actually or
constructively received from the sale ortt. Bonds, including amounts used to pay underwriter's
discount or compensation and accrued interest other than pre-issuance acctued interest'
"Sinking Fund" means the Bond Fund'
,,TaxExemptobligations,'meansbondsorotherobligationstheinterestonwhichis
excludable fro- tfr! grorr-it.o*" of the owners thereof 'nder
Section 103 of the Code and
include oertain regulated investment "o-pul.,it',
stock in tax-exempt mutual funds and demand
deposit SLGS.
"Taxable Obligations" means all investmetrt property, obligations or securities other than
'fax ExemPt Obligations.
,,Verification Cer1ificate,, means the certificate attached to this Cerlificate as Exhibit A,
establishing that the Purchaser will not reoffer or sell the Bonds to the public'
ARTICLE II
S PE,CIFIC CE,RTIFICATI ON S' REPRE,SENTATION S
AND AGREEMENTS
The Issuer hereby certifies, represents and agrees as follows
on2.l A tv to Certifv and nectati ons
S
(a)Theundersignedofftcerofthelssueralongwithotherofficersofthelssuer'are
charged with the responsibility of issuing the Bonds'
(b) This certificate is being executed and delivered in part for the purposes specified
in section 1 . 148-2(bx2) of the Regulations and is intended (among other purposes) to establish
reasonable expectations of the Issuer at this time'
(c)Thelssuerhasnotbeennotifiedofanydisqualificationorproposed
disqualification of it by the commi.ssioner of the rnternal Revenue Service as a bond issuer which
maycertifybondissuesunderSectionl'148-2(bX2)oftheRegulations.
(d) The certifications, representations and agreements set forth in this Article Ii are
made on the basis of the facts, estimates ancl circumstances in existence on the date hereof'
inclucling the foilowing: (1) with respect to amounts expected to be received from delivery of the
-4-
Bonds, amounts actually received, (2) with respect to payments of amounts into various funds or
accounts, review of the authorizations or direciions lor such payments made-by the Issuer
pursuant to the Resolution and this certificate, (3) with respect to the Issue Price' the
certifications of the Purchaser as set forth in the verification ceftificate, (4) with respect to
expenditure of the Proceeds of the Borris, actual expenditures and reasonable expectations of the
Issuer as to when the Proceeds will be spent for purposes of the Project, (5) with respect to Bond
Yield, review of the Verification Certiiriat", und (6j with respect to the amount of governmental
and Code Section 501(cX3) bonds to be issued duiing the calendar year, the budgeting and
t;; planning of tssuei. The Issuer has no reason to believe such facts' estimates or
circumstances are untrue or incomplete in any material way'
(e) To the best of the knowledge and belief.of the undersigned officer of the Issuet,
there are no I-acts, estitlates or circumstanles that would matedally change the representations'
certifications or agreements set forth in this certificate, and the expectations herein set out are
reasonable.
(f) No arrangement exists undcr which the payment of principal or interest on the
Bonds would be directlf or indirectly guaranteed by the united States or any agency or
instrumentalitY thereof.
(g) After the expiration of any applicable temporary periods, and excluding
investments in a bona fide debt servic" n "d or r"r"r,r" frtnd, not more than five percent (5%) of
the proceeds of the Bonds will be (a) used to make loans which are guaranteed by the United
states or any agency or instrumentality thereof, or (b) invested in federally insured deposits or
accounts.
(h) The Issuer will file with the Internal Revenue Service in a timely fashion Form
g03g-G, Information Return for Tax-Exempt Governmental obligations, with respect to the
Boncls an<l such oth"...ports required to comply with the code and applicable Regulations'
(i) The Issuer will take no action which woulcl oause the Bonds to become "private
activity bonds,, as defined in Section 1a1(a) of the cgg., including any use of the project by any
person other than u gorr".rr-ental-unit if sucn use will be as other than a member of the general
public. None of th#roceeds of the Bonds will be used directly or indirectly to make or finance
loans to any person other than a govemmental unit'
c) The Issuel will make no change in the nature or putpose of the Project except as
provide<i in Section 6'1 hereof'
(k) Except as provided in Section 6.1 hereof, the Issuer will not establish any sinking
fund, bond fund, reserve iund, debt service fund or other fund reasonably expected to be used to
pay debt service on the Bonds (other ihan the Bond Fund and any Reserve Fund)' exercise its
option to redeem Bonds prior to maturity or effect a refunding of the Bonds'
5
(l) No bonds or other obligations of the Issuer (1) were sold in the l5 days preceding
the date of sale of the Bonds, (2) were sold or will be sold within the 15 days after the date of sale
of the Bonds, (3) have been delivered in the past 15 days or (4) will be delivered in the next 15
days pursuant to a common plan of financing for the issuance of the Bonds and payable out of
substantially the same source of revenues.
(m) None of the Proceeds of the Bonds will be used directly or indirectly to replace
funds of the Issuer used directly or indirectly to acquire obligations having a yield higher than the
Bond Yield.
(n) No porlion of the Bonds will be issued for the purpose of investing such portion at
a higher yield than the Bond Yield.
(o) The Issuer does not expect that the Proceeds of the Bonds will be used in a maruler
that would cause them to be "arbitrage bonds" as defined in Scction 1aS(a) of the Code. The
Issuer does not expect that the Proceeds of the Bonds will be used in a manner that would cause
the interest on the Bonds to be includable in the gross income of the owners of the Bonds under
the Code. The Issuer will not intentionally use any portion of'the Proceeds to acquire higher
yielding investments.
(p) The Issuer will not use the Proceeds of the Bonds to exploit the difference between
tax-exempt and taxable interest rates to obtain a material financial advantage'
(q) The Issuer has not issued more Bonds, issued the Bonds earlier, or allowed the
Bonds to remain outstanding longer than is reasonably necessary to accomplish the governmental
purposes of the Bonds'
(r) The Bonds will not be Hedge Bonds as described in Section 1a9(g)(3) of the Code
because the Issuer reasonably expects that it will meet the Expenditure Test set forlh in Section
2.5(b) hereof and that not more than 509/o of the Proceeds will be invested in Nonptrrpose
Inrrestments having a suhstantially guaranteed yieid for four ol more years'
Section 2 .2 Receints and Exoenditures of Sale Proceeds
Sale proceeds received at Closing are expected to be deposited and expended as follows:
(a) $ 125,000 representing costs of issuing the Bonds and the Initiation Fee for the
Loan will be used within six months of the Closing Date to pay the costs of
issuance of the Bonds (with any excess remaining on deposit in the Project Fund);
and
(b) $611,82L 01 will be used to redeem the Refunded Bonds; and
(c) The balance of the Proceeds will be deposited into the Project Fund and will be
used together with earnings thereon to pay the costs of the Project and will not
-6-
exceed the amount necessary to accomplish the governmental purposes of the
Bonds.
on2.3
Proceeds of the Bonds will be used for the purpose of paying costs of construction of
certain improvements and extensions to the Storm Water Utility of the City, including those costs
of land acquisition, engineering and construction of Phase 7 of the Bee Branch Watershed Flood
Mitigation Project, also known as the Upper Bee Branch Creek Restoration, the refunding and
refinancing of the outstanding General Obligation Capital Loan Notes Anticipation Project Note,
Series 2006, dated December 28,2006, issued in respect of such costs, and the Catfish Creek
Watershed Improvements.
