General Obligation Bonds Series 2011A and 2011BCouncil Member Jones introduced the following Resolution
entitled "RESOLUTION DIRECTING THE ADVERTISEMENT FOR SALE OF
$6,330,000 GENERAL OBLIGATION BONDS, SERIES 2011A AND $1,590,000
TAXABLE GENERAL OBLIGATION BONDS, SERIES 2011B, AND APPROVING
ELECTRONIC BIDDING PROCEDURES" and moved its adoption. Council Member
Braig seconded the Resolution to adopt. The roll was called and the
vote was,
AYES:
NAYS: None
Joyce Connors, Ric Jones, Kevin Lynch
David Resnick, Lynn Sutton, Karla Braig
Mayor Roy D. Buol
Whereupon, the Mayor declared the resolution duly adopted as follows:
RESOLUTION NO. 236 -11
RESOLUTION DIRECTING THE ADVERTISEMENT FOR SALE OF
$6,330,000 GENERAL OBLIGATION BONDS, SERIES 2011A AND
$1,590,000 TAXABLE GENERAL OBLIGATION BONDS, SERIES 2011B,
AND APPROVING ELECTRONIC BIDDING PROCEDURES
WHEREAS, the City of Dubuque, Iowa (the "City ") is in need of funds to pay
costs of the acquisition, construction, reconstruction, improvement and equipping of
waterworks, water mains and extensions, including water main and fire hydrant
replacements, pump station and laboratory improvements and well field electrical
upgrades; the construction of the Southwest Arterial freeway improvements; the
acquisition of solid waste collection vehicles; the construction of the Bee Branch Creek
Restoration Project and the acquisition of real property and right -of -way for the same; the
acquisition of flood control barriers; the construction, reconstruction, improvement and
repair of sanitary sewer works and facilities, including the installation of forceinain and
sewer main extensions, the rehabilitation, reconstruction and replacement of existing
sanitary sewers, and the acquisition, installation, replacement and improvement of
pumping stations, motors, flow monitoring and other sanitary sewer control equipment
and facilities; and the payment of costs associated with the stipulated civil penalty and
supplemental environmental project required under the Consent Decree with federal and
state authorities concerning the Water Pollution Control Plant and sanitary sewer system,
essential corporate purpose projects, and it is deemed necessary and advisable that the
2
City issue general obligation bonds for said purpose in the amount of not to exceed
$7,035,000 as authorized by Section 384.25 of the City Code of Iowa; and
WHEREAS, pursuant to notice published as required by Section 384.25 this
Council has held a public meeting and hearing upon the proposal to institute proceedings
for the issuance of the above described Bonds, and all objections, if any, to such Council
action made by any resident or property owner of said City were received and considered
by the Council; and it is the decision of the Council that additional action be taken for the
issuance of said Bonds, and that such action is considered to be in the best interests of
said City and the residents thereof; and
WHEREAS, the City also is in need of funds to pay costs of aiding in the
planning, undertaking and carrying out of urban renewal project activities under Chapter
403 of the Code of Iowa and the Amended and Restated Urban Renewal Plans for the
Dubuque Industrial Center West Economic Development District and the Greater
Downtown Urban Renewal Area, including those costs associated with grading and road
construction on the South Siegert Farm area of DICW, and emergency repairs to the Port
of Dubuque Parking Ramp and related litigation expenses, and it is deemed necessary and
advisable that the City issue general obligation urban renewal bonds for said purpose to
the amount of not to exceed $1,265,000 as authorized by Sections 403.12 and
384.24(3)(q) of the Code of Iowa; and
WHEREAS, pursuant to notice published as required by Sections 403.12 and
384.24(3)(q) this Council has held a public meeting and hearing upon the proposal to
institute proceedings for the issuance of the above described Bonds, and no petitions were
filed calling for an election thereon and all objections, if any, to such Council action
made by any resident or property owner of said City were received and considered by the
Council; and it is the decision of the Council that additional action be taken for the
issuance of said Bonds, and that such action is considered to be in the best interests of
said City and the residents thereof; and
WHEREAS, the City also is in need of funds to pay costs of the rehabilitation,
renovation and reconstruction of the former 18th Street Fire Engine House #1, including
the provision of construction financing to the private developer undertaking the
rehabilitation of the same; and the re- lamping of the Iowa Street Parking Ramp facility,
general corporate purposes, and it is deemed necessary and advisable that the City issue
general obligation bonds for said purpose to the amount of not to exceed $700,000 as
authorized by Section 384.26 of the Code of Iowa; and
WHEREAS, pursuant to notice published as required by Section 384.26 this
Council has held a public meeting and hearing upon the proposal to institute proceedings
for the issuance of the above described Bonds, and no petitions were filed calling for an
3
election thereon and all objections, if any, to such Council action made by any resident or
property owner of said City were received and considered by the Council; and it is the
decision of the Council that additional action be taken for the issuance of said Bonds, and
that such action is considered to be in the best interests of said City and the residents
thereof; and
WHEREAS, pursuant to Section 384.28 of the Code of Iowa, it is appropriate to
offer the foregoing Bonds for sale in two separate series, in the aggregate principal
amounts as hereinafter described; and
WHEREAS, a preliminary form of Official Statement has been prepared for the
purpose of offering the Bonds for sale to the public; and
WHEREAS, it is appropriate that the form of the preliminary Official Statement
be approved and deemed final and, upon completion of the same, that the preliminary
Official Statement be used in connection with the offering of the Bonds for sale to the
public; and
WHEREAS, the Council has received information from its financial advisor
recommending that sealed and electronic facsimile and internet bidding be authorized for
the sale of the Bonds, and that such procedures will maintain the integrity and security of
the competitive bidding process and facilitate the delivery of bids by interested parties;
and
WHEREAS, the Council deems it in the best interests of the City and the residents
thereof to receive bids to purchase such Bonds by means of sealed and electronic
facsimile and internet communication.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF DUBUQUE, IOWA:
Section 1. That the receipt of electronic bids by facsimile machine and through
the PARITY competitive bidding system described in the Notice of Sale are hereby
found and determined to provide reasonable security and to maintain the integrity of the
competitive bidding process, and to facilitate the delivery of bids by interested parties in
connection with the offering of the Bonds hereinafter described at public sale.
Section 2. That the preliminary Official Statement in the form presented to this
meeting be and the same hereby is approved as to form and deemed final for purposes of
Rule 15c2 -12 of the Securities and Exchange Commission, subject to such revisions,
corrections or modifications as the Finance Director, upon the advice of bond counsel and
4
the City's financial advisor, shall determine to be appropriate, and is authorized to be
distributed thereafter in connection with the offering of the Bonds for sale.
5
Section 3. That the City Clerk be and is hereby authorized and directed to publish
notice of sale of said Bonds at least once, the last one of which shall be not less than four
clear days nor more than twenty days before the date of the sale. Publication shall be
made in the Telegraph Herald, a legal newspaper, printed wholly in the English language,
published within the county in which the Bonds are to be offered for sale or an adjacent
county. Said notice is given pursuant to Chapter 75 of the Code of Iowa, and shall state
that this Council, on the 1st day of August, 2011, at 6:30 o'clock P.M., will hold a
meeting to receive and act upon bids for said Bonds; said notice to be in substantially the
following form:
6
NOTICE OF BOND SALE
Time and Place of Sealed Bids: Sealed bids for the sale of Bonds of the City of
Dubuque, Iowa, will be received at the office of the Finance Director, City Hall, 50 West
13th Street, in the City of Dubuque, Iowa (the "Issuer ") at 11:00 o'clock A.M., on the 1st
day of August, 2011. The bids will then be publicly opened and referred for action to the
meeting of the City Council in conformity with the terms of offering.
Sale and Award: The sale and award of the Bonds will be held at the Historic
Federal Building, 350 West 6th Street, Dubuque, Iowa, at a meeting of the City Council
on the above date at 6:30 o'clock P.M.
The Bonds: The Bonds to be offered are the following:
GENERAL OBLIGATION BONDS, SERIES 201 1A, in the amount of
$6,330,000, to be dated the date of delivery.
TAXABLE GENERAL OBLIGATION BONDS, SERIES 2011B, in the amount
of $1,590,000, to be dated the date of delivery.
(together, the "Bonds ")
Adjustment of Principal Amounts. The Issuer reserves the right to increase or
decrease the aggregate principal amount of each series of the Bonds at the time of sale, as
described in the Terms of Offering. Any such change will be in increments of $5,000,
and may be made in any of the maturities. The purchase price will be adjusted
proportionately to reflect any change in issue size.
Manner of Bidding: Open bids will not be received. Bids for each series of the
Bonds will be received by any of the following methods:
Sealed Bidding: Sealed bids may be submitted and will be received at the office
of the Finance Director, City Hall, Dubuque, Iowa.
Electronic Internet Bidding: Electronic internet bids will be received at the office
of the Finance Director, City Hall, Dubuque, Iowa. The bids must be submitted through
the PARITY competitive bidding system.
Electronic Facsimile Bidding: Electronic facsimile bids will be received at the
office of the Finance Director, Dubuque, Iowa (facsimile number: 563/589 -0890 or
563/690- 6689). Electronic facsimile bids will be sealed and treated as sealed bids.
7
Consideration of Bids: After the time for receipt of bids has passed, the close of
sealed bids will be announced. Sealed bids will then be publicly opened and announced.
Finally, electronic internet bids will be accessed and announced.
Official Statement: The Issuer has issued an Official Statement of information
pertaining to the Bonds to be offered, including a statement of the Terms of Offering and
an Official Bid Form for each series, which is incorporated by reference as a part of this
notice. The Official Statement may be obtained by request addressed to the City Clerk,
50 W. 13th Street, Dubuque, Iowa 52001 (telephone: 563/589 -4100) or the financial
advisor to the City, Public Financial Management, Inc., 801 Grand Avenue, Suite 3300,
Des Moines, Iowa (telephone: 515- 243 - 2600).
Terms of Offering: All bids shall be in conformity with and the sale shall be in
accord with the Terms of Offering as set forth in the Official Statement.
Legal Opinion: Said Bonds will be sold subject to the opinion of Ahlers &
Cooney, P.C., Attorneys of Des Moines, Iowa, as to the legality and their opinion will be
furnished together with the printed Bonds without cost to the purchaser and all bids will
be so conditioned. Except to the extent necessary to issue their opinion as to the legality
of the Bonds, the attorneys will not examine or review or express any opinion with
respect to the accuracy or completeness of documents, materials or statements made or
furnished in connection with the sale, issuance or marketing of the Bonds.
Rights Reserved: The right is reserved to reject any or all bids, and to waive any
irregularities as deemed to be in the best interests of the public.
By order of the City Council of the City of Dubuque, Iowa.
City Clerk of the City of Dubuque, Iowa
(End of Notice)
8
ATTEST:
PASSED AND APPROVED this
July , 2011.
/I
Mayor 7
9
18th day of
NOTICE AND CALL OF PUBLIC MEETING
Governmental Body: The City Council of Dubuque, Iowa.
Date of Meeting: July 18 , 2011.
Time of Meeting: 6:30 o'clock P.M.
Place of Meeting: Historic Federal Building, 350 West 6th Street, Dubuque,
Iowa.
PUBLIC NOTICE IS HEREBY GIVEN that the above mentioned governmental body
will meet at the date, time and place above set out. The tentative agenda for said meeting
is as follows:
$6,330,000 General Obligation Bonds, Series 2011A
$1,590,000 Taxable General Obligation Bonds, Series 2011B
Resolution directing the advertisement of Bonds for sale and approving electronic
bidding procedures
Such additional matters as are set forth on the additional
hereto.
This notice is given at the direction of the Mayor pursuant to Chapter 21, Code of
Iowa, and the local rules of said governmental body.
(Acting)
9
(number)
(This Notice to be posted)
page(s) attached
The City Council of Dubuque, Iowa, met in regular session, in the Historic
Federal Building, 350 West 6th Street, Dubuque, Iowa, at 6: 30 o'clock P .M., on the
above date. There were present Mayor Roy D. Buo 1 , in the chair, and the
following named Council Members:
Absent:
Karla Braiq, Joyce Connors, Ric Jones, Kevin Lynch
David Resnick, Lynn Sutton
* * * * * * **
1
9
July 18,2011
STATE OF IOWA
COUNTY OF DUBUQUE
CERTIFICATE
) SS
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 from the
Council of the City, I have caused a
NOTICE OF SALE
d:lb J1 VJ U-
of which the clipping annexed to the publisher's affidavit hereto attached is in
words and figures a correct and complete copy, to be published as required by law
in the Telegraph Herald, a legal newspaper published at least once weekly, printed
wholly in the English language, published regularly and mailed through the post
office of current entry for more than two years and which has had for more than
two years a bona fide paid circulation recognized by the postal laws of the United
States, and has a general circulation in the City, and that the Notice was published
in all of the issues thereof published and circulated on the following date:
(SEAL)
00805452 -1 \10422 -125
July 22 , 2011.
WITNESS my official signature at Dubuque, Iowa, this
August , 2011.
City ' lerk, City
(Acting)
2nd day of
f Dubuque,
tate o Iowa
Masterpiece on the Mississippi
July 12, 2011
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
Michael C. Van Milligen
Dubuque
All-America City
1 1 1 If
2007
SUBJECT: Proceedings to Direct Advertisement for Sale of $6,330,000 General
Obligation Bonds, Series 2011A and $1,590,000 Taxable General
Obligation, Series 2011B and Approve Electronic Bidding Procedures
Budget Director Jennifer Larson recommends advertisement for the sale of the
$6,330,000 General Obligation Bonds, Series 2011A and $1,590,000 Taxable General
Obligation Bonds, Series 2011B and approval of the electronic bidding procedures.
The Series 2011A bonds will provide funds to pay costs of water, sewer, stormwater,
street, parking and solid waste improvements, as well as the stipulated civil penalty and
supplemental environmental project required under the Consent Decree with federal
and state authorities concerning the Water Pollution Control Plant and sanitary sewer
system.
The Series 2011B bonds will provide funds to pay costs of grading and road
construction on the South Siegert Farm area of Dubuque Industrial Center West;
emergency repairs to the Port of Dubuque Parking Ramp and related litigation
expenses; rehabilitation and renovation and reconstruction of the former 18 Street Fire
Engine House #1, including the provision of construction financing to the private
developer undertaking the rehabilitation of the same.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
MCVM /jml
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
Jennifer Larson, Budget Director
Kenneth TeKippe, Finance Director
2
Masterpiece on the Mississippi
TO: Michael C. Van Milligen, City Manager
FROM: Jennifer Larson, Budget Director (.,
Dubuque
kattrl
AII•America City
0111 I
m
2007
SUBJECT: Proceedings to Direct Advertisement for Sale of $6,330,000 General
Obligation Bonds, Series 2011A and $1,590,000 Taxable General
Obligation, Series 2011B and Approval of Electronic Bidding Procedures
DATE: July 12, 2011
INTRODUCTION
The purpose of this memorandum is to recommend the advertisement for the sale of the
$6,330,000 General Obligation Bonds, Series 2011A and $1,590,000 Taxable General
Obligation Bonds, Series 2011B and approval of the electronic bidding procedures.
DISCUSSION
The Series 2011A bonds will provide funds to pay costs of the acquisition, construction,
reconstruction, improvement and equipping of waterworks, water mains and extensions,
including water main and fire hydrant replacements, pump station and laboratory
improvements and well field electrical upgrades; construction of the Southwest Arterial
freeway improvements; acquisition of solid waste collection vehicles; construction of the
Bee Branch Creek Restoration Project and the acquisition of real property and right -of-
way for the same and the acquisition of flood control barriers; construction,
reconstruction, improvement and repair of sanitary sewer works and facilities, including
the installation of forcemain and sewer main extensions, the rehabilitation,
reconstruction and replacement of existing sanitary sewers, and the acquisition,
installation, replacement and improvement of pumping stations, motors, flow monitoring
and other sanitary sewer control equipment and facilities and the payment of costs
associated with the stipulated civil penalty and supplemental environmental project
required under the Consent Decree with federal and state authorities concerning the
Water Pollution Control Plant and sanitary sewer system.
The Series 2011B bonds will provide funds to pay costs of grading and road
construction on the South Siegert Farm area of Dubuque Industrial Center West;
emergency repairs to the Port of Dubuque Parking Ramp and related litigation
expenses; rehabilitation, renovation and reconstruction of the former 18 Street Fire
Engine House #1, including the provision of construction financing to the private
developer undertaking the rehabilitation of the same; and re- tamping of the Iowa Street
Parking facility.
The bond sale will be held on August 1, 2011. A letter from attorney William Noth
detailing information on the bond advertisement is enclosed.
A draft copy of the preliminary Official Statement prepared by Public Financial
Management and City staff is enclosed. Careful review of the draft Official Statement by
appropriate City staff and members of the City Council is an important step in the
offering of the Bonds for sale to the public. The U.S. Securities and Exchange
Commission (the "Commission ") has stated that "issuers are primarily responsible for
the content of their disclosure documents and may be held liable under the federal
securities laws for misleading disclosure." In several recent enforcement proceedings,
the Commission has made clear that it expects public officials to generally review
disclosure documents in light of their unique knowledge and perspectives on the issuer
and its financial circumstances, or else to ensure that appropriate procedures are in
place to provide the necessary review.
Rule 15c2 -12 of the Commission requires prospective purchasers of the Bonds to
obtain and review an official statement that has been "deemed final" by the City prior to
submitting a bid to purchase the Bonds. For this purpose, the Official Statement may
omit certain information that is dependent upon the pricing of the issue (such as interest
rates, bond maturities and redemption features), but should otherwise be accurate and
complete.
RECOMMENDATION
I respectfully recommend the adoption of the enclosed resolution to cover the
advertisement for sale of the above bonds and approve electronic bidding procedures.
JML
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
Kenneth TeKippe, Finance Director
2
WILLIAM J. NOTH
wnoth @ahlerslaw.com
Mr. Ken TeKippe
Finance Officer
City of Dubuque
50 West 13th Street
Dubuque, Iowa 52001 -4864
AHLERS &COONEY, P.C.
100 COURT AVENUE, SUITE 600
DES MOINES, IOWA 50309 -2231
PHONE 515 - 243 -7611
FAX: 515 -243 -2149
WWW.AHLERSLAW.COM
July 11, 2011
RE: $6,330,000 General Obligation Bonds, Series 2011A
$1,590,000 Taxable General Obligation Bonds, Series 2011B
Dear Mr. TeKippe:
Direct Dial:
(515)246 -0332
With this letter I am enclosing suggested proceedings to direct the advertisement
of the above Bonds for sale, and to _approve the form of Notice of Bond Sale. The Notice
of Bond Sale assumes that the sale will be set for 11:00 A.M. on August 1, 2011. The
Notice also assumes that the Council will meet at 6:30 P.M. on August 1, 2011 to award
the Bonds to the best bidders. If any of those details need to be revised, please let me
know.
The procedure assumes that your financial consultant has recommended to the
Council that electronic bidding procedures be utilized for this bond sale. Based upon this
recommendation, the Iowa Code requires that the Council make a finding that the
recommended procedure will provide reasonable security and maintain the integrity of
the competitive bidding process and facilitate the delivery of bids by interested parties
under the circumstances of the particular sale. The proceedings enclosed are prepared on
the basis that the Council will agree with the recommendation and make the necessary
findings.
The Notice of Bond Sale must be published at least one time. The sale mtt'.�
held at any time, but not less than four days following the date of the last publication. An
extra copy of the notice is enclosed for use by the newspaper.
July 11, 2011
Page 2
The resolution also authorizes a preliminary Official Statement to be completed
and distributed in connection with the offering of the Bonds for sale. A draft copy of the
preliminary Official Statement will be delivered to you separately by Public Financial
Management, and should be forwarded to the City Council with the enclosed
proceedings.
