General Obligation and Urban Renwal Bonds Series 2012 A, 2012 B Directing AdvertisementMasterpiece on the Mississippi
January 9, 2012
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
Dubuque
kard
All- America City
'I'll®,
2007
SUBJECT: Proceedings to Direct Advertisement for Sale of $4,380,000 General
Obligation Urban Renewal Bonds, Series 2012A and $7,495,000 General
Obligation Bonds, Series 2012B and Approval of Electronic Bidding
Procedures
Budget Director Jennifer Larson recommends advertisement for the sale of the
$4,380,000 General Obligation Urban Renewal Bonds, Series 2012A and $7,495,000
General Obligation Bonds, Series 2012B and approval of the electronic bidding
procedures.
The Series 2012A bonds will provide $4,300,000 to pay costs associated with the
construction of an intermodal transportation center. The City has received a State of
Good Repairs grant for $8 million for the construction of the intermodal transportation
center which has a 30% local match requirement ($3.4 million). The amount included in
this borrowing for the intermodal transportation center is $900,000 more than the
required local match due to including a 25% contingency in the project cost.
The Series 2012B bonds will provide $3,400,000 to pay costs of street improvements
related to East 7th and Commercial Street reconstruction and related improvements.
The East 7th Street and Commercial Street reconstruction is a $4.1 million project, with
$680,892 paid through a State of Iowa Department of Transportation Revitalize Iowa's
Sound Economy (RISE) grant. This will connect downtown Dubuque to the Historic
Millwork District and the Port of Dubuque with a connection from the railroad underpass
near the Shot Tower on the east to near the Iowa Street parking ramp on the west. In
addition, $1,725,000 is intended to provide funds to pay costs of two -way street traffic
conversion from 9th to 11th Streets. Converting the streets to two -way from 9th to 11th
Streets will better accommodate all modes of transportation including pedestrians,
bicycles and buses, allow for greater vehicular access to businesses that locate in the
Historic Millwork District and strengthen transportation connections to the Central
Business District. Of the bond amount, $350,000 is intended to provide funds to pay
overages of Historic Millwork District "complete streets" improvements caused by
additional work needing to be performed on 9th and 10th Streets due to the street
pavement being in very poor condition. Finally, $1,950,000 is intended to provide funds
for the refunding and refinancing of the General Obligation Capital Loan Notes, Series
2010F, dated September 20, 2010 which were issued as a short -term borrowing for the
construction of the bridges of Lower Bee Branch.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Michael C. Van Milligen
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
knerd
All-America City
'I'll®,
2007
SUBJECT: Proceedings to Direct Advertisement for Sale of $4,380,000 General
Obligation Urban Renewal Bonds, Series 2012A and $7,495,000 General
Obligation Bonds, Series 2012B and Approval of Electronic Bidding
Procedures
DATE: January 9, 2012
INTRODUCTION
The purpose of this memorandum is to recommend the advertisement for the sale of the
$4,380,000 General Obligation Urban Renewal Bonds, Series 2012A and $7,495,000
General Obligation Bonds, Series 2012B and approval of the electronic bidding
procedures.
DISCUSSION
The Series 2012A bonds will provide $4,300,000 to pay costs associated with the
construction of an intermodal transportation center. The City has received a State of
Good Repairs grant for $8 million for the construction of the intermodal transportation
center which has a 30% local match requirement ($3.4 million). The amount included in
this borrowing for the intermodal transportation center is $900,000 more than the
required local match due to including a 25% contingency in the project cost. In addition,
the City has applied for a Transit Investments for Greenhouse Gas and Energy
Reduction (TIGGER) grant, Bus Livability grant and Transportation Investment
Generating Economic Recovery (TIGER) grant for the remaining cost of the intermodal
transportation center. The intermodal transportation center will be a transit central hub
for passenger rail, buses and taxis and provide a parking structure with 253 -300 parking
stalls. The final design on the intermodal transportation center will be completed in early
2012, construction bids completed in the spring 2012, and start of construction in
summer 2012 with completion in summer 2013.
The Series 2012B bonds will provide $3,400,000 to pay costs of street improvements
related to East 7th and Commercial Street reconstruction and related improvements.
The East 7th Street and Commercial Street reconstruction is a $4.1 million project, with
$680,892 paid through a State of Iowa Department of Transportation Revitalize Iowa's
Sound Economy (RISE) grant. This will connect downtown Dubuque to the Historic
Millwork District and the Port of Dubuque with a connection from the railroad underpass
near the Shot Tower on the east to near the Iowa Street parking ramp on the west. In
addition, $1,725,000 is intended to provide funds to pay costs of two -way street traffic
conversion from 9th to 11th Streets. Converting the streets to two -way from 9th to 11th
Streets will better accommodate all modes of transportation including pedestrians,
bicycles and buses, allow for greater vehicular access to businesses that locate in the
Historic Millwork District and strengthen transportation connections to the Central
Business District. Of the bond amount, $350,000 is intended to provide funds to pay
overages of Historic Millwork District "complete streets" improvements caused by
additional work needing to be performed on 9th and 10th Streets due to the street
pavement being in very poor condition. Finally, $1,950,000 is intended to provide funds
for the refunding and refinancing of the General Obligation Capital Loan Notes, Series
2010F, dated September 20, 2010 which were issued as a short -term borrowing for the
construction of the bridges of Lower Bee Branch.
The bond sale will be held on February 6, 2012. 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
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
WILLIAM J. NOTH
wnath @ahlerslaw.com
January 9, 2012
Ms. Jenny Larson
Budget Director
City of Dubuque
50 West 13th Street
Dubuque, Iowa 52001 •
Direct Dial:
(515)246 -0332
RE: $4,380,000 General Obligation Urban Renewal Bonds, Series 2012A
$7,495,000 General Obligation Bonds, Series 2012B
Dear Ms. Larson:
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 February 6, 2012. The
Notice also assumes that the Council will meet at 6:30 P.M. on February 6, 2012 to
award the Bonds to the best bidders. If any of those details need to be revised, please let
me know so that the Notice and proceedings can be revised accordingly.
The proceedings assume 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 may be
held at any time, but not less than four days following the date of the last publication. An
extra copy of the notice is enclosed for use by the newspaper.
January 9, 2012
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 the Finance Director to
complete the draft document, and thereafter authorizes its distribution in connection with
the offering of the Bonds to the public.
As always, an extra copy of the proceedings is enclosed to be completed as the
original and certified back to this office for our transcript of the action taken, together
with publisher's affidavit covering publication of the Notice of Bond Sale.
If any questions arise, please keep me advised.
Very truly yours,
William J. Noth
WJN:dc
encl.
cc: Ken TeKippe (w /encl.)
Tionna Pooler (w /encl.)
00829648 -1 \ 10422 -130
CERTIFICATE
STATE OF IOWA
) SS
COUNTY OF DUBUQUE
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 BOND SALE
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:
January 20 , 2012.
WITNESS my official signature at Dubuque, Iowa, this 18th day of
January , 2012.
City C ' r , City of D buque, Iowa
r. L
(This Notice to be posted)
NOTICE AND CALL OF PUBLIC MEETING
Governmental Body: The City Council of Dubuque, Iowa.
Date of Meeting: January 17 , 2012.
Time of Meeting: 6:30 o'clock P .M.
Place of Meeting: Historic Federal Building, 350 West 6th Street, Dubuque,
Iowa.
PUBLIC NOTICE IS HEREBY GIVEN that the above mentioned governmental body
will meet at the date, time and place above set out. The tentative agenda for said meeting
is as follows:
$4,380,000 General Obligation Urban Renewal Bonds, Series 2012A
$7,495,000 General Obligation Bonds, Series 2012B
Resolution directing the advertisement of Bonds for sale, approving electronic
bidding procedures and authorizing distribution of a Preliminary Official
Statement
Such additional matters as are set forth on the additional 7 page(s) attached
hereto. (number)
This notice is given at the direction of the Mayor pursuant to Chapter 21, Code of
Iowa, and the local rules of said governmental body.
At; zre-xerz.z0
City erk, Dubuque, Iowa
January 17, 2012
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 Pro -Tem Ric W. Jones in the chair, and the following named
Council Members:
Mayor Roy Buol (via phone), Joyce Connors, Kevin Lynch, David Resnick,
Lynn Sutton
Absent: Karla Braig
* * * * * * * *
1
Council Member Connors introduced the following Resolution entitled
"RESOLUTION DIRECTING THE ADVERTISEMENT FOR SALE OF $4,380,000
GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2012A AND
$7,495,000 GENERAL OBLIGATION BONDS, SERIES 2012B, APPROVING
ELECTRONIC BIDDING PROCEDURES, AND AUTHORIZING DISTRIBUTION
OF A PRELIMINARY OFFICIAL STATEMENT" and moved its adoption. Council
Member Lynch seconded the Resolution to adopt. The roll was called and the vote was,
AYES: Buol, Connors, Jones, Lynch, Resnick, Sutton
NAYS:
Whereupon, the Mayor declared the resolution duly adopted as follows:
RESOLUTION NO. 19-12
RESOLUTION DIRECTING THE ADVERTISEMENT FOR SALE OF
$4,380,000 GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES
2012A AND $7,495,000 GENERAL OBLIGATION BONDS, SERIES 2012B,
APPROVING ELECTRONIC BIDDING PROCEDURES, AND AUTHORIZING
DISTRIBUTION OF A PRELIMINARY OFFICIAL STATEMENT
WHEREAS, the City of Dubuque, Iowa (the "City ") is in need of funds to pay
costs of the construction, reconstruction and repair of street, sidewalk and streetscape
improvements, including those costs associated with the East 7th and Commercial Street
reconstruction and related improvements, two -way street traffic conversions, and Historic
Millwork District "complete streets" improvements, and the refunding and refinancing of
the General Obligation Capital Loan Notes, Series 2010F, dated September 20, 2010,
essential corporate purpose projects, and it is deemed necessary and advisable that the
City issue general obligation bonds for said purpose in the amount of not to exceed
$9,000,000 as authorized by Section 384.25 of the 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
2
WHEREAS, the City also is in need of funds to pay costs of aiding in the
planning, undertaking and carrying out of urban renewal project activities under the
authority of Chapter 403 of the Code of Iowa and the Amended and Restated Urban
Renewal Plan for the Greater Downtown Urban Renewal District, including those costs
associated with the construction of an intermodal transportation center, 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 $5,000,000 as authorized by Sections 403.12
and 384.24(3)(q) of the Code of Iowa; and
WHEREAS, pursuant to notice published as required by Sections 403.12 and
384.24(3)(q) this Council has held a public meeting and hearing upon the proposal to
institute proceedings for the issuance of the above described Bonds, and no petitions were
filed calling for an election thereon and all objections, if any, to such Council action
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.