Se Classifica
'fhe Bonds are considered to be governmental bonds, not subject to Lhe provisit-rrrs of tlte
alternate minimum tax. All of thc financed facilities are owned by the City and are expected to be
used by the public generally, including industrial users. There are no contractual arrangements or
agreements between the City and any contributing industry rising the Stormwater Utility, and
there are no other lease, management contract or other similar arrangements with respect to the
Stormwater Utility.
No amount of Proceeds of the Bonds is to be used directly or indirectly to make or finance
loans to persons other than goverrlmental units.
Section 2.5 F Sunnortins Temoorarv Perio ds for Proceeds
(a)
substantial
Bonds.
Time Test. Not later than six months after the Closing Date, the Issuer will incur a
binding obligation to a third party to expend at least 5% of the net Sale Proceeds of the
(b) Expenditure Test. Not less than 85% of the net Sale Proceeds will be expended for
Project costs, including the reimbursement of other funds expended to date, within a three-year
temporary period fiom the Closing Date.
(c.)Due Dili e'fest. Not later than six months after Closing, work on the Project
will have commenced and will proceed with due diligence to completion.
(d) Proceeds of the Bonds representing iess than six months accrued interest on the
Bonds will be spent within six months of this date to pay interest on the Bonds, and will be
invested without restriction as to yield for a temporary period not in excess of six months.
7-
Section 2.6 Resolution Funds at Restricted or Unrestricted Yield
(a) Proceeds of the Bonds will be held and accounted for in the manner provided in
the Resolution. The Issuer has not and does not expect to create or establish any other bond fund,
reserve fund, or similar fund or account for the Bonds. The issuer has not and will not pledge any
moneys or Taxable Obligations in order to pay debt service on the Bonds or restrict the use of
such moneys or Taxable Obligations so as to give reasonable assurances of their availability for
such purposes.
(b) Any monies which are invested beyond a temporary period are expected to
constitute less than a major portion of the Bonds or to be restricted for investment at a yield not
greater than one-eighth of one percent above the Bond Yield.
(c) The Issuer has established and will use the Bond Fund primarily to achieve a
proper matching of revenues and debt service within each Bond Year and the Issuer will apply
moneys deposited into the Bond Fund to pay the principai of and irtterest ort the Bonds. Such
Fund will be depleted at least once each Bond Year except for a reasonable carryover amount.
The carryover amount will not exceed the greater of (l) one year's earnings on the Bond Fund or
(2) one-twelfth of Annual Debt Service. The Issuer will spend moneys deposited from time to
time into such fund within 13 months after the date of deposit. Revenues, intended to be used to
pay debt service on the Bonds, will be deposited into the Bond Fund as set forth in the Resolution.
The Issuer will spend interest earned on moneys in such fund not more than 12 months after
receipt. Accordingly, the Issuer will treat the Bond Fund as a bona fide debt service fund as
defined in Regulation 1.148-1(b).
Investment of amounts on deposit in the Bond Fund will not be subject to arbitrage rebate
requirements as the Bonds meet the safe harbor set forth in Regulation 1.148-3(k), because the
average annual debt service on the Bonds will not exceed $2,500,000.
(d) The Minor Portion of the Bonds will be invested without regard to yield.
Section 2.7 P nins to Yields
(a) The purchase price of all Taxable Obligations to which restrictions apply under
this Certificate as to investment yield or rebate of Excess Earnings, if any, has been and shall be
calculated using (i) the price taking into account discount, premium and accrued interest, as
applicable, actually paid or (ii) the fair market value if less than the price actually paid and if such
Taxable Obligations were not purchased directly from the United States Treasury. The Issuer will
acquire all such Taxable Obligations directly from the United States Treasury or in an arm's
length transaction without regard to any amounts paid to reduce the yield on such Taxable
Obligations. The Issuer will not pay or permit the payment of any amounts (other than to the
United States) to reduce the yield on any Taxable Obligations. Obligations pledged to the
payment of debt service on the Bonds, or deposited into any reserve fund after they have been
acquired by the Issuer will be treated as though they were acquired for their fair market value on
-8-
thc date of such plcdgc or dcposit. Obligations on deposit in any reserve fund on the Closing
Date shall be treated as if acquired for their fair market value on the Closing Date.
(b) Qualified guarantees have not been used in computing yield.
(c) The Bond Yield has been computed as not less than 1.75 percent. This Bond Yield
has been computed on the basis of a purchase price for the Bonds equal to the Issue Price.
ARTICLE III
REBATE
Scction 3.i Rccords
Sale Proceeds of the Bonds will be held and accounted for in the manner provided in the
Resolution. The Tssuer will maintain adequate records fbr funds created by the Resolution and
this Certificate inciuding all deposits, withdrawals, transfcrs from, transfcrs to, invcstmcnts,
reinvestments, sales, purchases, redemptions, liquidations and use of money or obligations until
six years after the Final Bond Retirement Date.
on3.2 Rebate F
(a) In the Resolution, the Issuer has covenanted to pay to the United States the Rebate
Amount, an amount equal to the Excess Earnings on the Gross Proceeds Funds, if any, at the
times and in the manner required or permitted and subject to stated special rules and allowable
exceptions or exemptions.
(b) The Issuer may establish a fund pursuant to the Resolution and this Certificate
which is herein referred to as the Rebate Fund. The Issuer will invest and expend amounts on
deposit in the Rebate Fund in accordance with this Certificate.
(c) Moneys in the Rebate Fund shall be held by the Issuer or its designee and, subject
to Sections 3.4,3.5 and 6. t hereof, shall be held for future payment to the United States as
contemplated under the provisions of this Certificate and shall not constitute part of the trust
estate held for the benefit of the owners of the Bonds or the Issuer.
(d) The Issuer will pay to the United States from legally available money of the Issuer
(whether or not such available money is on deposit in any fund or account related to the Bonds)
any amount which is required to be paid to the United States.
Section 3.3 ons to Rebate
The Issuer reasonably expects that the Bonds are eligible for one or more exceptions from
the arbitrage rebate rules set forth in the Regulations. If the Bonds are ineligible, or become
-9 -
ineligible, for an exception to the arbitrage rebate rules, the Issuer will comply with the provisions
of this Article IIL A description of the applicable rebate exception(s) is as follows:
. Election to Treat as Construction Bonds.
The Bonds qualify as a "construction issue" as defined in Section 148(|(4XC)(vi) of the
Code. 'Ihe Issuer reasonably expects that more than75 percent of the "available construction
proceeds" ("ACP") of the Bonds, as defined in Section 148(D(4XC)(vi) of the Code, will be used
for construction expenditures and that not less than the following percentages of the available
construction proceeds will be spent within the following periods:
10 percent spent within six months of the Closing Date;
45 percent spent within one year of the Closing Date;
75 percent spent within eighteen months of the Closing Date;
100 percent spent within two years of the Closing Date (subject to 5
percent retainage for not more than one year).
In any event, the Issuer expects that the 5%o reasonable retainage will be spent within a three-year
period beginning on the Closing Date. A failure to spend an amount that does not exceed the
lesser of (r) 3% of the issue price or (ii) $250,000, is disregarded if the Issuer exercises due
diligence to complete the Project.
a Election with respect to future earnings
Pursuant to Section 1.148-7(0(2) of the Regulations, the Issuer elects to use actuai
investment earnings of the ACP in determining compliance with the above schedule.