Careful review of the draft Official Statement by appropriate City staff and
members of the City Council is an important step in the offering of the Bonds for sale to
the public. The U.S. Securities and Exchange Commission (the "Commission ") has
stated that "issuers are primarily responsible for the content of their disclosure documents
and may be held liable under the federal securities laws for misleading disclosure." In
several recent enforcement proceedings, the Commission has made clear that it expects
public officials to generally review disclosure documents in light of their unique
knowledge and perspectives on the issuer and its financial circumstances, or else to
ensure that appropriate procedures are in place to provide the necessary review.
As you know, Rule 15c2 -12 of the Commission requires prospective purchasers of
the Bonds to obtain and review an official statement that has been "deemed final" by the
City prior to submitting a bid to purchase the Bonds. For this purpose, the official
statement may omit certain information that is dependent upon the pricing of the issue
(such as interest rates, bond maturities and redemption features), but should otherwise be
accurate and complete. The enclosed resolution authorizes you to complete the draft
document, and thereafter authorizes its distribution in connection with the offering of the
Bonds to the public.
As always, extra copies of the proceedings are enclosed to be filled in as the
originals and certified back to this office, together with publisher's affidavit covering
publication of the Notice of Bond Sale.
WJN: do
encl.
If any questions arise, please keep me advised.
cc: Jenny Larson (w /encl.)
Tionna Pooler (w /encl.)
Very truly yours,
ZPJ17
William J. Noth
00805450 -1 \10422 -125
STATE OF IOWA )
) SS
COUNTY OF DUBUQUE )
I, the undersigned City Clerk of Dubuque, Iowa, do hereby certify that attached is
a true and complete copy of the portion of the corporate records of said Municipality
showing proceedings of the Council, and the same is a true and complete copy of the
action taken by said Council with respect to said matter at the meeting held on the date
indicated in the attachment, which proceedings remain in full force and effect, and have
not been amended or rescinded in any way; that meeting and all action thereat was duly
and publicly held in accordance with a notice of meeting and tentative agenda, a copy of
which was timely served on each member of the Council and posted on a bulletin board
or other prominent place easily accessible to the public and clearly designated for that
purpose at the principal office of the Council (a copy of the face sheet of said agenda
being attached hereto) pursuant to the local rules of the Council and the provisions of
Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at
least twenty-four hours prior to the commencement of the meeting as required by said
law and with members of the public present in attendance; I further certify that the
individuals named therein were on the date thereof duly and lawfully possessed of their
respective city offices as indicated therein, that no Council vacancy existed except as may
be stated in said proceedings, and that no controversy or litigation is pending, prayed or
threatened involving the incorporation, organization, existence or boundaries of the City
or the right of the individuals named therein as officers to their respective positions.
day of July , 2011.
SEAL
00805447 - 1\10422 -125
CERTIFICATE
WITNESS my hand and the seal of said Municipality hereto affixed this 19th
Ci Clerk, D
(Acting)
9
uque, Iowa
Masterpiece on the Mississippi
July 12, 2011
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Proceedings to Direct Advertisement for Sale of $6,330,000 General
Obligation Bonds, Series 2011A and $1,590,000 Taxable General
Obligation, Series 2011B and Approve Electronic Bidding Procedures
Budget Director Jennifer Larson recommends advertisement for the sale of the
$6,330,000 General Obligation Bonds, Series 2011A and $1,590,000 Taxable General
Obligation Bonds, Series 2011B and approval of the electronic bidding procedures.
The Series 2011A bonds will provide funds to pay costs of water, sewer, stormwater,
street, parking and solid waste improvements, as well as the stipulated civil penalty and
supplemental environmental project required under the Consent Decree with federal
and state authorities concerning the Water Pollution Control Plant and sanitary sewer
system.
The Series 2011B bonds will provide funds to pay costs of grading and road
construction on the South Siegert Farm area of Dubuque Industrial Center West;
emergency repairs to the Port of Dubuque Parking Ramp and related litigation
expenses; rehabilitation and renovation and reconstruction of the former 18 Street Fire
Engine House #1, including the provision of construction financing to the private
developer undertaking the rehabilitation of the same.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Michael C. Van Milligen
Dubuque
bit Al
All - America City
2007
MCVM /jml
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
Jennifer Larson, Budget Director
Kenneth TeKippe, Finance Director
2
Masterpiece on the Mississippi
DATE: July 12, 2011
Dubuque
kard
All-America City
2007
TO: Michael C. Van Milligen, City Manager
FROM: Jennifer Larson, Budget Directo.4 (,
SUBJECT: Proceedings to Direct Advertisement for Sale of $6,330,000 General
Obligation Bonds, Series 2011A and $1,590,000 Taxable General
Obligation, Series 2011B and Approval of Electronic Bidding Procedures
INTRODUCTION
The purpose of this memorandum is to recommend the advertisement for the sale of the
$6,330,000 General Obligation Bonds, Series 2011A and $1,590,000 Taxable General
Obligation Bonds, Series 2011B and approval of the electronic bidding procedures.
DISCUSSION
The Series 2011A bonds will provide funds to pay costs of the acquisition, construction,
reconstruction, improvement and equipping of waterworks, water mains and extensions,
including water main and fire hydrant replacements, pump station and laboratory
improvements and well field electrical upgrades; construction of the Southwest Arterial
freeway improvements; acquisition of solid waste collection vehicles; construction of the
Bee Branch Creek Restoration Project and the acquisition of real property and right -of-
way for the same and the acquisition of flood control barriers; construction,
reconstruction, improvement and repair of sanitary sewer works and facilities, including
the installation of forcemain and sewer main extensions, the rehabilitation,
reconstruction and replacement of existing sanitary sewers, and the acquisition,
installation, replacement and improvement of pumping stations, motors, flow monitoring
and other sanitary sewer control equipment and facilities and the payment of costs
associated with the stipulated civil penalty and supplemental environmental project
required under the Consent Decree with federal and state authorities concerning the
Water Pollution Control Plant and sanitary sewer system.
The Series 2011B bonds will provide funds to pay costs of grading and road
construction on the South Siegert Farm area of Dubuque Industrial Center West;
emergency repairs to the Port of Dubuque Parking Ramp and related litigation
expenses; rehabilitation, renovation and reconstruction of the former 18 Street Fire
Engine House #1, including the provision of construction financing to the private
developer undertaking the rehabilitation of the same; and re- lamping of the Iowa Street
Parking facility.
The bond sale will be held on August 1, 2011. A letter from attorney William Noth
detailing information on the bond advertisement is enclosed.
A draft copy of the preliminary Official Statement prepared by Public Financial
Management and City staff is enclosed. Careful review of the draft Official Statement by
appropriate City staff and members of the City Council is an important step in the
offering of the Bonds for sale to the public. The U.S. Securities and Exchange
Commission (the "Commission ") has stated that "issuers are primarily responsible for
the content of their disclosure documents and may be held liable under the federal
securities laws for misleading disclosure." In several recent enforcement proceedings,
the Commission has made clear that it expects public officials to generally review
disclosure documents in light of their unique knowledge and perspectives on the issuer
and its financial circumstances, or else to ensure that appropriate procedures are in
place to provide the necessary review.
Rule 15c2 -12 of the Commission requires prospective purchasers of the Bonds to
obtain and review an official statement that has been "deemed final" by the City prior to
submitting a bid to purchase the Bonds. For this purpose, the Official Statement may
omit certain information that is dependent upon the pricing of the issue (such as interest
rates, bond maturities and redemption features), but should otherwise be accurate and
complete.
RECOMMENDATION
I respectfully recommend the adoption of the enclosed resolution to cover the
advertisement for sale of the above bonds and approve electronic bidding procedures.
JML
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
Kenneth TeKippe, Finance Director
2
PRELIMINARY OFFICIAL STATEMENT DATED JULY ___, 2011
New IssuesRating: Application Made
Assuming compliance with certain covenants, in the opinion of Ahlers & Cooney, P.C., Bond Counsel, under present law and assuming continued compliance with the requirements of the
Internal Revenue Code of 1986, as amended (the “Code”): (i) interest on the Series 2011A Bonds will be excluded from gross income for federal income tax purposes, (ii) interest on the
Series 2011A Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations under the Internal Revenue Code of 1986;
and (iii) interest on the Series 2011A Bonds WILL be taken into account in determining adjusted current earnings for the purpose of computing the alternative minimum tax imposed on
corporations. Interest on the Series 2011B Bonds will be includible in the gross income of the owners thereof for federal income tax purposes. The Series 2011A Bonds will be designated
as “qualified tax-exempt obligations”. See “TAX EXEMPTION AND RELATED CONSIDERATIONS” and “TAXABILITY OF INTEREST” herein for a more detailed discussion.
CITY OF DUBUQUE, IOWA
$6,330,000* General Obligation Bonds, Series 2011A
$1,590,000* Taxable General Obligation Bonds, Series 2011B
BIDS RECEIVED: Monday, August 1, 2011, 11:00 o'clock A.M., Central Time
AWARD: Monday, August 1, 2011, 6:30 o'clock P.M., Central Time
Dated:Principal Due:
Date of Delivery (September 1, 2011) June 1 as shown inside front cover
The $6,330,000* General Obligation Bonds, Series 2011A (the “Series 2011A Bonds”) and the $1,590,000* Taxable General Obligation Bonds,
Series 2011B (the “Series 2011B Bonds”) (collectively the “Bonds”) are being issued pursuant to Division III of Chapter 384 and Chapter 403 of
the Code of Iowa, and resolutions to be adopted by the City Council of the City of Dubuque, Iowa (the “City”).Proceeds of the Series 2011A
Bonds will be used to pay costs of acquisition, construction, reconstruction, improvement and equipping of waterworks, water mains, and
extensions, including water main and fire hydrant replacements, pump station and laboratory improvements and well field electrical upgrades; the
construction of the Southwest Arterial freeway improvements; the acquisition of solid waste collection vehicles; the construction of the Bee
Branch Creek Restoration Project and the acquisition of real property and right-of-way for the same; acquisition of flood control barriers; the
construction, reconstruction, improvement and repair of sanitary sewer works and facilities, including the installation of forcemain and sewer main
extensions, the rehabilitation, reconstruction and replacement of existing sanitary sewers, and the acquisition, installation, replacement and
improvement of pumping stations, motors, flow monitoring and other sanitary sewer control equipment and facilities; and the payment of costs
associated with the stipulated civil penalty and supplemental environmental project required under Consent Decree with federal and state
authorities concerning the Water Pollution Control Plant and sanitary sewer system. In addition the proceeds will be used for the re-lamping of the
Iowa Street Parking Ramp facility. Proceeds of the Series 2011B Bonds will be used to pay the costs of aiding in the planning, undertaking and
carrying out the urban renewal project activities under Chapter 403 of the Code of Iowa and the Amended and Restated Urban Renewal Plans for
the Dubuque Industrial Center West Economic Development District and the Greater Downtown Urban Renewal Area, including those costs
associated with grading and road construction of the South Siegert Farm area of DICW, and emergency repairs to the Port of Dubuque Parking
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Street Fire Engine House
Ramp and related litigation expenses and the costs of the rehabilitation, renovation and reconstruction of the former 18
#1, including the provisions of construction financing to the private developer undertaking the rehabilitation of the same. The Bonds will be
general obligations of the City for which the City will pledge its power to levy direct ad valorem taxes to the repayment of the Bonds.
The Bonds will be issued as fully registered Bonds without coupons and, when issued, will be registered in the name of Cede & Co., as nominee of
The Depository Trust Company ("DTC"). DTC will act as securities depository for the Bonds. Individual purchases may be made in book-entry
form only, in the principal amount of $5,000 and integral multiples thereof. Purchasers will not receive certificates representing their interest in
the Bonds purchased. The City’s registrar/paying agent, Wells Fargo Bank, N.A., Des Moines, Iowa (the “Registrar”) will pay principal and
interest on the Bonds to DTC, which will in turn remit such principal and interest to its participants for subsequent disbursements to the beneficial
owners of the Bonds as described herein. Interest and principal shall be paid to the registered holder of a note as shown on the records of
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ownership maintained by the Registrar on the 15 day of the month preceding the interest payment date (the “Record Date”).
THE BONDS WILL MATURE AS LISTED ON THE INSIDE FRONT COVER
SERIES 2011A BONDSSERIES 2011B BONDS
MINIMUM BID:
$6,266,700$1,574,100
GOOD FAITH DEPOSIT: Required of Purchaser Only Required of Purchaser Only
TAX MATTERS:Federal: Tax-Exempt Federal: Taxable
State: Taxable State: Taxable
See “TAX EXEMPTION AND RELATED See “TAXABILITY OF INTEREST” for more
CONSIDERATIONS” for more information. information.
The Bonds are offered, subject to prior sale, withdrawal or modification, when, as, and if issued subject to the legal opinion of Ahlers & Cooney,
P.C., Bond Counsel, of Des Moines, Iowa, to be furnished upon delivery of the Bonds. It is expected that the Bonds will be available for delivery
on or about September 1, 2011. This Preliminary Official Statement will be further supplemented by offering prices, interest rates, aggregate
principal amount, principal amount per maturity, anticipated delivery date, and underwriter, together with any other information required by law,
and shall constitute a “Final Official Statement” of the City with respect to the Bonds, as defined in Rule 15c2-12.
*Preliminary; subject to change.
CITY OF DUBUQUE, IOWA
$6,330,000* General Obligation Bonds, Series 2011A
MATURITY:
June 1 as follows:
Year Amount* Year Amount*
2013 $260,000 2023 $330,000
2014 265,000 2024 340,000
2015 265,000 2025 355,000
2016 270,000 2026 370,000
2017 275,000 2027 385,000
2018 285,000 2028 400,000
2019 290,000 2029 420,000
2020 300,000 2030 435,000
2021 310,000 2031 455,000
2022 320,000
* PRINCIPAL
ADJUSTMENT:
Preliminary; subject to change. The City reserves the right to increase or decrease the
aggregate principal amount of the Series 2011A Bonds. Such change will be in increments of
$5,000 and may be made in any of the maturities. The purchase price will be adjusted
proportionately to reflect any change in issue size.
INTEREST:
June 1, 2012 and semiannually thereafter.
REDEMPTION
: Series 2011A Bonds due on or after June 1, 2019 will be callable June 1, 2018 or any day
thereafter upon terms of par plus accrued interest to the date call.
$1,590,000* General Obligation Bonds, Series 2011B
MATURITY:
June 1 as follows:
Year Amount* Year Amount*
2013 $100,000 2020 $110,000
2014 100,000 2021 115,000
2015 100,000 2022 120,000
2016 100,000 2023 125,000
2017 100,000 2024 130,000
2018 105,000 2025 135,000
2019 105,000 2026 145,000
* PRINCIPAL
ADJUSTMENT:
Preliminary; subject to change. The City reserves the right to increase or decrease the
aggregate principal amount of the Series 2011B Bonds. Such change will be in increments of
$5,000 and may be made in any of the maturities. The purchase price will be adjusted
proportionately to reflect any change in issue size.
INTEREST:
June 1, 2012 and semiannually thereafter.
REDEMPTION
: Series 2011B Bonds due on or after June 1, 2019 will be callable June 1, 2018 or any day
thereafter upon terms of par plus accrued interest to the date call.
COMPLIANCE WITH S.E.C. RULE 15c2-12
Municipal obligations (issued in an aggregate amount over $1,000,000) are subject to General Rules and Regulations,
Securities Exchange Act of 1934, Rule 15c2-12 Municipal Securities Disclosure.
Preliminary Official Statement:
This Preliminary Official Statement was prepared for the City for dissemination to
prospective bidders. Its primary purpose is to disclose information regarding the Bonds to prospective bidders in the
interest of receiving competitive bids in accordance with the NOTICE OF BOND SALE and TERMS OF OFFERING
contained herein. Unless an addendum is received prior to the sale, this document shall be deemed the "Near Final
Official Statement".
Review Period:
This Preliminary Official Statement has been distributed to members of the legislative body and other
public officials of the City as well as to prospective bidders for an objective review of its disclosure. Comments,
omissions or inaccuracies must be submitted to Public Financial Management, Inc. at least two business days prior to
the sale. Requests for additional information or corrections in the Preliminary Official Statement received on or before
this date will not be considered a qualification of a bid received. If there are any changes, corrections or additions to
the Preliminary Official Statement, prospective bidders will be informed by an addendum at least one business day
prior to the sale.
Final Official Statement:
Upon award of sale of the Bonds, the legislative body will authorize the preparation of a
Final Official Statement that includes the offering prices, interest rates, aggregate principal amount, principal amount
per maturity, anticipated delivery date and other information required by law and the identity of the underwriter (the
“Syndicate Manager”) and syndicate members. Copies of the Final Official Statement will be delivered to the
Syndicate Manager within seven business days following the bid acceptance.
REPRESENTATIONS
No dealer, broker, salesperson or other person has been authorized by the City to give any information or to make any
representations, other than those contained in the Preliminary Official Statement. This Preliminary Official Statement
does not constitute any offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Bonds by any
person, in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The
information, estimates and expressions of opinion herein are subject to change without notice and neither the delivery
of this Preliminary Official Statement nor any sale made hereunder, shall, under any circumstances, create any
implication that there has been no change in the affairs of the City since the date hereof. This Preliminary Official
Statement is submitted in connection with the sale of the securities referred to herein and may not be reproduced or
used, in whole or in part, for any other purpose.
This Preliminary Official Statement and any addenda thereto were prepared relying on information from the City and
other sources, which are believed to be reliable.
Bond Counsel has not participated in the preparation of this Preliminary Official Statement and is not expressing any
opinion as to the completeness or accuracy of the information contained therein.
Compensation of Public Financial Management, Inc. (the “Financial Advisor”) payable entirely by the City is
contingent upon the sale of the issues.
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TABLE OF CONTENTS
NOTICE OF BOND SALE .................................................................................................................................................. i
TERMS OF OFFERING ...................................................................................................................................................... ii
SCHEDULES OF BOND YEARS ....................................................................................................................................... vii
INTRODUCTION ................................................................................................................................................................ 1
AUTHORITYANDPURPOSE .................................................................................................................................................................
1
REDEMPTIONONTHESERIES2011ABONDS;INTERESTONTHESERIES2011ABONDS .................................... 2
OPTIONAL
OPTIONALREDEMPTIONONTHESERIES2011BBONDS;INTERESTONTHESERIES2011BBONDS ..................................... 2
PAYMENT OF AND SECURITY FOR THE BONDS ............................................................................................................................. 2
BOOK-ENTRY-ONLY SYSTEM ............................................................................................................................................................. 2
FUTURE FINANCING ..............................................................................................................................................................................
4
LITIGATION ............................................................................................................................................................................................
. 4
DEBT PAYMENT HISTORY ...................................................................................................................................................................
5
LEGALITY ..............................................................................................................................................................................................
.. 5
TAX EXEMPTION AND RELATED CONSIDERATIONS .................................................................................................................... 5
TAXABILITY OF INTEREST..................................................................................................................................................................
7
RELATED TAX MATTERS .....................................................................................................................................................................
9
RATING ................................................................................................................................................................................................
..... 9
FINANCIAL ADVISOR ............................................................................................................................................................................
9
CONTINUING DISCLOSURE ..................................................................................................................................................................
10
CERTIFICATION ......................................................................................................................................................................................
10
CITY PROPERTY VALUES .............................................................................................................................................. 11
IOWA PROPERTY VALUATIONS ......................................................................................................................................................... 11
1/1/2010 VALUATIONS (Taxes Payable July 1, 2011 to June 30, 2012) ................................................................................................. 11
2010 GROSS TAXABLE VALUATION BY CLASS OF PROPERTY .................................................................................................... 11
TREND OF VALUATIONS; LARGER TAXPAYERS ............................................................................................................................ 12
LEGISLATION ..........................................................................................................................................................................................