3
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF DUBUQUE, IOWA:
Section 1. That the receipt of electronic bids for the Bonds hereinafter described
by facsimile machine and through the PARITY competitive bidding system described in
the Notice of Bond Sale described herein 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
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.
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 6th day of February, 2012, 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:
4
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 6th
day of February, 2012. 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 URBAN RENEWAL BONDS, SERIES 2012A, in the
amount of$4,380,000, to be dated the date of delivery.
• GENERAL OBLIGATION BONDS, SERIES 2012B, in the amount of
$7,495,000, 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.
5
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)
6
PASSED AND APPROVED this 17th day of
January , 2012.
ATTEST:
CERTIFICATE
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.
WITNESS my hand and the seal of said Municipality hereto affixed this 18th
day of January , 2012.
City
r1
rk, Dubuque, Iowa
8
PRELIMINARY OFFICIAL STATEMENT DATED JANUARY _, 2012
New Issues Rating: Application Made
oAssuming 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 2012A and Series 2012B Bonds will be excluded from
gross income for federal income tax purposes, (ii) interest on the Series 2012A and Series 2012B 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 2012B Bonds WILL be
• taken into account in determining adjusted current earnings for the purpose of computing the alternative minimum tax imposed on corporations, but such interest
will NOT be taken into account for such purposes in the case of the Series 2012A Bonds. For certain holders of the 2012A Bonds, subject to applicable limitations,
interest on the 2012A Bonds will be exempt from the State of Iowa income taxes imposed by Division II (Personal Net Income Tax) and Division III (Business Tax on
a �
Corporations) of Chapter 422 of the Code of Iowa. The Series 2012A Bonds and Series 2012B Bonds will NOT be designated as "qualified tax - exempt obligations".
See "TAX EXEMPTION AND RELATED CONSIDERATIONS" and "TAX MATTERS" herein for a more detailed discussion.
a • y
0
CITY OF DUBUQUE, IOWA
o�
$4,380,000* General Obligation Urban Renewal Bonds, Series 2012A
s $7,495,000* General Obligation Bonds, Series 2012B
BIDS RECEIVED: Monday, February 6, 2012, 11:00 o'clock A.M., Central Time
• o AWARD: Monday, February 6, 2012, 6:30 o'clock P.M. , Central Time
o
c',1 ' Dated: Date of Delivery (March 15, 2012) cipal Due: June 1 as shown inside front cover
o.'
•?, The $4,380,000* General Obligation Urban Renewal Bonds, Series 2012A (the "Series 2012A Bonds ") and the $7,495,000* General
1 o Obligation Bonds, Series 2012B (the "Series 2012B Bonds ") (collectively the `Bonds ") are being issued pursuant to Division III of
F , Chapter 403 and Chapter 384 of the Code of Iowa, and resolutions to be adopted by the City Council of the City of Dubuque, Iowa (the
• s o "City "). Proceeds of the Series 2012A Bonds will be used to provide funds to pay the costs of aiding in the planning, undertaking and
2 o carrying out of urban renewal project activities under the authority of Chapter 403 of the Code of Iowa®and the Amended and Restated
o Urban Renewal Plan for the Greater Downtown Urban Renewal District, including those costs associated with the construction of an
3 i .11
intermodal transportation center. Proceeds of the Series 2012B Bonds will be used to pay the costs of the construction, reconstruction and
8 repair of street, sidewalk and streetscape improvements, including those costs associated with the East 7th and Commercial Street
. g reconstruction and related improvements, two -way street traffic conversions, and ' Historic Millwork District "complete streets"
improvements, and the refunding and refinancing of the General Obligation Capital Loan Notes, Series 2010F, dated September 20, 2010.
o q, 1. The Bonds will be general obligations of the Ci for which the City will .ledge its .ower to levy direct ad valorem taxes to the repayment
o 5 of the Bonds.
oThe Bonds will be issued as fully registered Bond thout coup.ns and, when issued, will be registered in the name of Cede & Co., as
i , o nominee of The Depository Trust Company ( "DTC "). DTC will act as securities depository for the Bonds. Individual purchases may be
.c I 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
g "Registrar ") will pay principal and interest on the Bonds to DTC, which will in turn remit such principal and interest to its participants for
• a subsequent disbursements to the beneficial owners of the Bonds as described herein. Interest and principal shall be paid to the registered
0' holder of a note as shown on the records of ownershi aintained by the Registrar on the 15th day of the month preceding the interest
m b payment date (the "Record Date ").
ti U 2
I O
� .' THE BONDS WILL MATURE AS LISTED ON THE INSIDE FRONT COVER
:65 li ' Q '5
E 1 ° SERIES 2012A BONDS SERIES 2012B BONDS
o 5 MINIMUM BID: $4,336,200 $7,420,050
g GOOD FAITH DEPOSIT: Required of Purchaser Only Required of Purchaser Only
ww
.5 o TAX MATTERS: Federal: Tax - Exempt Federal: Tax - Exempt
'C g State: Tax - Exempt State: Taxable
g .?, . See "TAX EXEMPTION AND RELATED See "TAX EXEMPTION AND RELATED
-o o CONSIDERATIONS" for more information. CONSIDERATIONS" for more information.
-4w
c, :I t 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 March 15, 2012. 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
.`g o .5 other information required by law, and shall constitute a "Final Official Statement" of the City with respect to the Bonds, as defined in
g .° Rule 15c2 -12.
P. 0
. .P * Preliminary; subject to change.
H a ..E
MATURITY:
CITY OF DUBUQUE, IOWA
$4,380,000* General Obli2ation Urban Renewal Bonds, Series 2012A
June 1 as follows:
Year Amount* Year Amount*
2013 $170,000 2023 $230,000
2014 195,000 2024 235,000
2015 200,000 2025 240,000
2016 200,000 2026 250,000
2017 205,000 2027 260,000
2018 205,000 2028 265,000
2019 210,000 2029 275,000
2020 215,000 2030 285,000
2021 220,000 2031 295,000
2022 225,000
* PRINCIPAL
ADJUSTMENT: Preliminary; subject to change. The City reserves the t to increase or decrease the aggregate
principal amount of the Series 2012A Bonds. Such change will be in increments of $5,000 and may be
made in any of the maturities. The urchase price will be adjusted proportionately to reflect any change
in issue size.
INTEREST: December 1, 2012 and semiannually ther
REDEMPTION: The Series 2012A Bonds due after June 1, 2020 will be subject to call prior to maturity in whole, or
from time to time in part, in any order of maturity and within a maturity by lot on said date or on any
date thereafter at the option of the City, upon terms of par plus accrued interest to date of call. Notice
of such call shall be given at least thirty (30) days prior to the date fixed for redemption to the registered
owners of the Series 2012A Bonds to be redeemed at the address shown on the registration books.
MATURITY:
June 1 as
Year
201
201
2015
2016
2017
2018
2019
2020
2021
2022
* PRINCIPAL
ADJUSTMENT: Preliminary; subject to change. The City reserves the right to increase or decrease the aggregate
principal amount of the Series 2012B 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.
$7,495,00 General Obli2ation Bonds, Series 2012B
Amount*
$295,000
335,000
340,000
345,000
350,000
55,000
60,000
5,000
70,000
385,000
Year Amount*
2023 $390,000
2024 405,000
2025 410,000
2026 425,000
2027 440,000
2028 460,000
2029 470,000
2030 490,000
2031 505,000
INTEREST: December 1, 2012 and semiannually thereafter.
REDEMPTION: The Series 2012B Bonds due after June 1, 2020 will be subject to call prior to maturity in whole, or
from time to time in part, in any order of maturity and within a maturity by lot on said date or on any
date thereafter at the option of the City, upon terms of par plus accrued interest to date of call. Notice of
such call shall be given at least thirty (30) days prior to the date fixed for redemption to the registered
owners of the Series 2012B Bonds to be redeemed at the address shown on the registration books.
COMPLIANCE WITH S.E.C. RULE 15c2 -12
Municipal obligations (issued in an aggregate amount over $1,000,000) are subject to General Rules and Regulations,
Securities Exchange Act of 1934, Rule 15c2 -12 Municipal Securities Disclosure.