If the Issuer fails to meet the foregoing expenditure schedule, the Issuer shall comply with
the arbitrage rebate requirements of the Code.
Section 3.4 Calcula of ltebate Arnount
(a) As soon after each Computation Date as practicable, the Issuer shall, if necessary,
calculate and determine the Excess Earnings on the Gross Proceeds Funds (the "Rebate
Amount"). All calculations and determinations with respect to the Rebate Amount will be made
on the basis of actual facts as of the Computation Date and reasonable expectations as to future
events.
(b) If the Rebate Amount exceeds the amount currently on deposit in the Rebate Fund,
the Issuer may deposit an amount in the Rebate Fund such that the balance in the Rebate Fund
after such deposit equals the Rebate Amount. If the amount in the Rebate Fund exceeds the
Rebate Amount, the Issuer may withdraw such excess amount provided that such withdrawal can
be made fi'om amounts originally transferred to the Rebate Fr-rnd and not from earnings thereon,
which may not be transferred, and only if such withdrawal may be made without liquidating
investments at a loss.
1)
2)
3)
4)
-10-
Section 3.5 Rebate ts and the Bond Fund
It is expected that the Bond Fund described in the Resolution and Section 2.7(b) of this
Certificate will be treated as a bona fide debt service fund as defined in Regulation 1.148-1(b).
As such, any amount earned during a Bond Year on the Bond Fund and amounts earned on such
amounts, if allocated to the Bond Fund, will not be taken into account in calculating the Rebate
Amount if the annual gross earnings on the Bond Fund for such Bond Year are less than $ 100,000
or if average annual debt service will not exceed $2,500,000. However, should annual gross
earnings exceed $100,000 or should the Bond Fund cease to be treated as a bona fide debt service
fund, the Bond Fund will become subject to the rebate requirements set forth in Section 3.4
hereof.
Section 3.6 Tnvestment of the Rebate Fund
(a) Immediately upon a transf'er to the Rebate -bund, the -lssuer may invest all amounts
in lhe Rebate Fund not already invested and held in the Rebate Fund, to the extent possible, in (1)
SLGS, such investments to be made at a yield of not more than one-eighth of one percent above
the Bond Yield, (2) Tax Exempt Obligations, (3) direct obligations of the United States or (4)
certificates of deposit of any bank or savings and loan association. All investments in the Rebate
Fund shall be made to mature not later than the next Rebate Payment Date.
(b) If the Issuer invests in SLGS, the Issuer shall file timely subscription forms for
such securities (if required). To the extent possible, amounts received from maturing SLGS shall
be reinvested immediately in zero yield SLGS maturing on or before the next Rebate Payment
Date.
Section 3.7 Pavment to the I Inited Statcs
(a) On each Rebate Payment Date, the Issuer will pay to the United States at least
ninety percent (90%) of the Rebate Amount less a computation credit of'$1,000 per Bond Year
for which the payment is made.
(b) The Issuer will pay to the United States not later than sixty (60) days after the
Final Bond Retirement Date all the rebatable arbitrage as of such date and any income attributable
to such rebatable arbitrage as described in Regulation 1 .148-3(f)(2).
(c) If necessary, on each Rebate Payment Date, the Issuer will mail a check to the
Internal Revenue Service Center, Ogden, UT 84201. Each payment shall be accompanied by a
copy of Form 8038-T, Arbitrage Rebate, filed with respect to the Bonds or other information
reporting folm as is required to comply with the Code and applicable Regulations.
- 11-
Scction 3.8 Rccords
(a) The Issuer will keep and retain adequate records with respect to the Bonds, the
Gross Proceeds Funds, the Bond Fund, and the Rebate Fund until six years after the Final Bond
Retirement Date. Such records shall include descriptions of all calculations of amounts
transferred to the Rebate Fund, if any, and descriptions of all calculations of amounts paid to the
United States as required by this Certificate. Such records will also show all amounts earned on
moneys invested in such funds, and the actual dates and amounts of all principal, interest and
redemption premiums (if any) paid on the Bonds.
(b) Records relating to the investments in such Funds shall completely describe all
transfers, deposits, disbursements and earnings including:
(i) a complete list of all investments and reinvestments of amounts in each
such Fund including, if applicable, purchase price, purchase date, type of security, accrued
interest paid, interest rate, dated date, principal amount, date of maturity, interest payment
dates, datc of liquidalion, receipt upon liquidatiotr, urarket value of sucli investrrrent on the
Final Bond Retirement Date if held by the Issuer on the Final Bond Retirement Date, and
market value of the investment on the date pledged to the payment of the Bonds, or the
Closing Date if different from the purchase date.
(ii) the amount and source of each payment to, and the amount, purpose and
payee of each payment from, each such Fund.
Section 3.9 Additional Payments
The Issuer hereby agrees to pay to the United States from legally available money of the
Issuer (whether or not such available money is on deposit in any fund or account related to the
Bonds) any amount which is required to be paid to the United States, but which is not available in
a fund related to the Bonds for transfer to the Rebate Fund or payment to the United States.
ARTICLE IV
INVESTMENT RESTRICTIONS
Section 4.1 Avoidance of Prohibited Payments
The Issuer will not enter into any transaction that reduces the amount required to be
deposited into the Rebate Fund or paid to the United States because such transaction results in a
smaller profit or a larger loss than would have resulted if the transaction had been at arm's length
and had the Bond Yield not been relevant to either party. The Issuer will not invest or direct the
investment of any funds in a manner which reduces an amount required to be paid to the United
States because such transaction results in a small profit or larger loss than would have resulted if
the transaction had been at arm's length and had the Bond Yield not been relevant to the Issuer.
-12-
In palticular, notwithstanding anything to thc contrary contained herein or in the Resolution, the
Issuer will not invest or direct the investment of any funds in a manner which would violate any
provision of this Article IV.
Section 4 2 Market Price rement
(a) The Issuer will not purchase or direct the purchase of Taxable Obligations for
more than the then available market price for such Taxable Obligations. The Issuer will not seli,
liquidate or direct the sale or liquidation of Taxable Obligations for less than the then available
market price.
(b) For purposes of this Certificate, United States Treasury obligations purchased
clilectly fi'orn the United States Treasury will be deemed to be purchased at the market price.
4 Investment tes of
(a) Notu'ithstanding anything to the contrary contained herein or in thc Rcsolution, the
Issuer will invest or direct the investment of funds on deposit in the Gross Proceeds Fund, the
Bond Fund, and the Rebate Fund, in a certificate of deposit of a bank or savings bank which is
permitted by law and by the Resolution oniy if (1) the price at which such certificate of deposit is
purchased or solcl is the bona ficle bid price quoted by a dealer who maintains an active secondary
market in certificates of deposit of the same type or (2) if there is no active secondary market in
such cerlificates of deposit, the certificate of deposit must have a yield (A) as high or higher than
the yield on comparable obligations traded on an active secondary market, as certified by a dealer
who maintains such a market, and (B) as high or higher than the yield available on comparable
obligations of the United States Treasury.
(b) The cerlificate of deposit described in part 2(A) of paragraph a3@) above must be
executed by a dealer who maintains an active secondary market in comparable certificates of
deposit anci must be based on actual trades adjusted to reflect the size and term of that certificate
of deposit and the stability and reputation of the bank or savings bank issuing the cerlificate of
deposit.