13
CITY INDEBTEDNESS....................................................................................................................................................... 14
DEBT LIMIT ............................................................................................................................................................................................
.. 14
DIRECT DEBT ..........................................................................................................................................................................................
14
OTHER DEBT ...........................................................................................................................................................................................
18
INDIRECT GENERAL OBLIGATION DEBT ......................................................................................................................................... 19
DEBT RATIOS ..........................................................................................................................................................................................
19
LEVIES AND TAX COLLECTIONS ........................................................................................................................................................ 19
TAX RATES; LEVY LIMITS ...................................................................................................................................................................
20
FUNDS ON HAND (Cash and Investments as of June 30, 2011) .............................................................................................................. 20
THE CITY .............................................................................................................................................................................
21
CITY GOVERNMENT ..............................................................................................................................................................................
21
EMPLOYEES AND PENSIONS; OTHER POST EMPLOYMENT BENEFITS; UNION CONTRACTS.............................................. 21
INSURANCE .............................................................................................................................................................................................
22
GENERAL INFORMATION .............................................................................................................................................. 23
LOCATION AND TRANSPORTATION .................................................................................................................................................. 23
LARGER EMPLOYERS ............................................................................................................................................................................
23
BUILDING PERMITS ...............................................................................................................................................................................
24
U.S. CENSUS DATA; UNEMPLOYMENT RATES ................................................................................................................................ 24
EDUCATION .............................................................................................................................................................................................
24
EFFECTIVE BUYING INCOME ..............................................................................................................................................................
25
FINANCIAL SERVICES ...........................................................................................................................................................................
25
FINANCIAL STATEMENTS ....................................................................................................................................................................
25
APPENDIX A -
FORM OF LEGAL OPINION
APPENDIX B -
JUNE 30, 2010 COMPREHENSIVE ANNUAL FINANCIAL REPORT
APPENDIX C -
FORM OF CONTINUING DISCLOSURE CERTIFICATE
OFFICIAL BID FORMS
City of Dubuque, Iowa
Mayor & City Council
Initial Term Current Term Expires
1)
Roy Buol Mayor 1994 2013
Ric Jones Council Member – At Large 2005 2013
David Resnick Council Member – At Large 2008 2011
Kevin Lynch Council Member – Ward One 2005 2013
Karla Braig Council Member – Ward Two 2005 2011
Joyce Connors Council Member – Ward Three 2002 2013
Lynn Sutton Council Member – Ward Four 2011 2011
1)
Roy Buol served on the City Council as Council Member – Ward Two from 1994-2005 prior to
this election as Mayor in 2005.
Administration
Michael Van Milligen, City Manager
Cindy Steinhauser, Assistant City Manager
Teri Goodmann, Assistant City Manager
Ken TeKippe, Finance Director
Jenny Larson, Budget Director
Kevin Firnstahl, Acting City Clerk
City Attorney
Barry A. Lindahl
Dubuque, Iowa
Bond Counsel
Ahlers & Cooney, PC
Des Moines, Iowa
Financial Advisor
Public Financial Management, Inc.
Des Moines, Iowa
NOTICE OF BOND SALE
Time and Place of Sealed Bids: Sealed bids for the sale of Bonds of the City of Dubuque, Iowa, will be received at the office of the
Finance Director, City Hall, 50 West 13th Street, in the City of Dubuque, Iowa (the "Issuer") at 11:00 o'clock A.M., on the 1st day of
August, 2011. The bids will then be publicly opened and referred for action to the meeting of the City Council in conformity with the terms
of offering.
Sale and Award: The sale and award of the Bonds will be held at the Historic Federal Building, 350 West 6th Street, Dubuque, Iowa, at a
meeting of the City Council on the above date at 6:30 o'clock P.M.
The Bonds: The Bonds to be offered are the following:
GENERAL OBLIGATION BONDS, SERIES 2011A, in the amount of $6,330,000, to be dated the date of delivery.
TAXABLE GENERAL OBLIGATION BONDS, SERIES 2011B, in the amount of $1,590,000, to be dated the date of
delivery.
(together, the "Bonds")
Adjustment of Principal Amounts. The Issuer reserves the right to increase or decrease the aggregate principal amount of each series of the
Bonds at the time of sale, as described in the Terms of Offering. Any such change will be in increments of $5,000, and may be made in any
of the maturities. The purchase price will be adjusted proportionately to reflect any change in issue size.
Manner of Bidding: Open bids will not be received. Bids for each series of the Bonds will be received by any of the following methods:
Sealed Bidding: Sealed bids may be submitted and will be received at the office of the Finance Director, City Hall, Dubuque,
Iowa.
Electronic Internet Bidding: Electronic internet bids will be received at the office of the Finance Director, City Hall, Dubuque,
Iowa. The bids must be submitted through the PARITY competitive bidding system.
Electronic Facsimile Bidding: Electronic facsimile bids will be received at the office of the Finance Director, Dubuque, Iowa
(facsimile number: 563/589-0890 or 563/690-6689). Electronic facsimile bids will be sealed and treated as sealed bids.
Consideration of Bids: After the time for receipt of bids has passed, the close of sealed bids will be announced. Sealed bids will
then be publicly opened and announced. Finally, electronic internet bids will be accessed and announced.
Official Statement: The Issuer has issued an Official Statement of information pertaining to the Bonds to be offered, including a statement
of the Terms of Offering and an Official Bid Form for each series, which is incorporated by reference as a part of this notice. The Official
Statement may be obtained by request addressed to the City Clerk, 50 W. 13th Street, Dubuque, Iowa 52001 (telephone: 563/589-4100) or
the financial advisor to the City, Public Financial Management, Inc., 801 Grand Avenue, Suite 3300, Des Moines, Iowa (telephone: 515-
243-2600).
Terms of Offering: All bids shall be in conformity with and the sale shall be in accord with the Terms of Offering as set forth in the
Official Statement.
Legal Opinion: Said Bonds will be sold subject to the opinion of Ahlers & Cooney, P.C., Attorneys of Des Moines, Iowa, as to the legality
and their opinion will be furnished together with the printed Bonds without cost to the purchaser and all bids will be so conditioned. Except
to the extent necessary to issue their opinion as to the legality of the Bonds, the attorneys will not examine or review or express any opinion
with respect to the accuracy or completeness of documents, materials or statements made or furnished in connection with the sale, issuance
or marketing of the Bonds.
Rights Reserved: The right is reserved to reject any or all bids, and to waive any irregularities as deemed to be in the best interests of the
public.
By order of the City Council of the City of Dubuque, Iowa.
_____________________________________
City Clerk of the City of Dubuque, Iowa
i
TERMS OF OFFERING
CITY OF DUBUQUE, IOWA
In addition to the provisions of the official NOTICE OF BOND SALE, this section sets forth the description of certain
of the terms of the Series 2011A Bonds and the Series 2011B Bonds (collectively the “Bonds”) as well as the terms of
offering with which all bidders and bid proposals are required to comply, as follows:
DETAILS OF THE SERIES 2011A BONDS
General Obligation Bonds, Series 2011A (the “SERIES 2011A Bonds”), in the principal amount of$6,330,000* to be
dated the date of delivery (September 1, 2011) in the denomination of $5,000 or multiples thereof, and to mature
June 1, as follows:
Year Amount* Year Amount*
2013 $260,000 2023 $330,000
2014 265,000 2024 340,000
2015 265,000 2025 355,000
2016 270,000 2026 370,000
2017 275,000 2027 385,000
2018 285,000 2028 400,000
2019 290,000 2029 420,000
2020 300,000 2030 435,000
2021 310,000 2031 455,000
2022 320,000
* Preliminary; subject to change. The City reserves the right to increase or decrease the aggregate principal
amount of the Series 2011A Bonds. Such change will be in increments of $5,000 and may be made in any of
the maturities. The purchase price will be adjusted proportionately to reflect any change in issue size.
OPTIONAL REDEMPTION OF THE SERIES 2011A BONDS
The Series 2011A Bonds due on or after June 1, 2019 will be callable June 1, 2018 at the price of par plus accrued
interest to the date redemption. Notice of such call shall be given by mailing a notice thereof by U.S. mail at least
thirty (30) days prior to the date fixed for redemption to the registered owners of the Series 2011A Bonds to be
redeemed at the address shown on the registration books.
INTEREST ON THE SERIES 2011A BONDS
st
Interest on the Series 2011A Bonds will be payable on June 1, 2012 and semiannually on the 1 day of December and
June thereafter. Interest and principal shall be paid to the registered holder of a note as shown on the records of
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ownership maintained by the Registrar on the 15 day of the month preceding the interest payment date (the “Record
Date”). Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded
pursuant to rules of the Municipal Securities Rulemaking Board.
ii
DETAILS OF THE SERIES 2011B BONDS
Taxable General Obligation Bonds, Series 2011B (the “SERIES 2011B Bonds”), in the principal amount of
$1,590,000*to be dated the date of delivery (September 1, 2011) in the denomination of $5,000 or multiples thereof,
and to mature June 1, as follows:
Year Amount* Year Amount*
2013 $100,000 2020 $110,000
2014 100,000 2021 115,000
2015 100,000 2022 120,000
2016 100,000 2023 125,000
2017 100,000 2024 130,000
2018 105,000 2025 135,000
2019 105,000 2026 145,000
* Preliminary; subject to change. The City reserves the right to increase or decrease the aggregate principal
amount of the Series 2011B Bonds. Such change will be in increments of $5,000 and may be made in any of
the maturities. The purchase price will be adjusted proportionately to reflect any change in issue size.
OPTIONAL REDEMPTION OF THE SERIES 2011B BONDS
The Series 2011B Bonds due on or after June 1, 2019 will be callable June 1, 2018 at the price of par plus accrued
interest to the date redemption. Notice of such call shall be given by mailing a notice thereof by U.S. mail at least
thirty (30) days prior to the date fixed for redemption to the registered owners of the Series 2011B Bonds to be
redeemed at the address shown on the registration books.
INTEREST ON THE SERIES 2011B BONDS
st
Interest on the Series 2011B Bonds will be payable on June 1, 2012 and semiannually on the 1 day of December and
June thereafter. Interest and principal shall be paid to the registered holder of a note as shown on the records of
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ownership maintained by the Registrar on the 15 day of the month preceding the interest payment date (the “Record
Date”). Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded
pursuant to rules of the Municipal Securities Rulemaking Board.
GOOD FAITH DEPOSIT
A Good Faith Deposit (the “Deposit”) in the amount of $63,300 for the Series 2011A Bonds and $15,900 for the Series
2011B Bonds is required from the lowest bidder only of each series of the Notes. The lowest bidder is required to
submit such Deposit payable to the order of the City in the form of either (i) a cashier's check provided to the City or
its Financial Advisor prior to the opening of bids or (ii) a wire transfer as instructed by the City’s Financial Advisor
not later than 1:00 P.M. Central Time on the day of sale of the Bonds. If not so received, the bid of the lowest bidder
may be rejected and the City may direct the second lowest bidder to submit a deposit (the “Deposit”) and thereafter
may award the sale of the Bonds to the same. No interest on a Deposit will accrue to the successful bidder (the
“Purchaser”). The Deposit will be applied to the purchase price of the Bonds. In the event a Purchaser fails to honor
its accepted bid proposal, the Deposit will be retained by the City.
FORM OF BIDS AND AWARD
All bids shall be unconditional for each series of the Bonds for a price not less than $6,266,700 for the Series 2011A
Bonds and $1,574,100 for the Series 2011B Bonds, plus accrued interest, and shall specify the rate or rates of interest
in conformity to the limitations set forth under the “RATES OF INTEREST” section on the next page. Bids must be
submitted on or in substantial compliance with the OFFICIAL BID FORM provided by the City. The Bonds will be
awarded to the bidder offering the lowest interest rate to be determined on a true interest cost (“TIC”) basis assuming
iii
compliance with the “GOOD FAITH DEPOSIT” section on the previous page. The TIC shall be determined by the
"present value method", i.e., by ascertaining the semiannual rate, compounded semi-annually, necessary to discount as
of the dated date of the Bonds, the amount payable on each interest payment date and on each stated maturity date or
earlier mandatory redemption, so that the aggregate of such amounts will equal the aggregate purchase price offered
therefore. The TIC shall be stated in terms of an annual percentage rate and shall be that rate of interest, which is
twice the semiannual rate so ascertained (also known as the "Canadian Method"). The TIC shall be as determined by
the Financial Advisor based on the TERMS OF OFFERING and all amendments, and on the bids as submitted. The
Financial Advisor's computation of the TIC of each bid shall be controlling. In the event of tie bids for the lowest TIC,
the Bonds will be awarded by lot.
The City will reserve the right to: (i) waive non-substantive informalities of any bid or of matters relating to the receipt
of bids and award of the Bonds, (ii) reject all bids without cause and (iii) reject any bid which the City determines to
have failed to comply with the terms herein.
RATES OF INTEREST
Considering each series separately, the rates of interest specified in the bidder's proposal must conform to the
following limitations:
1.For each respective series, each annual maturity must bear the same interest rate. For each respective series,
each annual maturity must bear a single rate of interest from the dated date of the Bonds to the date of
maturity.
2.Rates of interest bid must be in multiples of one-eighth or one-twentieth of one percent.
3.For each respective series, each rate of interest specified for Bonds of any annual maturity shall not be less
than a rate of interest specified for any earlier maturity. Rates must be level or in ascending order.
RECEIPT OF BIDS
Forms of Bids: Bids must be submitted on or in substantial compliance with the TERMS OF OFFERING and
OFFICIAL BID FORM provided by the City or through the Internet Bid System as defined below. The City shall not
be responsible for malfunction or mistake made by any person, or as a result of the use of the electronic bid or the
means used to deliver or complete a bid. The use of such facilities or means is at the sole risk of the prospective
bidder who shall be bound by the terms of the bid as received.
No bid will be accepted after the time specified in the NOTICE OF BOND SALE. The time as maintained by the
Internet Bid System as defined below shall constitute the official time with respect to all bids submitted. A bid may be
withdrawn before the bid deadline using the same method used to submit the bid. If more than one bid is received
from a bidder, the last bid received shall be considered.
Sealed Bidding: Sealed bids may be submitted and will be received at the office of the City Finance Director, 50 W.
th
13 Street, Dubuque, Iowa 52001.
®
Electronic Internet Bidding: Electronic Internet bids must be submitted through the PARITY competitive bidding
system (the “Internet Bid System”). Information about the Electronic Internet Bid System may be obtained by calling
(212) 404-8102.
Each bidder shall be solely responsible for making necessary arrangements to access the Internet Bid System for
purposes of submitting its Internet bid in a timely manner and in compliance with the requirements of the TERMS OF
OFFERING and OFFICIAL BID FORM. The City is permitting bidders to use the services of the Internet Bid System
solely as a communication mechanism to conduct the Internet bidding and the Internet Bid System is not an agent of
the City. Provisions of the TERMS OF OFFERING and OFFICIAL BID FORM shall control in the event of conflict
with information provided by the Internet Bid System.
iv
BOOK-ENTRY-ONLY SYSTEM
The Bonds will be issued by means of a book-entry-only system with no physical distribution of bond certificates
made to the public. The Bonds will be issued in fully registered form and one bond certificate, representing the
aggregate principal amount of the Bonds maturing in each year will be registered in the name of Cede & Co. as
nominee of The Depository Trust Company ("DTC"), New York, New York, which will act as securities depository of
the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof
of a single maturity through book entries made on the books and records of DTC and its participants. Principal and
interest are payable by the Registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and
interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments
to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial
owners. The Purchaser(s), as a condition of delivery of the Bonds, will be required to deposit the bond certificates
with DTC.
MUNICIPAL BOND INSURANCE AT PURCHASER’S OPTION
If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefore at the option of
the bidder, the purchase of any such insurance policy or the issuance of any such commitment shall be at the sole
option and expense of the Purchaser(s). Any increased costs of issuance of the Bonds resulting from such purchase of
insurance shall be paid by the Purchaser(s), except that, if the City has requested and received a rating on the Bonds
from a rating agency, the City will pay that initial rating fee. Any other rating agency fees shall be the responsibility of
the Purchaser(s). Failure of the municipal bond insurer to issue the policy after the Bonds have been awarded to the
Purchaser(s) shall not constitute cause for failure or refusal by the Purchaser(s) to accept delivery on the Bonds.
DELIVERY
The Bonds will be delivered to the Purchaser(s) via FAST delivery with the Registrar holding the Bonds on behalf of
DTC, against full payment in immediately available cash or federal funds. The Bonds are expected to be delivered
within forty-five days after the sale. Should delivery be delayed beyond sixty days from the date of sale for any reason
except failure of performance by the Purchaser(s), the Purchaser(s) may withdraw their bid and thereafter their interest
in and liability for the Bonds will cease. When the Bonds are ready for delivery, the City will give the Purchaser(s)
five working days notice of the delivery date and the City will expect payment in full on that date; otherwise, reserving
the right at their option to determine that the Purchaser(s) failed to comply with the offer of purchase.
INFORMATION FROM PURCHASER(S)
The Purchaser(s) will be required to certify to the City immediately after the opening of bids: (i) the initial public
offering price of each maturity of the Bonds (not including sales to bond houses and brokers or similar persons or
organizations acting in the capacity of underwriters or wholesalers) at which price a substantial amount of the Bonds
(not less than 10% of each maturity) were sold to the public; or (ii) if less than 10% of any maturity has been sold, the
price for that maturity determined as of the time of the sale based upon the reasonably expected initial offering price to
the public; and (iii) that the initial public offering price does not exceed their fair market value of the Bonds on the sale
date. The Purchaser(s) will also be required to provide a certificate at closing confirming the information required by
this paragraph.
OFFICIAL STATEMENT
The City has authorized the preparation of a Preliminary Official Statement containing pertinent information relative to
the Bonds. The Preliminary Official Statement when further supplemented with maturity dates, principal amounts, and
interest rates of the Bonds, and any other information required by law or deemed appropriate by the City, shall
constitute a Final Official Statement of the City with respect to the Bonds, as that term is defined in Rule 15c2-12 of
the Securities and Exchange Commission (the "Rule"). By awarding the Bonds to any underwriter or underwriting
syndicate submitting an OFFICIAL BID FORM therefore, the City agrees that, no more than seven (7) business days
after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which
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each series of the Bonds are awarded up to 30 copies for the Series 2011A Bonds and up to 20 copies for the Series
2011B Bonds of the Final Official Statement to permit each "Participating Underwriter" (as that term is defined in the
Rule) to comply with the provisions of such Rule. The City shall treat the senior managing underwriter of the
syndicate to which the Bonds are awarded as its designated agent for purposes of distributing copies of the Final
Official Statement to the Participating Underwriter. Any underwriter executing and delivering an OFFICIAL BID
FORM with respect to the Bonds agrees thereby that if its bid is accepted by the City, (i) it shall accept such
designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for
purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement.
CONTINUING DISCLOSURE
In order to assist bidders in complying with paragraph (b)(5) of the Rule, the City will undertake, pursuant to the
resolution for the Bonds and the Continuing Disclosure Certificate for the Bonds, to provide certain annual financial
information and notices of the occurrence of certain events, if material. A description of these undertakings is set forth
in APPENDIX C of this Official Statement. The City will deliver the Continuing Disclosure Certificate at closing, and
any failure on the part of the City to deliver the same shall relieve the Purchaser(s) of its obligation to purchase the
Bonds. The City has complied in all material respects with its previous undertakings under the Rule.
CUSIP NUMBERS
It is anticipated that CUSIP numbers will be printed on the Bonds and the Purchaser(s) must agree in the bid proposal
to pay the cost thereof. In no event will the City, Bond Counsel or Financial Advisor be responsible for the review or
express any opinion that the CUSIP numbers are correct. Incorrect CUSIP numbers on said Bonds shall not be cause
for the Purchaser(s) to refuse to accept delivery of said Bonds.