Preliminary Official Statement: This Preliminary Official Statement was prepared for the City for dissemination to
prospective bidders. Its primary purpose is to disclose information regarding the Bonds to prospective bidders in the
interest of receiving competitive bids in accordance with the 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. (the "Financial Advisor ") 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 wi horize the preparation of a
Final Official Statement that includes the offering prices, interest rates, aggregate prince ount, principal amount
per maturity, anticipated delivery date and other information required by law and the iden f the underwriter (the
"Syndicate Manager ") and syndicate members. ies 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 of er person has bees authors ° +'b e 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 the Financial Advisor payable entirely by the City is contingent upon the sale of the issues.
TABLE OF CONTENTS
NOTICE OF BOND SALE
TERMS OF OFFERING ii
SCHEDULES OF BOND YEARS vii
INTRODUCTION 1
AUTHORITY AND PURPOSE 1
OPTIONAL REDEMPTION OF THE SERIES 2012A BONDS; INTEREST ON THE SERIES 2012A BONDS 2
OPTIONAL REDEMPTION OF THE SERIES 2012B BONDS; INTEREST ON THE SERIES 2012B BONDS 2
PAYMENT OF AND SECURITY FOR THE BONDS 2
BOOK - ENTRY -ONLY ISSUANCE 2
FUTURE FINANCING 4
LITIGATION 4
DEBT PAYMENT HISTORY 5
LEGALITY 5
TAX EXEMPTION AND RELATED CONSIDERATIONS 5
RELATED TAX MATTERS 7
CHANGES IN FEDERAL AND STATE TAX LAW 7
RATING; FINANCIAL ADVISOR 8
CONTINUING DISCLOSURE 8
CERTIFICATION 9
CITY PROPERTY VALUES 10
IOWA PROPERTY VALUATIONS 10
1/1/2010 VALUATIONS (Taxes Payable July 1, 2011 to . ne 30, 2012) 10
2010 GROSS TAXABLE VALUATION BY CLASS OF I' 'ERTY 10
TREND OF VALUATIONS; LARGER TAXPAYERS .... 11
LEGISLATION 12
CITY INDEBTEDNESS 13
DEBT LIMIT 13
DIRECT DEBT 14
OTHER DEBT 18
INDIRECT GENERAL OBLIGAT DEBT 19
DEBT RATIOS 19
LEVIES AND TAX COLLECTIONS 19
TAX RATES; LEVY LIMITS . 20
FUNDS ON HAND (Cash and Investments as ember 31, 2011) 20
THE CITY 21
CITY GOVERNMENT 21
EMPLOYEES AND PENSIONS; OTHER POST EMPLOYMENT BENEFITS; UNION CONTRACTS 21
INSURANCE 22
GENERAL INFORMATIO 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 - FORMS OF LEGAL OPINIONS
APPENDIX B - JUNE 30, 2011 COMPREHENSIVE ANNUAL FINANCIAL REPORT
APPENDIX C - FORMS OF CONTINUING DISCLOSURE CERTIFICATES
OFFICIAL BID FORMS
Roy Buol
Ric Jones
David Resnick
Kevin Lynch
Karla Braig
Joyce Connors
Lynn Sutton
City of Dubuque, Iowa
Mayor & City Council
Mayor
Council Member
Council Member
Council Member
Council Member
Council Member
Council Member
— At Large
— At Large
— Ward One
— Ward Two
— Ward Three
— Ward Four
Initial Term
1994 1)
2005
2008
2005
5
11
Current Term Expires
2013
2013
2015
2013
2015
2013
2015
1) Roy Buol served on the City Council as Council M- ! ° - — Two from 1994 -2005 prior to
this election as Mayor in 2005.
Ad tration
Michael Van Milligen, City Manager
Cindy Steinhauser, Assistant City Manager
Teri Goodmann, Assistant City Manager
Ken TeKippe, Finance Director
Jenny Larson, Budget Directo
Kevi , stahl,_eQ Clerk
City ey
Barry A. mdahl
Rubuque, Iowa
and 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 6th day of
February, 2012. 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 URBAN RENEWAL BONDS, SERIES 2012A, in the amount of $4,380,000, to be dated the date of
delivery.
GENERAL OBLIGATION BONDS, SERIES 2012B, in the amount of $7,495,0, to be dated the date of delivery.
(together, the "Bonds")
Adjustment of Principal Amounts. The Issuer reserves the right to increa decrease the egate 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 W 1 be received•by any of the following methods:
J j
Sealed Bidding: Sealed bids may be submitted and will be received at the office of the Finance ector, 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 compe bidding system.
Electronic Facsimile Bidding: Electronic facsimile bids will be received at the o e of the Finance Director, Dubuque, Iowa
(facsimile number: (56 89 -0890 or (5631690 -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 Statemen o informatidn pertaining to the Bonds to be offered, including a statement
of the Terms of pffering and an Official Bid Form for each series, which is incorporated by reference as a part of this notice. The Official
Statement may b't 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 old 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
1
TERMS OF OFFERING
CITY OF DUBUQUE, IOWA
Bids for the purchase of the $4,380,000* General Obligation Urban Renewal Bonds, Series 2012A and the
$7,495,000* General Obligation Bonds, Series 2012B (collectively, the "Bonds ") will be received on Monday,
February 6, 2012 until 11:00 o'clock A.M. Central Time after which time they will be tabulated. Questions regarding
the sale of the Bonds should be directed to the Finance Director at (563) 589 -4133. The City Council will consider
award of the Bonds at 6:30 o'clock P.M. Central Time, on the same day. In addition to the provisions of the official
NOTICE OF BOND SALE, this section sets forth the description of certain of the terms 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 2012A BONDS
GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2012A (the "Series 2012A Bonds "), in the
principal amount of $4,380,000* to be dated the date of delivery March 15, 012) in the denomination of $5,000 or
multiples thereof, will mature June 1, as follows:
Year Amount* ear
2013 $170,000 2023
2014 195,000 2024
2015 200,000 2025
2016 200,00 2026
2017 205,00 2027
2018 205,001 2028
2019 210,001 2029
2020 215,000 2030
2021 220,000 2031
2022 225,000
A ount*
$230,000
235,000
240,000
250,000
260,000
265,000
275,000
000
5.000
* Preliminary; subject to change. The City reserves the right to increase or decrease the aggregate principal
amount of the Series 2012A Bonds. Such change will be in increments of $5,000 and may be made in any of
Atirhe maturities. The purchase price will be adjusted proportionately to reflect any change in issue size.
OPTIONAL REDEMPTION OF THE SERIES 2012A BONDS
The Series 2012A Bonds due after June 1, 2020 will be subject to call prior to maturity in whole, or from time to time
in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the
City, upon terms of par plus accrued interest to date of call. Notice of such call shall be given at least thirty (30) days
prior to the date fixed for redemption to the registered owners of the Series 2012A Bonds to be redeemed at the
address shown on the registration books.
EREST ON THE SERIES 2012A BONDS
Interest on the Series 2012A Bonds will be payable on December 1, 2012 and semiannually on the 1St day of June and
December thereafter. Interest and principal shall be paid to the registered holder of a note as shown on the records of
ownership maintained by the Registrar on the 15t'' 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 2012B BONDS
GENERAL OBLIGATION BONDS, SERIES 2012B (the "SERIES 2012B Bonds "), in the principal amount of
$7,495,000* to be dated the date of delivery (March 15, 2012) in the denomination of $5,000 or multiples thereof, will
mature June 1, as follows:
Year Amount* Year Amount*
2013 $295,000 2023 $390,000
2014 335,000 2024 405,000
2015 340,000 2025 410,000
2016 345,000 2026 425,000
2017 350,000 2027 440,000
2018 355,000 2028 460,000
2019 360,000 202• 470,000
2020 365,000 2030 , 90,000
2021 370,000 31 1 000
2022 385,000
* Preliminary; subject to change. The City serves the right to increase
amount of the Series 2012B Bonds. Such change will be in increments of $5,
the maturities. The purchase p ' ill be adjusted proportionately to reflect any
ease the aggregate principal
nd may be made in any of
e in issue size.
OPTIONAL RED PTION OF THE SERIES 2012B BONDS
The Series 2012B Bonds due after June 1, 2020 will be su o call prior to maturity in whole, or from time to time
in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the
City, upon terms of par plus accrued interest to date of call. Notice of such call shall be given at least thirty (30) days
prior to the date fixed for redemption to the registered owners of the Series 2012B Bonds to be redeemed at the address
shown on the registration books.
INTEREST I E S 2012B BONDS
Interest on the Series 2012B • ds will be payable on i ° .er 1, 2012 and semiannually on the 1St day of June and
December thereafter. Interest and principal shall be paid to the registered holder of a note as shown on the records of
ownership maintained by the Registrar on the 15t'' 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 Mucipal Securi s Rulemaking Board.
GOOD FAITH DEPOSITS
A good faith deposit in the amoun f $43,800 for the Series 2012A Bonds ( "the Series 2012A Deposit ") and $74,950
for the Series 2012B Bonds ( "the Series 2012B Deposit ") is required from the lowest bidder only of each series of the
Bonds. 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 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(s) "). The Series 2012A Deposit and the Series 2012B Deposit will be applied to the
purchase price of the respective series of Bonds. In the event a Purchaser fails to honor its accepted bid proposal, any
deposit will be retained by the City.