Section 4.4 Inv Pursuant to Investment Contracts and Asreements
The Issuer will invest or direct the investment of funds on deposit in the Gross Proceeds
Funds, the Bond Fund, and the Rebate Fund pursuant to an investment contract (including a
repurchase agreement) only if all of the following requirements are satisfied:
(a) The Issuer makes a bona fide solicitation for the purchase of the investment. A
bona fide solicitation is a solicitation that satisfies all of the following requirements:
(1) The bid specifications are in writing and are timely forwarded to potential
providers.
- 13 -
(2) Thc bid specifications include all material terms of the bid. A term is material
if it may directly or indirectly affect the yield or the cost of the investment.
(3) The bid specifications include a statement notifying potential providers that
submission of a bid is a representation that the potential provider did not consult
with any other potential provider about its bid, that the bid was determined without
regard to any other formal or informal agreement that the potential provider has
with the issuer or any other person (whether or not in connection with the Bonds),
and that the bid is not being submitted solely as a courtesy to the issuer or any
other person for purposes of satisfying the requirements of paragraph
(d)(6XiiiXB)(1) or (2) of section 1.148-5 of the Regulations.
(4) The terms of the bid specifications are commercially reasonable. A term is
commercially reasonable if there is a legitimate business pu{pose for the term other
than to increase the purchase price or reduce the yield of the investment.
(5) For purchases of guarantccd investment contracts only, the tetms of the
solicitation take into account the issuer's reasonably expected deposit and
drawdown schedule for the amounts to be invested.
(6) A11 potential providers have an equal opportunity to bid and no potential
provider is given the opportunity to review other bids (i.e,, a last look) before
providing a bid.
(7) At least three reasonably competitive providers are solicited for bids. A
reasonably competitive provider is a provider that has an established industry
reputation as a competitive provider of the type of investments being purchased
(b) The bids received by the Issuer meet all of the following requirements
(1) The Issuer receives at least tluee bids from providers that the Issuer solicited
under a bona fide solicitation meeting the requirements of paragraph (d)(6)(iiixA)
of section 1 .148-5 of the Regulations and that do not have a material financial
interest in the issue. A lead underwriter in a negotiated underwriting transaction is
deemed to have a matnrial financial interest in the issue until l5 days after the
issue date of the issue. In addition, any entity acting as a financial advisor with
respect to the purchase of the investment at the time the bid specifications are
forwarded to potential providers has a material financial interest in the issue. A
provider that is a related parly to a provider that has a material financial interest in
the issue is deemed to have a material financial interest in the issue.
(2) At least one of the three bids described in paragraph (d)(6xiii)(BX1) of section
1.148-5 of the Regulations is from a reasonably competitive provider, within the
meaning of paragraph (d)(6XiiiXAXT) of section L148-5 of the Regulations.
-14-
(3) If thc Issucr uses an agent to conduct the bidding process, the agent did not bid
to provide the investment.
(c) The winning bid meets the following requirements:
(1) Guaranteed investment contracts. If the investment is a guaranteed investment
contract, the winning bid is the highest yielding bona fide bid (determined net of
any broker's fees).
(2) Other investments. If the investment is not a guaranteed investment contract,
the winning bid is the lowest cost bona fide bid (including any broker's fees).
(d) The providcr of thc investments or the obligor on the guaranteed investment
contract cefiifies the administrative costs that it pays (or expects to pay, if any) to third parties in
connection with supplying the investment.
(e) The Issuer"will letain the following rccords'uvith the bond documents until three
years after the last outstanding bond is redeemed:
(1) For purchases of guaranteed investment contracts, a copy of the contract, and
for purchases of investments other than guaranteed investment contracts, the
purchase agreement or confirmation.
(2) The receipt or other record of the amount actually paid by the Issuer for the
investments, including a record of any administrative costs paid by the Issuer, and
the cerlification under paragraph (dX6)(iiiXD) of section I . 148-5 of the
Regulations.
(3) For each bid that is submitted, the name of the person and entity submitting the
bid, the time and date of the bid, and the bid results.
(4) fhe bid solicitation form and, if the terms of the purchase agreement or the
guaranteed investment contract deviated from the bid solicitation form or a
submitted bid is modified, a brief statement explaining the deviation and stating
the purpose for the deviation,
(5) For purchases of investments other than guaranteed investment contracts, the
cost of the most efficient portfolio of State and Local Government Series
Securities, determined at the time that the bids were required to be submitted
pursuant to the terms of the bid specifications.
Section 4.5 Records
The Issuer will maintain records of all purchases, sales, liquidations, investments,
reinvestments, redemptions, disbursements, deposits, and transfers of amounts on deposit
- 15 -
Section 4 .6 Investments to be Lesal
,A.ll investments required to be made pursuant to this Certificate shall be made to the extent
permitted by law. In the event that any such investment is determined to be ultra vires, it shall be
iiquidated and the proceeds thereof shall be invested in a legal investment, provided that prior to
reinvesting such pioceeds, the Issuer shall obtain an opinion of Bond Counsel to the effect that
such reinvestment will not cause the Bonds to become arbitrage bonds under Sections 103, 148,
749, or any other applicable provision of the Code'
ARTICLE V
GENERAL COVENANTS
The Issuer hereby covenants to perform all acts within its power necessal'y to ertsure that
the reasonable expectations set forlh in Article iI hereof will be realized. The Issuer reasonably
expects to comply with all covenants contained in this Certificate.
ARTICLE VI
AMENDME,NTS AND ADDITIONAL AGREEMENTS
Section 6.1 Opinion of B ond C Amendments
The various provisions of this Certificate need not be observed and this Certificate may be
amended or supplemented at any time by the Issuer if the Issuer receives an opinion or opinions
of Bond Co,nsel that the failure to comply with such provisions will not cause any of the Bonds
to become "arbitrage bonds" under the Code and that the terms of such amendment or supplement
will not cause any of the Bonds to become "arbitrage bonds" under the Code, or utherwise cause
interest on any oithe Bonds to become includable in gross income for federal income tax
purposes.
Se 6.2 Addi onal ants- A ents
The Issuer hereby covenants to make, execute and enter into (and to take such actions' if
any, as may be n"r.rrury to enable it to do so) such agreements as may be necessary to comply
*iih any changes in lawor regulations in order to preserve the tax-exempt status of the Bonds to
the extent that it may lawfutty ao so. The Issuer further covenants (1) to impose such limitations
on the investment oi ur. of moneys or investments related to the Bonds, (2) to make such
payments to the United States Treasury, (3) to maintain such records, (4) to perform such
taiculations, and (5) to perform such other lawful acts as may be necessary to preserve the tax-
exempt status of'the Bonds.
-16-
Scction 6.3
Except as otherwise provided in Section 6.1 hereof, all the rights, powers, duties and
obligations of the Issuer shail be irrevocable and binding upon the Issuer and shall not be subject
to amendment or modification by the Issuer'
ARTICLE VII
FURTHER CE,RTIFICATIONS WITH RESPECT TO REFTINDING BONDS
(a) property financed with the Proceeds of the Refunded Bonds will not be sold or
disposcd of, i" whote or in part, prior to the last maturity date of either the obligations or the last
maturity of the Bonds.
(b) All of the Proceeds of the Refunded Bonds were used to provide lacilities uscd in
the regular operations of the Issucr and neither the facilities nor the outpttt thereof have heen or
are expected to be used in the trade or business ofany person other than the Issuer.