BY ORDER OF THE CITY COUNCIL
Kevin Firnstahl, City Clerk
City of Dubuque
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50 W. 13 Street
Dubuque, Iowa 52001
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SCHEDULE OF BOND YEARS
$6,330,000*
CITY OF DUBUQUE, IOWA
General Obligation Bonds, Series 2011A
Bonds Dated:September 1, 2011
Interest Due:June 1, 2012 and each December 1 and June 1 to maturity
Principal Due:June 1, 2013-2031
Cumulative
YearPrincipal*Bond YearsBond Years
2013$260,000455.00455.00
2014265,000728.751,183.75
2015265,000993.752,177.50
2016270,0001,282.503,460.00
2017275,0001,581.255,041.25
2018285,0001,923.756,965.00
2019290,0002,247.509,212.50
2020300,0002,625.0011,837.50
2021310,0003,022.5014,860.00
2022320,0003,440.0018,300.00
2023330,0003,877.5022,177.50
2024340,0004,335.0026,512.50
2025355,0004,881.2531,393.75
2026370,0005,457.5036,851.25
2027385,0006,063.7542,915.00
2028400,0006,700.0049,615.00
2029420,0007,455.0057,070.00
2030435,0008,156.2565,226.25
2031455,0008,986.2574,212.50
Average Maturity (dated date):11.724Years
Preliminary; subject to change.
*
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SCHEDULE OF BOND YEARS
$1,590,000*
CITY OF DUBUQUE, IOWA
Taxable General Obligation Bonds, Series 2011B
Bonds Dated:September 1, 2011
Interest Due:June 1, 2012 and each December 1 and June 1 to maturity
Principal Due:June 1, 2013-2026
Cumulative
YearPrincipal*Bond YearsBond Years
2013$100,000175.00175.00
2014100,000275.00450.00
2015100,000375.00825.00
2016100,000475.001,300.00
2017100,000575.001,875.00
2018105,000708.752,583.75
2019105,000813.753,397.50
2020110,000962.504,360.00
2021115,0001,121.255,481.25
2022120,0001,290.006,771.25
2023125,0001,468.758,240.00
2024130,0001,657.509,897.50
2025135,0001,856.2511,753.75
2026145,0002,138.7513,892.50
Average Maturity (dated date):8.737Years
*Preliminary; subject to change.
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OFFICIAL STATEMENT
CITY OF DUBUQUE, IOWA
$6,330,000* General Obligation Bonds, Series 2011A
$1,590,000* Taxable General Obligation Bonds, Series 2011B
INTRODUCTION
This Preliminary Official Statement contains information relating to the City of Dubuque, Iowa (the “City”) and its
issuance of $6,330,000* General Obligation Bonds, Series 2011A (the “Series 2011A Bonds”) and the $1,590,000*
Taxable General Obligation Bonds, Series 2011B (the “Series 2011B Bonds”) (collectively the “Bonds”). This
Preliminary Official Statement has been executed on behalf of the City by its Finance Director and may be distributed
in connection with the sale of the Bonds authorized therein. Inquiries may be directed to Public Financial
Management, Inc., 801 Grand Avenue, Suite 3300, Des Moines, Iowa 50309, or by telephoning (515) 243-2600.
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Information can also be obtained from Mr. Ken TeKippe, Finance Director, City of Dubuque, 50 W. 13 Street,
Dubuque, Iowa 52001, or by telephoning (563) 589-4133.
AUTHORITY AND PURPOSE
The Bonds are being issued pursuant to Division III of Chapter 384 and Chapter 403 of the Code of Iowa, and
resolutions to be adopted by the City Council of the City. Proceeds of the Series 2011A Bonds will be used to pay
costs of pay costs of acquisition, construction, reconstruction, improvement and equipping of waterworks, water
mains, and extensions, including water main and fire hydrant replacements, pump station and laboratory
improvements and well field electrical upgrades; the construction of the Southwest Arterial freeway improvements;
the acquisition of solid waste collection vehicles; the construction of the Bee Branch Creek Restoration Project and
the acquisition of real property and right-of-way for the same; acquisition of flood control barriers; the construction,
reconstruction, improvement and repair of sanitary sewer works and facilities, including the installation of forcemain
and sewer main extensions, the rehabilitation, reconstruction and replacement of existing sanitary sewers, and the
acquisition, installation, replacement and improvement of pumping stations, motors, flow monitoring and other
sanitary sewer control equipment and facilities; and the payment of costs associated with the stipulated civil penalty
and supplemental environmental project required under Consent Decree with federal and state authorities concerning
the Water Pollution Control Plant and sanitary sewer system. In addition the proceeds will be used for the re-lamping
of the Iowa Street Parking Ramp facility. Proceeds of the Series 2011B Bonds will be used to pay the costs of aiding
in the planning, undertaking and carrying out the urban renewal project activities under Chapter 403 of the Code of
Iowa and the Amended and Restated Urban Renewal Plans for the Dubuque Industrial Center West Economic
Development District and the Greater Downtown Urban Renewal Area, including those costs associated with grading
and road construction of the South Siegert Farm area of DICW, and emergency repairs to the Port of Dubuque
Parking Ramp and related litigation expenses and the costs of the rehabilitation, renovation and reconstruction of the
former 18th Street Fire Engine House #1, including the provisions of construction financing to the private developer
undertaking the rehabilitation of the same. The Bonds will be general obligations of the City for which the City will
pledge its power to levy direct ad valorem taxes to the repayment of the Bonds.
The estimated sources and uses of the Bonds are as follows:
Series Series
2011A Bonds 2011B Bonds
Sources of Funds
Par Amount of Bonds $6,330,000.00* $1,590,000.00*
Uses of Funds
Project Fund Deposits $6,223,702.00 $1,555,042.00
Underwriter’s Discount 63,300.00 15,900.00
Cost of Issuance & Contingency 42,998.00 19,058.00
Total Uses $6,330,000.00* $1,590,000.00*
* Preliminary; subject to change.
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OPTIONAL REDEMPTION OF THE SERIES 2011A BONDS
The Series 2011A Bonds due on or after June 1, 2019 will be callable June 1, 2018 at the price of par plus accrued
interest to the date redemption. Notice of such call shall be given by mailing a notice thereof by U.S. mail at least
thirty (30) days prior to the date fixed for redemption to the registered owners of the Series 2011A Bonds to be
redeemed at the address shown on the registration books.
INTEREST ON THE SERIES 2011A BONDS
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Interest on the Series 2011A Bonds will be payable on June 1, 2012 and semiannually on the 1 day of December and
June thereafter. Interest and principal shall be paid to the registered holder of a note as shown on the records of
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ownership maintained by the Registrar on the 15 day of the month preceding the interest payment date (the “Record
Date”). Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded
pursuant to rules of the Municipal Securities Rulemaking Board.
OPTIONAL REDEMPTION OF THE SERIES 2011B BONDS
The Series 2011B Bonds due on or after June 1, 2019 will be callable June 1, 2018 at the price of par plus accrued
interest to the date redemption. Notice of such call shall be given by mailing a notice thereof by U.S. mail at least
thirty (30) days prior to the date fixed for redemption to the registered owners of the Series 2011B Bonds to be
redeemed at the address shown on the registration books.
INTEREST ON THE SERIES 2011B BONDS
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Interest on the Series 2011B Bonds will be payable on June 1, 2012 and semiannually on the 1 day of December and
June thereafter. Interest and principal shall be paid to the registered holder of a note as shown on the records of
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ownership maintained by the Registrar on the 15 day of the month preceding the interest payment date (the “Record
Date”). Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded
pursuant to rules of the Municipal Securities Rulemaking Board.
PAYMENT OF AND SECURITY FOR THE BONDS
The Bonds are general obligations of the City and the unlimited taxing powers of the City are irrevocably pledged for
their payment. Upon issuance of the Bonds, the City will levy taxes for the years and in amounts sufficient to provide
100% of annual principal and interest due on all Bonds. If, however, the amount credited to the debt service fund for
payment of the Bonds is insufficient to pay principal and interest, whether from transfers or from original levies, the
City must use funds in its treasury and is required to levy ad valorem taxes upon all taxable property in the City
without limit as to rate or amount sufficient to pay the debt service deficiency.
BOOK-ENTRY-ONLY SYSTEM
The information contained in the following paragraphs of this subsection “Book-Entry-Only System” has been
extracted from a schedule prepared by Depository Trust Company (“DTC”) entitled “SAMPLE OFFERING
DOCUMENT LANGUAGE DESCRIBING BOOK-ENTRY-ONLY ISSUANCE.” The information in this section
concerning DTC and DTC’s book-entry system has been obtained from sources that the City believes to be reliable,
but the City takes no responsibility for the accuracy thereof.
The Depository Trust Company (“DTC”), New York, NY, will act as securities depository for the securities (the
“Securities”). The Securities will be issued as fully-registered securities registered in the name of Cede & Co. (DTC’s
partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-
registered Security certificate will be issued for each issue of the Securities, each in the aggregate principal amount of
such issue, and will be deposited with DTC. If, however, the aggregate principal amount of any issue exceeds $500
million, one certificate will be issued with respect to each $500 million of principal amount, and an additional
certificate will be issued with respect to any remaining principal amount of such issue.
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DTC, the world’s largest securities depository, is a limited-purpose trust company organized under the New York
Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal
Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a
“clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC
holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and
municipal debt issues, and money market instruments from over 100 countries that DTC’s participants (the “Direct
Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and
other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges
between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates.
Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing
corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing
Corporation (“DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed
Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its
regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities
brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial
relationship with a Direct Participant, either directly or indirectly (the “Indirect Participants”). DTC has Standard &
Poor’s highest rating: AAA. The DTC Rules applicable to its Participants are on file with the Securities and
Exchange Commission. More information about DTC can be found at www.dtcc.com and www.dtc.org.
Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive a
credit for the Securities on DTC’s records. The ownership interest of each actual purchaser of each Security (the
“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will
not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive
written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the
Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of
ownership interests in the Securities are to be accomplished by entries made on the books of Direct and Indirect
Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their
ownership interests in Securities, except in the event that use of the book-entry system for the Securities is
discontinued.
To facilitate subsequent transfers, all Securities deposited by Direct Participants with DTC are registered in the name
of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative
of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC
nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of
the Securities; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Securities are
credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain
responsible for keeping account of their holdings on behalf of their customers.
Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect
Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by
arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time.
Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them of notices of
significant events with respect to the Securities, such as redemptions, tenders, defaults, and proposed amendments to
the Security documents. For example, Beneficial Owners of Securities may wish to ascertain that the nominee
holding the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the
alternative, Beneficial Owners may wish to provide their names and addresses to the Registrar and request that copies
of notices be provided directly to them.
Redemption notices shall be sent to DTC. If less than all of the Securities within an issue are being redeemed, DTC’s
practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed.
Neither DTC nor Cede & Co., nor any other DTC nominee, will consent or vote with respect to Securities unless
authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC
mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede &
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Co.’s consenting or voting rights to those Direct Participants to whose accounts Securities are credited on the record
date identified in a listing attached to the Omnibus Proxy.
Redemption proceeds, distributions, and dividend payments on the Securities will be made to Cede & Co., or such
other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct
Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from the City or Agent, on
payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to
Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities
held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such
Participant and not of DTC, Agent, or the City, subject to any statutory or regulatory requirements as may be in effect
from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co., or such
other nominee as may be requested by an authorized representative of DTC, is the responsibility of the City or Agent,
disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such
payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.
A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through its Participant, to
Remarketing Agent, and shall effect delivery of such Securities by causing the Direct Participant to transfer the
Participant’s interest in the Securities, on DTC’s records, to Remarketing Agent. The requirement for physical
delivery of Securities in connection with an optional tender or a mandatory purchase will be deemed satisfied when
the ownership rights in the Securities are transferred by Direct Participants on DTC’s records and followed by a book-
entry credit of tendered Securities to Remarketing Agent’s DTC account.
DTC may discontinue providing its services as depository with respect to the Securities at any time by giving
reasonable notice to the City or Agent. Under such circumstances, in the event that a successor depository is not
obtained, Security certificates are required to be printed and delivered.
The City may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor
securities depository). In that event, Security certificates will be printed and delivered to DTC.
The information in this section concerning DTC and DTC’s book-entry system has been obtained from sources that
the City believes to be reliable, but the City takes no responsibility for the accuracy thereof.
FUTURE FINANCING
The City does not anticipate any additional borrowing needs within 90 days of the date of this Preliminary Official
Statement.
LITIGATION
The City is a defendant in an action brought in the Iowa District Court for Dubuque County (J. Thomas Zaber v. City
of Dubuque), alleging that the gas, electric and cable television franchise fees imposed by the City are illegal because
they constitute unauthorized taxes. This case has been certified as a class action with three subclasses defined as
follows:
(a)All persons or entities who paid a cable television franchise fee imposed by the
City of Dubuque any time after September 5, 2001;
(b)All persons or entities who paid a gas utility franchise fee imposed by the City of
Dubuque any time after September 5, 2001; and
(c)All persons or entities who paid an electric utility franchise fee imposed by the
City of Dubuque any time after September 5, 2001.
Plaintiffs seek a refund of all such franchise fees paid since September 5, 2001 through the date of judgment, pre-
judgment interest from the time of the alleged wrongful collection of said franchise fees, post judgment interest as
allowed by law and attorney fees as allowed by law. The claim generally is based on a 2006 decision by the Iowa
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Supreme Court (Kragnes v. City of Des Moines, 714 N.W.2d 632 (Iowa 2006)). In that case, the Iowa Supreme Court
concluded that gas and electric franchise fees not reasonably related to the reasonable costs of inspecting, licensing,
supervising, or otherwise regulating the activity that is being franchised constitute a tax which has been assessed in
violation of Iowa Code Section 364.3(4). A number of other Iowa cities with similar gas, electric and/or cable
television franchise fee ordinances in effect are facing similar claims.
The Iowa General Assembly in 2007 adopted legislation which authorized a cable franchise fee not to exceed five per
cent (5%) of gross revenue without regard to a city’s costs of inspecting, licensing, supervising, or otherwise
regulating the utility. The General Assembly also legalized past cable franchise fees that had been collected by cities.
Plaintiffs filed an interlocutory appeal following the District Court’s dismissal of their cable franchise fee claims on
the ground that Iowa Code Section 477A.7(5)(Supp. 2007) retroactively authorized the cable franchise fees, rejecting
the plaintiffs' contention that Section 477A.7(5) violated their due process rights. On June 4, 2010, the Iowa Supreme
Court affirmed the District Court's ruling Thus, the Iowa Supreme Court affirmed the District Court's summary
judgment for the City on the plaintiffs' claim for a refund of fees paid on cable television services. The cable
television franchise fee issues have now been resolved in the city’s favor.
On May 26, 2009 the Governor signed Senate File 478 authorizing (prospectively) gas and electric franchise fees that
do not exceed five percent of a franchisee’s gross revenues, without regard to the city's cost of inspecting, supervising,
and otherwise regulating the franchise. The City of Dubuque has ordinances in effect that impose gas and electric
franchise fees on gross sales of natural gas and electricity within the City. That part of the Zaber lawsuit relating to
past gas and electric fees remains pending but has been continued pending the outcome of further proceedings in the
Kragnes case which is on appeal in the Iowa Supreme Court.
The City believes it has substantial defenses to the action and intends to contest the matter vigorously. There can be
no assurance, however, that a future ruling by the Iowa Supreme Court in the litigation will not require the City and
other cities with similar ordinances may be required to reimburse part of previously collected franchise fees. City
staff would recommend use of current franchise fee revenue as a source for such refunds.
The City is not aware of any other threatened or pending litigation affecting the validity of the Bonds or the City's
ability to meet its financial obligations.
DEBT PAYMENT HISTORY
The City knows of no instance in which it has defaulted in the payment of principal or interest on its debt.
LEGALITY
The Bonds are subject to approval as to certain matters by Ahlers & Cooney, P.C. of Des Moines, Iowa as Bond
Counsel. Bond Counsel has not participated in the preparation of this Preliminary Official Statement and will not
pass upon its accuracy, completeness or sufficiency. Bond Counsel has not examined, nor attempted to examine or
verify, any of the financial or statistical statements or data contained in this Preliminary Official Statement, and will
express no opinion with respect thereto. The form of Legal Opinion as set out in APPENDIX A to this Preliminary
Official Statement will be delivered at closing.
TAX EXEMPTION AND RELATED CONSIDERATIONS
With Respect to Series 2011A Bonds: Federal tax law contains a number of requirements and restrictions that apply
to the Series 2011A Bonds. These include investment restrictions, periodic payments of arbitrage profits to the
United States, requirements regarding the proper use of bond proceeds and facilities financed with bond proceeds, and
certain other matters. The City has covenanted to comply with all requirements that must be satisfied in order for the
interest on the Series 2011A Bonds to be excludable from gross income for federal income tax purposes. Failure to
comply with certain of such covenants could cause interest on the Series 2011A Bonds to become includable in gross
income for federal income tax purposes retroactively to the date of issuance of the Series 2011A Bonds.
Subject to the City’s compliance with the above-referenced covenants, under present law, in the opinion of Bond
Counsel: (a) interest on the Series 2011A Bonds is excludable from gross income of the owners thereof for federal
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income tax purposes; and (b) interest on the Series 2011A Bonds is not included as an item of tax preference in
computing the federal alternative minimum tax imposed on individuals and corporations. The interest on the Series
be taken into account in determining adjusted current earnings for the purpose of computing the
2011A Bonds will
alternative minimum tax imposed on corporations (as defined for federal income tax purposes).
The interest on the Series 2011A Bonds is not exempt from present Iowa income taxes. Interest on the Series 2011A
Bonds will be required to be included in “adjusted current earnings” to be used in computing “state alternative
minimum taxable income” of corporations and financial institutions for purposes of Sections 422.23 and 422.60 of the
Iowa Code, as amended. Ownership of the Series 2011A Bonds may result in other state and local tax consequences
to certain taxpayers. Bond Counsel expresses no opinion regarding any such collateral consequences arising with
respect to the Series 2011A Bonds. Prospective purchasers of the Series 2011A Bonds should consult their tax
advisors regarding the applicability of any such state and local taxes.
Prospective purchasers of the Series 2011A Bonds should be aware that ownership of the Series 2011A Bonds may
result in collateral federal income tax consequences to certain taxpayers, including, without limitation, corporations
subject to the branch profits tax, financial institutions, certain insurance companies, certain S corporations, individual
recipients of Social Security or Railroad Retirement benefits and taxpayers who may be deemed to have incurred (or
continued) indebtedness to purchase or carry tax-exempt obligations. Bond Counsel will not express any opinion as
to such collateral tax consequences. Prospective purchasers of the Series 2011A Bonds should consult their tax
advisors as to collateral federal income tax consequences.
Qualified Tax-Exempt Obligations: In the resolution authorizing the issuance of the Series 2011A Bonds, the City
will designate the Series 2011A Bonds as “qualified tax-exempt obligations” within the meaning of Section 265(b)(3)
of the Code relating to the ability of financial institutions to deduct from income for federal income tax purposes a
portion of the interest expense that is allocable to tax-exempt obligations.