FORM OF BIDS AND AWARD
All bids shall be unconditional for each series of the Bonds for a price not less than $4,336,200 for the Series 2012A
Bonds and $7,420,050 for the Series 2012B 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. Bids must be submitted on or in
substantial compliance with the OFFICIAL BID FORM provided by the City. The Bonds will be awarded to the
bidder offering the lowest interest rate to be determined on a true interest cost (the "TIC ") basis assuming compliance
with the "GOOD FAITH DEPOSITS" section. The TIC shall be determined by the present value method, i.e., by
ascertaining the semiannual rate, compounded semiannually, necessary to discount to present value as of the dated date
of the Bonds, the amount payable on each interest payment date and on each stated maturity date or earlier mandatory
redemption, so that the aggregate of such amounts will equal the aggregate purchase price offered therefore. The TIC
shall be stated in terms of an annual percentage rate and shall be that rate of interest, which is twice the semiannual
rate so ascertained (also known as the Canadian Method). The TIC shall be as determined by the 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 id 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 mus ear the same erest rate. For each respective series,
each annual maturity must bear a single rate of interest from the d date of the Bonds to the date of
maturity.
2. Rates of interest bid mu n mul
s of one-el or one - twentieth of one percent.
3. For each respective series, eac ra e o m Brest 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.
CEIPT OF BIDS
Forms of Bids: Bids must be submitt on or in stantial compliance with the NOTICE OF BOND SALE and
OFFICIAL BID FORM provided by the City or PARITY® competitive bidding system (the "Internet Bid System ").
The City shall not be responsible for malfunction or mistake made by any person, or as a result of the use of an
electronic bid or the means used to deliver or complete a bid. The use of such facilities or means is at the sole risk of
the prospective bidder who shall'be bound by the terms of the bid as received.
No bid will be accepted after the time specified in the NOTICE OF BOND SALE. The time as maintained by the
Internet Bid System shall constitute the official time with respect to all bids submitted. A bid may be withdrawn
before the bid deadline using the same method used to submit the bid. If more than one bid is received from a bidder,
the last bid received shall be considered.
Sealed Bidding: Sealed bids may be submitted and will be received at the office of the City Finance Director, 50 W.
13th Street, Dubuque, Iowa 52001.
Electronic Internet Bidding: Electronic internet bids must be submitted through the Internet Bid System. Information
about the Electronic Internet Bid System may be obtained by calling (212) 404 -8102.
iv
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 NOTICE OF
BOND SALE 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 NOTICE OF BOND SALE and OFFICIAL BID FORM shall control in the event
of conflict with information provided by the Internet Bid System.
Electronic Facsimile Bidding: Electronic facsimile bids will be received at the office of the City Finance Director, 50
W. 13t1 Street, Dubuque, Iowa 52001 (facsimile number: (563) 589 -0890 or (563) 690 - 6689). Electronic facsimile bids
will be sealed and treated as sealed bids.
BOOK - ENTRY -ONLY ISSUANCE
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; tr sfer 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 o ery of the Bonds, will be required to deposit the bond certificates
with DTC.
MUNICIPAL BOND RANCE AT PURCHASER'S OPTION
If the Bonds qualify for issuance o any policy of m icipal 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.N Any other rating agency fees shall be the responsibility of
the Purchaser(s). ailure of the municipal bond insurer to issue the policy after the Bonds have been awarded to the
Purchaser(s) shal not constitute cause for failure or refusal by the Purchaser(s) to accept delivery on the Bonds. The
City reserves the right in its sole discretion to accept or deny changes to the financing documents requested by the
insurer selected e Purchaser.
ELIVERY
The Bonds will be deliver to the Purchaser(s) via Fast Automated Securities Transfer ( "FAST ") delivery with the
Registrar holding the Bonds on behalf of DTC, against full payment in immediately available cash or federal funds.
The Bonds are expected to be delivered within forty -five days after the sale. Should delivery be delayed beyond sixty
days from the date of sale for any reason except failure of performance by the Purchaser(s), the Purchaser(s) may
withdraw their bid and thereafter their interest in and liability for the Bonds will cease. When the Bonds are ready for
delivery, the City will give the Purchaser(s) five working days notice of the delivery date and the City will expect
payment in full on that date, otherwise reserving the right at its option to determine that the Purchaser(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
v
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 t, 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
each series of the Bonds are awarded up to 30 copies for the Series 2012A Bonds and up to 30 copies for the Series
2012B 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 ity, (i) it shall accept such
designation and (ii) it shall enter into a contractual relationship with all Participating erwriters of the Bonds for
purposes of assuring the receipt by each such Participating Underwrite) of the Final Official tement.
CONTIN NG DISCLOSURE
In order to assist bidders in complying with paragraph (b)(5) of Rule 15c2 -12 promulgated by the Securities and
Exchange Commission under the Securities Exchange Act of 1934, as amended, the City will undertake, pursuant to
the resolution for the Bonds and the Continuing Disclosure Certificate for the Bonds, to provide certain annual
financial information and notices of the occurrence of certain material events. A description of these undertakings is
set forth in APPENDIX C of this Preliminary Official Statement. The City will deliver the Continuing Disclosure
Certificate at closing, and any failure on the part of the City to deliver the same shall relieve the Purchaser of its
obligation to purchase the Bonds. The City has complied in all material respects with its previous continuing
disclosure undertaking j
CUSIP NUMBERS
It is anticipated th Committee oii Uniform ecurity Identification Procedures ( "CUSIP ") numbers will be printed
on the Bonds and th urchaser(s) must agree in the rbid 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
50 W. 13th Street
Dubuque, Iowa 52001
vi
SCHEDULE OF BOND YEARS
$4,380,000*
CITY OF DUBUQUE, IOWA
General Obligation Urban Renewal Bonds, Series 2012A
Bonds Dated: March 15, 2012
Interest Due: December 1, 2012 and each June 1 and December 1 to maturity
Principal Due: June 1, 2013 -2031
Year
Cumulative
Principal * Bond Years Bond Years
2013 $170,000 205.89 205.89
2014 195,000 431.17 637.06
2015 200,000 642.22 1,279.28
2016 200,000 842.22 2,121.50
2017 205 01 ,068.28 3,189.78
2018 205 i. ,273.28 4,463.06
2019 210,000 1,514.33 5,977.39
2020 215,000 1,765.39 7,742.78
2021 20,000 ,026.44 9,769.22
2022 25,000 ,297.50 12,066.72
2023 30,000 2,578.56 14,645.28
2024 35,000 2,869.61 17,514.89
2025 40,00 3,170.67 20,685.56
2026 50,000 3,552.78 24,238.33
2027 60,000 3,954.89 28,193.22
2028 265,00 4,295.94 32,489.17
2029 275,00 4,733.06 37,222.22
2030 85,000 5,190.17 42,412.39
2031 a 95,000 5,667.28 48,079.67
Average Maturity (dated date): 10.977 Years
* Preliminary; subject to change.
vii
SCHEDULE OF BOND YEARS
$7,495,000*
CITY OF DUBUQUE, IOWA
General Obligation Bonds, Series 2012B
Bonds Dated: March 15, 2012
Interest Due: December 1, 2012 and each June 1 and December 1 to maturity
Principal Due: June 1, 2013 -2031
Year
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
Principal *
$295,000
335,000
340,000
345,000
350,000
355,000
360,000
365,000
70,000
5,000
390,000
405,000
10,000
25,000
40,000
460,00
470,00
90,000
05,000
Bond Years
357.28
740.72
1,091.78
,452.83
823.89
204.94
2,596.00
2,997.06
,408.11
3,931.28
4,372.33
4,945.50
5,416.56
6,039.72
6,692.89
7,457.11
8,089.22
8,923.44
9,701.61
Average Maturity (dated date): 10.973 Years
*Preliminary; subject to change.
viii
Cumulative
Bond Years
357.28
1,098.00
2,189.78
3,642.61
5,466.50
7,671.44
10,267.44
13,264.50
16,672.61
20,603.89
24,976.22
29,921.72
35,338.28
41,378.00
48,070.89
55,528.00
63,617.22
72,540.67
82,242.28
OFFICIAL STATEMENT
CITY OF DUBUQUE, IOWA
$4,380,000* General Obligation Urban Renewal Bonds, Series 2012A
$7,495,000* General Obligation Bonds, Series 2012B
INTRODUCTION
This Preliminary Official Statement contains information relating to the City of Dubuque, Iowa (the "City ") and its
issuance of $4,380,000* General Obligation Urban Renewal Bonds, Series 2012A (the "Series 2012A Bonds ") and the
$7,495,000* General Obligation Bonds, Series 2012B (the "Series 2012B 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.
Information can also be obtained from Mr. Ken TeKippe, Finance irector, City of Dubuque, 50 W. 13th Street,
Dubuque, Iowa 52001, or by telephoning (563) 589 -4133.
AUTHORITY AND PURPOSE
The Bonds are being issued pursuant to Division III of Chapter 403 and Cha r 384 of the Code of Iowa, and
resolutions to be adopted by the City Council of the City. Proceeds of the Series 2012A Bonds will be used to
provide funds to pay the costs of aiding in the planning, undertaking and carrying out of urban renewal project
activities under the authority of Chapter 403 of the Code of Iowa and the Amended and Restated Urban Renewal Plan
for the Greater Downtown Urban Renewal District, including those costs associated with the construction of an
intermodal transportation center. Proceeds of the Series 2012B Bonds will be used to pay the costs of the
construction, reconstruction and repair of street, sidewalk and streetscape improvements, including those costs
associated with the East 7th and Commercial Street reconstruction and related improvements, two -way street traffic
conversions, and Historic Millwork District "complete streets" improvement d the refunding and refinancing of
the General Obligation Capital Loan Notes, Series 2010F, dated September , 2010. 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:
Sources of Fu e [ s
Par Amount of Bonds
Uses of Funds
Project Fund Deposit
Note Refunding
Underwriter's Discount
Cost of Issuance & Continge
Total Uses
* Preliminary; subject to change.