(c) Reimbursement Allocations and Original Expenditures, if any, reimbursed from
proceeds of tn" Refunded Bonds complied with the Reimbursement Regulations in effect at the
time of issuance of the Refunded Bonds'
(d) The proceeds of the Bonds will be used for a current refunding and the Bonds are
issued not more than 90 days before the last expenditure of any Proceeds of the Bonds for
payment of debt service on the Refunded Bonds'
-t7 -
IN WITNESS WHEREOF, the Issuer has caused this Ccrtificatc to bc cxccutcd by its duly
authorized officer, all as of the day first above written.
G
Treasurer,Dubuque,owa
(sEAL)
- 18 -
EXHIBIT A
N CI
.I.he undersigned Executive Director of the Iowa Finance Authority (the "Purchaset"),
hereby certifies as follows:
1. The Purchaser and the city of Dubuque, Iowa.(the "Issuel"), have entered into aLoan
and Disbursement agre"merrt (the "Agreementi), providing for the purchase of a$29'541'000
Stormwater Utility Revenue Capital Loan Notes,-d.ti"t Z01Sg, of the Issuer dated as of the date
of deliverY (the "Notes").
2. TheAgreement is in full force and effect and has not been repealed' rescinded or
amended.
3.ThcPurchaserherehyconfirmsthattheNoteswerepurchasedatparandwillnotbe
reoffered to the public, the terms of purchase being as follows:
$29,541,000 None r.75%100%
IN WITNESS WHEREOF, tho Purchaser has caused this Verification Certificate to be
executed by its duly authorized officer this ltl'V day of 20t5
IOWA FINANCE AUTHORITY
Principal
Amount
Issued
Principal
Amount
Sold
Price
(% of par)
(do not
include
accrued
interest)
Interest
Rate
Executive D
By:
Its:
01 1 19883-1\10422-146
lf Amended Return, check here )
Room/suite
of lssue
11
12
13
'14
15
16
17 25,032,800
18
nof ations.oDescri
(al Final maturity date (b) lssue price (c) Stated redemption
price at maturity
(d) Weighted
average maturity
0610112037 25,032,800$25,032,800$10.897 vears
ncludiUses of Proceeds of Bond lssue underwriters
22 -0-
23 25,032,800
25 -0-
26 -0-
27 22,484,347 14
28 -0-
29 22,458,347
30 2,534,452
Part I
Part ll
Part lll
Part lV
Part V
*,"'8038-G lnformation Return for Tax-Exempt Governmental Obligations
(Rev. September 201 1 )
Department of the Treasury
lnternal Revenue Seruice
) Under lnternal Revenue Code section 149(e)
) See separate instructions.
Caution: lf the issue price is under $100,000, use Form B)?B-GC.
OMB l,lo. 15'45-0720
1 lssuer's name 2 lssuer's employer identification number (ElN)
42-6004596of,lowa
3a Nanre of persorr (other than issuer) with whom the IRS may communicate about this return (see instructions)3b Telephonc numbor of othcr pcrson shown on 3a
5 Report nLrmber (For /R.S llse Only)4 Number and atraot (or P.O. box if mail is not dolivered to street address)
50 W. 13th Street
6 City, town, or post office, state, and ZIP code
Du , lowa 5200'l
I Name of issue
Stormwater Revenue C I Loan Notes, Series 20158 (reissued)
10a Name and title of officer or other employee of the issuer whom the IRS may call for more information (see
instructions)
Jean Nachtman, Finance Director
3
11
't2
13
14
15
16
17
18
19
t See the instructions and attach schedule.
Education .
Health and hospital
Transportation
Public safety .
Environmcnt (including sewage bonds)
Housing
Utilities
Other. Describe )
lf obligations are TANs or RANs, check only box 19a
lf obligations are BANs, check only box 19b
lf obligations are in the form of a lease or installment sale, check box
the entire issue for w
Proceeds used for accrued interest
lssue price of entire issue (enter amount from line 21, column (b))
Proceeds used for bond issuance costs (including underwriters' discount) .
Proceeds used for credit enhancement
Proceeds allocated to reasonably required reserve or replacement fund
Procccds uscd to currcntly rcfund prior issucs
Proceeds used to advance refund prior issues
Total (add lines 24 through 28)
24
Nonrefunding proceeds of the issue (subtract line 29 from line 23 and enter amount h
Desc n of Refunded Bonds this art on for refundi bonds.
Enter the remaining weighted average maturity of the bonds to be currently refunded
Enter the remaining weighted average maturity of the bonds to be advance refunded
Entor the last date on which the refunded bonds will be called (MM/DD/YYYY)
Enter the date(s) the refunded bonds were issued )lNavnorrvwl 06/19/2015
7 Date of issue
09i08/201 7
9 CUSIP number
None
10b Telephone number of officer or other
employee shown on 10a
563-589-41 00
(e) Yield
1 .1 80043
14,000 00
00
00
'14
86
9.0355 years
20
s
21
22
23
24
25
26
27
2B
29
30
31
32
33
34
years
09/08/201 7
For Paperwork Reduction Act Notice, see separate instructions.Cat. No.637735 rorm 8038-G Fev.9-2011)
35 -0-
36a -0
37 -0-
Part Vl
Form 8038-G (Rev. 9-201 1)Page2
Miscellaneous
35 Enter the amount of the state volume cap allocated to the issue under section 141 (bx5)
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract
(GlC) (see instructions)
b Enter the final maturity date of the GIC >
c Enter the name of the GIC Provider )
37 Pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans
to other governmental units
3Ba lf this issue is a loan made from the proceeds of another tax-exempt issue, check box ) E and enter the following information:
Enter the date of the master pool oblig ation |> unknown
Enter the EIN of the issuer of the master pool obligation )52-1 699886
Enter the name of the issuer of the master pool oblig ation ) lowa Finance Authori
39 tf the issuer has designated the issue under section 265(bX3XBXi)(lll) (small issuer exception), check box
40 lf the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box
41a lf the issuer has identified a hedqe, check here ) n and enter the following information:
b Name of hedge provider )
c TyPe of hedge )
d Terrn of hedge )
lf the issuer has superintegraied the hedge, check box >
lf t5e issuer 5as established written procedures to cnsure that all nonqualified bonds of this issue are ren\ediated
accorclirrg to the requiremerrts underthe Code and Regulations (see instructions), check box >
lf the issuer has established written procedures to monitor the requirements of section 148, check box . >
lf somcportionof theprococdswasuscdtorermbLlrseexpenclittrres,checkhereF E anci entertheamollnt
of reimbursement . >
b Enter the date the official intent was adopted )>
Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge
and belief, they are true, correct, and complete. I lurther declare that I consent to the IRS's disclosure of the issuer's return information, as necessary to
b
c
d
42
43
!
a
Z44
45a
Signature
and
Consent
Paid
Preparer
Use Only
return, to the that I have authorized above.
re of issuer's au representative
q Jean Nachtman, Finance Director
Type or print name and title
Firm's EIN >
Phone no.