Tax Accounting Treatment of Discount and Premium on Certain Tax-Exempt Bonds: The initial public offering price
of certain Series 2011A Bonds (the "Discount Bonds") may be less than the amount payable on such Series 2011A
Bonds at maturity. An amount equal to the difference between the initial public offering prices of Discount Bonds
(assuming that a substantial amount of the Discount Bonds of that maturity are sold to the public at such price) and
the amount payable at maturity constitutes original issue discount to the initial purchaser of such Discount Bonds. A
portion of such original issue discount allocable to the holding period of such Discount Bonds by the initial purchaser
will, upon the disposition of such Discount Bonds (including by reason of their payment at maturity), be treated as
interest excludable from gross income, rather than as taxable gain, for federal income tax purposes, on the same terms
and conditions as those for other interest on the Bonds described above under TAX EXEMPTION AND RELATED
CONSIDERATIONS. Such interest is considered to be accrued actuarially in accordance with the constant interest
method over the life of the Discount Bonds, taking into account the semiannual compounding of accrued interest, at
the yield to maturity on such Discount Bonds and generally will be allocated to an original purchaser in a different
amount from the amount of the payment denominated as interest actually received by the original purchaser during
the tax year.
However, such interest may be required to be taken into account in determining the amount of the branch profits tax
applicable to certain foreign corporations doing business in the United States, even though there will not be a
corresponding cash payment. In addition, the accrual of such interest may result in certain other collateral federal
income tax consequences to, among others, financial institutions, life insurance companies, property and casualty
insurance companies, S corporations with "subchapter C" earnings and profits, individual recipients of Social Security
or Railroad Retirement benefits, and taxpayers who may be deemed to have incurred or continued indebtedness to
purchase or carry, or who have paid or incurred certain expenses allocable to, tax-exempt obligations. Moreover, in
the event of the redemption, sale or other taxable disposition of the Discount Bonds by the initial owner prior to
maturity, the amount realized by such owner in excess of the basis of such Discount Bonds in the hands of such owner
(adjusted upward by the portion of the original issue discount allocable to the period for which such Discount Bonds
was held) is includable in gross income.
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Owners of Discount Bonds should consult with their own tax advisors with respect to the determination of accrued
original issue discount on Discount Bonds for federal income tax purposes and with respect to the state and local tax
consequences of owning and disposing of Discount Bonds. It is possible that, under applicable provisions governing
determination of state and local income taxes, accrued interest on Discount Bonds may be deemed to be received in
the year of accrual even though there will not be a corresponding cash payment.
The initial public offering price of certain Series 2011A Bonds (the "Premium Bonds") may be greater than the
amounts payable on such Series 2011A Bonds at maturity. An amount equal to the difference between the initial
public offering price of the Premium Bonds (assuming that a substantial amount of the Premium Bonds of that
maturity are sold to the public at such price) and the amount payable at maturity constitutes a premium to the initial
purchaser of such Premium Bonds. The basis for federal income tax purposes of the Premium Bonds in the hands of
such initial purchaser must be reduced each year by the amortizable bond premium, although no federal income tax
deduction is allowed as a result of such reduction in basis for amortizable bond premium. Such reduction in basis will
increase the amount of any gain (or decrease the amount of any loss) to be recognized for federal income tax purposes
upon a sale or other taxable disposition of the Premium Bonds. The amount of premium which is amortizable each
year by an initial purchaser is determined by using such purchaser's yield to maturity.
Purchasers of the Premium Bonds should consult with their own tax advisors with respect to the determination of
amortizable bond premium on Premium Bonds for federal income tax purposes and with respect to the state and local
tax consequences of owning and disposing of Premium Bonds.
TAXABILITY OF INTEREST
With Respect to Series 2011B Bonds: In the opinion of Bond Counsel, under existing law, interest on the Series
2011B Bonds will be includible in gross income of the owners thereof for federal income tax purposes.
Any discussion of United States federal tax issues included in this Preliminary Official Statement is not intended or
written to be used, and cannot be used, by any taxpayer for the purpose of avoiding federal tax penalties that may be
imposed on the taxpayer. Such discussions were written in connection with the promotion or marketing of any Series
2011B Bonds. Each taxpayer should seek advice from an independent tax advisor based on the taxpayer’s particular
circumstances.
The following is a summary of certain United States federal income tax consequences resulting from the beneficial
ownership of Series 2011B Bonds by certain persons. This summary does not consider all the possible federal income
tax consequences of the purchase, ownership, or disposition of Series 2011B Bonds and is not intended to reflect the
individual tax position of any beneficial owner. Moreover, except as expressly indicated, this summary is limited to
those persons who purchase the Series 2011B Bonds at their issue price, which is the first price at which a substantial
amount of the Series 2011B Bonds are sold to the public, and who hold Series 2011B Bonds as “capital assets” within
the meaning of Section 1221 of the Code. This summary does not address beneficial owners that may be subject to
special tax rules, such as banks, insurance companies, dealers in securities or currencies, purchasers that hold Series
2011B Bonds as a hedge against currency risks or as part of a straddle with other investments or as part of a “synthetic
security” or other integrated investment (including a “conversion transaction”) comprising the Series 2011B Bonds
and one or more other investments, or United States owners that have a “functional currency” other than the United
States dollar (Special Taxpayers). This summary is applicable only to a person (“United States Owner”) who or
which is the beneficial owner of Series 2011B Bonds and is (a) an individual citizen or resident of the United States,
(b) a corporation created or organized under the laws of the United States or any State (including the District of
Columbia), or (c) a person otherwise subject to federal income taxation on its worldwide income. This summary is
based upon the United States tax laws and regulations currently in effect and as currently interpreted and does not take
into account possible changes in the tax laws or the interpretations, any of which may be applied retroactively. It does
not discuss the tax laws of any state, local, or foreign governments.
Payments of Stated InterestIn general, interest on the Series 2011B Bonds will be taxable as ordinary income at the
:
time it is received or accrued, depending on the beneficial owner’s method of accounting for tax purposes.
7
: If the stated redemption price at maturity of the Series 2011B Bonds exceeds its “issue
Original Issue Discount
price,” such excess is treated as original issue discount (“OID”) unless the amount of such excess is less than a
specified de minimis amount (generally equal to 0.25% of the stated redemption price at maturity multiplied by the
number of complete years to maturity). The issue price of the Series 2011B Bonds is the first price at which a
substantial amount of the Series 2011B Bonds is sold to the public.
With respect to an owner of the Series 2011B Bonds that purchases in the initial offering the Series 2011B Bonds
issued with an OID, the amount of OID that accrues during any accrual period equals (a) the product of (i) the
“adjusted issue price” of the Series 2011B Bonds at the beginning of the accrual period (which price equals the issue
price of such Series 2011B Bonds plus the amount of OID that has accrued on a constant-yield basis in all prior
accrual periods minus the amount of any payments, other than “qualified stated interest,” received on the Series
2011B Bonds in prior accrual periods) and (ii) the yield to maturity of such Series 2011B Bonds (determined on the
basis of compounding at the close of each accrual period and properly adjusted for the length of each accrual period),
less (b) any qualified stated interest payable on the Series 2011B Bonds during such accrual period. The amount of
OID so accrued in a particular accrual period will be considered to be received ratably on each day of the accrual
period.
An owner of the Series 2011B Bonds issued with an OID must include in gross income for federal income tax
purposes the amount of OID accrued with respect to each day during the taxable year that the owner owns the Series
2011B Bonds. Such an inclusion in advance of receipt of the cash attributable to the income is required even if the
owner is on the cash method of accounting for United States federal income tax purposes. The amount of OID that is
includible in an owner’s gross income will increase the owner’s tax basis in the Series 2011B Bonds. Such basis will
be decreased by the amount of any payments other than qualified stated interest received on the Series 2011B Bonds.
The adjusted tax basis in the Series 2011B Bonds will be used to determine taxable gain or loss upon a disposition
(for example, upon a sale or retirement) of the Series 2011B Bonds.
If the Series 2011B Bonds issued with an OID is purchased by an owner for a cost that exceeds the adjusted issue
price as of the purchase date and that is less than the stated redemption price at maturity of the Series 2011B Bonds,
then the amount of OID that is deemed to accrue thereafter to the owner will be reduced to reflect the amortization of
such excess (“acquisition premium”) over the remaining life of the Series 2011B Bonds.
Original Issue Premium: Under the Code, an owner that purchases the Series 2011B Bonds for an amount in excess
of its stated redemption price at maturity may elect to treat such excess as “amortizable bond premium,” in which case
the amount of interest required to be included in the owner’s income each year with respect to interest on the Series
2011B Bonds will be reduced by the amount of amortizable bond premium allocable (based on the Series 2011B
Bonds’ yield to maturity) to that year. If such an election is made, the amount of each such reduction in interest
income will result in a corresponding reduction in the owner’s tax basis in the Series 2011B Bonds. Any election to
amortize bond premium is applicable to all taxable debt instruments held by the owner at the beginning of the first
taxable year to which the election applies or thereafter acquired by the owner and may not be revoked without the
consent of the Internal Revenue Service (the “Service”).
Information Reporting and Back-up Withholding: In general, information reporting requirements will apply with
respect to payments to an owner of principal and interest (and with respect to annual accruals of OID) on the Series
2011B Bonds, and with respect to payments to an owner of any proceeds from a disposition of the Series 2011B
Bonds. This information reporting obligation, however, does not apply with respect to certain owners including
corporations, tax-exempt organizations, qualified pension and profit sharing trusts, and individual retirement accounts.
In the event that an owner subject to the reporting requirements described above fails to supply its correct taxpayer
identification number in the manner required by applicable law or is notified by the Service that it has failed to
properly report payments of interest and dividends, a backup withholding tax (currently at a rate of 28%) generally
will be imposed on the amount of any interest and principal and the amount of any sales proceeds received by the
owner on or with respect to the Series 2011B Bonds.
8
Any amounts withheld under the backup withholding provisions may be credited against the United States federal
income tax liability of the beneficial owner, and may entitle the beneficial owner to a refund, provided that the
required information is furnished to the Service.
Disclaimer Regarding Federal Tax Discussion: The federal income tax discussion set forth above is included for
general information only and may not be applicable depending upon a beneficial owner’s particular situation.
Beneficial owners should consult their tax advisors with respect to the tax consequences to them of the purchase,
ownership, and disposition of the Series 2011B Bonds, including the tax consequences under state, local, foreign, and
other tax laws and the possible effects of changes in federal or other tax laws.
State Tax Considerations: In addition to the federal income tax consequences described above, potential investors
should consider the state income tax consequences of the acquisition, ownership, and disposition of the Series 2011B
Bonds. State income tax law may differ substantially from the corresponding federal law, and the foregoing is not
intended to describe any aspect of the income tax laws of any state. Therefore, potential investors should consult their
own tax advisors with respect to the various state tax consequences of an investment in Series 2011B Bonds.
RELATED TAX MATTERS
The Service has an ongoing program of auditing tax-exempt obligations to determine whether, in the view of the
Service, interest on such tax-exempt obligations is includable in the gross income of the owners thereof for federal
income tax purposes. It cannot be predicted whether or not the Service will commence an audit of the Bonds. If an
audit is commenced, under current procedures the Service may treat the City as a taxpayer and the bondholders may
have no right to participate in such procedure. The commencement of an audit could adversely affect the market
value and liquidity of the Bonds until the audit is concluded, regardless of the ultimate outcome.
There are or may be pending in the Congress of the United States, legislative proposals, including some that carry
retroactive effective dates, that, if enacted, could alter or amend the federal tax matters referred to in this section or
affect the market value of the Bonds. It cannot be predicted whether or in what form any such proposal might be
enacted or whether, if enacted, it would apply to Bonds issued prior to enactment. Prospective purchasers of the
Bonds should consult their own tax advisors regarding any pending or proposed tax legislation. Bond Counsel
expresses no opinion regarding any pending or proposed federal or state tax legislation.
Opinions: Bond Counsel’s opinion is not a guarantee of a result, or of the transaction on which the opinion is
rendered, or of the future performance of parties to the transaction, but represents its legal judgment based upon its
review of existing statutes, regulations, published rulings and court decisions and the representations and covenants of
the City described in this section. No ruling has been sought from the Service with respect to the matters addressed in
the opinion of Bond Counsel and Bond Counsel’s opinion is not binding on the Service. Bond Counsel assumes no
obligation to update its opinion after the issue date to reflect any further action, fact or circumstance, or change in law
or interpretation, or otherwise.
RATING
The City has requested a rating on the Bonds from Moody’s Investors Service (“Moody’s”). Currently, Moody’s
rates the City’s outstanding general obligation long-term debt ‘Aa1’. Such ratings reflect only the view of the rating
agencies and any explanation of the significance of such rating may only be obtained from the respective rating
agency. There is no assurance that such ratings will continue for any period of time or that they will not be revised or
withdrawn. Any revision or withdrawal of the ratings may have an effect on the market price of the Bonds.
FINANCIAL ADVISOR
The City has retained Public Financial Management, Inc., Des Moines, Iowa as financial advisor (the “Financial
Advisor”) in connection with the preparation of the issuance of the Bonds. In preparing the Preliminary Official
Statement, the Financial Advisor has relied on government officials, and other sources to provide accurate
information for disclosure purposes. The Financial Advisor is not obligated to undertake, and has not undertaken, an
9
independent verification of the accuracy, completeness, or fairness of the information contained in the Preliminary
Official Statement. Public Financial Management, Inc. is an independent advisory firm and is not engaged in the
business of underwriting, trading or distributing municipal securities or other public securities.
CONTINUING DISCLOSURE
In order to assist bidders in complying with paragraph (b)(5) of the Rule, the City will undertake, pursuant to the
resolution for the Bonds and the Continuing Disclosure Certificate for the Bonds, to provide certain annual financial
information and notices of the occurrence of certain events, if material. A description of these undertakings is set
forth in APPENDIX C of this Official Statement. The City will deliver the Continuing Disclosure Certificate at
closing, and any failure on the part of the City to deliver the same shall relieve the Purchaser(s) of its obligation to
purchase the Bonds. The City has complied in all material respects with its previous undertakings under the Rule.
CERTIFICATION
The City has authorized the distribution of this Preliminary Official Statement for use in connection with the initial
sale of the Bonds. I have reviewed the information contained within the Preliminary Official Statement prepared on
behalf of the City by Public Financial Management, Inc., Des Moines, Iowa, and said Preliminary Official Statement
does not contain any material misstatements of fact nor omission of any material fact regarding the issuance of
$6,330,000* General Obligation Bonds, Series 2011A and $1,590,000* Taxable General Obligation Bonds, Series
2011B.
CITY OF DUBUQUE, IOWA
/s/ Ken TeKippe, Finance Director
* Preliminary; subject to change.
10
CITY PROPERTY VALUES
IOWA PROPERTY VALUATIONS
In compliance with Section 441.21 of the Code of Iowa, the State Director of Revenue annually directs the county
auditors to apply prescribed statutory percentages to the assessments of certain categories of real property. The 2010
final Actual Values were adjusted by the Dubuque County Auditor. The reduced values, determined after the
application of rollback percentages, are the Taxable Values subject to tax levy. For assessment year 2010, the
Taxable Value rollback rate was 48.5299% of Actual Value for residential property; 69.0152% of Actual Value for
agricultural property; and 100% of Actual Value for commercial, industrial, railroad and utility property.
The Legislature’s intent has been to limit the growth of statewide taxable valuations for the specific classes of
property to 4% annually. Political subdivisions whose taxable values are thus reduced or are unusually low in growth
are allowed to appeal the valuations to the State Appeal Board, in order to continue to fund present services.
1/1/2010 VALUATIONS (Taxes payable July 1, 2011 to June 30, 2012)
Taxable Value
100% Actual Value(With Rollback)
Residential $2,256,210,632 $1,094,640,137
Commercial 783,420,591 783,420,591
Industrial 79,631,132 79,631,132
Railroads 2,966,077 2,966,077
Other 705,130 705,130
Utilities w/o Gas & Electric 10,121,791 10,121,791
Gross valuation $3,133,055,353 $1,971,484,858
Less military exemption (6,391,252) (6,374,875)
Net valuation $3,126,664,101 $1,965,109,983
TIF increment (used to compute debt
service levies and constitutional debt limit) $279,611,679 $279,611,679
Taxed separately
1)
Ag. Land & Buildings $3,641,617 $2,499,776
Gas & Electric Utilities $143,426,036 $69,360,797
1)
Does not include $43,528 of school TIF in Ag. Land.
2010 GROSS TAXABLE VALUATION BY CLASS OF PROPERTY
Gross Taxable Valuation Percent Total
Residential $1,094,640,137 53.64%
Gas & Electric Utilities 69,360,797 3.40%
Commercial, Industrial, Utility and Other 873,878,644 42.82%
Railroads 2,966,077 0.14%
2)
Total Gross Taxable Valuation $2,040,845,655 100.00%
2)
Excludes Taxable TIF Increment and Ag. Land & Buildings.
11
TREND OF VALUATIONS
Assessment Payable Net Taxable Valuation Taxable
YearFiscal Year100% Actual Valuation(With Rollback)TIF Increment
2006 2007-08 $2,978,369,268 $1,762,000,629 $134,777,658
2007 2008-09 3,272,443,439 1,878,770,648 148,458,171
2008 2009-10 3,344,904,153 1,935,666,751 174,885,331
2009 2010-11 3,486,704,735 1,980,445,335 249,501,324
2010 2011-12 3,553,386,961 2,034,470,780 279,611,679
The 100% Actual Valuations, before rollback and after the reduction of military exemption, include Ag. Land &
Buildings, Taxable TIF Increment and Gas & Electric Utilities. The Taxable Valuations, with the rollback and after
the reduction of military exemption, include Gas & Electric Utilities and exclude Ag. Land & Buildings and Taxable
TIF Increment. Iowa cities certify operating levies against Taxable Value excluding TIF Increment and debt service
levies are certified against Taxable Value including the TIF Increment.
LARGER TAXPAYERS
1/1/2010
TaxpayerType of Property/BusinessTaxable Valuation
Alliant Interstate Energy Power Co. Utility $93,564,821
Peninsula Gaming Company LLC Commercial 56,784,250
Black Hills Energy Corp. Utility 43,828,053
Kennedy Mall Inc Commercial 26,463,880
Progressive Processing LLC Industrial 21,397,890
Otto A LLC Industrial 17,500,000
Nordstrom Inc Commercial 16,883,900
The McGraw Hill Companies Inc Commercial 14,440,410
Medical Associates Realty LP Commercial 13,516,970
Walter Development LLC Commercial 12,681,120
12
LEGISLATION
From time to time, legislative proposals are pending in Congress and the Iowa General Assembly that would, if
enacted, alter or amend one or more of the property tax matters described herein. It cannot be predicted whether or in
what forms any of such proposals, either pending or that may be introduced, may be enacted, and there can be no
assurance that such proposals will not apply to valuation, assessment or levy procedures for taxes levied by the City or
have an adverse impact on the future tax collections of the City. Purchasers of the Bonds should consult their tax
advisors regarding any pending or proposed federal or state tax legislation. The opinion expressed by Bond Counsel
is based upon existing legislation as of the date of issuance and delivery of the Bonds and Bond Counsel has
expressed no opinion as of any date subsequent thereto or with respect to any pending federal or state tax legislation.
Iowa Code section 76.2 provides that when an Iowa political subdivision issues general obligation debt: "The
governing authority of these political subdivisions before issuing bonds shall, by resolution, provide for the
assessment of an annual levy upon all the taxable property in the political subdivision sufficient to pay the interest and
principal of the bonds within a period named not exceeding the applicable period of time specified in section 76.1. A
certified copy of this resolution shall be filed with the county auditor or the auditors of the counties in which the
political subdivision is located; and the filing shall make it a duty of the auditors to enter annually this levy for
collection from the taxable property within the boundaries of the political subdivision until funds are realized to pay
the bonds in full." Iowa Code section 76.1 provides that the annual levy shall be sufficient to pay the interest and
approximately such portion of the principal of the bonds as will retire them in a period not exceeding twenty years
from the date of issue, except for certain bonds issued for disaster purposes and bonds issued to refund or refinance
bonds issued for such disaster purposes which may mature and be retired in a period not exceeding thirty years from
date of issue.