1
Series Series
012A Bonds 2012B Bonds
$4,380,000.00* $7,495,000.00*
$4,300,000.00 $5,475,000.00
00.00 1,908,178.44
43,800.00 74,950.00
36,200.00 36,871.56
$4,380,000.00* $7,495,000.00*
OPTIONAL REDEMPTION OF THE SERIES 2012A BONDS
The Series 2012A Bonds due after June 1, 2020 will be subject to call prior to maturity in whole, or from time to time
in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the
City, upon terms of par plus accrued interest to date of call. Notice of such call shall be given at least thirty (30) days
prior to the date fixed for redemption to the registered owners of the Series 2012A Bonds to be redeemed at the
address shown on the registration books.
INTEREST ON THE SERIES 2012A BONDS
Interest on the Series 2012A Bonds will be payable on December 1, 2012 and semiannually on the 1St day of June and
December thereafter. Interest and principal shall be paid to the registered holder of a note as shown on the records of
ownership maintained by the Registrar on the 15th day of the month preceding 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 2012B BONDS
The Series 2012B Bonds due after June 1, 2020 will be subject to call prior to maturity in whole, or from time to time
in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the
City, upon terms of par plus accrued interest to date of call. Notice of such call shall be en at least thirty (30) days
prior to the date fixed for redemption to the registered owners of the Series 2012B Bonds to be redeemed at the
address shown on the registration books.
INTEREST ON THE SERIES 2012B BONDS
Interest on the Series 2012B Bonds will be payabl Dece er 1, 2012 a -miannually on the 1St day of June and
December thereafter. Interest and principal shall be paid to the registered holder of a note as shown on the records of
ownership maintained by the Registrar on the 15th day of the month preceding 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 B( TD
The Bonds are general obligations of the City and the unh d 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 ISSUANCE
The information contained in the following paragraphs of this subsection "Book -Entry -Only Issuance" has been
extracted from a schedule prepared by Depository Trust Company ( "DTC') entitled "SAMPLE OFFERING
DOCUMENT LANGUAGE DESCRIBING DTC AND BOOK - ENTRY -ONLY ISSUANCE." The information in this
section concerning DTC and DTC's book -entry system has been obtained from sources that the City believes to be
reliable, but the City takes no responsibility for the accuracy thereof.
The Depository Trust Company ( "DTC "), New York, NY, will act as securities depository for the securities (the
"Securities "). The Securities will be issued as fully- registered securities registered in the name of Cede & Co. (DTC's
partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully -
registered Security certificate will be issued for each issue of the Securities, each in the aggregate principal amount of
such issue, and will be deposited with DTC. If, however, the aggregate principal amount of any issue exceeds $500
2
million, one certificate will be issued with respect to each $500 million of principal amount, and an additional
certificate will be issued with respect to any remaining principal amount of such issue.
DTC, the world's largest securities depository, is a limited - purpose trust company organized under the New York
Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal
Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a
"clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC
holds and provides asset servicing for over 3.5 million issues of U.S. and non -U.S. equity issues, corporate and
municipal debt issues, and money market instruments from over 100 countries that DTC's participants (the "Direct
Participants ") deposit with DTC. DTC also facilitates the post -trade settlement among Direct Participants of sales and
other securities transactions in deposited securities, through electronic computerized book -entry transfers and pledges
between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates.
Direct Participants include both U.S. and non -U.S. securities brokers and dealers, banks, trust companies, clearing
corporations, and certain other organizations. DTC is a wholly -owned subsidiary of The Depository Trust & Clearing
Corporation ( "DTCC "). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed
Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its
regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non -U.S. securities
brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial
relationship with a Direct Participant, either directly or indirectly (the "Indirect Participants "). DTC has Standard &
Poor's highest rating: AA +. The DTC Rules applicable to its Participants are on file with the Securities and Exchange
Commission. More information about DTC can be found at www.dtcc.c and www.dtc.or .
i a s
Purchases of Securities under the DTC syst must be made by or rough Direct Partic p , 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 O ners are, however, expected to receive
written confirmations providing details f the transaction, as well as periodi tements of their holdings, from the
Direct or Indirect Participant through ich the Beneficial Owner entere 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 Securitie - cept in _ e event use of the book -entry system for the Securities is
discontinued.
To facilitate u T F uent trans ers, all Secu es deposit- ®E ! irect Participants with DTC are registered in the name
of DTC's partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative
of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC
nominee do not affect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of
the Securities; DTC's records reflect only the identity of the Direct Participants to whose accounts such Securities are
credited, which may or ma not be the Beneficial Owners. The Direct and Indirect Participants will remain
responsible for keeping accou f their holdings on behalf of their customers.
Conveyance of notices and other unications by DTC to Direct Participants, by Direct Participants to Indirect
Participants, and by Direct Partici ants 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.
3
Neither DTC nor Cede & Co., nor any other DTC nominee, will consent or vote with respect to Securities unless
authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, DTC
mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede &
Co.'s consenting or voting rights to those Direct Participants to whose accounts Securities are credited on the record
date identified in a listing attached to the Omnibus Proxy.
Redemption proceeds, distributions, and dividend payments on the Securities will be made to Cede & Co., or such
other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct
Participants' accounts upon DTC's receipt of funds and corresponding detail information from the City or Agent, on
payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to
Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities
held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such
Participant and not of DTC, Agent, or the City, subject to any statutory or regulatory requirements as may be in effect
from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co., or such
other nominee as may be requested by an authorized representative of DTC, is the responsibility of the City or Agent,
disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such
payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.
A Beneficial Owner shall give notice to elect to have its Securities purchased or ered, through its Participant, to
Tender /Remarketing Agent, and shall effect delivery of such Securities by causing the Direct Participant to transfer
the Participant's interest in the Securities, on DTC's records, to Tender /Remarketing Agent. The requirement for
physical delivery of Securities in connection with an optional tender or a mandatory purchase will be deemed satisfied
when the ownership rights in the Securities are transferred by Direct Participants on DTC's records and followed by a
book -entry credit of tendered Securities to Tender /Remarketing Agent's DTC account.
DTC may discontinue providing its services as deposi 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 t be printed and delivered.
The City may decide to discontinue use o e system of book - entry -on y transfers through DTC (or a successor
securities depository). In that event, Securit - ificates will be printed and delivered to DTC.
The information in this section concerning 6P TC
-entry system has been obtained from sources that
the City believes to be reliable, but the City takes no res • lity for the accuracy thereof.
FUTURE FINANCING
The City does not an e any additional borrowing needs within 90 days of the date of this Preliminary Official
Statement.
LITIGATION
The City is a defendant in an action® ought in the Iowa District Court for Dubuque County (I 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.
4
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
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 fights. 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 t itv's favor.
On May 26, 2009 the Governor signed Senate File 478 authorizing (prospectively) d electric franchise fees that
do not exceed five percent of a franchisee's gross revenues, without regard to the city 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 threatene 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 proval 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
Federal tax law contains a number of requirements and restrictions that apply to the Bonds. These include investment
restrictions, periodic payments of arbitrage profits to the United States, requirements regarding the proper use of bond
proceeds and facilities financed with bond proceeds, and certain other matters. The City has covenanted to comply
with all requirements that must be satisfied in order for the interest on the Bonds to be excludable from gross income
for federal income tax purposes. Failure to comply with certain of such covenants could cause interest on the Bonds
to become includable in gross income for federal income tax purposes retroactively to the date of issuance of the
Bonds.
5
Subject to the City's compliance with the above - referenced covenants, under present law, in the opinion of Bond
Counsel: (a) interest on the Bonds is excludable from gross income of the owners thereof for federal income tax
purposes; and (b) interest on the Bonds is not an item of tax preference for purposes of computing the federal
alternative minimum tax imposed on individuals and corporations. (c) interest on the Series 2012B Bonds WILL be
taken into account in determining adjusted current earnings for the purpose of computing the alternative minimum tax
imposed on corporations, but such interest will NOT be taken into account for such purposes in the case of the Series
2012A Bonds. For certain holders of the 2012A Bonds, subject to applicable limitations, interest on the 2012A Bonds
will be exempt from the State of Iowa income taxes imposed by Division II (Personal Net Income Tax) and
Division III (Business Tax on Corporations) of Chapter 422 of the Code of Iowa.
Prospective purchasers of the Bonds should be aware that ownership of the Bonds may result in collateral federal
income tax consequences to certain taxpayers, including, without limitation, corporations subject to the branch profits
tax, financial institutions, certain insurance companies, certain S corporations, individual recipients of Social Security
or Railroad Retirement benefits and taxpayers who may be deemed to have incurred (or continued) indebtedness to
purchase or carry tax- exempt obligations. Bond Counsel will not express any opinion as to such collateral tax
consequences. Prospective purchasers of the Bonds should consult their tax advisors as to collateral federal income
tax consequences.
Qualified Tax - Exempt Obligations: In the resolution aut rizing the issuance of the Bonds, the City will NOT
designate the 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 -exemp bligations.