PTIN
P02001 942
42-1323559
515-243
rorm 8038-G (Rev. e-201 1)
signature q*E-t1Date
r
preparer's name
cKristirr Billin
Check n if
self-employed
,Ahlers & Cooney,e.C. I uaFirm's name >
1OO Court Avenue, Suite 600, Des Moines, lowa 50309Firm's address )
NO'I]BS:
Scheclule for Forrn 8038-G
of the City of l)ubuque, State of Iowa
l-ines 7,,21nnd Parts lV and V
The Issuer's $29,541,000 Stormwater lJtility Revenue Note, Series 2015B (the "Note"), was
issued on June 19,2015 ancl l"he Issuer tirnely filed a Forui 8038-G shortly aftel issuance of the
same. The loan was made through a draw-down loan program administered jointly between the
Iowa Depadment of Natural Resources (DNR) and the Iowa Finance Authority (IFA) to
encourage the design and construction of Iowa water and wastewater infrastructure. The sole
holder of the Note (IFA) has authorized and approved an increase in the principal amount of the
Note for the purpose of financing the Issuer's construction of a "sponsored project", with a
simultaneous decrease in the interest rate on the Note frorn 1 .l5o/o to 1 .I8% resulting in no net
modification or increase in payments. The Note was exchanged for a new Note on September 8,
2017. The Issuer considers the Note to be "reissued" as of that date, and is filing this Form 8038-
G for that reason, using the reissuance date as the Date of Issue. Notwithstanding the foregoing,
the Issuer reserves the right to trcat the Note as not reissued as of said date in the event
regulations under the Internal Revenue Code of 1986 are clarified to permit such treatment.
Parts IV and V have been completed with the par value of the current outstanding loan amount as
the refunded amount, while inserling the new money being spent on the sponsored project as
nonrefunding proceeds.
01400401-l\10422-186
AFFIDAVIT OF MAILING
STATE OF IOWA
COUN'I'Y OF POLK
I, Kristin B. Cooper, do hereby certify that at the request of the City of Dubuque, State of
Iowa, I caused to be mailed a copy of the foregoing Form 8038-G, Information Return for Tax-
Exempt Govemmental Obligations, (re: $30,941,000 Stormwater Revenue Capital Loan Notes,
Series 20158 (Sponsored Project Amendment - Reissuance)), by mailing via United Parcel
Service, properly addressed to:
Department of the Treasury
Internal Revenue Service Center
1973 Rulon White Blvd
Ogden, UT 84201
such mailing being by United Parcel Service, 2"d Day Air@, Tracking Number
125E21760290785778,the date of cerlification being September 21,2077, all as shown
by the attached Proof of Delivery.
Dated at Des Moines, Iowa, this 2l't day of September,20lT .
SS:
)
)
)
4tfu
frfrti" n. c""p.i J
Subscribed and sworn to by the aforementioned Kristin B. Cooper, before me a Notary
Public in and for the State of lowa, this 21't day of September ,2077 .
D6.$
Notary Public
W
DEBBI CORNELL
commlssion Number 173921
Explre(sEAL)
0 I 407053- I \l 0422- I 86
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REGISTERED REGISTERED
CERTIFICATE NO. R-2 STATE OF IOWA $30,941,000
COUNTY OF DUBUQUB
CITY OF DUBUQUE
STORMWATER UTILITY REVENUE CAPITAL LOAN NOTE
20158
(CATFISH CREBK _ SPONSORED PROJECT AMENDMENT)
Rate Final Maturity Note Amendment Date
l.l8%June I ,2037 September 8,2017
The City of Dubuque, Iowa, a municipal corporation organized and existing under and by
virtue of the Constitution and laws of the State of Iowa (the "Issuer"), for value received,
promises to pay from the source and as hereinafter provided, to
IOWA FINANCE AUTHORITY
or registered assigns, the principal sum of THIRTY MILLION NINE HUNDRED FORTY-ONE
THOUSAND DOLLARS ($30,941,000) in lawful money of the United States of America, on the
maturity dates and in the principal amounts set forth on the Debt Service Schedule attached
hereto and incorporated herein by this reference, with interest on said sum from the date of each
advancement made under a certain Amended Loan and Disbursement Agreement, (includes a
portion as a forgivable loan) dated as ofthe date hereofuntil paid at the rate of 1.18% per annum
as of June I ,2077 , payable on Decemb er I,2017 and semi-annually thereafter on the I st day of
June and December in each year. As set forth on said Debt Service Schedule, principal shall be
payable on June l, 2078 and annually thereafter on the first day of June in the amounts set forth
therein until principal and interest are fully paid, except that the final installment of the entire
balance of principal and interest, if not sooner paid, shall become due and payable on June 1,
2037. Notwithstanding the foregoing or any other provision hereof, principal and interest shall
be payable as shown on said Debt Service Schedule until completion of the Project, at which
time the final Debt Service Schedule shall be determined by the Trustee and attached hereto
based upon actual advancements, final costs and completion of the Project, all as provided in the
administrative rules governing the Iowa Water Pollution Control Works Financing Program.
Payment of principal and interest of this Note shall at all times conform to said Debt Service
Schedule and the rules of the Iowa Water Pollution Control Works Financing Program.
Notwithstanding any provision of this Note to the contrary and according to the terms and
conditions of the Loan and Disbursement Agreement, an amount equal to 20Yo of the aggregate
amount of disbursements made under the original Loan and Disbursement Agreement (20% of
up to $29,541,000) (the "Principal Forgiveness") shall be forgiven by Iowa Finance Authority,
and no payments of principal or interest shall be due with respect to the Principal Forgiveness
after the date of such Principal Forgiveness (provided, however, that any accrucd intcrcst duc on
such portion up to, but not including, the date of such forgiveness shall be paid as otherwise
required under the Loan and Disbursement Agreement).
Interest and principal shall be paid to the registered holder of the Note as shown on the
records of ownership maintained by the Registrar as of the 15th day of the month next preceding
such interest payment date. Interest shall be computed on the basis of a 360-day year of twelve
3O-day months.
This Note is issued pursuant to the provisions of Sections 384.24A and 384.83 of the
Code of Iowa, for thc purpose of paying costs of land acquisition, engineering and constrttction
of Phase 7 of the Bee Branch Watershed Flood Mitigation Proiect, also known as the Upper Bee
Branch Creek Restoration, the refunding and refinancing of the outstanding General Obligation
Capital Loan Notes Anticipation Project Note, Series 2006, dated December 28, 2006, issued in
respect of such costs, and the Catfish Creek Watershed Improvements, and evidences amounts
payable under a ceftain Loan and Disbursement Agreement Amendment dated as of the date
hereof (includes a portion as a forgivable loan), dated as of the date hereof, in conformity to a
Amended Resolution of the Council of said City duly passed and approved. For a complete
statement of the revenues and funds from which and the conditions under which this Note is
payable, a statement of the conditions under which additional notes or bonds of equal standing
may be issued, and the general covenants and provisions pursuant to which this Note is issued,
reference is made to the above-described Loan and Disbursement Agreement (as amended) and
Resolution (as amended).
This Note is subject to optional redemption at a price of par plus accrued interest (i) on
any date upon receipt of writlen consent of the Iowa Finance Authority or (ii) in the event that all
or substantially all of the Project is damaged or destroyed. Any optional redemption of this Note
may be made from any funds regardless of source, in whole or from time to time in part, in
inverse order of maturity, by lot by giving thirty (30) days'notice of redemption by certified or
registered mail, to the Iowa Finance Authority (or any other registered owner of the Note). This
Note is also subject to mandatory redemption as set forth in Section 5 of the Agreement.