13
CITY INDEBTEDNESS
DEBT LIMIT
Article XI, Section 3 of the State of Iowa Constitution limits the amount of debt outstanding at any time of any
county, municipality or other political subdivision to no more than 5% of the Actual Value of all taxable property
within the corporate limits, as taken from the last state and county tax list. The debt limit for the City, based on its
2010 actual valuation currently applicable to the fiscal year 2011-12, is as follows:
2010 Actual Valuation of Property $3,559,778,213
Less: Military Exemption (6,391,252)
Net Actual Valuation of Property $3,553,386,961
Legal Debt Limit of 5% 0.05
Legal Debt Limit$177,669,348
Less: Outstanding G.O. Debt (65,695,000)*
Less: Urban Renewal Revenue Debt (25,218,893)
Less: Urban Renewal TIF Rebate Agreements (19,354,149)
Less: Other Debt Subject to the Debt Limit (2,477,515)
Net Debt Limit $64,923,791*
DIRECT DEBT
General Obligation Debt (Includes the Bonds)
Principal
Date OriginalFinalOutstanding
of IssueAmountPurposeMaturityAs of 08/01/11
1)
12/02C $3,105,000 Corporate Purpose & Refunding 6/17 $1,120,000
2) 3)
10/03 2,110,000 Corporate Purpose 6/23 1,420,000
2) 3)
04/05A 1,750,000 Corporate Purpose 6/24 1,330,000
rd4)
04/05B 4,270,000 DICW 3 Addition Urban Renewal 6/21 3,590,000
rd4)
04/05C 2,995,000 DICW 3 Addition Urban Renewal 6/16 1,590,000
3)
05/06A 2,900,000 Corporate Purpose 6/25 2,360,000
4)5)
05/06B 910,000 General Obligation Urban Renewal 6/21 670,000
4) 6)
05/06C 3,525,000 Refunding 6/20 3,190,000
7)
11/07A 1,055,000 General Obligation Sewer 6/17 740,000
3) 8) 9) 10)
11/07B 2,965,000 Refunding 6/17 2,310,000
3)
10/08A 3,885,000 General Obligation Stormwater 6/28 3,500,000
4)
10/08B 3,290,000 General Obligation Urban Renewal 6/23 2,795,000
4)
10/08C 2,465,000 General Obligation Urban Renewal (Taxable) 6/18 2,145,000
3) 8) 9) 10)
10/09A 2,935,000 Corporate Purpose 6/29 2,815,000
4) 5)
10/09B 11,175,000 Corporate Purpose 6/29 10,725,000
4) 11)
10/09C 8,885,000 Refunding 6/21 7,560,000
3) 4) 7) 8) 9) 12)
8/10A 4,470,000 Corporate Purpose and Refunding 6/30 4,415,000
4)
8/10B 2,675,000 General Obligation Urban Renewal (Taxable) 6/30 2,675,000
4)
8/10C 2,825,000 General Obligation Urban Renewal 6/30 2,825,000
1) 3)5) 7) 8) 12)
9/11A 6,330,000* Corporate Purpose 6/31 6,330,000*
4) 8)5)
9/11B 1,590,000* Corporate Purpose (Taxable) 6/26 1,590,000*
Total General Obligation Debt
$65,695,000*
1)Paid by water revenues. 7)Paid by sewer revenues.
2)Paid by gaming revenues. 8)Paid by local option sales tax.
3)Paid by stormwater revenues. 9)Paid by road use tax.
4)Paid by tax increment revenues. 10)Paid by property tax.
5)Paid by parking revenues. 11)Paid by gaming revenues.
6)Paid by airport hangar rental revenues. 12)Paid by refuse fees.
*Preliminary; subject to change.
14
Urban Renewal Revenue Debt
Principal
Date OriginalFinalOutstanding
of IssueAmountPurposeMaturityAs of 08/01/11
2/00 $3,168,538 Eagle Window & Door 6/12 $458,575
12/03 140,000 Vessel Systems 6/15 69,316
02/04 500,000 Adams Co. 6/15 181,818
06/04 182,000 Lower Main Development LLC 6/16 108,109
11/06 806,088 Theisen Supply, Inc. 6/18 633,546
10/07 23,025,000 Port of Dubuque Parking Ramp 6/37 22,740,000
8/09 690,529 40 Main, LLC 12/21 690,529
10/10 337,000 44 Main, LLC 6/27 337,000
Total Urban Renewal Revenue Debt Subject to Debt Limit$25,218,893
15
Annual Fiscal Year Urban Renewal Revenue Debt Service Payments
Outstanding
Fiscal
Outstanding Principal &
YearPrincipalInterest
2011-12 $936,682 $2,810,195
2012-13 553,607 2,360,930
2013-14 592,290 2,359,330
2014-15 631,854 2,355,776
2015-16 611,160 2,289,259
2016-17 629,608 2,261,993
2017-18 687,850 2,263,080
2018-19 607,723 2,143,368
2019-20 654,183 2,145,118
2020-21 701,082 2,143,868
2021-22 705,699 2,096,913
2022-23 706,017 2,046,584
2023-24 757,606 2,045,584
2024-25 814,329 2,045,834
2025-26 876,140 2,046,959
2026-27 943,063 2,048,584
2027-28 975,000 2,010,750
2028-29 1,050,000 2,012,625
2029-30 1,130,000 2,013,875
2030-31 1,215,000 2,014,125
2031-32 1,305,000 2,013,000
2032-33 1,400,000 2,010,125
2033-34 1,505,000 2,010,125
2034-35 1,620,000 2,012,250
2035-36 1,740,000 2,010,750
2036-37 1,870,000 2,010,250
Total $25,218,893
17
OTHER DEBT
The City has revenue debt payable solely from the net water revenues of the City’s water system:
Principal
Date
OriginalFinalOutstanding
of IssueAmountPurposeMaturityAs of 08/01/11
10/07 $915,000 Water Improvements (SRF) 6/28 $807,000
10/08D 1,195,000 Water Improvements 6/23 1,055,000
1)
2/10-2 7,676,000 Water Improvements (SRF-2) 6/31 7,676,000
Total $9,538,000
1)
Preliminary; subject to change based on final project costs. The City has drawn $5,665,190 as of the date of this Preliminary
Official Statement.
The City has revenue debt payable solely from the net sewer revenues of the City’s sewer system:
Principal
Date
OriginalFinalOutstanding
of IssueAmountPurposeMaturityAs of 08/01/11
1)
1/10-2 $912,000 Sewer Improvements (SRF-2) 6/30 $879,000
2)
8/10 64,885,000 WPC Plant Construction (SRF) 6/39 64,885,000
$65,764,000
1)
Preliminary; subject to change based on final project costs. The City has drawn $688,371 as of the date of this Preliminary Official
Statement.
2)
Preliminary; subject to change based on final project costs. The City has drawn $17,625,271 as of the date of this Preliminary
Official Statement.
The City has revenue debt payable solely from the net storm water revenues of the City’s storm water system:
Principal
Date OriginalFinalOutstanding
of IssueAmountPurposeMaturityAs of 08/01/11
1/09A $1,847,000 Storm Water Improvements (SRF) 6/28 $1,628,000
1)
1/10-2 800,000 Storm Water Improvements (SRF-2) 6/30 771,000
2)
10/10 7,850,000 Storm Water Improvements (SRF) 6/41 7,850,000
3)
$10,249,000
1)
Preliminary; subject to change based on final project costs. The City has drawn $769,024 as of the date of this Preliminary Official
Statement.
2)
Preliminary; subject to change based on final project costs. The City has drawn $5,426,731 as of the date of this Preliminary
Official Statement.
3)
Principal outstanding does not include an interim SRF planning and design loan in the amount of $617,821 which has been fully
drawn as of the date of this Preliminary Official Statement.
18
INDIRECT GENERAL OBLIGATION DEBT
1/1/2010Portion of City's
Total Taxable Taxable Valuation Percent Proportionate
1)3)
Taxing District Valuation Within the City Applicable G.O. Debt Share
Dubuque County $3,995,680,302 $2,316,582,235 57.98% $0 $0
Dubuque Community
2)
School District 3,135,986,110 2,318,529,455 73.93% 0 0
Northeast Iowa
Community College 9,439,093,708 2,316,582,235 24.54% 67,600,000 16,589,040
City’s total share of overlapping debt $16,589,040
1)
Taxable Valuation is less military exemption and includes Ag. Land & Buildings, Taxable TIF Increment and all Utilities.
2)
Includes City-exempt Phase In, Phase In Ag and Taxable TIF Increment Ag valuations in the amount of $1,947,220.
3)
Includes general obligation bonds, PPEL notes, certificates of participation and new jobs training certificates.
DEBT RATIOS
Debt/Actual
Market Value Debt/57,637
G.O. Debt($3,553,386,961)Population
Total General Obligation Debt $65,695,000* 1.85% $1,139.81
City's share of overlapping debt $16,589,040 0.47% $287.82
1)
Based on the City’s 1/1/2010 Actual Valuation including Ag. Land & Buildings, Taxable TIF Increment and all Utilities.
2)
Based on the City’s 2010 U. S. Census.
* Preliminary; subject to change.
LEVIES AND TAX COLLECTIONS
Fiscal Collected During Percent
Year Levy Collection Year Collected
2007-08 $18,211,000 $18,127,137 99.54%
2008-09 18,736,759 18,667,933 99.63%
2009-10 19,095,444 19,088,379 99.96%
2010-11 19,878,962 19,755,236 99.40%
2011-12 21,284,751 ---------------In Process of Collection ---------------
Taxes in Iowa are delinquent each October 1 and April 1 and a late payment penalty of 1% per month of
delinquency is enforced as of those dates. If delinquent taxes are not paid, the property may be offered at the
regular tax sale on the third Monday of June following the delinquency date. Purchasers at the tax sale must pay an
amount equal to the taxes, special assessments, interest and penalties due on the property and funds so received are
applied to taxes. A property owner may redeem from the regular tax sale but, failing redemption within three years,
the tax sale purchaser is entitled to a deed, which in general conveys the title free and clear of all liens except future
tax installments.
19
TAX RATES
FY 2006-07 FY 2007-08 FY 2008-09 FY 2009-10 FY 2010-11
$/$1,000 $/$1,000 $/$1,000 $/$1,000 $/$1,000
Dubuque County 6.17924 6.42691 6.40844 6.40435 6.50193
City of Dubuque 9.98033 10.31690 9.96904 9.85777 10.02741
Dubuque Community School District 15.92538 16.40925 16.88112 16.87918 16.88349
Northeast Iowa Community College 0.61127 0.61270 0.55714 0.99471 1.03532
City Assessor 0.30221 0.32694 0.32436 0.28030 0.25772
County Ag. Extension 0.03934 0.03841 0.03572 0.03298 0.03219
Sunnycrest Manor County Hospital 0.26247 0.26275 0.26744 0.26342 0.26409
State of Iowa 0.00400 0.00350 0.00350 0.00300 0.00340
Total Tax Rate 33.36475 34.39736 34.44676 34.71571 35.00555
LEVY LIMITS
A city's general fund tax levy is limited to $8.10 per $1,000 of taxable value, with provision for an additional $0.27
per $1,000 levy for an emergency fund which can be used for general fund purposes (Code of Iowa, Chapter 384,
Division I). Cities may exceed the $8.10 limitation upon authorization by a special levy election. Further, there are
limited special purpose levies which may be certified outside of the above described levy limits (Code of Iowa,
Section 384.12). The amount of the City general fund levy subject to the $8.10 limitation is $8.10 for FY 2011-12.
The City does levy costs for tort liability and other insurance expense, for the operation and maintenance of
publicly owned transit, and for employee benefits in addition to the $8.10 general fund limit as authorized by law.
Currently, the City does not levy an emergency levy. Debt service levies are not limited.
FUNDS ON HAND (CASH AND INVESTMENTS AS OF JUNE 30, 2011)
Agency $1,239,975
Capital 14,172,351
Component Unit 10,510,018
Debt Service 112,131
Enterprise 13,751,095
General 14,815,595
Internal Service 1,054,973
Permanent 51,580
Special 6,361,955
Total Cash and Investments $62,069,673
20
THE CITY
CITY GOVERNMENT
The City has been governed by a Council-Manager-Ward form of government since 1920. Policy is established by
a Mayor and six council members, the mayor and two of the council members being elected at large and four
members elected from wards. City Council members hold four year staggered terms. The City Clerk, City
Manager and City Attorney are appointed by the City Council.
EMPLOYEES AND PENSIONS
The City has 539 full and 160 permanent part-time employees and 235 seasonal employees, including a police force
of 105 sworn personnel and a fire department of 88 fire fighters. Of the City’s 934 employees, 541 are currently
enrolled in the Iowa Public Employees Retirement System (the “IPERS”) pension plan administered by the State of
Iowa. The City is current in its obligation to IPERS, which has been as follows: $1,200,182 in Fiscal Year 2007-
08, $1,314,106 in Fiscal Year 2008-09, and $1,456,384 in Fiscal Year 2009-10.
In addition, the City contributes to the Municipal Fire and Police Retirement System of Iowa (the “MFPRSI”), a
benefit plan administered by a Board of Trustees. MFPRSI provides retirement, disability and death benefits that
are established by State statute to plan members and beneficiaries. Plan members are required to contribute 9.4%
of their earnable compensation and the City’s contribution rate is 19.90% of earnable compensation. The City is
current in its obligation to MFPRSI, their contributions to MFPRSI for the last three years has been: $2,632,282 in
Fiscal Year 2007-08, $2,077,554 in Fiscal Year 2008-09, and $1,966,345 in Fiscal Year 2009-10.
OTHER POST EMPLOYMENT BENEFITS
In addition to providing pension benefits, the City offers health insurance benefits to its retirees. Retirees can
purchase health insurance at the group rate cost. Health insurance for these retirees, while at the individual’s own
expense, is included within the City’s overall insurance package. Therefore, a portion of the coverage is being
subsidized by the City and its current employees resulting in an Other Post Employment Benefit (the “OPEB”)
liability. Based on the results of the City’s actuarial study, the City’s annual OPEB cost for Fiscal Year 2009-10
was $945,000. The contributions made were $78,583, resulting in a Net OPEB Obligation for $1,943,740.
UNION CONTRACTS
City employees are represented by the following bargaining units:
Bargaining Unit Contract Expiration Date
Teamsters Local Union No 421 June 30, 2014
Teamsters Local Union No 421 Bus Operators June 30, 2014
Dubuque Professional Firefighters Association June 30, 2014
Dubuque Police Protective Association June 30, 2011
International Union of Operating Engineers June 30, 2014
21
INSURANCE
The City's insurance coverage is as follows:
Type of Insurance Limits
General Liability $12,000,000
Automobile Liability $12,000,000
Public Officials $12,000,000
Police Professional Liability $12,000,000
Boiler & Machinery $25,000,000
Property Blanket $336,382,045
Employees Crime Policy $1,000,000
Airport Commission $5,000,000
Airport Liability $20,000,000
22
GENERAL INFORMATION
LOCATION AND TRANSPORTATION
The City, with a 2010 Census population of 57,637, has a land area of 31.8 square miles. Annexation activity in
recent years has been voluntary with over 760 acres annexed in the past 5 years. The City lies at the intersection of
Highways 61/151 and 20. The City is located approximately 16 miles northwest of Galena, Illinois; 65 miles north
of the Quad Cities (Rock Island and Moline, Illinois and Bettendorf and Davenport, Iowa); 85 miles east of
Waterloo, Iowa; 176 miles west of Chicago, Illinois and 185 miles northeast of Des Moines, Iowa. The Dubuque
Regional Airport is located 6.5 miles south of the City. The airline serving the City is American Eagle, providing
all jet service to Chicago. The City is also served by three railroads, the Burlington Northern, I&M Rail Link and
Chicago, Central and Pacific; and Greyhound provides bus service.
LARGER EMPLOYERS
A representative list of larger employers in the City is as follows:
Approximate Number
Employer Type of Business of Employees
John Deere Dubuque Works Manufacturing 1,800
Dubuque Community School District Education 1,627
Mercy Medical Center Health Care Services 1,324
IBM Corp. Technology Services 1,300
1)
Hy-Vee Grocery Stores 1,181
City of Dubuque City Government 934
The Finley Hospital Health Care Services 920
Eagle Window and Door Manufacturing 750
Medical Associates Clinic, P.C. Health Care Services 743
Prudential Retirement Retirement Administration 550
Dubuque County County Government 450
Flexsteel Industries, Inc. Manufacturing 450
McKesson Data Processing Services 425
Holy Family Catholic Schools Education 400
2)
Dubuque Racing Association Entertainment 390
Loras College Education 385
World Dubuque Printing Services 370
Dubuque Bank & Trust Banking 365
Cottingham & Butler, Inc. Insurance Services 360
A.Y. McDonald Mfg. Co. Manufacturing 345
University of Dubuque Education 327
Molo Oil Company Petroleum Distributor 300
Rite-Hite Corporation Fabricated Metal Products 300
Diamond Jo Casino Entertainment 300
Clarke College Education 294
Woodward Communications, Inc. Newspaper Printing 268
Dubuque Internal Medicine, PC Healthcare 260
3)
Thermo Fischer Scientific Laboratory Equipment Manufacturing 0
1)Includes fulltime and part-time employees.
2)D.B.A. Dubuque Greyhound Park & Casino
3)The plant closed its Dubuque operations in September 2010.
Source: Greater Dubuque Development Corporation, phone interviews and the City.
23
1)
BUILDING PERMITS
City officials report the following construction activity as of June 30, 2011. Building permits are
reported on a fiscal year basis.
Commercial/
Fiscal YearSingle FamilyMulti-FamilyIndustrialTotal PermitsTotal Valuation
2006-07 97 14 27 1,433 $119,690,921
2007-08 62 14 38 1,490 170,518,137
2008-09 39 7 19 1,740 81,460,036
2009-10 80 25 18 1,515 77,302,482
2010-11 88 89 15 3,020 134,246,328
1)
Totals include single family, multi-family, commercial/industrial, remodeling, roofing, siding, decks, additions and other
miscellaneous residential and commercial permits.
U.S. CENSUS DATA
Population Trend
1980 U.S. Census 62,374
1990 U.S. Census 57,546
2000 U. S. Census 57,686
2010 U. S. Census 57,637
Source: U.S. Census Bureau website.
UNEMPLOYMENT RATES
Dubuque State of
County Iowa
Annual Averages: 2007 4.0% 3.8%
2008 4.5% 4.4%
2009 5.8% 5.6%
2010 6.0% 6.1%
2011 (Jan. – Mar) 6.8% 6.1%
Source: Iowa Workforce Development Center website.
EDUCATION
Public education to the City is provided by the Dubuque Community School District, with a certified enrollment of
10,517 for the 2010-11 school year. There are approximately 1,627 full and part-time employees of the district.
The Dubuque Community School District is comprised of two high schools, an alternative high school, three
middle schools and thirteen elementary schools.
24
EFFECTIVE BUYING INCOME
Effective Buying Income (“EBI”) and Retails Sales for 2010 are reported as follows:
Total
MedianTotal Retail Retail Sales
EBIHousehold EBISalesPer Household
City of Dubuque $1,060,872,500 $35,627 $912,701,610 $39,210
Dubuque County 1,799,112,500 39,766 1,415,882,127 38,782
State of Iowa 59,412,637,500 40,221 40,304,570,853 33,450
Source: Claritas, Inc.
FINANCIAL SERVICES
Financial services for residents of the City are provided by American Trust and Savings Bank, Dubuque Bank and
Trust Company, East Dubuque Savings Bank, Fidelity Bank & Trust, First Community Trust, N.A. and Premier
Bank. The City is also serviced by branch offices of Liberty Bank, FSB, State Central Bank and US Bank N.A., as
well as several credit unions.