Tax Accounting Treatment of Discount and P emium on Certain Tax - Exempt Bonds: The initial public offering price
of certain Bonds (the "Discount Bonds ") may be less than the amount payable on such Bonds at maturity. An amount
equal to the difference between the initial public offering 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 a03ve 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 Discoun onds, taking in-t 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 foreigncorporations 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.
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.
6
The initial public offering price of certain Bonds (the "Premium Bonds ") may be greater than the amounts payable on
such 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
amortizable bond premium on Premium Bonds for federal income to
tax consequences of owning and disposing of Premium Bonds.
RELATED TAX MATTERS
s with respect to the determination of
'ses and with respect to the state and local
The Internal Revenue Service (the "Service ") has on oing program of auditing tax- exempt obligations to
determine whether, in the view of the Service, intere t 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 Se ice may treat the City
as a taxpayer and the bondholders may have no right to participate in such procedure. The com encement 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 r ding any pending or pro ed federal or state tax legislation.
Opinions: Bond Counsel's opinion is not a guara 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 Cou sel and Bond Counsel's opinion is not binding on the Service. Bond Counsel assumes no
obligation to update its op n after the issue date to reflect any further action, fact or circumstance, or change in law
or interpretation, or othe
CHANGES IN FEDERAL A E TAX LAW
From time to time, there are Presidential proposals, proposals of various federal committees, and legislative proposals
in the Congress and in the states that, if enacted, could alter or amend the federal and state tax matters referred to
herein or adversely affect the marketability or market value of the Bonds or otherwise prevent holders of the Bonds
from realizing the full benefit of the tax exemption of interest on the Bonds. Further, such proposals may impact the
marketability or market value of the Bonds simply by being proposed. One such proposal is the American Jobs Act of
2011 (S.1549) (the "Jobs Bill ") which was introduced in the Senate on September 13, 2011 at the request of the
President. If enacted in its current form, the Jobs Bill could adversely impact the marketability and market value of
the Bonds and prevent certain bondholders (depending on the financial and tax circumstances of the particular
bondholder) from realizing the full benefit of the tax exemption of interest on the Bonds. 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. In addition, regulatory actions are from time to time announced or proposed and litigation is
7
threatened or commenced which, if implemented or concluded in a particular manner, could adversely affect the
market value, marketability or tax status of the Bonds. It cannot be predicted whether any such regulatory action will
be implemented, how any particular litigation or judicial action will be resolved, or whether the Bonds would be
impacted thereby.
Purchasers of the Bonds should consult their tax advisors regarding any pending or proposed legislation, regulatory
initiatives or litigation. The opinions expressed by Bond Counsel are based upon existing legislation and regulations
as interpreted by relevant judicial and regulatory authorities as of the date of issuance and delivery of the Bonds, and
Bond Counsel has expressed no opinion as of any date subsequent thereto or with respect to any proposed or pending
legislation, regulatory initiatives or litigation.
RATING
The City has requested a rating on the Bonds from Moody's Investors e ice ( "Moody's "). Currently, Moody's
rates the City's outstanding uninsured general obligation long -term debt `Aal'. 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, Inch Des Moines, owa as financial advisor (the "Financial
Advisor ") in connection with the preparatio f the issuanC of the Bo s. In preparing the Preliminary Official
Statement, the Financial Advisor has rel on government officials, and other sources to provide accurate
information for disclosure purposes. The Financial Advisor is not obligated to undertake, and has not undertaken, an
independent verification of the accuracy, completeness, or fairness of the information contained in the Preliminary
Official Statement. Public Financial Management, Inc. is an independent advisory firm and is not engaged in the
business of underwriting, tradin uting munici al securities or other p c securities.
CONTINUING DISCLOSURE'
In order to permit bidders for the Bonds and other Participating Underwriters in the primary offering of the Bonds to
comply with paragraph (b)(5) of Rule 15c2 -12 promulgated by the Securities and Exchange Commission under the
Securities Exchange Act of 1934, as amended, the City will covenant and agree, for the benefit of the registered
holders or beneficial owners from time to time of the outstanding Bonds, in the resolution of the Bonds and the
Continuing Disclosure Certificate, to provide annual reports of specified information and notice of the occurrence of
certain material events as hereinafter described (the "Disclosure Covenants "). The information to be provided on an
annual basis, the events as to which notice is to given, and a summary of other provisions of the Disclosure
Covenants, including termination, amendment and remedies, are set forth as APPENDIX C to this Preliminary
Official Statement. The City has complied in all material respects with its previous continuing disclosure
undertakings.
Breach of the Disclosure Covenants will not constitute a default or an "Event of Default" under the Bonds or the
resolution for the Bonds. A broker or dealer is to consider a known breach of the Disclosure Covenants, however,
before recommending the purchase or sale of the Bonds in the secondary market. Thus, a failure on the part of the
City to observe the Disclosure Covenants may adversely affect the transferability and liquidity of the Bonds and their
market price.
8
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
$4,380,000* General Obligation Urban Renewal Bonds, Series 2012B and $7,495,000* General Obligation Bonds,
Series 2012B.
* Preliminary; subject to change.
CITY OF DUBUQUE, IOWA
/s/ Ken TeKippe. Finance Director
9
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
100% Actual Value
Taxable Value
(With Rollback)
Residential $2,256,210,632 $1,094,640,137
Commercial 783,420,59 783,420,591
Industrial 79,631,13 79,631,132
Railroads 2,966,07 r 2,966,077
Other 705,13 705,130
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 dept
service levies onstitutional debt lim
Taxed separ
Ag. Land & Buildings
Gas & Electric Utilities
27 1,679 $279,611,679
1) Does not include $43,528 of school TIF in
and.
$3,641,617 1) $2,499,776
$143,426,036 $69,360,797
2010 GROSS TAXABLE VALUATION BY CLASS OF PROPERTY
Residential
Gas & Electric Utilities
Commercial, Industrial, Utility and Other
Railroads
Total Gross Taxable Valuation 2)
Gross Taxable Valuation Percent Total
$1,094,640,137 53.64%
69,360,797 3.40%
873,878,644 42.82%
2,966,077 0.14%
2) Excludes Taxable TIF Increment and Ag. Land & Buildings.
$2,040,845,655 100.00%
10
TREND OF VALUATIONS
Assessment
Year
2007
2008
2009
2010
2011
Payable
Fiscal Year
2008 -09
2009 -10
2010 -11
2011 -12
2012 -13
100% Actual Valuation
$3,272,443,439
3,344,904,153
3,486,704,735
3,553,386,961
3,633,462,506
Net Taxable Valuation
(With Rollback)
$1,878,770,648
1,935,666,751
1,980,445,335
2,034,470,780
2,108,760,803
Taxable
TIF Increment
$148,458,171
174,885,331
249,501,324
279,611,679
299,591,318
1) The City's 1/1/2011 valuations are now available from the State of Iowa and become effective July 1, 2012.
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 jncrement.
LARGER TAXPAYERS
Taxpayer
Alliant Interstate Energy Power Co.
Peninsula Gaming Company LLC
Black Hills Energy Corp.
Kennedy Mall Inc
Progressive Processing LLC
Otto A LLC
Nordstrom Inc
The McGraw Hill Companies
Medical Associates Realty LP
Walter Develop
e of Property/Business
Utility
ommercial
Utility
ommerci 1
ndustria
Industrial
Commercial
Commercial
Commercial
mmer
11
1/1/2010
Taxable Valuation
$93,564,821
56,784,250
43,828,053
26,463,880
21,397,890
17,500,000
16,883,900
14,440,410
13,516,970
12,681,120
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 iss to refund or refinance
bonds issued for such disaster purposes which ma mature and be retired in a period not ex ding thirty years from
date of issue.
12
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 (77,570,000)*
Less: Urban Renewal Revenue Debt (24,914,365)
Less: Urban Renewal TIF Rebate Agreements (26,021,384)
Less: Other Debt Subject to the Debt Limit (519,806)1)
Net Debt Limit $48,643,793*
1) Includes loan agreement with Iowa DOT and a Bricktown Parking Lot Loan. I vdudes the Series 2010F Bonds hich are to be refunded by the Bonds on
March 15, 2012.
13
DIRECT DEBT
General Obligation Debt (Includes the Bonds)
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturity As of 02/06/12
12/02C $3,105,000 Corporate Purpose & Refunding 1) 6/17 $1,120,000
10/03 2,110,000 Corporate Purpose 2) 3) 6/23 1,420,000
04/05A 1,750,000 Corporate Purpose 2)3) 6/24 1,330,000
04/05B 4,270,000 DICW 3rd Addition Urban Renewal 4) 6/21 3,590,000
04/05C 2,995,000 DICW 3rd Addition Urban Renewal 4) 6/16 1,590,000
05/06A 2,900,000 Corporate Purpose 3) 6/25 2,360,000
05/06B 910,000 General Obligation Urban Renewal 4) 5) 6/21 670,000
05/06C 3,525,000 Refunding 4)6) 6/20 3,190,000
11 /07A 1,055,000 General Obligation Sewer 7) 6/17 740,000
11 /07B 2,965,000 Refunding 3) 8) 9) 10) 6/17 2,310,000
10 /08A 3,885,000 General Obligation Stormwater 3) 6/28 3,500,000
10 /08B 3,290,000 General Obligation Urban Renewa 4) 6/23 2,795,000
10 /08C 2,465,000 General Obligation Urban Renewal (Taxable) 4) 6/18 2,145,000
10 /09A 2,935,000 Corporate Purpose 3) 8) 9) 10) 6/29 2,815,000
10 /09B 11,175,000 Corporate Purpose 4)5) 6/29 10,725,000
10 /09C 8,885,000 Refunding 4) ") 6/21 7,560,000
8 /10A 4,470,000 Corporate Purpos nd Refunding ) 6/30 4,415,000
8 /10B 2,675,000 General Obligation Urban Renewal ( e) 4) 6/30 2,675,000
8/10C 2,825,000 General Obligation Urban Ren wa1 4) 6/30 2,825,000
9 /11A 7,495,000 Corporate Purpose 1)3) 5) 7) 8) 12) 6/31 6,330,000
9 /11B 1,590,000 Corporate Purpose (Taxable) 4) 6/26 1,590,000
3/12A 4,380,000* General Obli tion Urban Renewa 6/31 4,380,000 *
3/12B 7,495,000* Corporate Pu se 3)4) 6/31 7,495,000 *
Total General Obligation Debt
1) Paid by water revenu
2) Paid by gaming revenues.