Ownership of this Note may be transferred only by transfer upon the books kept for such
purpose by the City Treasurer, Dubuque, Iowao the Registrar. Such transfer on the books shall
occur only upon presentation and surrender of this Note at the office of the Registrar, together
with an assignment duly executed by the owner hereof or his duly authorized attorney in the
form as shall be satisfactory to the Registrar. Issuer reserves the right to substitute the Registrar
and Paying Agent but shall, however, promptly give notice to registered Noteholders of such
change. All Notes shall be negotiable as provided in Article 8 of the Uniform Commercial Code
and subject to the provisions for registration and transfer contained in the Note Resolution.
This Note and the series of which it forms apart, other notes ranking on a parity
therewith, and any additional bonds or notes which may be hereafter issued and outstanding from
time to time on a parity with said Notes, as provided in the Resolution of which notice is hereby
given and is hereby made apart hereof, are payable from and secured by a pledge of the Net
Revenues of the Stormwater Utility (the "System"), as defined and provided in said Resolution.
There has heretofore been established and the City covenants and agrees that it will maintain just
and equitable rates or charges for the use ofand service rendered by said System in each year for
the payment of the proper and reasonable expenses of operation and maintenance of said System
and for the establishment of a sufficient sinking fund to meet the principal of and interest on this
series of Notes, and other notes ranking on a parity therewith, as the same become due. This
Note is not payable in any manner by taxation and under no circumstances shall the City be in
any manner liable by reason of the failure of said net earnings to be sufficient for the payment
hereof.
And it is hereby represented and certified that all acts, conditions and things requisite,
according to the laws and Constitution of the State of Iowa, to exist, to be had, to be done, or to
be performed precedent to the lawful issue of this Note, have been existent, had, done and
performed as required by law.
IN TESTIMONY WHEREOF, said City by its City Council has caused this Note to be
signed by the manual signature of its Mayor and attested by the manual signature of its Clerk,
with the seal of said City impressed hereon, and authenticated by the manual signature of an
authorized representative of the Registrar, the City Treasurer, Dubuque, Iowa.
(sEAL)ctTY oF DUBUQUE, IOWA
By By:
City Clerk Mayor
Date of authentication:
This is one of the Notes described in the within mentioned Resolution, as registered by the City
Treasurer
CITY TREASURER, Registrar
By
Authorized Signature
Registrar and Transfer Agent: City Treasurer
Paying Agent: City Treasurer
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto (Social
) the within Note and does hereby irrevocably constitute and
attorney in fact to transfer the said Note on the books kept for registration ofthe
within Note, with fullpower of substitution in the premises.
Dated
appoint
Security or Tax Identification No
(Person(s) executing this Assignrnent sign(s) here)
SIGNATURE )
GUARANTEED )
IMPORTANT - READ CAREFIJLI-Y
-,,..-.t!i.r-,!.1c": {;- !lf
'til)'
i
The signatule(s) to this Power must conespond with the name(s) as writtiiiupon the face of the
certificate(s) or Note(s) in every particular without alteration or enlargemerrt diiany change whatever.
Signature guarantee must be provided in accordance with the prevailing.,standzirds and procedures of the
Registrar and Transfer Agent. Such standards and procedures ma)';{equird signature to be guaranteed by
certain eligible guarantor institutions that participate in a recognized bignature guarantee program.
INFORMATION REQUIRED FOR REGISTRATION OF TRANSFER
i
Name of Transferee(s)
Address of Transferee(s)
Social Security or Tax
Identification Number of
Transferee is a(n):
Individual*
Transfereo(s)
Partnership
Corporation
Trust
*If the Note is to be registered in th-eiames of multiple individual owners, the names of all such owners and one
address and social secuiity number must be providcd.
The followiirgiabbreviations, when used in the inscription on the face of this Note, shall be construed as
though written out in fulhccording to applicable laws or regulations:
.i -,*i ij... TEN COM - as tenants in common
"..:,1 ' .: TEN ENT - as tenants by the entireties
JT TEN - as joint tcnants with right of survivorship and not as tcnonts in common" IA UNIF TRANS MIN ACT - .........,Custodian..........(Cust) (Minor)
under lowa Uniform Transfers
to Minors Act...........,....
(State)
0l I 19768-l\10422-146
Estimated Amortization Schedu le
City of Dubuque
Etorm W'tcr Rovanuo Bond
GNS10-5
Loan Closing
Final Dislrursement
Final Maturily
Scryacin0 Fce Ralc
Total Servicing Foes
Totel Loan cosls
Loan Poriod in Years
Annual lnlcrcat Ralc
Tolal
lniliotion Fee' Jun 19.2015
P&OPoydtt' iiln 19,2Ol5
Drowslhrough- Dec 1.2015
Drows lhrough - Jun L 201 6
Drows lhrough' Dec L 201 6
Drows lhrough' Jun l. 201 7
Drow - Jun 16.2017
Drow - lun 30. 201 7
Eslimoled Drow - Aug 18, 201 7
:i, il)i.1,:,; ir sep8,20l7
-\i .-i'.tr:eJtir.!. Sep8,20l7
Eslimoled Drow - Sep 15,2017
Eslimoled Drow - Ocl20,2017
\i , rr,,r.i,{-d tli.ri Ocl20.2017
''r'1,iliii'r'lDr.r,1 Nov17.2017
^r;',r,nit.,rl),.r'i Decl5.20l7
\rr:: ,r,.,i(,,(i il.rcrr; Jun l5,20l8
)r i 1 i,1.i!.:.1 ilr.$ lul 15. 2018
.1. ;. :r)') r.i Ll,,)v" Ocl 15,2018
'.. : ,.,r,.ir,.-.i ai.\. Nov 15,2018
j'':,i,/,Jlr,(ja{(ji JUnl5,20l9
jt i''1!ia'cri).).. Jul 15,2019
'', ,, 1,,{;je-.i l),,r,,-- Oct 15,2019
,' r:trir,,jic,j l',.r:: Nov 15,2019
\ .1.,,r.,j.!ii il,.rr lun 15.2020
r, r( rrir.rr;;,r.'. Jul 15,2020
';'r,ri!,,..:r':.ji)r'r'. Oct15.2020
i .i:i,.,y,<!t{ o;l/(,. Nov 15.2020
Tolol Looned Amount
SRF
SIAf t:
l ) j l;
Amount Forgiven - Od20,2017 5.908.200.00
Beglnnlng Servlcing Total Loan Total Annual Debt