American Trust and Savings Bank, Dubuque Bank and Trust Company, East Dubuque Savings Bank and Premier
st
Bank report the following deposits as of December 31 for each year:
American Trust Dubuque Bank and East Dubuque
YearAnd Savings BankTrust CompanySavings BankPremier Bank
2006 $641,463,000 $636,489,000 $167,004,000 $161,764,000
2007 655,032,000 670,219,000 169,022,000 166,891,000
2008 708,594,000 749,192,000 162,683,000 186,858,000
2009 711,573,000 864,067,000 171,170,000 213,076,000
2010 660,263,000 809,181,000 148,089,000 196,664,000
Source: FDIC Institution Directory website.
FINANCIAL STATEMENTS
The City’s Comprehensive Annual Financial Report for the fiscal year ended June 30, 2010 is reproduced in
APPENDIX B. The City’s certified public accountant has not consented to distribution of the audited financial
statements and has not undertaken added review of their presentation. Further information regarding financial
performance and copies of the City’s prior Comprehensive Annual Financial Reports may be obtained from the
City’s Financial Advisor, Public Financial Management, Inc.
25
ø̸· °¿¹» ¸¿ ¾»»² ´»º¬ ¾´¿²µ ·²¬»²¬·±²¿´´§ò÷
APPENDIX A
FORM OF LEGAL OPINION
ø̸· °¿¹» ¸¿ ¾»»² ´»º¬ ¾´¿²µ ·²¬»²¬·±²¿´´§ò÷
100 COURT AVENUE, SUITE600
DES MOINNES, IOWA 50309-22231
PHONE: 515-243-7611
FAXX: 515-243-2149
WWWAHLERSLAW.CO
..MM
WWe hereby ccertify that wwe have examined a ceertified trannscript of thhe proceedinngs
of the City Councill and acts off administraative officerrs of the Ciity of Dubuque, Iowa ((the
)), relating to the issuannce of Geneeral Obligattion Bonds,, Series 2011A,by saidd
"Issuer"
City, datted the datee of deliveryy, in the dennominationn of $5,000 s thereof, inn the
or multiple
aggregatte amount oof $6,330,0000 (the "Boonds").
WWe have exaamined the law and such certifiedd proceedinggs and otheer papers as we
deem neecessary to rrender this bond counssel.
opinion as
AAs to questioons of fact mmaterial to our opinionn, we have relied uponn
represenntations of tthe Issuer coontained in the Resoluution authorrizing issuannce of the
Bonds (tthe "Resoluution") and in the certiffied proceeddings and oother certificcations of
public officials furnnished to uss, without uundertaking to verify thhe same by nnt
independe
investigaation.
WWe have nott been engaaged to or unndertakentto review thhe accuracy, completenness
or sufficciency of the official sttatement or other offerring materiaal relating too the Bondss and
we expreess no opinnion relatingg thereto.
BBased on ouur examinatiion and in rreliance upoon the certiffied proceeddings and oother
certificaations descriibed above,, we are of tthe opinionn, under exissting law, aas follows:
1. The Issuer is dully created aand validly eexisting as a body corpporate and
politic and politicall subdivisioon of the Staate of Iowa with the coorporate powwer to adoppt
fform the Reesolution annd issue the
and perBonds.
. The BBonds are vvalid and binnding generral obligatioons of the Issuer.
2
. All taaxable property in the tterritory of the Issuer iis subject too ad valoremm
3
taxationwithout limmitation as tto rate or ammount to paay the Bondds. Taxes haave been levvied
by the RResolutionfor the payfmment of the Bonds and the Issuer iis required bby law to
includeiin its annuaal tax levy tthe principaal and intereest coming ddue on the BBonds to thhe
extent thhe necessaryy funds are not provideed from othher sources..
W&B-188;G&B-1893;B&S-1901;S,P,B&S-1914;B,C,
8
ISARD AILY UERNSEY AILYAILY TIPPTIPPERYANNISTER TAZINGER ANISTERARPENTER
HHRRRRNN
A&&C-1950;AA,C,D,A,H&S-19744;A,C,,D,H,S&A,P.C.
HLERS OONEY HLERSOONEYOORWEILERLLBEEAYNIE MITH HLERSOONEYORWEILERAYNIEEMITH LLBEE
Dubuque, Iowa
$6,330,000 General Obligation
Bonds, Series 2011A
Page 2
4. The interest on the Bonds is excluded from gross income for federal income
tax purposes and interest on the Bonds is not an item of tax preference for purposes of the
federal alternative minimum tax imposed on individuals and corporations; however, with
respect to corporations (as defined for federal income tax purposes), such interest is
included in adjusted current earnings for the purpose of determining the alternative
minimum tax imposed on such corporations. We express no opinion regarding other
federal income tax consequences caused by the receipt or accrual of interest on the
Bonds.
For the purpose of rendering the opinion set forth in paragraph numbered 4 above,
we have assumed compliance by the Issuer with requirements of the Internal Revenue
Code of 1986, as amended, that must be met subsequent to the issuance of the Bonds in
order that interest thereon be and remain excluded from gross income for federal income
tax purposes. Failure to comply with such requirements could cause the interest on the
Bonds to be so included in gross income retroactive to the date of issuance of the Bonds.
The Issuer has covenanted to comply with such requirements.
It is to be understood that the rights of the holders of the Bonds and the
enforceability thereof may be subject to bankruptcy, insolvency, reorganization,
moratorium and other similar laws affecting creditors' rights heretofore or hereafter
enacted to the extent constitutionally applicable and that their enforcement may also be
subject to the exercise of judicial discretion in appropriate cases.
Respectfully submitted,
00805807-1\10422-125
100 COURT AVENUE, SUITE600
DES MOINNES, IOWA 50309-22231
PHONE: 515-243-7611
FAXX: 515-243-2149
WWWAHLERSLAW.CO
..MM
WWe hereby ccertify that wwe have examined a ceertified trannscript of thhe proceedinngs
of the City Councill and acts off administraative officerrs of the Ciity of Dubuque, Iowa ((the
)), relating to the issuannce of Taxaable Generaal Obligationn Bonds, Seeries 2011BB, by
"Issuer"
said Cityy, dated thee date of dellivery, in thhe denominaation of $5,,000 or mulltiples thereeof,
in the agggregate ammount of $1,,590,000 (thhe "Bonds").
WWe have exaamined the law and such certifiedd proceedinggs and otheer papers as we
deem neecessary to rrender this bond counssel.
opinion as
AAs to questioons of fact mmaterial to our opinionn, we have relied uponn
represenntations of tthe Issuer coontained in the Resoluution authorrizing issuannce of the
Bonds (tthe "Resoluution") and in the certiffied proceeddings and oother certificcations of
public officials furnnished to uss, without uundertaking to verify thhe same by nnt
independe
investigaation.
WWe have nott been engaaged to or unndertakentto review thhe accuracy, completenness
or sufficciency of the official sttatement or other offerring materiaal relating too the Bondss and
we expreess no opinnion relatingg thereto.
BBased on ouur examinatiion and in rreliance upoon the certiffied proceeddings and oother
certificaations descriibed above,, we are of tthe opinionn, under exissting law, aas follows:
1. The Issuer is dully created aand validly eexisting as a body corpporate and
politic and politicall subdivisioon of the Staate of Iowa with the coorporate powwer to adoppt
fform the Reesolution annd issue the
and perBonds.
. The BBonds are vvalid and binnding generral obligatioons of the Issuer.
2
. All taaxable property in the tterritory of the Issuer iis subject too ad valoremm
3
taxationwithout limmitation as tto rate or ammount to paay the Bondds. Taxes haave been levvied
by the RResolutionfor the payfmment of the Bonds and the Issuer iis required bby law to
includeiin its annuaal tax levy tthe principaal and intereest coming ddue on the BBonds to thhe
extent thhe necessaryy funds are not provideed from othher sources..
W&B-188;G&B-1893;B&S-1901;S,P,B&S-1914;B,C,
8
ISARD AILY UERNSEY AILYAILY TIPPTIPPERYANNISTER TAZINGER ANISTERARPENTER
HHRRRRNN
A&&C-1950;AA,C,D,A,H&S-19744;A,C,,D,H,S&A,P.C.
HLERS OONEY HLERSOONEYOORWEILERLLBEEAYNIE MITH HLERSOONEYORWEILERAYNIEEMITH LLBEE
Dubuque, Iowa
$1,590,000 Taxable General
Obligation Bonds, Series 2011B
Page 2
4. The interest on the Bonds is not excluded from gross income for federal
income tax purposes under Section 103(a) of the Internal Revenue Code of 1986, as
amended. THE HOLDERS OF THE BONDS SHOULD TREAT THE INTEREST
THEREON AS SUBJECT TO FEDERAL INCOME TAXATION. We express no other
opinion regarding any other federal or state income tax consequences caused by the
receipt or accrual of interest on the Bonds.
It is to be understood that the rights of the holders of the Bonds and the
enforceability thereof may be subject to bankruptcy, insolvency, reorganization,
moratorium and other similar laws affecting creditors' rights heretofore or hereafter
enacted to the extent constitutionally applicable and that their enforcement may also be
subject to the exercise of judicial discretion in appropriate cases.
Respectfully submitted,
00805811-1\10422-125
APPENDIX B
JUNE 30, 2010 COMPREHENSIVE ANNUAL FINANCIAL REPORT
ø̸· °¿¹» ¸¿ ¾»»² ´»º¬ ¾´¿²µ ·²¬»²¬·±²¿´´§ò÷
APPENDIX C
FORM OF CONTINUING DISCLOSURE CERTIFICATE
ø̸· °¿¹» ¸¿ ¾»»² ´»º¬ ¾´¿²µ ·²¬»²¬·±²¿´´§ò÷
CIG27.TXT
CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed
and delivered by the City of Dubuque, Iowa (the "Issuer"), in connection with the
issuance of $6,330,000 General Obligation Bonds, Series 2011A (the "Bonds") dated the
date of delivery. The Bonds are being issued pursuant to a Resolution of the Issuer
approved on ____________________, 2011 (the "Resolution"). The Issuer covenants and
agrees as follows:
SECTION 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is
being executed and delivered by the Issuer for the benefit of the Holders and Beneficial
Owners of the Bonds and in order to assist the Participating Underwriters in complying
with S.E.C. Rule 15c2-12(b)(5).
. In addition to the definitions set forth in the Resolution,
SECTION 2. Definitions
which apply to any capitalized term used in this Disclosure Certificate unless otherwise
defined in this Section, the following capitalized terms shall have the following
meanings:
"Annual Report" shall mean any Annual Report provided by the Issuer pursuant
to, and as described in, Sections 3 and 4 of this Disclosure Certificate.
"Beneficial Owner" shall mean any person which (a) has the power, directly or
indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds
(including persons holding Bonds through nominees, depositories or other
intermediaries), or (b) is treated as the owner of any Bonds for federal income tax
purposes.
"Business Day" shall mean a day other than a Saturday or a Sunday or a day on
which banks in Iowa are authorized or required by law to close.
"Dissemination Agent" shall mean the Issuer or any Dissemination Agent
designated in writing by the Issuer and which has filed with the Issuer a written
acceptance of such designation.
"Holders" shall mean the registered holders of the Bonds, as recorded in the
registration books of the Registrar.
"Listed Events" shall mean any of the events listed in Section 5(a) of this
Disclosure Certificate.
"Municipal Securities Rulemaking Board" or "MSRB" shall mean the Municipal
Securities Rulemaking Board, 1900 Duke Street, Suite 600, Alexandria, VA 22314.
"National Repository" shall mean the MSRB's Electronic Municipal Market
Access website, a/k/a "EMMA" (emma.msrb.org).
"Participating Underwriter" shall mean any of the original underwriters of the
Bonds required to comply with the Rule in connection with offering of the Bonds.
"Rule" shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange
Commission under the Securities Exchange Act of 1934, as the same may be amended
from time to time.
"State" shall mean the State of Iowa.
SECTION 3. Provision of Annual Reports.
(a) The Issuer shall, or shall cause the Dissemination Agent to, not later than
two hundred ten (210) days after the end of the Issuer's fiscal year
(presently June 30th), commencing with the report for the 2011/2012 fiscal
year, provide to the National Repository an Annual Report which is
consistent with the requirements of Section 4 of this Disclosure Certificate.
The Annual Report must be submitted in such format as is required by the
MSRB (currently in "searchable PDF" format). The Annual Report may be
submitted as a single document or as separate documents comprising a
package. The Annual Report may cross-reference other information as
provided in Section 4 of this Disclosure Certificate; provided that the
audited financial statements of the Issuer may be submitted separately from
the balance of the Annual Report and later than the date required above for
the filing of the Annual Report if they are not available by that date. If the
Issuer's fiscal year changes, it shall give notice of such change in the same
manner as for a Listed Event under Section 5(c).
(b) If the Issuer is unable to provide to the National Repository an Annual
Report by the date required in subsection (a), the Issuer shall send a notice
to the Municipal Securities Rulemaking Board, if any, in substantially the
form attached as Exhibit A.
(c) The Dissemination Agent shall:
(i) each year file the Annual Report with the National Repository; and
2
(ii) (if the Dissemination Agent is other than the Issuer), file a report
with the Issuer certifying that the Annual Report has been filed
pursuant to this Disclosure Certificate, stating the date it was filed.
SECTION 4. Content of Annual Reports. The Issuer's Annual Report shall contain
or incorporate by reference the following:
(1) The last available audited financial statements of the Issuer for the prior
fiscal year, prepared in accordance with generally accepted accounting
principles promulgated by the Financial Accounting Standards Board as
modified in accordance with the governmental accounting standards
promulgated by the Governmental Accounting Standards Board or as
otherwise provided under State law, as in effect from time to time, or, if
and to the extent such financial statements have not been prepared in
accordance with generally accepted accounting principles, noting the
discrepancies therefrom and the effect thereof. If the Issuer's audited
financial statements for the preceding years are not available by the time
the Annual Report is required to be filed pursuant to Section 3(a), the
Annual Report shall contain unaudited financial statements in a format
similar to the financial statements contained in the final Official Statement,
and the audited financial statements shall be filed in the same manner as the
Annual Report when they become available.
(2) Information prepared as of the end of the preceding fiscal year, of the type
contained in the final Official Statement under the captions "City Property
Values", "Debt Limit", "Direct Debt", "Other Debt", "Indirect General
Obligation Debt", "Levies and Collection", and "Tax Rates".
Any or all of the items listed above may be included by specific reference to other
documents, including official statements of debt issues of the Issuer or related public
entities, which have been filed with the National Repository. The Issuer shall clearly
identify each such other document so included by reference.
SECTION 5. Reporting of Significant Events.
(a) Pursuant to the provisions of this Section 5, the Issuer shall give, or cause
to be given, notice of the occurrence of any of the following events with
respect to the Bonds in a timely manner not later than ten (10) Business
Days after the day of the occurrence of the event;
(1) Principal and interest payment delinquencies;
3
(2) Non-payment related defaults, if material;
(3) Unscheduled draws on debt service reserves reflecting financial
difficulties;
(4) Unscheduled draws on credit enhancements relating to the Bonds
reflecting financial difficulties;
(5) Substitution of credit or liquidity providers, or their failure to
perform;
(6) Adverse tax opinions, the issuance by the Internal Revenue Service
of proposed or final determinations of taxability, Notices of
Proposed Issue (IRS Form 5701-TEB) or other material notices or
determinations with respect to the tax-exempt status of the Series
Bonds, or material events affecting the tax-exempt status of the
Bonds;
(7) Modifications to rights of Holders of the Bonds, if material;
(8) Bond calls (excluding sinking fund mandatory redemptions), if
material, and tender offers;
(9) Defeasances of the Bonds;
(10) Release, substitution, or sale of property securing repayment of the
Bonds, if material;
(11) Rating changes on the Bonds;
(12) Bankruptcy, insolvency, receivership or similar event of the Issuer;
(13) The consummation of a merger, consolidation, or acquisition
involving the Issuer or the sale of all or substantially all of the assets
of the Issuer, other than in the ordinary course of business, the entry
into a definitive agreement to undertake such an action or the
termination of a definitive agreement relating to any such actions,
other than pursuant to its terms, if material; and
(14) Appointment of a successor or additional trustee or the change of
name of a trustee, if material.
4
(b) Whenever the Issuer obtains the knowledge of the occurrence of a Listed
Event, the Issuer shall determine if the occurrence is subject to notice only
if material, and if so shall as soon as possible determine if such event would
be material under applicable federal securities laws.
(c) If the Issuer determines that knowledge of the occurrence of a Listed Event
is not subject to materiality, or determines such occurrence is subject to
materiality and would be material under applicable federal securities laws,
the Issuer shall promptly, but not later than ten (10) Business Days after the
occurrence of the event, file a notice of such occurrence with the Municipal
Securities Rulemaking Board through the filing with the National
Repository.
SECTION 6. Termination of Reporting Obligation. The Issuer's obligations under
this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or
payment in full of all of the Bonds or upon the Issuer's receipt of an opinion of nationally
recognized bond counsel to the effect that, because of legislative action or final judicial
action or administrative actions or proceedings, the failure of the Issuer to comply with
the terms hereof will not cause Participating Underwriters to be in violation of the Rule
or other applicable requirements of the Securities Exchange Act of 1934, as amended. If
such termination occurs prior to the final maturity of the Bonds, the Issuer shall give
notice of such termination in the same manner as for a Listed Event under Section 5(c).
. The Issuer may, from time to time, appoint or
SECTION 7. Dissemination Agent
engage a Dissemination Agent to assist it in carrying out its obligations under this
Disclosure Certificate, and may discharge any such Agent, with or without appointing a
successor Dissemination Agent. The Dissemination Agent shall not be responsible in any
manner for the content of any notice or report prepared by the Issuer pursuant to this
Disclosure Certificate. The initial Dissemination Agent shall be the Issuer.
SECTION 8. Amendment; Waiver. Notwithstanding any other provision of this
Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any
provision of this Disclosure Certificate may be waived, provided that the following
conditions are satisfied:
(a) If the amendment or waiver relates to the provisions of Section 3(a), 4, or
5(a), it may only be made in connection with a change in circumstances that
arises from a change in legal requirements, change in law, or change in the
identity, nature or status of an obligated person with respect to the Bonds,
or the type of business conducted;
5
(b) The undertaking, as amended or taking into account such waiver, would, in
the opinion of nationally recognized bond counsel, have complied with the
requirements of the Rule at the time of the original issuance of the Bonds,
after taking into account any amendments or interpretations of the Rule, as
well as any change in circumstances; and
(c) The amendment or waiver either (i) is approved by the Holders of the
Bonds in the same manner as provided in the Resolution for amendments to
the Resolution with the consent of Holders, or (ii) does not, in the opinion
of nationally recognized bond counsel, materially impair the interests of the
Holders or Beneficial Owners of the Bonds.
In the event of any amendment or waiver of a provision of this Disclosure Certificate, the
Issuer shall describe such amendment in the next Annual Report, and shall include, as
applicable, a narrative explanation of the reason for the amendment or waiver and its
impact on the type (or in the case of a change of accounting principles, on the
presentation) of financial information or operating data being presented by the Issuer. In
addition, if the amendment relates to the accounting principles to be followed in
preparing financial statements, (i) notice of such change shall be given in the same
manner as for a Listed Event under Section 5(c), and (ii) the Annual Report for the year
in which the change is made will present a comparison or other discussion in narrative
form (and also, if feasible, in quantitative form) describing or illustrating the material
differences between the financial statements as prepared on the basis of the new
accounting principles and those prepared on the basis of the former accounting principles.