3) Paid by stormwater revenues.
4) Paid by tax increment revenues.
5) Paid by parking revenues.
6) Paid by airport hangar ental revenues.
*Preliminary; subject to
14
Paid by sewer revenues.
8 M Paid by local option sales tax.
9) Paid by road use tax.
10) Paid by property tax.
11) Paid by gaming revenues.
12) Paid by refuse fees.
$77,570,000 *
Urban Renewal Revenue Debt
Date Original
of Issue Amount Purpose
2/00 $3,168,538
12/03 140,000
02/04 500,000
06/04 182,000
11/06 806,088
10/07 23,025,000
8/09 690,529
10 /10 337,000
Eagle Window & Door
Vessel Systems
Adams Co.
Lower Main Development LLC
Theisen Supply, Inc.
Port of Dubuque Parking Ramp
40 Main, LLC
44 Main, LLC
Final
Maturity
6/12
6/15
6/15
6/16
6/18
6/37'
6/21
6/27
Principal
Outstanding
As of 02/06/12
$234,913
61,785
181,818
99,134
593,950
22,740,000
665,766
337,000
Total Urban Renewal Revenue Debt Subject to Debt Limit $24,914,366
15
Annual Fiscal Year General Obligation Debt Service Payments (Includes the Bonds)
Current
Outstanding Debt
Series 2012A Bonds Series 2012B Bonds
Total
Outstanding Debt
Fiscal Principal Principal Principal Principal
Year Principal and Interest Principal* and Interest* rincipal* and Interest* Principal* and Interest*
2011 -12 $3,710,000 $6,247,521 $3,710,000 $6,247,521
2012 -13 4,160,000 6,644,084 $170,000 $306,995 $295,000 $529,334 4,625,000 7,480,413
2013 -14 4,480,000 6,829,595 195,000 306,857 335,000 526,304 5,010,000 7,662,756
2014 -15 4,630,000 6 823 789 200 000 309 985 340 000 528 088 5 170 000 7 661 862
, , 200,000 309,985 340,000 528,088 , , , ,
2015 -16 4,785,000 6 811 121 200 000 307 705 345 000 529 212 5 330 000 7 648 038
, , 200,000 307,705 345,000 529,212 , , , ,
2016 -17 4,980,000 6,820,888 205,000 310,025 350,000 529,589 5,535,000 7,660,502
2017 -18 4,825,000 6,471,828 205,000 307,053 355,000 529,514 5,385,000 7,308,394
2018 -19 4,560,000 6,013,988 210,000 308,752 360,000 528,799 5,130,000 6,851,538
2019 -20 4,765,000 6,039,590 215,00 309,930 365,000 527,247 5,345,000 6,876,767
2020 -21 4,200,000 5,281,910 220,000 310,566 370,000 524,837 4,790,000 6,117,313
2021 -22 2,650,000 3,561,204 225,000 310,572 385,000 531,438 3,260,000 4,403,213
2022 -23 2,750,000 3,550,695 230,00 309,902 390,000 526,736 3,370,000 4,387,333
2023 -24 2,410,000 3,094,750 235,000 308,669 405,000 531,167 3,050,000 3,934,586
2024 -25 2,375,000 2,957,745 240,000 306,783 410,000 524,301 3,025,000 3,788,829
2025 -26 2,250,000 2,729,984 250,000 309,199 425,000 526,345 2,925,000 3,565,527
2026 -27 2,195,000 2,573,606 260,000 310,874 440,000 527,192 2,895,000 3,411,672
2027 -28 2,280,000 2,555,715 265,000 306,826 460,000 531,880 3,005,000 3,394,421
2028 -29 2,095,00! ,263,185 275,000 307,339 470,000 525,412 2,840,000 3,095,936
2029 -30 1,140,00! 1,206,905 285,000 307,219 490,000 528,116 1,915,000 2,042,240
2030 -31 455,00lr 473,200 295,000 306,446 505,000 524,594 1,255,000 1,304,240
Total $65,695,00! ;4,380,000* $7,495,000* $77,570,000*
* Preliminary; subject to change.
16
Annual Fiscal Year Urban Renewal Revenue Debt Service Payments
Outstanding
Fiscal Outstanding Principal &
Year Principal Interest
2011 -12 $664,032 $2,816,394
2012 -13 555,835 2,326,347
2013 -14 594,576 2,324,747
2014 -15 634,508 2,321,193
2015 -16 613,951 2,254,676
2016 -17 632,542 2,227,409
2017 -18 681,125 2,228,496
2018 -19 610,301 2,108,784
2019 -20 656,878 2,110,534
2020 -21 703,959 2,109,284
2021 -22 659,504 2,014,625
2022 -23 706,017 2,012,000
2023 -24 757,606 2,011,000
2024 -25 814,329 2,011,250
2025 -26 876,140 2,012,375
2026 -27 943,063 2,014,000
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 $24,914,366
OTHER DEBT
The City has revenue debt payable solely from the net water revenues of the City's water system:
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturity As of 02/06/12
10/07 $915,000 Water Improvements (SRF) 6/28 $807,000
10 /08D 1,195,000 Water Improvements 6/23 1,055,000
2/10 -1 1,000,000 Water Improvements (SRF -1) 6/31 1,000,0001)
2/10 -2 7,676,000 Water Improvements (SRF -2) 6/31 7,676,000 2)
09 /10D 5,700,000 Water Improvements 6/30 5,700,000
Total $16,238,000
1) The American Reinvestment and Recovery Act of 2009 ( "ARRA ") provided funds to the Iowa SRF program for "green"
infrastructure improvements (the "Program "). As part of the Program, the City has been approved for a forgivable loan in
the amount of $1,000,000. If the completed project meets ARRA requiremen t the loan will be forgiven on June 1, 2012.
2) Preliminary; subject to change based on final project costs. The City has drawn $6,365,861 as of the date of this Preliminary
Official Statement.
The City has revenue debt payable solely from the net sewer re - es of the City's sewer system:
nncipal
Date Original Final ding
of Issue Amount Purpose Maturity As o 1 16/12
1/10 -2 $912,000 Sewer Improvements (SRF -2) 6/30 $912,000 1)
8/10 64,885,000 WPC Plant Constructi•n SRF, 6/39 64,885,000 2)
$65,797,000
1) Preliminary; subject to change based on final project costs. The as dr. 55,371 as o t e date of this Preliminary Official
Statement.
2) Preliminary; subject to change base • final proje ts. The Fawn $36,160,774 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 Orig Final Outstanding
of Issue Amoun Purpose Maturity As of 02/06/12
1 /09A $1,847,000 Storm Water Imp vements (SRF) 6/28 $1,628,000
1/10 -2 800,000 Storm Water Improvements (SRF -2) 6/30 771,000 1)
10 /10 7,850,000 Storm W ter Improvements (SRF) 6/41 7,850,000 2)
$10,249,000 3)
1) Preliminary; subject to change based on final project costs. The City has drawn $740,024 as of the date of this Preliminary Official
Statement.
2) Preliminary; subject to change based on final project costs. The City has drawn $5,839,470 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
Taxing District
Dubuque County
Dubuque Community
School District
Northeast Iowa
Community College 9,439,093,708
City's total share of overlapping debt
1/1/2010
Total Taxable
Valuation 1)
$3,995,680,302
3,135,986,110
Portion of
Taxable Valuation Percent
Within the City Applicable
$2,316,582,235 57.98%
2,318,529,455 2) 73.93%
2,316,582,235 24.54%
G.O. Debt 3)
$0
0
67,390,532
City's
Proportionate
Share
$0
0
16,537,637
$16,537,637
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
Total General Obligation Debt
City's share of overlapping debt
G.O. Debt
$77,570,000*
$16,537,637
Debt /Actu
Ma et Val Debt/57,637
($3,553,386,961) Population
2.18% $1,345.84
0.47%
$286.93
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 COLLECTION
Fiscal
Year
ollected Du - ' Percent
Levy Collection Yea Collected
2007 -08 $18,211,00 $18,127,137 99.54%
2008 -09 18,736,75 18,667,933 99.63%
2009 -10 0 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
Dubuque County
City of Dubuque
Dubuque Community School District
Northeast Iowa Community College
City Assessor
County Ag. Extension
Sunnycrest Manor County Hospital
State of Iowa
Total Tax Rate
LEVY LIMITS
FY 2007 -08 FY 2008 -09
$ /$1,000 $ /$1,000
6.42691
10.31690
16.40925
0.61270
0.32694
0.03841
0.26275
0.00350
34.39736
6.40844
9.96904
16.88112
0.55714
0.32436
0.03572
0.26744
0.00350
34.44676
FY 2009 -10 FY 2010 -11 FY 2011 -12
$ /$1,000 $ /$1,000 $ /$1,000
6.40435 6.50193 6.49167
9.85777 10.02741 10.45111
16.87918 16.88349 16.87685
0.99471 1.03532 1.07379
0.28030 0.25772 0.33842
0.03298 0.03219 0.07564
0.26342 0.26409 0.26040
0.00300 0.00340 0.00320
34.71571 35.00555 35.57108
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 l lection. Further, there are
limited special purpose levies which may be certified outside of the above describe evy 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 le t service levies are not limited.