prwmant nrto Rrlrnea P?lnclnrl InlArFsl Fee Ptvment Sorulco Endino Balance
Dec 1,2015 717,A21.01 50,214.31 7,173.47 57,387.78 717,821.01
Jun 1,2016 11,852,874.75 13S,743.07 19,S6s.30 159,706.37 217,094,15 11,852,a74.75
Dec 1,2016 21,003,748.25 195,644.72 27,545.25 223,593.97 21,003.748.25
Jun1,2017 22,952,630.31 220,184.64 31,454.95 251,633.59 475.233.56 22,952,630,31
Dec1.2017 24,239,800.00 163,553.05 34,651.07 198,204,12 24,239,800.00
Jun 1,2018 24.289,800.00 611,800,00 143.314.41 30,363.22 7A5,477.63 983,681.75 23,678,000.00
Dec 1,2018 23,863,751.00 140,406.47 29,747j3 170,153.60 23,863,751.00
Jun 1,2019 23,925,608.00 1.135,000.00 141,133.91 29,913.96 1,306,107.87 1,474,261.47 22,790,668.00
Doc 1.2019 22,773,668.00 135,171,21 28.637.97 163,809.18 22,773,668.00
Jun 1,2020 23,038,336.00 1,148,000.00 135,958.65 28,804.80 1,312,763.45 1,176,572.63 21,690,336.00
Dec 1.2020 22,07A,087.00 130,248.91 27.595.11 157,844.02 22,076,087.00
)un1.2021 22,138,000.00 1,160,000.00 130.614.20 27,672.50 1,318,286.70 1,476,130.72 20,978,000.00
Doc1,2o21 20,076,000.00 123,770,20 26,222.50 14s,902,70 20,97E,000.00
Jun1,2022 20,978,000.00 1,176,000.00 123,770.20 26,222.50 1.325,992.70 1,475,985.40 19.802,000.00
Dec1,2022 19,802,000.00 116,831.80 24,752.50 141,584,30 i9,802,000.00
Jun 1,2023 19,802,000.00 1,193,000.00 116,831.80 24,752.50 1.334,584.30 1,476.168.60 18,809,000.00
Ooc 1,2023 18,609,000.00 109,793.10 23,261.25 133,054,35 18,609,000.00
Jun1,2024 1E,609,000.00 1,210,000.00 10S,793.10 23,261.25 1.343,054.35 1,476,108.70 17,399,000.00
Dec1,2o24 17,399,000.00 102,654.10 21,748.75 124,402.85 17,399,000.00
Jul 1.2025 17.399,000.00 1,227,000.00 102,654,10 21,748.75 1,351,402.85 1,175,805,70 16,'172,000.00
Dec 1,2025 16,172,000.00 S5.414.80 20,215.00 115,629.80 16,172,000.00
Jun1,2026 16,172,000.00 1,245,00000 95.414.80 20,215,00 1,360,629.80 1,476,259,60 14,927,000.00
Oec 1,2026 '14.927,000.00 88.069.30 18,658.75 106,728.05 14.927,000.00
Jun1,2027 14.927,000.00 1.263,000.00 88,069.30 18,058.75 1,389,728.05 1.476,456.10 13,664,000.00
Dec l,2027 13.664,000.00 80.617.60 17,080.00 97,697,60 13,864,000.00
Jun 1,2028 13.664,000.00 1.281,000.00 80,617.60 17.080.00 1,378,6S7.60 1,476,395.20 12,383,000.00
Oec 1,2028 12.383,000.00 73,059.70 15,478.75 88,538.45 12,383,000.00
Jun 1.2029 12.383,000.00 1,299,000.00 73,059.70 15,478.75 1.387,538.45 1.476,076.90 1 1,084,000.00
Dec 1,2029 1 f.084,000.00 65,395.60 1 3,855.00 7s,250.60 1 1,084,000.00
Jun 1,2030 11,084,000.00 1,318,000.00 65.395.60 13,855.00 1,397,250.80 1,476,501,20 9,786,000.00
Dec 1.2030 9,766,000.00 57.619.40 12,207.50 69,826.90 9,766,000.00
Jun 1,2031 9,766,000.00 1.336,000.00 57.619.40 12,207.5O 1.405,826.90 1,475,653.80 8,430,000.00
Dec 1.2031 8,430.000.00 49,737.00 10,537.50 60.274.50 8,430,000,00
Jun 1.2032 8,430,000.00 1.355,000.00 49,737.00 10,537.50 1,415,274.50 1.475,549.00 7.075,000.00
Oec1,2032 7,075,000.00 41.742.50 8,843.75 50.586.25 7,075,000.00
Jun 1.2033 7.075,000.00 1,375,000.00 41,742.50 8,843.75 1.425,586.25 1,476,172.50 5,700,000.00
Doc 1, 2033 5,700,000.00 33,630.00 7,125.00 40,755.00 5,700,000,00
Jun 1, 2034 5,700,000.00 1,395,000.00 33.630.00 7,125.00 1.435,755.00 1,476,510,00 4.305,000.00
Dec 1, 2034 4,305,000.00 25,39s.50 5,381.25 30,780.75 4.305,000.00
Jun 1,2035 4,305,000.00 1,415,000.00 25,399.50 5,381.25 1,445,7A0.75 1,476,561.50 2,890.000.00
Ooc 1,2035 2.8S0,000.00 17,051.00 3,612.50 20,663.50 2,890.000.00
Jun 1,2036 2,830,000,00 1,435,000.00 17.051.00 3,612.50 1,455.663.50 1,476,327.00 1,455,000.00
Oec l.2036 1.455,000,00 8.584.50 1,818.75 10,403.25 1,455.000.00
Jun 1,2037 1,455,000.00 1,455.000.00 8,584.50 1,818.75 1,465,403 25 1,475,806.50 0.00
t00.000.00
617,821.01
11.135.053.74
s.'t50.873.50
1.948.882.06
4.777,026.03
480.710.S7
1 82.1 70.E3
574.000.00
7.000.00
300.000.00
382.000.00
192.452.46
300 000 00
61,917.00
61,917,00
30,000.00
20.000.00
61,917,00
61,917.00
€'1,917.00
61,917.00
61.917.00
61.917.00
61,917.00
€1,017.00
61,913.00
30,941,000.00
61,S17.00
1.1B.)6
$ 3.904.987.75
0.250
$ 785,524.23
$ 4,790,51 1.98
INVESTING IN IOWA's WATER
M.rowad.com
IOWA FINANCE
AUTHORITY
CONSENT AND WAI\IER
OF IOWA FINANCE AUTHORITY
The undersigned, an avthonzed representative of the Iowa Finance Authority (the
"Authority"), hereby certifies that the Authority is the sole holder of the outstanding Clty
of Dubuque, Iowa (the "Crty") stormwater revenue obligations known as the (i) $998,000
Stormwater Utility Revenue Capital Loan Note, Series 20108, dated January 13,201,0;
(ii) $7,850,000 Stormwater Utility Revenue Capital Loan Note, Series 2010G, dated
October 27,2010; (iii) $1,029,000 Stormwater Utility Revenue Capltal Loan Notes,
Taxable Series 2014A,, dated February 28,2014; and the $29,541,000 Stormwater Utility
Revenue Capital Loan Notes, Series 20158, dated June 19, 2015 (together, the
"Outstanding SRF Loans"). As such holder, l.he Authority hereby consents to the
amendment by the City of the $29,541,000 Stormwater Utility Revenue Capital Loan
Notes, Series 20158 in order to increase the principal amount of said 20158 stormwater
revenue note by $1,400,000 in aggregate principal amount in connection with the City's
borrowing of additional funds rurder the State of Iowa SRF Loan Program for a
Sponsored Project, and waives any requirement in the resolution authorizing the
Outstanding SRF Loans that would require the City to obtain a"parrty certificate" from
an independent auditor as to the sufficiency of the Net Revenues securing the payment of
the Outstanding SRF Loans, as amended.
This Consent and Waiver is given with the understanding that all other provisions
of the resolutions authonzrng the Outstanding SRF Loans shall remain in fuIl force and
effect.
Dated this 30ft day of August,201"7
IOWA FINANCE AUTHORITY
0138658s-t\10422-1 86
20'l5GrondAvenuelDesMoines, lowo503 l21515.725.49OO1800.432.72301tox515.725.4901 llowoFinonceAuthorily.gov
Kim Reynolds - Governor I Adom Gregg - h. Governor I Dovid D. Jomison - Execulive Director
By:
Its:
I