. Nothing in this Disclosure Certificate shall
SECTION 9. Additional Information
be deemed to prevent the Issuer from disseminating any other information, using the
means of dissemination set forth in this Disclosure Certificate or any other means of
communication, or including any other information in any Annual Report or notice of
occurrence of a Listed Event, in addition to that which is required by this Disclosure
Certificate. If the Issuer chooses to include any information in any Annual Report or
notice of occurrence of a Listed Event in addition to that which is specifically required by
this Disclosure Certificate, the Issuer shall have no obligation under this Certificate to
update such information or include it in any future Annual Report or notice of occurrence
of a Listed Event.
. In the event of a failure of the Issuer to comply with any
SECTION 10. Default
provision of this Disclosure Certificate, any Holder or Beneficial Owner of the Bonds
may take such actions as may be necessary and appropriate, including seeking mandate or
specific performance by court order, to cause the Issuer to comply with its obligations
under this Disclosure Certificate. Direct, indirect, consequential and punitive damages
shall not be recoverable by any person for any default hereunder and are hereby waived
6
to the extent permitted by law. A default under this Disclosure Certificate shall not be
deemed an event of default under the Resolution, and the sole remedy under this
Disclosure Certificate in the event of any failure of the Issuer to comply with this
Disclosure Certificate shall be an action to compel performance.
SECTION 11. Duties, Immunities and Liabilities of Dissemination Agent. The
Dissemination Agent shall have only such duties as are specifically set forth in this
Disclosure Certificate, and the Issuer agrees to indemnify and save the Dissemination
Agent, its officers, directors, employees and agents, harmless against any loss, expense
and liabilities which it may incur arising out of or in the exercise or performance of its
powers and duties hereunder, including the costs and expenses (including attorneys’ fees)
of defending against any claim of liability, but excluding liabilities due to the
Dissemination Agent's negligence or willful misconduct. The obligations of the Issuer
under this Section shall survive resignation or removal of the Dissemination Agent and
payment of the Bonds.
SECTION 12. Beneficiaries. This Disclosure Certificate shall inure solely to the
benefit of the Issuer, the Dissemination Agent, the Participating Underwriters and
Holders and Beneficial Owners from time to time of the Bonds, and shall create no rights
in any other person or entity.
Date: __________ day of _______________, 2011.
CITY OF DUBUQUE, IOWA
By:
Mayor
ATTEST:
By:
City Clerk
7
EXHIBIT A
NOTICE TO NATIONAL REPOSITORY OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: City of Dubuque, Iowa.
Name of Bond Issue: $6,330,000 General Obligation Bonds, Series 2011A
Dated Date of Issue: September 1, 2011
NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report
with respect to the above-named Bonds as required by Section 3 of the Continuing
Disclosure Certificate delivered by the Issuer in connection with the Bonds. The Issuer
anticipates that the Annual Report will be filed by ____________________.
Dated: __________ day of _______________, __________.
CITY OF DUBUQUE, IOWA
By:
Its:
00805813-1\10422-125
CIG27.TXT
CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed
and delivered by the City of Dubuque, Iowa (the "Issuer"), in connection with the
issuance of $1,590,000 Taxable General Obligation Bonds, Series 2011B (the "Bonds")
dated the date of delivery. The Bonds are being issued pursuant to a Resolution of the
Issuer approved on ____________________, 2011 (the "Resolution"). The Issuer
covenants and agrees as follows:
SECTION 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is
being executed and delivered by the Issuer for the benefit of the Holders and Beneficial
Owners of the Bonds and in order to assist the Participating Underwriters in complying
with S.E.C. Rule 15c2-12(b)(5).
. In addition to the definitions set forth in the Resolution,
SECTION 2. Definitions
which apply to any capitalized term used in this Disclosure Certificate unless otherwise
defined in this Section, the following capitalized terms shall have the following
meanings:
"Annual Report" shall mean any Annual Report provided by the Issuer pursuant
to, and as described in, Sections 3 and 4 of this Disclosure Certificate.
"Beneficial Owner" shall mean any person which (a) has the power, directly or
indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds
(including persons holding Bonds through nominees, depositories or other
intermediaries), or (b) is treated as the owner of any Bonds for federal income tax
purposes.
"Business Day" shall mean a day other than a Saturday or a Sunday or a day on
which banks in Iowa are authorized or required by law to close.
"Dissemination Agent" shall mean the Issuer or any Dissemination Agent
designated in writing by the Issuer and which has filed with the Issuer a written
acceptance of such designation.
"Holders" shall mean the registered holders of the Bonds, as recorded in the
registration books of the Registrar.
"Listed Events" shall mean any of the events listed in Section 5(a) of this
Disclosure Certificate.
"Municipal Securities Rulemaking Board" or "MSRB" shall mean the Municipal
Securities Rulemaking Board, 1900 Duke Street, Suite 600, Alexandria, VA 22314.
"National Repository" shall mean the MSRB's Electronic Municipal Market
Access website, a/k/a "EMMA" (emma.msrb.org).
"Participating Underwriter" shall mean any of the original underwriters of the
Bonds required to comply with the Rule in connection with offering of the Bonds.
"Rule" shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange
Commission under the Securities Exchange Act of 1934, as the same may be amended
from time to time.
"State" shall mean the State of Iowa.
SECTION 3. Provision of Annual Reports.
(a) The Issuer shall, or shall cause the Dissemination Agent to, not later than
two hundred ten (210) days after the end of the Issuer's fiscal year
(presently June 30th), commencing with the report for the 2011/2012 fiscal
year, provide to the National Repository an Annual Report which is
consistent with the requirements of Section 4 of this Disclosure Certificate.
The Annual Report must be submitted in such format as is required by the
MSRB (currently in "searchable PDF" format). The Annual Report may be
submitted as a single document or as separate documents comprising a
package. The Annual Report may cross-reference other information as
provided in Section 4 of this Disclosure Certificate; provided that the
audited financial statements of the Issuer may be submitted separately from
the balance of the Annual Report and later than the date required above for
the filing of the Annual Report if they are not available by that date. If the
Issuer's fiscal year changes, it shall give notice of such change in the same
manner as for a Listed Event under Section 5(c).
(b) If the Issuer is unable to provide to the National Repository an Annual
Report by the date required in subsection (a), the Issuer shall send a notice
to the Municipal Securities Rulemaking Board, if any, in substantially the
form attached as Exhibit A.
(c) The Dissemination Agent shall:
(i) each year file the Annual Report with the National Repository; and
2
(ii) (if the Dissemination Agent is other than the Issuer), file a report
with the Issuer certifying that the Annual Report has been filed
pursuant to this Disclosure Certificate, stating the date it was filed.
SECTION 4. Content of Annual Reports. The Issuer's Annual Report shall contain
or incorporate by reference the following:
(1) The last available audited financial statements of the Issuer for the prior
fiscal year, prepared in accordance with generally accepted accounting
principles promulgated by the Financial Accounting Standards Board as
modified in accordance with the governmental accounting standards
promulgated by the Governmental Accounting Standards Board or as
otherwise provided under State law, as in effect from time to time, or, if
and to the extent such financial statements have not been prepared in
accordance with generally accepted accounting principles, noting the
discrepancies therefrom and the effect thereof. If the Issuer's audited
financial statements for the preceding years are not available by the time
the Annual Report is required to be filed pursuant to Section 3(a), the
Annual Report shall contain unaudited financial statements in a format
similar to the financial statements contained in the final Official Statement,
and the audited financial statements shall be filed in the same manner as the
Annual Report when they become available.
(2) Information prepared as of the end of the preceding fiscal year, of the type
contained in the final Official Statement under the captions "City Property
Values", "Debt Limit", "Direct Debt", "Other Debt", "Indirect General
Obligation Debt", "Levies and Collection", and "Tax Rates".
Any or all of the items listed above may be included by specific reference to other
documents, including official statements of debt issues of the Issuer or related public
entities, which have been filed with the National Repository. The Issuer shall clearly
identify each such other document so included by reference.
SECTION 5. Reporting of Significant Events.
(a) Pursuant to the provisions of this Section 5, the Issuer shall give, or cause
to be given, notice of the occurrence of any of the following events with
respect to the Bonds in a timely manner not later than ten (10) Business
Days after the day of the occurrence of the event;
(1) Principal and interest payment delinquencies;
3
(2) Non-payment related defaults, if material;
(3) Unscheduled draws on debt service reserves reflecting financial
difficulties;
(4) Unscheduled draws on credit enhancements relating to the Bonds
reflecting financial difficulties;
(5) Substitution of credit or liquidity providers, or their failure to
perform;
(6) Adverse tax opinions, the issuance by the Internal Revenue Service
of proposed or final determinations of taxability, Notices of
Proposed Issue (IRS Form 5701-TEB) or other material notices or
determinations with respect to the tax-exempt status of the Series
Bonds, or material events affecting the tax-exempt status of the
Bonds;
(7) Modifications to rights of Holders of the Bonds, if material;
(8) Bond calls (excluding sinking fund mandatory redemptions), if
material, and tender offers;
(9) Defeasances of the Bonds;
(10) Release, substitution, or sale of property securing repayment of the
Bonds, if material;
(11) Rating changes on the Bonds;
(12) Bankruptcy, insolvency, receivership or similar event of the Issuer;
(13) The consummation of a merger, consolidation, or acquisition
involving the Issuer or the sale of all or substantially all of the assets
of the Issuer, other than in the ordinary course of business, the entry
into a definitive agreement to undertake such an action or the
termination of a definitive agreement relating to any such actions,
other than pursuant to its terms, if material; and
(14) Appointment of a successor or additional trustee or the change of
name of a trustee, if material.
4
(b) Whenever the Issuer obtains the knowledge of the occurrence of a Listed
Event, the Issuer shall determine if the occurrence is subject to notice only
if material, and if so shall as soon as possible determine if such event would
be material under applicable federal securities laws.
(c) If the Issuer determines that knowledge of the occurrence of a Listed Event
is not subject to materiality, or determines such occurrence is subject to
materiality and would be material under applicable federal securities laws,
the Issuer shall promptly, but not later than ten (10) Business Days after the
occurrence of the event, file a notice of such occurrence with the Municipal
Securities Rulemaking Board through the filing with the National
Repository.
SECTION 6. Termination of Reporting Obligation. The Issuer's obligations under
this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or
payment in full of all of the Bonds or upon the Issuer's receipt of an opinion of nationally
recognized bond counsel to the effect that, because of legislative action or final judicial
action or administrative actions or proceedings, the failure of the Issuer to comply with
the terms hereof will not cause Participating Underwriters to be in violation of the Rule
or other applicable requirements of the Securities Exchange Act of 1934, as amended. If
such termination occurs prior to the final maturity of the Bonds, the Issuer shall give
notice of such termination in the same manner as for a Listed Event under Section 5(c).
. The Issuer may, from time to time, appoint or
SECTION 7. Dissemination Agent
engage a Dissemination Agent to assist it in carrying out its obligations under this
Disclosure Certificate, and may discharge any such Agent, with or without appointing a
successor Dissemination Agent. The Dissemination Agent shall not be responsible in any
manner for the content of any notice or report prepared by the Issuer pursuant to this
Disclosure Certificate. The initial Dissemination Agent shall be the Issuer.
SECTION 8. Amendment; Waiver. Notwithstanding any other provision of this
Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any
provision of this Disclosure Certificate may be waived, provided that the following
conditions are satisfied:
(a) If the amendment or waiver relates to the provisions of Section 3(a), 4, or
5(a), it may only be made in connection with a change in circumstances that
arises from a change in legal requirements, change in law, or change in the
identity, nature or status of an obligated person with respect to the Bonds,
or the type of business conducted;
5
(b) The undertaking, as amended or taking into account such waiver, would, in
the opinion of nationally recognized bond counsel, have complied with the
requirements of the Rule at the time of the original issuance of the Bonds,
after taking into account any amendments or interpretations of the Rule, as
well as any change in circumstances; and
(c) The amendment or waiver either (i) is approved by the Holders of the
Bonds in the same manner as provided in the Resolution for amendments to
the Resolution with the consent of Holders, or (ii) does not, in the opinion
of nationally recognized bond counsel, materially impair the interests of the
Holders or Beneficial Owners of the Bonds.
In the event of any amendment or waiver of a provision of this Disclosure Certificate, the
Issuer shall describe such amendment in the next Annual Report, and shall include, as
applicable, a narrative explanation of the reason for the amendment or waiver and its
impact on the type (or in the case of a change of accounting principles, on the
presentation) of financial information or operating data being presented by the Issuer. In
addition, if the amendment relates to the accounting principles to be followed in
preparing financial statements, (i) notice of such change shall be given in the same
manner as for a Listed Event under Section 5(c), and (ii) the Annual Report for the year
in which the change is made will present a comparison or other discussion in narrative
form (and also, if feasible, in quantitative form) describing or illustrating the material
differences between the financial statements as prepared on the basis of the new
accounting principles and those prepared on the basis of the former accounting principles.
. Nothing in this Disclosure Certificate shall
SECTION 9. Additional Information
be deemed to prevent the Issuer from disseminating any other information, using the
means of dissemination set forth in this Disclosure Certificate or any other means of
communication, or including any other information in any Annual Report or notice of
occurrence of a Listed Event, in addition to that which is required by this Disclosure
Certificate. If the Issuer chooses to include any information in any Annual Report or
notice of occurrence of a Listed Event in addition to that which is specifically required by
this Disclosure Certificate, the Issuer shall have no obligation under this Certificate to
update such information or include it in any future Annual Report or notice of occurrence
of a Listed Event.
. In the event of a failure of the Issuer to comply with any
SECTION 10. Default
provision of this Disclosure Certificate, any Holder or Beneficial Owner of the Bonds
may take such actions as may be necessary and appropriate, including seeking mandate or
specific performance by court order, to cause the Issuer to comply with its obligations
under this Disclosure Certificate. Direct, indirect, consequential and punitive damages
shall not be recoverable by any person for any default hereunder and are hereby waived
6
to the extent permitted by law. A default under this Disclosure Certificate shall not be
deemed an event of default under the Resolution, and the sole remedy under this
Disclosure Certificate in the event of any failure of the Issuer to comply with this
Disclosure Certificate shall be an action to compel performance.
SECTION 11. Duties, Immunities and Liabilities of Dissemination Agent. The
Dissemination Agent shall have only such duties as are specifically set forth in this
Disclosure Certificate, and the Issuer agrees to indemnify and save the Dissemination
Agent, its officers, directors, employees and agents, harmless against any loss, expense
and liabilities which it may incur arising out of or in the exercise or performance of its
powers and duties hereunder, including the costs and expenses (including attorneys’ fees)
of defending against any claim of liability, but excluding liabilities due to the
Dissemination Agent's negligence or willful misconduct. The obligations of the Issuer
under this Section shall survive resignation or removal of the Dissemination Agent and
payment of the Bonds.
SECTION 12. Beneficiaries. This Disclosure Certificate shall inure solely to the
benefit of the Issuer, the Dissemination Agent, the Participating Underwriters and
Holders and Beneficial Owners from time to time of the Bonds, and shall create no rights
in any other person or entity.
Date: __________ day of _______________, 2011.
CITY OF DUBUQUE, IOWA
By:
Mayor
ATTEST:
By:
City Clerk
7
EXHIBIT A
NOTICE TO NATIONAL REPOSITORY OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: City of Dubuque, Iowa.
Name of Bond Issue: $1,590,000 Taxable General Obligation Bonds, Series 2011B
Dated Date of Issue: September 1, 2011
NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report
with respect to the above-named Bonds as required by Section 3 of the Continuing
Disclosure Certificate delivered by the Issuer in connection with the Bonds. The Issuer
anticipates that the Annual Report will be filed by ____________________.
Dated: __________ day of _______________, __________.
CITY OF DUBUQUE, IOWA
By:
Its:
00805814-1\10422-125
OFFICIAL BID FORM
TO: City Council ofSale Date: August 1, 2011
City of Dubuque, Iowa11:00 AM Central Time
RE: $6,330,000* General Obligation Bonds, Series 2011A (the “Series 2011A Bonds”).
For all or none of the Series 2011A Bonds, in accordance with the TERMS OF OFFERING, we will pay you
$_______________________ (not less than $6,266,700) plus accrued interest to date of delivery for fully registered bonds
bearing interest rates and maturing in the stated years as follows:
_________% due 2013 ___________% due 2023
_________% due 2014 ___________% due 2024
_________% due 2015 ___________% due 2025
_________% due 2016 ___________% due 2026
_________% due 2017 ___________% due 2027
_________% due 2018 ___________% due 2028
_________% due 2019 ___________% due 2029
_________% due 2020 ___________% due 2030
_________% due 2021 ___________% due 2031
_________% due 2022
* Preliminary; subject to change. The City reserves the right to increase or decrease the aggregate principal amount
of the Series 2011A Bonds. Such change will be in increments of $5,000 and may be made in any of the
maturities. The purchase price will be adjusted proportionately to reflect any change in issue size.
In making this offer we accept all of the terms and conditions of the TERMS OF OFFERING published in the Preliminary
Official Statement dated July __, 2011. In the event of failure to deliver the Series 2011A Bonds in accordance with the
TERMS OF OFFERING as printed in the Preliminary Official Statement and made a part hereof, we reserve the right to
withdraw our offer. All blank spaces of this offer are intentional and are not to be construed as an omission.
Not as a part of our offer, the above quoted prices being controlling, but only as an aid for the verification of the offer, we
have made the following computations:
NET INTEREST COST: $_________________________
TRUE INTEREST COST: _________________________% (Dated date September 1, 2011)
Account Manager: ___________________________________By: _________________________________
Account Members:
________________________________________________________________________________________
st
The foregoing offer is hereby accepted by and on behalf of the City Council of the City of Dubuque, Iowa this 1 day of
August, 2011.
Attest: _________________________________ By: ________________________________________
Title: __________________________________ Title: _______________________________________
ø̸· °¿¹» ¸¿ ¾»»² ´»º¬ ¾´¿²µ ·²¬»²¬·±²¿´´§ò÷
OFFICIAL BID FORM
TO: City Council ofSale Date: August 1, 2011
City of Dubuque, Iowa11:00 AM Central Time
RE: $1,590,000* Taxable General Obligation Bonds, Series 2011B (the “Series 2011B Bonds”).
For all or none of the Series 2011B Bonds, in accordance with the TERMS OF OFFERING, we will pay you
$______________________ (not less than $1,574,100) plus accrued interest to date of delivery for fully registered bonds
bearing interest rates and maturing in the stated years as follows:
_________% due 2013 ___________% due 2020
_________% due 2014 ___________% due 2021
_________% due 2015 ___________% due 2022
_________% due 2016 ___________% due 2023
_________% due 2017 ___________% due 2024
_________% due 2018 ___________% due 2025
_________% due 2019 ___________% due 2026
*
Preliminary; subject to change. The City reserves the right to increase or decrease the aggregate principal amount
of the Series 2011B Bonds. Such change will be in increments of $5,000 and may be made in any of the
maturities. The purchase price will be adjusted proportionately to reflect any change in issue size.
In making this offer we accept all of the terms and conditions of the TERMS OF OFFERING published in the Preliminary
Official Statement dated July __, 2011. In the event of failure to deliver the Series 2011B Bonds in accordance with the
TERMS OF OFFERING as printed in the Preliminary Official Statement and made a part hereof, we reserve the right to
withdraw our offer. All blank spaces of this offer are intentional and are not to be construed as an omission.
Not as a part of our offer, the above quoted prices being controlling, but only as an aid for the verification of the offer, we
have made the following computations:
NET INTEREST COST: $_________________________
TRUE INTEREST COST: _________________________% (Dated date September 1, 2011)
Account Manager: ___________________________________By: _________________________________
Account Members:
________________________________________________________________________________________
st
The foregoing offer is hereby accepted by and on behalf of the City Council of the City of Dubuque, Iowa this 1 day of
August, 2011.
Attest: _________________________________ By: ________________________________________
Title: __________________________________ Title: _______________________________________