FUNDS ON HAND (CASH AND INVESTMENTS
Agency
Capital
Component
Debt Service
Enterp
General
to Internal Servic
Permanent
Special
Total Casa and Investor
20
BER 3
1,351,570
0,925,387
9,945,624
7,962,195
11,016,612
10,069,401
1,151,667
58,999
9,386,345
$61,867,800
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 541 full and 157 permanent part-time employees and 199 seasonal employees, including a police force
of 102 sworn personnel and a fire department of 81 fire fighters. Of the City's 897 employees, 529 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. ,314,106 in Fiscal Year 2008 -09,
$1,456,384 in Fiscal Year 2009 -10 and $1,641,811 in Fiscal Year 2010 -11.
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 24.76% of earnable compensation. The City is
current in its obligation to MFPRSI, their contributions to MFPRSI for the last three years has been: $2,077,554 in
Fiscal Year 2008 -09, $1,966,345 in Fiscal Year 2009 -10 and $2,404,474 in Fisl Year 2010 -1
OTHER POST EMPLOYMENT BENEFITS
In addition to providing pension benefits, the City ffers health insuran 'ce 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 2010 -11
was $581,536. The contributions mad were $14! 4, resultin Net OPEB Obligation for $2,376,162.
UNION CONTRACTS
City employees are
Bargaining Unit
olio argainiii
Teamsters Local Union • 2 1
Teamsters Local Union No 421 Bus Operator
Dubuque Professional Firefighters Associatio
Dubuque Police Protective Association')
International Union of Operating Engineer
° Currently under negotiations.
21
Contract Expiration Date
June 30, 2014
June 30, 2014
June 30, 2014
June 30, 2012
June 30, 2014
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:
Employer
John Deere Dubuque Works
Dubuque Community School District
Mercy Medical Center
IBM Corp.
Hy -Vee
City of Dubuque
The Finley Hospital
Eagle Window and Door
Medical Associates Clinic, P.C.
Prudential Retirement
Dubuque County
Flexsteel Industries, Inc.
McKesson
Holy Family Catholic Schools
Dubuque Racing Association
Loras College
World Dubuque
Dubuque Bank & Trust
Cottingham & Butler, Inc.
A.Y. McDonald Mfg. C
University of Dubuque
Molo Oil Company
Rite -Hite Corporation
Diamond Jo Casino
Clarke College
Woodward Communications, Inc.
Dubuque Internal Medicine, PC
Thermo Fischer Scientific
Type of Busines
Manufacturing
Education
Health Care Servic
Technology Servic
Grocery Stores
City Government
Health ervices
Manufa
Health Care Services
Retirement Administratio
County Government
Manufacturing
Data Processing Services
Education
Entertainment
Education
Printing Services
Banking
Insurance Services
Manufacturing
Education
Petroleum DisUtutor
Fabricated Meal Products
Entertainment
Education
Newspaper Printing
Healthcare
Laboratory Equipment Manufacturing
Approximate Number
of Employees
1,800
1,627
1,324
300
1 1)
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
9
750
743
550
450
450
425
400
390 2)
385
370
365
360
345
327
300
300
300
294
268
260
0 3)
BUILDING PERMITS 1)
City officials report the following construction activity as of December 31, 2011. Building permits are
reported on a fiscal year basis.
Fiscal Year
2007 -08
2008 -09
2009 -10
2010 -11
2011 -12
Single Family
62
39
80
88
53
Multi - Family
14
7
25
89
6
Commercial/
Industrial
38
19
18
15
5
Total Permits
1,490
1,740
1,515
3,020
2,772
Total Valuation
$170,518,137
81,460,036
77,302,482
134,246,328
99,20,408
1) Totals include single family, multi - family, commercial/industrial, remodeling, roofi siding, decks, additions and other
miscellaneous residential and commercial permits.
U.S. CENSUS DATA
Population Trend
1980 U.S. Census
1990 U.S. Census
2000 U. S. Census
2010 U. S. Census
Source: U.S. Census Bureau website.
UNEMPLOYMENT RATES
Annual Averages:
62,374
57,546
57,686
57_.37
Dubuque
County
200
2008
2009
201
2011 (Jan. — Nov. 5.5%
4.0%
4.5%
.8%
6.0%
Source: Iowa Workforce Development Center website.
EDUCATION
State of
Iowa
3.8%
4.4%
5.6%
6.1%
6.0%
Public education to the City is provide ubuque Community School District, with a certified enrollment of
10,468 for the 2011 -12 school year. The re approximately [1,627] full and part-time employees of the district.
The Dubuque Community School District comprises 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
EBI
City of Dubuque $1,060,872,500
Dubuque County 1,799,112,500
State of Iowa 59,412,637,500
Source: Claritas, Inc.
FINANCIAL SERVICES
Median
Household EBI
$35,627
39,766
40,221
Total Retail
Sales
$912,701,610
1,415,882,127
40,304,570,853
Retail Sales
Per Household
$39,210
38,782
33,450
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
Bank report the following deposits as of December 31St for each year:
East Dubuque
Year Savings Bank
2006 $167,004,000
2007 169,022,000
2008 162,683,000
2009 171,170,000
2010 , 148,089,000
American Trust
And Savings Bank
$641,463,000
655,032,000
708,594,000
711,573,000
660,263,000
Dubuque Bank and
Trust Company
$636,489,000
670,219,000
749,192,000
864,067,000
181,000
Source: FDIC Institution Directory w
FINANCIAL STATEMENTS
Premier Bank
$161,764,000
166,891,000
186,858,000
213,076,000
196,664,000
The City's Comprehensive Annual Financial Report for the fisca -ar ended June 30, 2011 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 prig Comprehei sive Annual Financial Reports may be obtained from the
City's Financial Advisor, L is Financial a agement, Inc.
25
APPENDIX A
FORMS OF LEGAL OPINIONS
APPENDIX
JUNE 30, 2011 COMPREHENSIVE ANNUt FINTNCIAL REPORT
APPENDIX
FORMS OF CONTINUING DISCLOSURE CERTIFICATES
OFFICIAL BID FORM
TO: City Council of Sale Date: February 6, 2012
City of Dubuque, Iowa 11:00 AM Central Time
RE: $4,380,000* General Obligation Urban Renewal Bonds, Series 2012A (the "Series 2012A Bonds ").
For all or none of the Series 2012A Bonds, in accordance with the NOTICE OF BOND SALE, we will pay you
$ (not less than $4,336,200) 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 2014
% due 2015
% due 2016
% due 2017
% due 2018
% due 2019
% due 2020
% due 2021
% due 2022
% due 2023
% due 2024
% due 2025
% due 2026
% due 2027
% due 2028
% due 2029
% due 2030
% due 2031
* Preliminary; subject to change. The City reserves the right to increase or decrease the aggregate principal amount
of the Series 2012A 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 tore t any change inssue size.
In making this offer we accept all of the terms and conditions of the NOTICE O OND SALE published in the
Preliminary Official Statement dated anuary , 2011. In the event of failure to deliver the Series 2012A Bonds in
accordance with the NOTICE OF B D SALE as pr ted in the Preliminary Offictl Statement and made a part hereof,
we reserve the right to withdraw our offer. 11 blan ®. ces of this er are intentional and are not to be construed as an
omission.
Not as a part of our offer, the above quoted prices being controlling, but only as an aid for the verification of the offer, we
have made the following computations:
NET INTEREST COST: $
TRUE INTEREST COST:
Account Manager:
Account Members:
% (Dated date March 15, 2012)
By:
The foregoing offer is hereby accepted by and on behalf of the City Council of the City of Dubuque, Iowa this 6th day of
February, 2012.
Attest: By:
Title: Title:
OFFICIAL BID FORM
TO: City Council of Sale Date: February 6, 2012
City of Dubuque, Iowa 11:00 AM Central Time
RE: $7,495,000* General Obligation Bonds, Series 2012B (the "Series 2012B Bonds ").
For all or none of the Series 2012B Bonds, in accordance with the NOTICE OF BOND SALE, we will pay you
$ (not less than $7,420,050) 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 °° 028
% due 2019 % du 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 2012B 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 NOTICE OF OND SALE published in the
Preliminary Official Statement dated January 2012. In the event of failure to deliver the Series 2012B Bonds in
accordance with the NOTICE OF BOND SALE as printed in the Preliminary Official Statement and made a part hereof,
we reserve the right to withdraw our offer. All blank spaces of this offer are intentional and are not to be construed as an
omission.
Not as a part of our offer, the above quoted prices being controlling, but only as an aid for the verification of the offer, we
have made the following computations:
NET INTEREST COST: $
TRUE INTEREST COST:
Account Manager:
Account Members:
% (Dated date March 15, 2012)
By:
The foregoing offer is hereby accepted by and on behalf of the City Council of the City of Dubuque, Iowa this 6tn day of
February, 2012.
Attest: By:
Title: Title: