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HomeMy WebLinkAbout7.a. Accept Bids and Award Sale - G.O. Water Revenue Bonds, Series 2005CAGENDA ITEM: Accept Bids and Award Sale G.O. Water Revenue Bonds, Series 2005C AGENDA SECTION: Old Business PREPARED BY: Jeff May, Finance Director AGWENT. 07 A ATTACHMENTS: Resolution and Official Statement APPROVED BY: RECOMMENDED ACTION: Motion to adopt a RESOLUTION ACCEPTING O ER ON SALE OF $2,990,000 GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2005C AND PROVIDING FOR THEIR ISSUANCE. ACTION: City Council Meeting Date: October 4, 2005 CITY OF ROSEMOUNT EXECUTIVE SUMMARY FOR ACTION ISSUE Accept bids and award sale of Water Revenue bonds for the construction of Water Tower #4. BACKGROUND This item is on the agenda for Council to formally award the sale of bonds for the Water Tower #4. At 12:00 P.M. Tuesday, October 4, 2005, sealed bids for G.O. Water Revenue Bonds, Series 2005C, will be opened and the results tabulated at the offices of Springsted, our financial consultants for the sale. A representative from Springsted will be at the Council meeting that evening to give their recommendation for the issuance of these bonds and to answer any questions that you may have. Because the bid opening is not until earlier in the day Tuesday, you will receive information regarding the bids at the meeting that evening. SUMMARY Recommend the above motion. CITY OF ROSEMOUNT DAKOTA COUNTY, MINNESOTA RESOLUTION 2005 RESOLUTION ACCEPTING OFFER ON SALE OF $2,990,000 GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2005C AND PROVIDING FOR THEIR ISSUANCE RESOLUTION 2005 WHEREAS, the City Council of the City of Rosemount, Minnesota (the "City has heretofore determined that it is necessary and expedient to issue $2,990,000 General Obligation Water Revenue Bonds, Series 2005C of the City, pursuant to Minnesota Statutes, Chapters 444 and 475 to finance the acquisition and construction of a water tower within the City (the "Project WHEREAS, offers to purchase the Bonds were solicited on behalf of the City by Springsted Incorporated; and WHEREAS, it is in the best interests of the City that the Bonds be issued in book -entry form as hereinafter provided; and WHEREAS, the City has retained Spnngsted Incorporated, in St. Paul, Minnesota "Spnngsted as its independent financial advisor for the sale of the Bonds and is therefore authonzed to sell the Bonds by private negotiation in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9), and WHEREAS, the following offers were received, opened and recorded at the offices of Spnngsted Incorporated at 12:00 Noon, this same day: 1810104v! Bidder Interest Rate Net Interest Cost NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Rosemount, Minnesota, as follows: 1. Acceptance of Offer. The offer of (the "Purchaser to purchase $2,990,000 General Obligation Water Revenue Bonds, Series 2005C of the City (hereinafter referred to as the "Bonds" or individually as a "Bond in accordance with the Terms of Proposal at the rates of interest hereinafter set forth, and to pay therefor the sum of plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable offer received and is hereby accepted and the Bonds are hereby awarded to said Purchaser. The Finance Director is directed to retain the deposit of said purchaser and to forthwith return to the other making offers their good faith checks or drafts. RESOLUTION 2005 2. Terms of Bonds. (a) Title; Original Issue Date; Denominations; Maturities; Term Bond Option The Bonds shall be titled "General Obligation Water Revenue Bonds, Series 2005C shall be dated November 1, 2005, as the date of original issue and shall be issued forthwith on or after such date as fully registered bonds. The Bonds shall be numbered from R -1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity, The Bonds shall mature on February 1 in the years and amounts as follows: Year Amount Year Amount 2007 $235,000 2012 $305,000 2008 270,000 2013 315,000 2009 275,000 2014 325,000 2010 285,000 2015 335,000 2011 295,000 2016 350,000 As may be requested by the Purchaser, one or more term Bonds may be issued having mandatory sinking fund redemption and final maturity amounts conforming to the foregoing pnncipal repayment schedule, and corresponding additions may be made to the provisions of the applicable Bond(s). (b) Book Entry Only System. The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York or any of its successors or successors to its functions hereunder (the "Depository") will act as secunties depository for the Bonds, and to this end: (i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the "Book Entry Only Period shall at all times be in the form of a separate single fully registered Bond for each matunty of the Bonds; and for purposes of complying with this requirement under paragraphs 5 (with respect to redemption) and 10 (with respect to registration, transfer and exchange) Authorized Denominations for any Bond shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that Bond. (ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by U.S. Bank National Association in Saint Paul, Minnesota (the "Bond Registrar in the name of CEDE CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee (iii) With respect to the Bonds neither the City nor the Bond Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the "Participant or the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the "Beneficial Owner Without limiting the immediately preceding sentence, neither the City, nor the Bond Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner 1810104v1 2 18101041 3 RESOLUTION 2005 or any other person, other than the Depository, of any notice with respect to the Bonds, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or (D) the consent given or other action taken by the Depository as the Register Holder of any Bonds (the "Holder For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are credited on the record date identified in a listing attached to the omnibus proxy. (iv) The City and the Bond Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redemption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Bonds, and for all purpose whatsoever. The Bond Registrar, as paying agent hereunder, shall pay all pnncipal of and premium, if any, and interest on the Bonds only to or upon the Holder of the Holders of the Bonds as shown on the register, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. (v) Upon delivery by the Depository to the Bond Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 10 hereof (with respect to registration, transfer and exchange), references to the Nominee hereunder shall refer to such new Nominee. (vi) So long as any Bond is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Bond Registrar or City, as the case may be, to the Depository as provided in the Letter of Representations, to the Depository required by the Depository as a condition to its acting as book -entry Depository for the Bonds (said Letter of Representations, together with any replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository's role as book -entry Depository for the Bonds, collectively hereinafter referred to as the "Letter of Representations (vii) All transfers of beneficial ownership interests in each Bond issued in book -entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for recording and transferring the ownership of beneficial interests in such Bonds. (viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the City or Bond Registrar with respect to any consent or other action to be taken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other action; provided, that the City or the Bond Registrar may establish a special record date for such consent or other action The City or the Bond Registrar shall, to the extent possible, give the Depository RESOLUTION 2005 notice of such special record date not less than 15 calendar days in advance of such special record date to the extent possible (ix) Any successor Bond Registrar in its written acceptance of its duties under this Resolution and any paying agency registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Representations. (x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of surrendering the Bonds for a Bond of a lesser denomination as provided in paragraph 5 hereof (with respect to redemption), make a notation of the reduction in principal amount on the panel provided on the Bond stating the amount so redeemed. (c) Termination of Book -Entry Only System. Discontinuance of a particular Depository's services and termination of the book -entry only system may be effected as follows: (i) The Depository may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Bond if it determines that the Depository is no longer able to carry out its functions as securities depository or the continuation of the system of book -entry transfers through the Depository is not in the best interests of the City or the Beneficial Owners. (ii) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository is willing to undertake the functions of the Depository hereunder can be found which, in the opinion of the City, is willing and able to assume such functions upon reasonable or customary terms, or if the City determines that it is in the best interests of the City or the Beneficial Owners of the Bond that the Beneficial Owners be able to obtain certificates for the Bonds, the Bonds shall no longer be registered as being registered in the bond register in the name of the Nominee, but may be registered in whatever name or names the Holder of the Bonds shall designate at that time, in accordance with paragraph 10 hereof (with respect to registration, transfer and exchange). To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10 hereof (with respect to registration, transfer and exchange), the Bonds will be delivered to the Beneficial Owners. (iii) Nothing in this subparagraph (c) shall limit or restnct the provisions of paragraph 10 hereof (with respect to registration, transfer and exchange). (d) Letter of Representations. The provisions in the Letter of Representations are incorporated herein by referenced and made a part of the resolution, and if and to the extent any such provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter of Representations shall control. 3. Purpose. The Bonds shall provide funds to finance the acquisition and construction of a water tower within the City (the "Project The total cost of the Project, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is estimated to be at least equal to the amount of the Bonds. Work on the Project shall proceed with due diligence to completion. 1810104vI 4 RESOLUTION 2005 4. Interest. The Bonds shall bear interest payable semiannually on February 1 and August 1 of each year commencing August 1, 2006, calculated on the basis of a 360 -day year of twelve 30 -day months, at the respective rates per annum set forth opposite the matunty years as follows: Maturity Interest Maturity Interest Year Rate Year Rate 2007 2012 2008 2013 2009 2014 2010 2015 2011 2016 5. Redemption. All Bonds maturing in the years 2014 through 2016, both inclusive, shall be subject to redemption and prepayment at the option of the City on February 1, 2013, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the City shall determine the matunties and pnncipal amounts within each maturity to be prepaid; and if only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected registered holder of the Bonds. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers so assigned to such Bonds, as many numbers as, at $5,000 for each number, shall equal the pnncipal amount of such Bonds to be redeemed. The Bonds to he redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of each such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the City and Bond Registrar duly executed by the holder thereof or his, her or its attorney duly authorized in writing) and the City shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated matunty and interest rate and of any authonzed denomination or denominations, as requested by such Holder, in aggregate pnncipal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered 6. Bond Registrar. U.S Bank National Association in Saint Paul, Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. The Bond 1810104v1 5 Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holder) of the Bonds in the manner set forth in the form of Bond and paragraph 12 of this resolution (with respect to interest payment and record date). 7. Form of Bond. The Bonds to be issued hereunder, together with the Bond Registrar's Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: 1810104v1 6 RESOLUTION 2005 R- REGISTERED OWNER: CEDE CO. isimoavi 7 UNITED STATES OF AMERICA STATE OF MINNESOTA DAKOTA COUNTY CITY OF ROSEMOUNT GENERAL OBLIGATION WATER REVENUE BOND, SERIES 2005C November 1, 2005 RESOLUTION 2005 PRINCIPAL AMOUNT: DOLLARS INTEREST MATURITY DATE OF RATE DATE ORIGINAL ISSUE CUSIP KNOW ALL PERSONS BY THESE PRESENTS that the City of Rosemount, Dakota County, Minnesota (the "Issuer certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above unless called for earlier redemption, and to pay interest thereon semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date commencing August 1, 2006, at the rate per annum specified above (calculated on the basis of a 360 -day year of twelve 30 -day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of onginal issue hereof. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of the U.S. Bank National Association in Saint Paul, Minnesota (the "Bond Registrar acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder" or "Bondholder on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the "Special Record Date fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Bond are payable in lawful money of the United States of America So long as this Bond is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are defined therein, payment of pnncipal of and interest on this Bond and notice with respect thereto shall be made as RESOLUTION 2005 provided in the Letter of Representations, as defined in the Resolution. Bonds may only be registered in the name of the Depository or its Nominee. Redemption. All Bonds of this issue (the "Bonds") maturing in the years 2014 through 2016, both inclusive, are subject to redemption and prepayment at the option of the Issuer on February 1, 2013, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the City shall determine the maturities and principal amount within each maturity to be prepaid; and if only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof' called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds. Selection of Bonds for Redemption; Partial Redemption. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar shall assign to each Bond having a common matunty date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected, provided, however, that only so much of the principal amount of such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attorney duly authorized in wnting) and the Issuer shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any authorized denomination or denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. Issuance; Purpose; General Obligation. This Bond is one of an issue in the total principal amount of $2,990,000, all of like date of original issue and tenor, except as to number, maturity, interest rate, denomination, and redemption privilege, which Bond has been issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by the City Council on October 4, 2005 (the "Resolution"), for the purpose of providing money to finance the acquisition and construction of a water tower within the City. This Bond is payable out of the General Obligation Water Revenue Bonds, Series 2005C Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of the principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominations Exchange; Resolution The Bonds are issuable solely as fully registered bonds in the Authonzed Denominations (as defined in the Resolution) and are exchangeable for fully 1810104v1 8 RESOLUTION 2005 registered Bonds of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar Copies of the Resolution are on file in the principal office of the Bond Registrar. Transfer. This Bond is transferable by the Holder in person or by his, her or its attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds Treatment of Registered Owners. The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided (except as provided herein with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. Designated as Qualified Tax Exempt Obligations. The Bonds have been designated by the Issuer as "qualified tax exempt obligations" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, that the Issuer has covenanted and agreed with the Holders of the Bonds that it will impose and collect charges for the service, use and availability of its water utility system at the times and in amounts necessary to produce net revenues adequate to pay all principal and interest when due on the Bonds, and that the Issuer will levy a direct, annual, irrepealable ad valorem tax upon all of the taxable property of the Issuer, without limitation as to rate or amount, for the years and in amounts sufficient to pay the principal and interest on the Bonds of this issue as they respectively become due, if the net revenues from the water utility system irrevocably appropriated to the Debt Service Account are insufficient therefor; and that this Bond, together with all other debts of the 18101040 9 Issuer outstanding on the date of original issue hereof and the date of its issuance and delivery to the original purchaser, does not exceed any constitutional or statutory limitation of indebtedness. IN WITNESS WHEREOF, the City of Rosemount, Dakota County, Minnesota, by its City Council has caused this Bond to be executed on its behalf by the facsimile signatures of its Mayor and its Clerk, the corporate seal of the Issuer having been intentionally omitted as permitted by law. Date of Registration: BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION This Bonds is one of the Bonds described in the Resolution mentioned within. U.S. Bank National Association St. Paul, Minnesota Bond Registrar By: Authorized Signature 1810104v1 Registrable by: U.S. BANK NATIONAL ASSOCIATION ST. PAUL, MINNESOTA Payable at: U.S. BANK NATIONAL ASSOCIATION ST. PAUL, MINNESOTA CITY OF ROSEMOUNT, DAKOTA COUNTY, MINNESOTA /s/ Facsimile Mayor /s/ Facsimile Clerk 10 RESOLUTION 2005 ABBREVIATIONS RESOLUTION 2005 The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM as tenants in common TEN ENT as tenants by the entireties JT TEN as joint tenants with right of survivorship and not as tenants in common UTMA as custodian for 181moav1 (Cust) (Minor) under the Uniform (State) Transfers to Minors Act Additional abbreviations may also be used though not in the above list. 11 For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Signature Guaranteed: Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad- 15(a)(2). The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: 1810104v1 ASSIGNMENT (Include information for all joint owners if the Bond is held by joint account.) 12 RESOLUTION 2005 Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. isimoav1 This Bond has been prepaid in part on the date(s) and in the amount(s) as follows: Date [Use only for Bonds when they are Registered in Book Entry Only System] PREPAYMENT SCHEDULE 13 RESOLUTION 2005 Authorized Signature Amount of Holder RESOLUTION 2005 8. Execution; Temporary Bonds. The Bonds shall be printed (or, at the request of the Purchaser, typewritten) shall be executed on behalf of the City by the signatures of its Mayor and Clerk and be sealed with the seal of the City; provided, however, that the seal of the City may be a printed (or, at the request of the Purchaser, photocopied) facsimile; and provided further that both of such signatures may be printed (or, at the request of the Purchaser, photocopied) facsimiles and the corporate seal may be omitted on the Bonds as permitted by law. In the event of disability or resignation or other absence of either such officer, the Bonds may be signed by the manual or facsimile signature of that officer who may act on behalf of such absent or disabled officer. In case either such officer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery. The City may elect to deliver, in lieu of printed definitive bonds, one or more typewritten temporary bonds in substantially the form set forth above, with such changes as may be necessary to reflect more than one maturity in a single temporary bond. The temporary bonds may be executed with photocopied facsimile signatures of the Mayor and Clerk. Such temporary bonds shall, upon the printing of the definitive bonds and the execution thereof, be exchanged therefor and canceled. 9. Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on such Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate of Authentication on the Bond and by inserting the date of authentication in the space provided, except that for purposes of the Bonds delivered to the Purchaser, the Bond Registrar shall insert as a date of authentication the date of onginal issue, which date is November 1, 2005. The executed Certificate of Authentication on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Registration; Transfer; Exchange. The City will cause to be kept at the pnncipal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the City shall execute Of necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9 with respect to authentication) and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authonzed Denomination or Denominations of a like aggregate principal amount, having the same stated maturity and interest rate. as requested by the transferor, provided, however, that no bond may be registered in blank or in the name of "bearer" or similar designation. At the option of the holder, Bonds may be exchanged for Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond isima4v1 14 RESOLUTION 2005 Registrar shall authenticate, insert the date of authentication of, and deliver the Bonds which the holder making the exchange is entitled to receive. All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly canceled by the Bond Registrar and thereafter disposed of as directed by the City. All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the holder thereof or his attomey duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. 11. Rights Upon Transfer or Exchange. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond 12. Interest Payment; Record Date. Interest on any Bond shall be paid on each interest payment date by check or draft mailed to the person in whose name the Bond is registered (the "Holder on the registration books of the City maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such interest payment date (the "Regular Record Date Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the "Special Record Date fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest Notice of the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten (10) days pnor to the Special Record Date. 13. Treatment of Registered Owner. The City and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 12 above with respect to interest payment and record date) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 14. Delivery; Application of Proceeds. The Bonds when so prepared and executed shall be delivered by the Finance Director to the Purchaser upon receipt of the purchase pnce, and the Purchaser shall not be obliged to see to the proper application thereof. iaioio4vi 15 18101041 16 RESOLUTION 2005 15. Fund and Accounts. (a) Water Fund, Operation and Maintenance Account. The City has heretofore created a Water Fund into which the gross revenues of the water utility are paid (the "Water Fund The Operation and Maintenance Account heretofore created in the Water Fund shall continue to be maintained in the manner heretofore provided for. All current costs of operation of the water utility shall be paid out of the Operation and Maintenance Fund. Any water revenues in excess of the current costs of operation are hereafter referred to as "net revenues (b) There is hereby established a special fund to be designated "General Obligation Water Revenue Bonds, Series 2005C Fund" (the "Fund to be held and administered by the City Finance Director separate and apart from all other funds of the City. The Fund shall be maintained in the manner herein specified until all of the Bonds and the interest thereon have been fully paid. There shall be maintained in the Fund two separate accounts to be designated the "Construction Account" and the "Debt Service Account," respectively. (i) Construction Account. To the Construction Account there shall be credited the proceeds of the sale of the Bonds, less accrued interest received thereon, and less any amount paid for the Bonds in excess of $2,966,080. From the Construction Account shall be paid all costs and expenses of the Project, including the cost of construction contracts heretofore let or to be let and all other costs incurred and to be incurred of the kind authorized in Minnesota Statutes, Section 475.65. Any balance remaining in the fund after completion of the costs shall be transferred to the Debt Service Account. (ii) Debt Service Account. There is hereby pledged and there shall be credited to the Debt Service Account. (a) the net revenues of the water utility system not otherwise pledged and applied to the payment of other obligations of the City, in an amount, together with other funds which may herein or hereafter from time to time be irrevocably appropriated to the account sufficient to meet the requirements of Minnesota Statutes, Section 475.61 for the payment of the principal and interest of this issue; (b) all accrued interest received upon delivery of the Bonds; (c) all funds paid for the Bonds in excess of $2,966,080; (d) all collections of taxes which may hereafter be levied in the event that net revenues and other funds herein pledged to the payment of the principal and interest of the Bonds of this issue are insufficient therefore; (e) all funds remaining in the Construction Account after completion of the Project and payment of the costs thereof; (0 all investment earnings on funds held in the Debt Service Account; and (g) any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Account. The Debt Service Account shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation bonds of the City hereafter issued by the City and made payable from said account as provided by law. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (1) for a reasonable temporary period until such proceeds are needed for the purpose for which the Bonds were issued, and (2) in addition to the above in an amount not greater than the lesser of five percent (5 of the proceeds of the Bonds or $100,000. To this effect, any proceeds of the Bonds and any sums from time to time held in the 1810104v1 17 RESOLUTION 2005 Construction Account or Debt Service Account (or any other City account which will be used to pay principal or interest to become due on the bonds payable therefrom) in excess of amounts which under the applicable federal arbitrage regulations may be invested without regard to yield shall not be invested at a yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such investments after taking into account any applicable "temporary periods" or "minor portion" made available under the federal arbitrage regulations Money in the Fund shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the federal Internal Revenue Code of 1986, as amended (the "Code 16. Sufficiency of Net Revenues. It is hereby found, determined and declared that the net revenues of the water utility system are sufficient in amount to pay when due the principal of and interest on the Bonds herein authonzed and the City's outstanding general obligation water revenue bonds heretofore issued and made payable from the net revenues of the water utility (the "Parity Bonds The net revenues of the water utility system are hereby pledged for the payment of the Bonds and shall be applied for that purpose, but solely to the extent required to meet the principal and interest requirements of this issue as the same become due. Excess net revenues may be used for any proper purpose. Nothing contained herein shall be deemed to preclude the City from making further pledges and appropriations of the net revenues of the water utility system for the payment of other or additional obligations of the City, provided that it has first been determined by the City Council that the estimated net revenues of the water utility system will be sufficient in addition to all other sources, for the payment of the Bonds herein authorized and the Parity Bonds, and such additional obligations and any such pledge and appropriation of the net revenues may be made superior or subordinate to, or on a parity with the pledge and appropriation herein. 17. Covenant to Maintain Rates and Charges. In accordance with Minnesota Statutes, Section 444.075, the City hereby covenants and agrees with the holders of the Bonds that it will impose and collect charges for the service, use, availability and connection to the water utility system at the times and in the amounts required to produce net revenues adequate to pay all principal and interest when due on the Bonds and the Panty Bonds. 18. General Obligation Pledge. For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are irrevocably pledged. If the net revenues of the water utility system appropriated and pledged to the payment of pnncipal and interest on the Bonds, together with other funds irrevocably appropriated to the Debt Service Account herein established, shall at any time be insufficient to pay such principal and interest when due, the City covenants and agrees to levy, without limitation as to rate or amount an ad valorem tax upon all taxable property in the City sufficient to pay such principal and interest as it becomes due. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds payable therefrom, the deficiency shall be promptly paid out of any other accounts of the City which are available for such purpose, and such other funds may be reimbursed without interest from the Debt Service Account when a sufficient balance is available therein. RESOLUTION 2005 19. Coverage Test. The net revenues are such that if collected in full they, together with all other funds herein pledged for the payment of the Bonds, will produce at least five percent (5 in excess of the amount needed to meet when due the principal and interest payments on the Bonds and the Parity Bonds 20. Certificate of Registration. The Clerk is hereby directed to file a certified copy of this resolution with the County Auditor /Treasurer of Dakota County, Minnesota, together with such other information as he or she shall require, and to obtain the County Auditor /Treasurer's certificate that the Bonds have been entered in the County Auditor /Treasurer's Bond Register. 21. Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 22. Tax Exempt Status of the Bonds: Rebate. The City shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation (1) requirements relating to temporary periods for investments, (2) limitations on amounts invested at a yield greater than the yield on the Bonds, and (3) the rebate of excess investment earnings to the United States. The Issuer expects to satisfy the eighteen month expenditure exemption for gross proceeds of the Bonds as provided in Section 1.148- 7(d)(1) of the Regulations. 23. Compliance with Reimbursement Bond Regulations The provisions of this paragraph are intended to establish and provide for the City's compliance with United States Treasury Regulations Section 1.150 -2 (the "Reimbursement Regulations applicable to the "reimbursement proceeds" of the Bonds, being those portions thereof which will be used by the City to reimburse itself for any expenditure which the City paid or will have paid pnor to the Closing Date (a "Reimbursement Expenditure The City hereby certifies and /or covenants as follows: (a) Not later than 60 days after the date of payment of a Reimbursement Expenditure, the City (or person designated to do so on behalf of the City) has made or will have made a wntten declaration of the City's official intent (a "Declaration which effectively (i) states the City's reasonable expectation to reimburse itself for the payment of the Reimbursement Expenditure out of the proceeds of a subsequent borrowing; (ii) gives a general and functional descnption of the property, project or program to which the Declaration relates and for which the Reimbursement Expenditure is paid, or identifies a specific fund or account of the City and the general functional purpose thereof from which the Reimbursement Expenditure was to be paid (collectively the "Project and (iii) states the maximum pnncipal amount of debt expected to be issued by the City for the purpose of financing the Project; provided, however, that no such Declaration shall necessanly have been made with respect to: (i) "preliminary expenditures" for 1810104v1 18 RESOLUTION 2005 the Project, defined in the Reimbursement Regulations to include engineering or architectural, surveying and soil testing expenses and similar prefatory costs, which in the aggregate do not exceed 20% of the "issue price" of the Bonds, and (ii) a de minims amount of Reimbursement Expenditures not in excess of the lesser of $100,000 or 5% of the proceeds of the Bonds. (b) Each Reimbursement Expenditure is a capital expenditure or a cost of issuance of the Bonds or any of the other types of expenditures described in Section 1.150- 2(d)(3) of the Reimbursement Regulations. (c) The "reimbursement allocation" described in the Reimbursement Regulations for each Reimbursement Expenditure shall and will be made forthwith following (but not prior to) the issuance of the Bonds and in all events within the period ending on the date which is the later of three years after payment of the Reimbursement Expenditure or one year after the date on which the Pr47ect to which the Reimbursement Expenditure relates is first placed in service. (d) Each such reimbursement allocation will be made in a writing that evidences the City's use of Bond proceeds to reimburse the Reimbursement Expenditure and, if made within 30 days after the Bonds are issued, shall be treated as made on the day the Bonds are issued. Provided, however, that the City may take action contrary to any of the foregoing covenants in this paragraph 23 upon receipt of an opinion of its Bond Counsel for the Bonds stating in effect that such action will not impair the tax- exempt status of the Bonds. 24. Designation as Qualified Tax- Exempt Obligations. In order to qualify the Bonds as "qualified tax exempt obligations" within the meaning of Section 265(b)(3) of the Code, the City hereby makes the following factual statements and representations: (a) the Bonds are issued after August 7, 1986; (b) the Bonds are not "private activity bonds" as defined in Section 141 of the Code; (c) the City hereby designates the Bonds as "qualified tax- exempt obligations" for purposes of Section 265(b)(3) of the Code; (d) the reasonably anticipated amount of tax exempt obligations (other than private activity bonds, treating qualified 501(c)(3) bonds as not being private activity bonds) which will be issued by the City (and all entities treated as one issuer with the City, and all subordinate entities whose obligations are treated as issued by the City) during this calendar year 2005 will not exceed $10,000,000; and (e) not more than $10,000,000 of obligations issued by the City during this calendar year 2005 have been designated for purposes of Section 265(b)(3) of the Code. The City shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph. 1810104v1 1 9 1810104v1 20 RESOLUTION 2005 25. Continuing Disclosure. (a) The City is the sole obligated person with respect to the Bonds The City hereby agrees, in accordance with the provisions of Rule 15c2 -12 (the "Rule promulgated by the Securities and Exchange Commission (the "Commission pursuant to the Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the "Undertaking hereinafter described to: (1) provide or cause to be provided to each nationally recognized municipal securities information repository "NRMSIR and to the appropnate state information depository "SID if any, for the State of Minnesota, in each case as designated by the Commission in accordance with the Rule, certain annual financial information and operating data in accordance with the Undertaking. The City reserves the nght to modify from time to time the terms of the Undertaking as provided therein. (2) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the Municipal Secunties Rulemaking Board "MSRB and (ii) the SID, notice of the occurrence of certain material events with respect to the Bonds in accordance with the Undertaking. (3) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the MSRB and (ii) the SID, notice of a failure by the Issuer to provide the annual financial information with respect to the Issuer described in the Undertaking. (4) The City agrees that its covenants pursuant to the Rule set forth in this paragraph and in the Undertaking is intended to be for the benefit of the holders of the Bonds and shall be enforceable on behalf of such holders; provided that the right to enforce the provisions of these covenants shall be limited to a nght to obtain specific enforcement of the City's obligations under the covenants. (b) The Mayor and Clerk of the City, or any other officer of the City authorized to act in their place, (the "Officers are hereby authorized and directed to execute on behalf of the City the Undertaking in substantially the form presented to the City Council, subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (n) required by the purchaser of the Bonds and (iii) acceptable to the Officers. 26. Defeasance. When all Bonds have been discharged as provided in this paragraph, all pledges, covenants and other nghts granted by this resolution to the registered holders of the Bonds shall, to the extent permitted by law, cease. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless he discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such RESOLUTION 2005 dates as shall be required, subject to sale and/or reinvestment, to pay all amounts to become due thereon to maturity or, if notice of redemption as herein required has been duly provided for, to such earlier redemption date. 27. Severability. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 1810104v1 21 28. Headings. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. ADOPTED this 4th day of October, 2005. ATTEST: Linda J Jentink, City Clerk William H. Droste, Mayor RESOLUTION 2005 Motion by: Seconded by: Voted in favor: Voted Against: Members Absent: isimo4v1 22 STATE OF MINNESOTA COUNTY OF DAKOTA CITY OF ROSEMOUNT RESOLUTION 2005 I, the undersigned, being the duly qualified and acting Clerk of the City of Rosemount, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council of said City, duly called and held on the date therein indicated, insofar as such minutes relate to considering offers for, and awarding the sale of, S2,990,000 General Obligation Water Revenue Bonds, Series 2005C of said City. WITNESS my hand this day of 2005. 1810104v1 Clerk AWARD: SALE: Bidder WELLS FARGO BROKERAGE SERVICES, LLC UMB BANK, N.A. PIPER JAFFRAY CO. HARRIS N.A. FTN Financial Capital Markets Isaak Bond Investments, Inc. The Bankers Bank Axelrod Associates, Inc. J.P. MORGAN SECURITIES, INC. Sterne, Agee Leach, Inc. Springsted $2,990,000 CITY OF ROSEMOUNT, MINNESOTA GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2005C (BOOK ENTRY ONLY) WELLS FARGO BROKERAGE SERVICES, LLC October 4, 2005 Interest Rates 3.50% 2007 -2014 3.75% 2015 -2016 3.15% 2007 3.20% 2008 3.25% 2009 3.30% 2010 3.35% 2011 3.45% 2012 3.50% 2013 3 60% 2014 3.70% 2015 3.75% 2016 3.625% 2007 -2015 3.65% 2016 3.50% 2007 -2013 3.60% 2014 3.65% 2015 3.70% 2016 Price $2,987,608.00 $2,987,767.10 3.60% 2007 -2016 $2,982,121.35 Spdngsted Incorporated 380 Jackson Street, Suite 300 Saint Paul, MN 55101 -2887 Tel 651-223-3000 Fax 651 223 -3002 Email• advisors @springsted.com www.spnngsted.com Net Interest Cost $2,977,741.00 $653,26025 $2,974,719.04 $663,722.84 Moody's Rating: Aaa XL Capital Insured $653,045.13 $659,707.90 $659,928.65 True Interest Rate 3.6014% 3.6070% 3.6415% 3.6476% 3.6717% (Continued) Bidder FIRST TRUST PORTFOLIOS, L.P. RBC Dain Rauscher Inc. SunTrust Capital Markets, Inc. Stephens, Inc. Crews Associates, Inc. GRIFFIN, KUBIK, STEPHENS THOMPSON, INC. LEGG MASON WOOD WALKER, INC. ROBERT W. BAIRD COMPANY, INCORPORATED SEATTLE NORTHWEST SECURITIES CORP CRONIN COMPANY, INCORPORATED 3 50% 3.50% 3.50% 3.50% 3 50% 3.50% 3.50% 3.50% 3.75% 3.75% Interest Rates 3.50% 2007 -2014 3.60% 2015 3.625% 2016 3 625% 2007 -2014 $2,984,319.30 3.70% 2015 -2016 3.75% 2007 -2016 $2,996,252 25 3.625% 2007 -2010 $3,012,684.45 3.75% 2011 4 00% 2012 -2016 3.625% 2007 -2010 3.75% 2011 4,00% 2012 -2015 4.25% 2016 3.625% 2007 -2010 3.75% 2011 4.00% 2012 -2016 Price $2,967,427.60 REOFFERING SCHEDULE OF THE PURCHASER Rate Year Yield 2007 2.80% 2008 2.90% 2009 3.00% 2010 3.10% 2011 3.20% 2012 3.30% 2013 3,40% 2014 Par 2015 3.60% 2016 3.65% Net Interest True Interest Cost Rate $664,093.03 3.6811% $667,273.51 3.6852% $672,966.50 3.7078% $686,670.24 3.7638% $3,018,132 55 $690,190.89 3.7760% $3,010,330.75 $689,023.94 3.7787% BSI: 4.39% Average Maturity: 6 058 Years AWARD: SALE: Bidder UMB BANK, N.A. WELLS FARGO BROKERAGE SERVICES, LLC $1,120,000* CITY OF ROSEMOUNT, MINNESOTA GENERAL OBLIGATION FIRE STATION REFUNDING BONDS, SERIES 2005D (BOOK ENTRY ONLY) CRONIN COMPANY, INCORPORATED PIPER JAFFRAY CO. LEGG MASON WOOD WALKER, INC. MILLER JOHNSON STEICHEN KINNARD, INC. UMB BANK, N.A. October 4, 2005 Interest Rates 3.15% 2007 3.20% 2008 3.25% 2009 3 30% 2010 3.35% 2011 3.45% 2012 3.50% 2013 3.60% 2014 3 70% 2015 3.75% 2016 3.50% 2007 -2014 3.75% 2015 -2016 3.50% 2007 -2010 3.75% 2011 -2014 3.80% 2015 -2016 3 70% 2007 -2014 3.80% 2015 -2016 3.75% 2007 -2013 3.80% 2014 3.90% 2015 -2016 3.50% 2007 -2010 3.75% 2011 -2014 3.85% 2015 4.00% 2016 0 Springsted These Bonds are not being reoffered. Price $1,114,008.00 $244,968.25 3 6298% $1,113,952.00 $1,118,396.30 $1,114,667.00 $1,115,813.12 $1,112,440 00 Subsequent to bid opening, the issue size decreased from $1,120,000 to $1,115,000. Springsted Incorporas 380 Jackson Street, Suite 300 Saint Paul, MN 55101.2887 Tel: 651- 223 -3000 Fax 651- 223 -3002 Emad: advisors @spnngsted com www.spnngsted com $262,494.38 Moody's Rating: Al Net Interest True Interest Cost Rate $248,694.88 3.6889% $253,294.95 3 7469% $257,756.75 3.8239% $261,727.50 3.8792% 3.8946% BBI: 4.39% Average Maturity: 6.031 Years NEW AND REFUNDING ISSUES OFFICIAL STATEMENT DATED SEPTEMBER 20, 2005 Ratings: Requested from Moody's Investors Service !n the opinion of Bnggs ano Morgan, Professional Association, Bond Counsel, based on present federal and Minnesota laws, regulations, rulings and decrsons, at tne time of their issuance and delivery to tne original purchaser, interest on tne Obligations is excluded from gross income for purooses of United States income tax and is excluded, to the same extent, in computing born gross income and taxable net income for purooses of State of Minnesota income tax (other than Minnesota franchise taxes measured by income and imposed on corporations and financial inst tutisns„ and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations or the Minnesota ate-nat ve minimum tax applicable to individuals, estates or trysts, provided, ncwever, that fcr tne purpose of computing the federal alternative minimum tax Imposed on corporations, interest on the Obligations is taken into account in determining adjusted cwrrent earnings No opinion will be excressed by Band Counsel regarding other federal or state tax consequences caused by tne receipt or accrual of interest on the Obligations or arising with respect to ownership of the ObIgabons See 'Tax Exemption" and "Other Federal Tax Consideraosns "herein City of Rosemount, Minnesota $2,990,000 $1,120,000* General Obligation Water General Obligation Fire Station Revenue Bonds, Series 2005C Refunding Bonds, Series 2005D (the "Revenue Bonds (the "Refunding Bonds (collectively referred to as the "Bonds," the "Obligations" or the "Issues (Book Entry Only) Dated Date: November 1, 2005 Interest Due: Each February 1 and August 1 commencing August 1, 2006 The Revenue Bonds will mature February 1 as follows 2007 $235,000 2009 $275,000 2008 $270,000 2010 $285,000 2011 $295,000 2012 $305,000 The Refunding Bonds will mature February 1 as follows 2007 90,000 2009 $105,000 2011 $110,000 2008 $100,000 2010 $110,000 2012 $115,000 Common to Both Issues Springsted 2013 $315,000 2014 $325,000 2013 $115,000 2014 $120,000 Preliminary, subject to change. PROPOSALS RECEIVED: October 4, 2005 (Tuesday) until 12:00 Noon, Central Time AWARD: October 4, 2005 (Tuesday) at 7:30 P.M., Central Time 2015 $335,000 2016 $350,000 2015 $125,000 2016 $130,000 Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds All term bonds shall be subject to mandatory sinking fund redemption and must conform to the maturity schedule set forth above at a price of par plus accrued interest to the date of redemption. The City may elect on February 1, 2013, and on any day thereafter, to prepay the Revenue Bonds due on or after February 1, 2014 All prepayments shall be at a price of par plus accrued interest The Refunding Bonds will not be subject to redemption in advance of their respective stated maturity dates The Bonds are general obligations of the City for which the City pledges its full faith and credit and power to levy direct general ad valorem taxes Additional sources of security for the Bonds are discussed herein A separate proposal must be submitted for each Issue, along with a certified or cashier's check or a Financial Surety Bond, for not less than the amounts shown below Proposals shall specify rates in integral multiples of 5/100 or 1/8 of 1% Rates must be in level or ascending order. Award will be made on the basis of True Interest Cost (TIC) Minimum Bid Good Faith Deposit The Revenue Bonds $2,966,080 $29,900 The Refunding Bonds 1,112,440 11,200 The City will designate the Bonds as "qualified tax exempt obligations" pursuant to Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. The Bonds will not be subject to the alternative minimum tax for individuals. The Bonds will be issued as fully registered Bonds without coupons and, when issued, will be registered in the name of Cede Co as nominee of The Depository Trust Company "DTC DTC will act as securities depository for the Bonds Individual purchases may be made in book -entry form only, in the principal amount of $5,000 and integral multiples thereof. Investors will not receive physical certificates representing their interest in the Bonds purchased. (See "Book Entry System" herein U.S. Bank National Association, Saint Paul, Minnesota will serve as registrar (the "Registrar") for the Bonds. The Bonds will be available for delivery at DTC on or about November 3, 2005 Further information may be obtained from SPRINGSTED Incorporated, Financial Advisor to the Issuer, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101 -2887 (651) 223 -3000 For purposes of compliance with Rule 15c2 -12 of the Securities and Exchange Commission, this document, as the same may be supplemented or corrected by the Issuer from time to time (collectively, the "Official Statement may be treated as an Official Statement with respect to the Obligations described herein that is deemed final as of the date hereof (or of any such supplement or correction) by the Issuer, except for the omission of certain information referred to in the succeeding paragraph. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Obligations, together with any other information required by law, shall constitute a "Final Official Statement" of the Issuer with respect to the Obligations, as that term is defined in Rule 15c2 -12. Any such addendum shall, on and after the date thereof, be fully incorporated herein and made a part hereof by reference. By awarding the Obligations to any underwriter or underwriting syndicate submitting a Proposal therefor, the Issuer agrees that, no more than seven business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Obligations are awarded copies of the Official Statement and the addendum or addenda described in the preceding paragraph in the amount specified in the Terms of Proposal. The Issuer designates the senior managing underwriter of the syndicate to which the Obligations are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Any underwriter delivering a Proposal with respect to the Obligations agrees thereby that if its bid is accepted by the Issuer (i) it shall accept such designation and (11) it shall enter into a contractual relationship with all Participating Underwriters of the Obligations for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement No dealer, broker, salesman or other person has been authorized by the Issuer to give any information or to make any representations with respect to the Obligations, other than as contained in the Official Statement or the Final Official Statement, and if given or made, such other information or representations must not be relied upon as having been authorized by the Issuer. Certain information contained in the Official Statement and the Final Official Statement may have been obtained from sources other than records of the Issuer and, while believed to be reliable, is not guaranteed as to completeness or accuracy. THE INFORMATION AND EXPRESSIONS OF OPINION IN THE OFFICIAL STATEMENT AND THE FINAL OFFICIAL STATEMENT ARE SUBJECT TO CHANGE, AND NEITHER THE DELIVERY OF THE OFFICIAL STATEMENT OR THE FINAL OFFICIAL STATEMENT NOR ANY SALE MADE UNDER EITHER SUCH DOCUMENT SHALL CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE ISSUER SINCE THE DATE THEREOF. References herein to laws, rules, regulations, resolutions, agreements, reports and other documents do not purport to be comprehensive or definitive. All references to such documents are qualified in their entirety by reference to the particular document, the full text of which may contain qualifications of and exceptions to statements made herein Where full texts of documents prepared by or on behalf of the Issuer have not been included as appendices to the Official Statement or the Final Official Statement, they will be furnished on request. Any CUSIP numbers for the Obligations included on the Addendum to the Official Statement are provided for convenience of the owners and prospective investors. The CUSIP numbers for the Obligations have been assigned by an organization unaffiliated with the Issuer The Issuer is not responsible for the selection of the CUSIP numbers and makes no representation as to the accuracy thereof as printed on the Obligations or as set forth on the Addendum to the Official Statement. No assurance can be given that the CUSIP numbers for the Obligations will remain the same after the date of issuance and delivery of the Obligations. Terms of Proposal: TABLE OF CONTENTS Page(s) $2,990,000 General Obligation Water Revenue Bonds, Series 2005C i -iv $1,120,000* General Obligation Fire Station Refunding Bonds, Series 2005D v -viii Introductory Statement 1 Continuing Disclosure 1 The Bonds 2 The Revenue Bonds 4 The Refunding Bonds 5 Future Financing 5 Litigation 6 Legality 6 Tax Exemption 6 Other Federal Tax Considerations 6 Bank Qualified Tax Exempt Obligations 7 Ratings 8 Financial Advisor 8 Certification 8 City Property Values 9 City Indebtedness 10 City Tax Rates, Levies and Collections 15 Funds on Hand 16 City Investments 16 General Information Concerning the City 17 Governmental Organization and Services 21 Proposed Forms of Legal Opinion Appendix I Continuing Disclosure Undertaking Appendix II Summary of Tax Levies, Payment Provisions, and Minnesota Real Property Valuation Appendix III Excerpt of 2004 Annual Financial Statements Appendix IV Proposal Forms Inserted THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS: TERMS OF PROPOSAL $2,990,000 CITY OF ROSEMOUNT, MINNESOTA GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2005C (BOOK ENTRY ONLY) Proposals for the Bonds will be received on Tuesday, October 4, 2005, until 12:00 Noon, Central Time, at the offices of Springsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul, Minnesota, after which time they will be opened and tabulated Consideration for award of the Bonds will be by the City Council at 7.30 P M., Central Time, of the same day. SUBMISSION OF PROPOSALS Springsted will assume no liability for the inability of the bidder to reach Springsted prior to the time of sale specified above. All bidders are advised that each Proposal shall be deemed to constitute a contract between the bidder and the City to purchase the Bonds regardless of the manner in which the Proposal is submitted. (a) Sealed Bidding. Proposals may be submitted in a sealed envelope or by fax (651) 223 -3046 to Springsted. Signed Proposals, without final price or coupons, may be submitted to Springsted prior to the time of sale. The bidder shall be responsible for submitting to Springsted the final Proposal price and coupons, by telephone (651) 223-3000 or fax (651) 223 -3046 for inclusion in the submitted Proposal. OR (b) Electronic Bidding. Notice is hereby given that electronic proposals will be received via PARITY For purposes of the electronic bidding process, the time as maintained by PARITY shall constitute the official time with respect to all Bids submitted to PARITY Each bidder shall be solely responsib /e for making necessary arrangements to access PARITY for purposes of submitting its electronic Bid in a timely manner and in compliance with the requirements of the Terms of Proposal Neither the City, its agents nor PARITY shall have any duty or obligation to undertake registration to bid for any prospective bidder or to provide or ensure electronic access to any qualified prospective bidder, and neither the City, its agents nor PARITY shall be responsible for a bidder's failure to register to bid or for any failure in the proper operation of, or have any liability for any delays or interruptions of or any damages caused by the services of PARITY The City is using the services of PARITY solely as a communication mechanism to conduct the electronic bidding for the Bonds, and PARITY is not an agent of the City. If any provisions of this Terms of Proposal conflict with information provided by PARITY this Terms of Proposal shall control. Further information about PARITY including any fee charged, may be obtained from: PARITY 1359 Broadway, 2 Floor, New York, New York 10018 Customer Support: (212) 849 -5000 DETAILS OF THE BONDS The Bonds will be dated November 1, 2005, as the date of original issue, and will bear interest payable on August 1 and February 1 of each year, commencing August 1, 2006. Interest will be computed on the basis of a 360 -day year of twelve 30 -day months The Bonds will mature February 1 in the years and amounts as follows: 2007 5235,000 2008 $270,000 2009 $275,000 2010 5285,000 2011 $295,000 2012 5305,000 2013 $315,000 Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds. All term bonds shall be subject to mandatory sinking fund redemption and must conform to the maturity schedule set forth above at a price of par plus accrued interest to the date of redemption In order to designate term bonds, the proposal must specify "Years of Term Maturities" in the spaces provided on the Proposal Form BOOK ENTRY SYSTEM 2014 $325,000 2015 $335,000 2016 5350,000 The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made to the public. The Bonds will be issued in fully registered form and one Bond, representing the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of Cede Co. as nominee of The Depository Trust Company "DTC New York, New York, which will act as securities depository of the Bonds Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants. Principal and interest are payable by the registrar to DTC or its nominee as registered owner of the Bonds Transfer of principal and interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial owners. The purchaser, as a condition of delivery of the Bonds, will be required to deposit the Bonds with DTC REGISTRAR The City will name the registrar, which shall be subject to applicable SEC regulations. The City will pay for the services of the registrar. OPTIONAL REDEMPTION The City may elect on February 1, 2013, and on any day thereafter, to prepay Bonds due on or after February 1, 2014. Redemption may be in whole or in part and if in part at the option of the City and in such manner as the City shall determine. If less than all Bonds of a maturity are called for redemption, the City will notify DTC of the particular amount of such maturity to be prepaid DTC will determine by lot the amount of each participant's interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interests in such maturity to be redeemed. All prepayments shall be at a price of par plus accrued interest. SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition, the City will pledge net revenues of the City's water utility system The proceeds will be used to finance the acquisition and construction of a water tower within the City. TYPE OF PROPOSALS Proposals shall be for not less than $2,966,080 and accrued interest on the total principal amount of the Bonds. Proposals shall be accompanied by a Good Faith Deposit "Deposit in the form of a certified or cashier's check or a Financial Surety Bond in the amount of $29,900, payable to the order of the City. If a check is used, it must accompany the proposal. If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota, and preapproved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the proposals. The Financial Surety Bond must identify each underwnter whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds are awarded to an underwriter using a Financial Surety Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P.M., Central Time, on the next business day following the award. If such Deposit is not received by that time, the Financial Surety Bond may be drawn by the City to satisfy the Deposit requirement. The Deposit received from the purchaser, the amount of which will be deducted at settlement and no interest will accrue to the purchaser, will be deposited by the City. In the event the purchaser fails to comply with the accepted proposal, said amount will be retained by the City. No proposal can be withdrawn or amended after the time set for receiving proposals unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 5/100 or 1/8 of 1 Rates must be in level or ascending order Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be accepted AWARD The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true interest cost (TIC) basis. The City's computation of the interest rate of each proposal, in accordance with customary practice, will be controlling. The City will reserve the right to (i) waive non substantive informalities of any proposal or of matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals without cause, and (iii) reject any proposal that the City determines to have failed to comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor at the option of the underwriter, 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 of the Bonds. Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall be paid by the purchaser, except that, if the City has requested and received a rating on the Bonds from a rating agency, the City will pay that rating fee. Any other rating agency fees shall be the responsibility of the purchaser. Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on the Bonds. CUSIP NUMBERS If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be pad by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser through DTC in New York, New York. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Briggs and Morgan, Professional Association, of Saint Paul and Minneapolis, Minnesota, and of customary closing papers, including a no- litigation certificate, On the date of settlement, payment for the Bonds shall be made in federal, or equivalent, funds that shall be received at the offices of the City or its designee not later than 1200 Noon, Central Time. Unless compliance with the terms of payment for the Bonds has been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason of the purchaser's non compliance with said terms for payment. CONTINUING DISCLOSURE On the date of actual issuance and delivery of the Bonds, the City will execute and deliver a Continuing Disclosure Undertaking (the "Undertaking whereunder the City will covenant for the benefit of the owners of the Bonds to provide certain financial and other information about the City and notices of certain occurrences to information repositories as specified in and required by SEC Rule 15c2- 12(b)(5). OFFICIAL STATEMENT The City has authorized the preparation of an Official Statement containing pertinent information relative to the Bonds, and said Official Statement will serve as a nearly final Official Statement within the meaning of Rule 15c2 -12 of the Securities and Exchange Commission. For copies of the Official Statement or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, Springsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101, telephone (651) 223 -3000 The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a "Final Official Statement" of the City with respect to the Bonds, as that term is defined in Rule 15c2 -12 By awarding the Bonds to any underwriter or underwriting syndicate submitting a proposal therefor, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded 120 copies of the Official Statement and the addendum or addenda described above The City designates the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter Any underwriter delivering a proposal with respect to the Bonds agrees thereby that if its proposal is accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. Dated September 6, 2005 BY ORDER OF THE CITY COUNCIL iv /s/ Linda Jentink City Clerk THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS: OR TERMS OF PROPOSAL $1,120,000* CITY OF ROSEMOUNT, MINNESOTA GENERAL OBLIGATION FIRE STATION REFUNDING BONDS, SERIES 2005D (BOOK ENTRY ONLY) Proposals for the Bonds will be received on Tuesday, October 4, 2005, until 12 Noon, Central Time, at the offices of Springsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul, Minnesota, after which time they will be opened and tabulated. Consideration for award of the Bonds will be by the City Council at 7:30 P.M Central Time, of the same day. SUBMISSION OF PROPOSALS Springsted will assume no liability for the inability of the bidder to reach Springsted prior to the time of sale specified above All bidders are advised that each Proposal shall be deemed to constitute a contract between the bidder and the City to purchase the Bonds regardless of the manner in which the Proposal is submitted. (a) Sealed Bidding. Proposals may be submitted in a sealed envelope or by fax (651) 223 -3046 to Springsted. Signed Proposals, without final price or coupons, may be submitted to Springsted prior to the time of sale. The bidder shall be responsible for submitting to Spnngsted the final Proposal price and coupons, by telephone (651) 223 -3000 or fax (651) 223 -3046 for inclusion in the submitted Proposal. (b) Electronic Bidding. Notice is hereby given that electronic proposals will be received via PARITY'. For purposes of the electronic bidding process, the time as maintained by PARITY shall constitute the official time with respect to all Bids submitted to PARITY Each bidder shall be solely responsible for making necessary arrangements to access PARITY for purposes of submitting its electronic Bid in a timely manner and in compliance with the requirements of the Terms of Proposal. Neither the City, its agents nor PARITY shall have any duty or obligation to undertake registration to bid for any prospective bidder or to provide or ensure electronic access to any qualified prospective bidder, and neither the City, its agents nor PARITY shall be responsible for a bidder's failure to register to bid or for any failure in the proper operation of, or have any liability for any delays or interruptions of or any damages caused by the services of PARITY The City is using the services of PARITY solely as a communication mechanism to conduct the electronic bidding for the Bonds, and PARITY" is not an agent of the City If any provisions of this Terms of Proposal conflict with information provided by PARITY this Terms of Proposal shall control. Further information about PARITY including any fee charged, may be obtained from PARITY 1359 Broadway, 2"' Floor, New York, New York 10018 Customer Support. (212) 849 -5000 -v The Bonds will be dated November 1, 2005, as the date of original issue, and will bear interest payable on August 1 and February 1 of each year, commencing August 1, 2006. Interest will be computed on the basis of a 360 -day year of twelve 30 -day months. The Bonds will mature February 1 in the years and amounts as follows: 2007 90,000 2008 $100,000 2009 $105,000 2010 $110,000 DETAILS OF THE BONDS 2011 $110,000 2012 $115,000 2013 $115,000 BOOK ENTRY SYSTEM REGISTRAR -vi- 2014 $120,000 2015 $125,000 2016 $130,000 The City reserves the right, after proposals are opened and prior to award, to increase or reduce the principal amount of the Bonds offered for sale. Any such increase or reduction will be made in multiples of $5,000 in any of the maturities. In the event the principal amount of the Bonds is increased or reduced, any premium offered or any discount taken by the successful bidder will be increased or reduced by a percentage equal to the percentage by which the principal amount of the Bonds is increased or reduced Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds. All term bonds shall be subject to mandatory sinking fund redemption and must conform to the maturity schedule set forth above at a price of par plus accrued interest to the date of redemption. In order to designate term bonds, the proposal must specify "Years of Term Maturities" in the spaces provided on the Proposal Form The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made to the public The Bonds will be issued in fully registered form and one Bond, representing the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of Cede Co. as nominee of The Depository Trust Company "DTC New York, New York, which will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants Principal and interest are payable by the registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial owners The purchaser, as a condition of delivery of the Bonds, will be required to deposit the 9onds with DTC. The City will name the registrar, which shall be subject to applicable SEC regulations. The City will pay for the services of the registrar OPTIONAL REDEMPTION The Bonds will not be subject to payment in advance of their respective stated maturity dates. SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes The proceeds will be used to refund the February 1, 2007 through February 1, 2016 maturities of the City's General Obligation Fire Station Bonds, Series 1996A, dated July 1, 1996. TYPE OF PROPOSALS Proposals shall be for not less than $1,112,440 and accrued interest on the total principal amount of the Bonds. Proposals shall be accompanied by a Good Faith Deposit "Deposit in the form of a certified or cashier's check or a Financial Surety Bond in the amount of $11,200, payable to the order of the City If a check is used, it must accompany the proposal If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota, and preapproved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the proposals. The Financial Surety Bond must identify each underwriter whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds are awarded to an underwriter using a Financial Surety Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P M., Central Time, on the next business day following the award. If such Deposit is not received by that time, the Financial Surety Bond may be drawn by the City to satisfy the Deposit requirement. The Deposit received from the purchaser, the amount of which will be deducted at settlement and no interest will accrue to the purchaser, will be deposited by the City. In the event the purchaser fails to comply with the accepted proposal, said amount will be retained by the City. No proposal can be withdrawn or amended after the time set for receiving proposals unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 5/100 or 1/8 of 1 Rates must be in level or ascending order. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be accepted. AWARD The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true interest cost (TIC) basis The City's computation of the interest rate of each proposal, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non substantive informalities of any proposal or of matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals without cause, and (iii) reject any proposal that the City determines to have failed to comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor at the option of the underwriter, 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 of the Bonds Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall be paid by the purchaser, except that, if the City has requested and received a rating on the Bonds from a rating agency, the City will pay that rating fee. Any other rating agency fees shall be the responsibility of the purchaser Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on the Bonds. CUSIP NUMBERS If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the vii Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser through DTC in New York, New York Delivery will be subject to receipt by the purchaser of an approving legal opinion of Briggs and Morgan, Professional Association, of Saint Paul and Minneapolis, Minnesota, and of customary closing papers, including a no- litigation certificate. On the date of settlement, payment for the Bonds shall be made in federal, or equivalent, funds that shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Unless compliance with the terms of payment for the Bonds has been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason of the purchaser's non compliance with said terms for payment CONTINUING DISCLOSURE On the date of actual issuance and delivery of the Bonds, the City will execute and deliver a Continuing Disclosure Undertaking (the "Undertaking whereunder the City will covenant for the benefit of the owners of the Bonds to provide certain financial and other information about the City and notices of certain occurrences to information repositories as specified in and required by SEC Rule 15c2- 12(b)(5). OFFICIAL STATEMENT The City has authorized the preparation of an Official Statement containing pertinent information relative to the Bonds, and said Official Statement will serve as a nearly final Official Statement within the meaning of Rule 15c2 -12 of the Securities and Exchange Commission. For copies of the Official Statement or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, Spnngsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101, telephone (651) 223 -3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a "Final Official Statement" of the City with respect to the Bonds,, as that term is defined in Rule 15c2 -12. By awarding the Bonds to any underwriter or underwriting syndicate submitting a proposal therefor, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded 50 copies of the Official Statement and the addendum or addenda described above The City designates the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Any underwriter delivering a proposal with respect to the Bonds agrees thereby that if its proposal is accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwnter of the Final Official Statement. Dated September 6, 2005 BY ORDER OF THE CITY COUNCIL /s/ Linda Jentink City Clerk OFFICIAL STATEMENT CITY OF ROSEMOUNT, MINNESOTA $2,990,000 GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2005C $1,120,000' GENERAL OBLIGATION FIRE STATION REFUNDING BONDS, SERIES 2005D (BOOK ENTRY ONLY) INTRODUCTORY STATEMENT This Official Statement contains certain information relating to the City of Rosemount, Minnesota (the "City" or the "Issuer) and its issuance of $2,990,000 General Obligation Water Revenue Bonds, Senes 2005C (the "Revenue Bonds and $1,120,000* General Obligation Fire Station Refunding Bonds, Series 2005D (the "Refunding Bonds collectively referred to as the "Bonds the "Obligations" or the "Issues." The Bonds are general obligations of the City for which the City pledges its full faith and credit and power to levy direct general ad valorem taxes. The purpose and additional sources of security for the Issues are further described herein. Inquiries may be directed to Mr. Jeffrey May, Finance Director, City of Rosemount, 2875 145th Street West, Rosemount, Minnesota 55068 -4997, or by telephoning (651) 423 -4411. Inquiries may also be made to Springsted Incorporated, 380 Jackson Street, Suite 300, St Paul, Minnesota 55101 -2887, or by telephoning (651) 223 -3000. If information of a specific legal nature is desired, requests may be directed to Ms. Mary Dyrseth, Briggs and Morgan, Professional Association, Bond Counsel, 2200 First National Bank Budding, St. Paul, Minnesota 55101, or by telephoning (651) 808 -6625. CONTINUING DISCLOSURE In order to assist the Underwriters in complying with SEC Rule 15c2 -12 (the "Rule pursuant to the Award Resolutions for the Bonds, the City has entered into undertakings (collectively the "Undertaking") for the benefit of holders or beneficial owners of the Bonds to provide certain financial information and operating data relating to the City to certain information repositories annually, and to provide notices of the occurrence of certain events enumerated in the Rule to certain information repositories or the Municipal Securities Rulemaking Board and to any state information depository. The specific nature of the Undertaking, as well as the information to be contained in the annual report or the notices of material events, is set forth in the Undertaking in substantially the form attached hereto as Appendix II, subject to such modifications thereof or additions thereto as: (i) consistent with requirements under the Rule, (ii) required by the purchaser(s) of the Bonds and (iii) acceptable to the Mayor and Clerk of the City. The City has never failed to comply in all material respects with any previous undertakings under the Rule to provide annual reports or notices of material events. The City reserves the right, after proposals are opened and prior to award, to increase or reduce the principal amount of the Bonds offered for sale. Any such increase or reduction will be made in multiples of $5,000 in any of the maturities. In the event the principal amount of the Bonds is increased or reduced, any premium offered or any discount taken by the successful bidder will be increased or reduced by a percentage equal to the percentage by which the pnncipat amount of the Bonds is increased or reduced. -1- A failure by the City to comply with the Undertaking will not constitute an event of default on the Bonds (although holders or other beneficial owners of the Bonds will have the sole remedy of bringing an action for specific performance) Nevertheless, such a failure must be reported in accordance with the Rule and must be considered by any broker, dealer or municipal securities dealer before recommending the purchase or sale of the Bonds in the secondary market. Consequently, such a failure may adversely affect the transferability and liquidity of the Bonds and their market pace. General Description THE BONDS The Bonds are dated as of November 1, 2005 and issued in book entry form. Interest on the Bonds is payable August 1, 2006 and semiannually thereafter on February 1 and August 1. Interest will be payable to the holder (initially Cede Co registered on the books of the registrar (the "Registrar as of the fifteenth day of the calendar month next preceding such interest payment date. Pnncipal of and interest on the Bonds will be paid as described in the section herein entitled "Book Entry System." Bonds will mature in the amounts and on the dates shown on the cover of this Official Statement U.S. Bank National Association, Saint Paul, Minnesota will serve as Registrar for the Bonds. The City will pay for registration services. Optional Redemption The City may elect on February 1, 2013, and on any day thereafter, to prepay the Revenue Bonds due on or after February 1, 2014. Redemption may be in whole or in part and if in part at the option of the City, and in such manner as the City shall determine If less than all Revenue Bonds of a maturity are called for redemption, the City will notify DTC of the particular amount of such maturity to be prepaid. DTC will determine by lot the amount of each participant's interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interests in such maturity to be redeemed. All prepayments shall be at a price of par plus accrued interest. The Refunding Bonds will not be subject to redemption in advance of their respective stated maturity dates. Book Entry System 1 The Depository Trust Company "DTC New York, New York, will act as securities depository for the Obligations. The Obligations 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 certificate will be issued for each maturity of each series of the Obligations, in the aggregate principal amount of such maturity, and will be deposited with DTC. DTC 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 securities that its participants "Direct Participants deposit with DTC. DTC also facilitates the post -sale 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, thereby -2- eliminating the need for physical movement of securities certificates. Direct Participants ("Direct Participants include securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations DTC is a wholly -owned subsidiary of The Depository Trust and Clearing Corporation ("DTCC"). DTTC, in turn, is owned by a number of Direct Participants of DTC and members of the National Securities Clearing Corporation, Fixed Income Clearing Corporation, and Emerging Markets Clearing Corporation (NSCC, FICC, and EMCC, also subsidiaries of DTCC), as well as by the New York Stock Exchange, Inc., the American Stock Exchange LLC, and the National Association of Securities Dealers, Inc. Access to the DTC system is also available to others such as securities brokers and dealers, banks, trust companies and clearing corporations that dear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly "Indirect Participants The Rules applicable to DTC and its Direct and Indirect Participants are on file with the Securities and Exchange Commission More information about DTC can be found at www dtcc.com and www.dtc orq. Purchases of Obligations under the DTC system must be made by or through Direct Participants, which will receive a credit for the Obligations on DTC's records. The ownership interest of each actual purchaser of each Obligation "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, but Beneficial Owners are expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Obligations 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 the Obligations, except in the event that use of the book -entry system for the Obligations is discontinued. To facilitate subsequent transfers, all Obligations deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede Co. or such other name as requested by an authorized representative of DTC. The deposit of Obligations with DTC and their registration in the name of Cede Co. or such other DTC nominee do not effect any change in beneficial ownership DTC has no knowledge of the actual Beneficial Owners of the Obligations; DTC's records reflect only the identity of the Direct Participants to whose accounts such Obligations are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time Beneficial Owners of the Obligations may wish to take certain steps to augment transmission to them of notices of significant events with respect to the Obligations, such as redemptions, tenders, defaults, and proposed amendments to the security documents. Beneficial Owners of the Obligations may wish to ascertain that the nominee holding the Obligations for their benefit has agreed to obtain and transmit notices to Beneficial Owners, or in the alternative, Beneficial Owners may wish to provide their names and addresses to the Registrar and request that copies of the notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of the Obligations within a maturity are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed. Neither DTC nor Cede Co. (nor such other DTC nominee) will consent or vote with respect to the Obligations unless authorized by a Direct Participant in accordance with DTC's procedures. -3- Under its usual procedures, DTC mails an Omnibus Proxy to the Issuer or Registrar 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 the Obligations are credited on the record date (identified in a listing attached to the Omnibus Proxy). Principal and interest payments on the Obligations 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 Issuer or Agent on the 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 (nor its nominee), the Registrar, or the Issuer, subject to any statutory or regulatory requirements as may be in effect from time to time Payment of principal and interest to Cede Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the Registrar, Issuer, 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 Obligations purchased or redeemed, through its Direct Participant, to the nominee holding the Obligations, and shall effect delivery of such Obligations by causing the Direct Participant to transfer the Direct Participant's interest in the Obligations, on DTC's records, to the nominee holding the Obligations. The requirement for physical delivery of the Obligations in connection with a purchase or redemption will be deemed satisfied when the ownership rights in the Obligations are transferred by the Direct Participants on DTC's records and followed by a book -entry credit of purchased or redeemed Obligations to the nominee holding the Obligations. DTC may discontinue providing its services as securities depository with respect to the Obligations at any time by giving reasonable notice to the Registrar. Under such circumstances, in the event that a successor secunties depository is not obtained, certificates are required to be printed and delivered. The Issuer may decide to discontinue use of the system of book -entry transfers through DTC (or a successor securities depository) In that event, certificates will be printed and delivered. The information in this section concerning DTC and DTC's book -entry system has been obtained from sources that the Issuer believes to be reliable, but the Issuer takes no responsibility for the accuracy thereof. Authority and Purpose THE REVENUE BONDS The Revenue Bonds are being issued pursuant to Minnesota Statutes, Chapters 444 and 475. The proceeds will be used to finance the acquisition and construction of a new water tower within the City -4- The composition of the Revenue Bonds is as follows: Security and Financing Project Costs $2,939,230 Allowance for Discount Bidding 23,920 Costs of Issuance 26 850 Total Revenue Bonds $2,990,000 The Revenue Bonds are general obligations of the City for which the City pledges its full faith and credit and power to levy direct general ad valorem taxes, In addition, the City pledges net revenues of its water utility. The City covenants that it will charge rates sufficient for the operation and maintenance of its water utility, and to make debt service payments on the Revenue Bonds and on other outstanding general obligation bonds to which the net revenues of the water utility are also pledged, a listing of which is found on page 11 of this Official Statement. Net revenues of the City's water utility are expected to be sufficient to make the August 1 interest payment due in the year of collection and the February 1 principal and interest payment due in the following year. The City does not expect a general ad valorem tax levy to be required for repayment of the Revenue Bonds. Authority and Purpose THE REFUNDING BONDS The Refunding Bonds are being issued pursuant to Minnesota Statutes, Chapter 475. Proceeds of the Refunding Bonds will be used to refund the February 1, 2007 through February 1, 2016 maturities (the "Refunded Maturities of the City's $1,780,000 General Obligation Fire Station Bonds, Series 1996A, dated July 1, 1996 (the "Series 1996A Bonds The refunding is being conducted to achieve interest cost savings. The Bonds constitute a "current" refunding since the Refunded Maturities will be called within 90 days of settlement of the Bonds. The Refunded Maturities will be called and prepaid on February 1, 2006 at a price of par plus accrued interest The City will make the February 1, 2006 principal and interest payment on the Series 1996A Bonds as originally scheduled. Security and Financing The Refunding Bonds are general obligations of the City for which the City pledges its full faith and credit and power to levy direct general ad valorem taxes. The City will make its first levy for the Refunding Bonds in 2006 for collection in 2007. The interest due August 1, 2006 and principal and interest due February 1, 2007 will be paid from taxes previously levied for the Series 1996A Bonds Thereafter, each year's levy, if collected in full, will be sufficient to pay 105% of the interest due August 1 in the year of collection and the principal and interest due February 1 in the following year. FUTURE FINANCING The City does not anticipate any additional borrowing for at least the next 90 days. -5- LITIGATION The City is not aware of any threatened or pending litigation affecting the validity of the Bonds or the ability to meet its financial obligations. LEGALITY The Bonds are subject to approval as to certain matters by Briggs and Morgan, Professional Association, of Saint Paul and Minneapolis, Minnesota, as Bond Counsel. Bond Counsel has not participated in the preparation of this Official Statement and will not pass upon its accuracy, completeness, or sufficiency. Bond Counsel has not examined, nor attempted to examine or verify, any of the financial or statistical statements or data contained in this Official Statement and will express no opinion with respect thereto. Legal opinions in substantially the form set out in Appendix I herein will be delivered at closing. TAX EXEMPTION At closing Briggs and Morgan, Professional Association, Bond Counsel, will render an opinion that, at the time of their issuance and delivery to the original purchaser, under present federal and State of Minnesota laws, regulations, rulings and decisions (which excludes any pending legislation which may have a retroactive effect), the interest on each Bond is excluded from gross income for purposes of United States income tax and is excluded, to the same extent, in computing both gross income and taxable net income for purposes of State of Minnesota income tax (other than Minnesota franchise taxes measured by income and imposed on corporations and financial institutions), and that 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 or the Minnesota alternative minimum tax applicable to individuals, estates or trusts, provided that interest on the Bonds is subject to federal income taxation to the extent it is included as part of adjusted current earnings for purposes of computing the alternative minimum tax imposed on certain corporations No opinion will be expressed by Bond Counsel regarding other federal or state tax consequences caused by the receipt or accrual of interest on the Bonds or arising with respect to ownership of the Bonds Preservation of the exclusion of interest on the Bonds from federal gross income and state gross and taxable net income, however, depends upon compliance by the City with all requirements of the Internal Revenue Code of 1986, as amended, (the "Code that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be (or continue to be) excluded from federal gross income and state gross and taxable net income The City will covenant to comply with requirements necessary under the Code to establish and maintain the Bonds as tax exempt under Section 103 thereof, including without limitation, requirements relating to temporary periods for investments and limitations on amounts invested at a yield greater than the yield on the Bonds. OTHER FEDERAL TAX CONSIDERATIONS Property and Casualty Insurance Companies Property and casualty insurance companies are required to reduce the amount of their loss reserve deduction by 15% of the amount of tax exempt interest received or accrued during the -6- taxable year on certain obligations acquired after August 7, 1986, including interest on the Bonds. Foreign Insurance Companies Foreign companies carrying on an insurance business in the United States are subject to a tax on income which is effectively connected with their conduct of any trade or business in the United States, including "net investment income." Net investment income includes tax exempt interest such as interest on the Bonds. Branch Profits Tax A foreign corporation is subject to a branch profits tax equal to 30% of the "dividend equivalent amount" for the taxable year. The "dividend equivalent amount" is the foreign corporation's "effectively connected earnings and profits" adjusted for increase or decrease in "U.S net equity." A branch's earnings and profits may include tax exempt municipal bond interest, such as interest on the Bonds. Passive Investment Income of S Corporations Passive investment income, including interest on the Bonds, may be subject to federal income taxation under Section 1375 of the Code for an S corporation that has Subchapter C earnings and profits at the close of the taxable year if more than 25% of the gross receipts of such S corporation is passive investment income. Financial Institutions For federal income tax purposes, financial institutions are unable to deduct any portion of the interest expense allocable to the ownership of certain tax exempt obligations acquired after August 7, 1986, including the Bonds but for the designation as Qualified Tax Exempt Obligations. See "Bank- Qualified Tax Exempt Obligations" below. General The preceding is not a comprehensive list of all federal tax consequences which may arise from the receipt or accrual of interest on the Bonds. The receipt or accrual of interest on the Bonds may otherwise affect the federal income tax (or Minnesota income tax or franchise tax) liability of the recipient based on the particular taxes to which the recipient is subject and the particular tax status of other items of income or deductions. All prospective purchasers of the Bonds are advised to consult their own tax advisors as to the tax consequences of, or tax considerations for, purchasing or holding the Bonds BANK QUALIFIED TAX- EXEMPT OBLIGATIONS The City will designate the Bonds as "qualified tax exempt obligations" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended, relating to the ability of financial institutions to deduct from income for federal income tax purposes, interest expense that is allocable to carrying and acquiring tax- exempt obligations. "Qualified tax- exempt obligations" are treated as acquired by a financial institution before August 8, 1986. Interest allocable to such obligations remains subject to the 20% disallowance under prior law. -7- RATINGS Applications for ratings of the Bonds have been made to Moody's Investors Service "Moody's 99 Church Street, New York, New York. If ratings are assigned, they will reflect only the opinion of Moody's. Any explanation of the significance of the ratings may be obtained only from Moody's. There is no assurance that ratings, if assigned, will continue for any given period of time, or that such ratings will not be revised or withdrawn, if in the judgment of Moody's, circumstances so warrant. A revision or withdrawal of the ratings may have an adverse effect on the market once of the Bonds. FINANCIAL ADVISOR The City has retained Springsted Incorporated, Public Sector Advisors, of St. Paul, Minnesota, as financial advisor (the "Financial Advisor in connection with the issuance of the Bonds In preparing the Official Statement, the Financial Advisor has relied upon governmental officials, and other sources, who have access to relevant data to provide accurate information for the Official Statement, and the Financial Advisor has not been engaged, nor has it undertaken, to independently verify the accuracy of such information. The Financial Advisor is not a public accounting firm and has not been engaged by the City to compile, review, examine or audit any information in the Official Statement in accordance with accounting standards. The Financial Advisor is an independent advisory firm and is not engaged in the business of underwriting, trading or distributing municipal securities or other public securities and therefore will not participate in the underwriting of the Bonds. CERTIFICATION The City has authorized the distribution of this Official Statement for use in connection with the initial sale of the Bonds. As of the date of the settlement of the Bonds, the Purchaser(s) will be furnished with a certificate signed by the appropriate officers of the City The certificate will state that as of the date of the Official Statement, the Official Statement did not and does not as of the date of the certificate contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. -8- CITY PROPERTY VALUES 2004 Indicated Market Value of Taxable Property: $1,838,234,211* The indicated market value is calculated by dividing the City's 2004 taxable market value of $1,606,616,700 by the 2004 sales ratio of 87.4% for the City as provided by the State Department of Revenue. 2004 Taxable Net Tax Capacity: $18,028,538 2004 Net Tax Capacity $18,281,576 Less. Captured Tax Increment Tax Capacity (299,465) Contribution to Fiscal Disparities (1,489,653) Plus. Distribution from Fiscal Disparities 1,536.080 2004 Taxable Net Tax Capacity $18,028,538 2004 Taxable Net Tax Capacity by Class of Property Residential Homestead $13,426,180 74.5% Commercial /Industrial, Public Utility and Railroad 3,534,145' 19.6 Agricultural 301,898 1.7 Apartments 297,944 1.6 Personal Property 468,371 2.6 Total $18,028,538 100.0% Reflects adjustments for fiscal disparities and captured tax increment tax capacity. Trend of Values Indicated Taxable Taxable Tax Market Value(a) Market Value Capacity(b) 2004 $1,838,234,211 $1,606,616,700 $18,028,538 2003 1, 588, 774, 651 1,366,346,200 15, 373, 855 2002 1,353, 935,798 1,153,553,300 13,132,139 2001 1,122,690,460 976,740,700 11,262,405 2000 959,718,481 846,471,700 14,047,202 (a) Calculated by dividing the county assessor's taxable market value by the sales ratio determined for the City each year by the State Department of Revenue lb) See Appendix Ill for an explanation of tax capacity and legislative changes in 2001 to the Minnesota property tax laws. The decrease in taxable tax capacity in 2001 was attributable primarily to reductions in property tax class rates. -9- Ten of the Largest Taxpayers in the City Taxpayer Flint Hills Resources /Koch Refining Xcel Energy Clarel Corporation Bigos- Rosemount LLC (Cannon Equipment) Webb Properties Limerick Way LLC Continental Nitrogen Resources Corp. CF Industries, Inc (Cenex) Hidden Valley SPE, LLC Gruett- Labriola Partnership Total Represents 15.2% of the City's 2004 taxable net tax capacity. Legal Debt Limit Debt Limit (2% of Taxable Market Value) Less: Outstanding Net Debt Subject to Limit Legal Net Debt Margin at August 2, 2005 General Obligation Debt Supported by Taxes(a) Date Original of Issue Amount 7 -1 -96 A2-1-01 6 -15 -05 6 -15 -05 11 -1 -05 Total $1,780,000 725,000 2,630,000 1,535,000 1,120,000 Purpose Manufacturing Manufacturing Townhouses CITY INDEBTEDNESS Fire Station Community Center Refunding Fire Station Equipment Fire Station Refunding (the Refunding Bonds) (a) These issues are subject to the statutory debt limit. (b) Excludes the Refunded Maturities Type of Business Oil Refinery Utility Retail Fertilizer Blending Plant Food Fertilizer Utility Manufacturing 10 $32,132,334 (5,659,030) $26,473,304 2004 Net Tax Caoacity $1,762,985 284,441 177,582 86,794 77,968 75,002 73,172 72,580 68,512 66,784 $2,745,820 Principal Final Outstanding Maturity As of 8 -2 -05 2-1-2006 80,000(b) 2 -1 -2013 600,000 2 -1 -2025 2,630,000 6 -1 -2010 1,535,000 2 -1 -2016 1.120.000 $5,965,000 General Obligation Debt Supported Primarily by Special Assessments Date of Issue 4 -1 -98 7 -1 -99 10 -1 -99 8 -15 -01 7 -1 -02 7 -1 -03 Total General Obligation Port Authority Debt Date Original of Issue Amount Purpose 4 -1 -98 $2,405,000 Municipal Building Refunding 9 -1 -00 1,750,000 Business Park Infrastructure Improvements 8 -15 -01 2,045,000 City Hall 7 -1-02 1,795,000 Highway 3 Enhancement Total (b) (c) (a) Debt service payments on this issue are made from a combination of certain special tax and general fund levies. This issue is being repaid from ad valorem tax levies. This issue is being repaid from ad valorem taxes levied by the City. (d) This issue is being repaid from a combination of tax levies, special assessments, and storm water utility revenues General Obligation Debt Supported by Revenues Date of Issue 7 -1 -96 10 -1 -99 9 -1 -00 8 -15 -01 12 -1 -01 7 -1 -02 7 -1 -03 11 -1 -05 Original Amount $2,010,000 3,715,000 4,395,000 1,325,000 3,395,000 1,945,000 Original Amount $1,035,000 855,000 1,160,000 1,140,000 805,000 1,195,000 1,170,000 2,990,000 Purpose Local Improvements Local Improvements Local Improvements Local Improvements Local Improvements Local Improvements Purpose Storm Water Revenue Storm Water Revenue Water Revenue Storm Water Revenue Storm Water Revenue Refunding Water and Storm Water Revenue Water Revenue Water Revenue (the Revenue Bonds) Principal Final Outstanding Maturity As of 8 -2 -05 2 -1 -2009 755,000 2 -1 -2011 1,515,000 2 -1 -2011 1,940,000 2 -1 -2012 970,000 2 -1 -2013 2,110,000 2 -1 -2014 1,735.000 $9,025,000 Principal Final Outstanding Maturity As of 8 -2 -05 2 -1 -2018 $2,145,000(a) 2 -1 -2011 1,170,000( 2 -1 -2022 1,875,000(c) 2 -1 -2013 1,380,000(d) $6,570,000 Principal Final Outstanding Maturity As of 8 -2 -05 2 -1 -2012 575,000 2 -1 -2015 640,000 2 -1 -2016 950,000 2 -1 -2017 980,000 2 -1 -2008 425,000 2 -1 -2018 1,105,000 2 -1 -2014 1,065,000 2 -1 -2016 2,990,000 Total $8,730,000 Annual Calendar Year Debt Service Including These Issues and Excluding the Refunded Maturities G.O. Debt Supported by Taxes Principal Principal Year Principal Interest(a) Principal Interest 2005 (at 8 -2) (Paid) 20,565.55 (Paid) (Paid) 2006 440,000 604,850.53 $2,105,000 2,419,633.75 2007 550,000 744,415.00 1,620,000 1,864,795.00 2008 575,000 752,227 50 1,615,000 1,798,152.50 2009 600,000 758,546 25 1,065,000 1,193,98250 2010 615,000 753,672.50 890,000 977,147 50 2011 300,000 422,870.00 900,000 948,475 00 2012 310,000 421,345.00 390,000 411,727 50 2013 320,000 419,273.75 245,000 255,506 25 2014 245,000 331,425.00 195,000 198,217.50 2015 255,000 331,76000 2016 265,000 331,550.00 2017 140,000 198,515.00 2018 145,000 197,815 00 2019 150,000 196,915 00 2020 155,000 195,815.00 2021 165,000 199,332.50 2022 170,000 197,465.00 2023 180,000 200,267.50 2024 190,000 202,470.00 2025 195,000 199,192.50 Total $5,965,000( $7,680,288.58 $9,025,000 $10,067,637.50 (a) Includes the Refunding Bonds at an assumed average annual interest rate of 3.55% and excludes the Refunded Maturities. 70 6% of this debt will be retired within ten years. 12 G.O. Debt Supported Primarily by Special Assessments Annual Calendar Year Debt Service Including These Issues and Excluding the Refunded Maturities (continued) Year 2005 (at 8 -2) 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 G.O. Debt Supported G 0 Port Authority Debt by Revenues Principal Principal Interest (Paid) (Paid) 585,000 869,420.02 615,000 875,443 77 635,000 869,603.77 580,000 788,643.77 605,000 787,561.27 635,000 789,447.52 435,000 565,053.14 455,000 565,125.01 260,000 353,698 13 270,000 350,867.50 285,000 352,230 00 305,000 357,587.50 315,000 352,113.75 135,000 160,990.00 145,000 164,125.00 150,000 161,750.00 160,000 164,000.00 Total $6,570,000( $8,527,660.15 (a) Includes the Revenue Bonds at an assumed average annual interest rate of 3.55 (b) 77 2% of this debt will be retired within ten years. (c) 88.8% of this debt will be retired within ten years. Lease Purchase Agreements The City entered into a lease- purchase agreement dated May 15, 1996 for a fire truck The principal amount of the lease is $476,445 with annual payments of $64,896. The final payment will be due June 1, 2006. Summary of Direct Debt Including These Issues and Excluding the Refunded Maturities 13 Gross Debt Principal (Paid) 565,000 820,000 875,000 745,000 780,000 815,000 845,000 785,000 815,000 710,000 660,000 205,000 110,000 1 1 1 1 1 Principal Interest(a) (Paid) 874,110.66 ,130,038 76 ,154,721.26 995,166.26 ,001,511.26 ,005,291.26 ,001,788.76 908,855.01 906,432 51 769,075.01 689,073.76 214,869.38 112,530.00 $8,730,000(0 $10,763,463.89 Less: Debt Service Funds' G.O Debt Supported by Taxes $5,965,000 (305,970) G.O. Debt Supported by Special Assessments 9,025,000 (4,508,262) G.O. Port Authority Debt 6,570,000 (2,450,108) G.O. Debt Supported by Revenues 8,730,000 (1,415,833) Debt service funds are as of July 31, 2005 and include money to pay both principal and interest Net Direct Debt $5,659,030 4,516,738 4,119,892 7,314,167 Indirect General Obligation Debt Taxing Unit(a) Dakota County ISD 196 (Rosemount Apple Valley- Eagan) ISD 199 (Inver Grove Pine Bend) ISD 200 (Hastings) Metropolitan Council Metropolitan Transit Dist. Total (a) (b) (c) (d) 2004 Taxable Net Tax Capacity 372,381,645 140,066,496 24,624,172 25,075,067 2,681,665,951 2,304,847,503 G O Debt As of 8- 2 -05(b) 83,795,000 157,909,669(c) 40,255,000 44,890,000 35,750,000(d) 179,145,000 Debt Applicable to Tax Capacity in City Percent Amount 4.8% 4,022,160 12.1 19,107,070 4.5 1,811,475 0.1 44,890 0.7 250,250 0.8 1,433,160 $26,669,005 Only those units with debt outstanding are shown here. Excludes debt supported by revenues and tax and aid anticipation debt. Includes $16,840,000 of annual appropriation lease revenue debt. Does not include outstanding general obligation debt supported by sewer revenues, 911 user fees or housing rental payments Includes certificates of participation. Debt Ratios Including These Issues 14 G.O. Net Direct Debt G.O. Indirect Net Direct Debt To 2004 Indicated Market Value ($1,838,234,211) 0.78% 2.23% Per Capita (19,907 2004 City Estimate) $718 $2,058 Excludes general obligation debt supported by revenues and lease purchase agreements. Tax Capacity Rates (c) CITY TAX RATES, LEVIES AND COLLECTIONS 2004/05 For 2000/01 2001/02 2002/03 2003/04 Total Debt Only Dakota County(a) 25.320% 33.102% 32 463% 30.300% 28.267% -0- City of Rosemount(b) 36.553 59.546 57.123 52.368 46.041 6.951% ISD 196(c) 53.249 28 883 27.638 26.074 26.251 13.312 Special Districts(d) 6 378 5 021 5 563 5.128 5.216 1 742 Total 121 500% 126 552% 122.787% 113.870% 105.775% 22.005% (a) Dakota County also has a 2004/05 tax rate of 0.00666% spread on the market value of property in support of debt service (b) The City also has a 2004/05 tax rate of 0 00972% spread on the market value of property in support of debt service on general obligation fire station bonds. Independent School Distnct 196 (Rosemount -Apple Valley- Eagan) also has a 2004/05 tax rate of 010862% spread on the market value of property in support of an excess operating levy. (d) Special districts include Metropolitan Council, Regional Transit District, Mosquito Control, Dakota County Community Development Authority, Dakota County Light Rail and Vermillion River Watershed Distract NOTE: Taxes are determined by multiplying the net tax capacity by the tax capacity rate, expressed as a percentage (see Appendix Ill). Tax Collections for the City Net Collected During Collected Amount Collection Year As of 3 -31 -05 Levy /Collect of Levy Amount Percent Amount Percent 2004/05 $7,746,600 (In Process of Collection) 2003/04 7,032,501 $6,952,283 98.9% $6,976,259 99.2% 2002/03 6,469,801 6,384,169 98.7 6,452,770 99 7 2001/02 5,730,975 5,675,507 99.0 5,722,467 99.9 2000/01 4,716,935 4,658,485 98.8 4,713,779 99.9 The net levy excludes state aid for property tax relief and fiscal dispanties, if applicable The net levy is the basis for computing tax capacity rates. 15 J Fund General Special Revenue Port Authority Debt Service: Tax Supported Assessment Supported Port Authority Supported General Obligation Revenue Supported Construction Water, Sewer and Storm Water Arena Total FUNDS ON HAND As of July 31, 2005 CITY INVESTMENTS 16 Cash and Investments 5,937,346 4,482,895 221,350 305,970 4,508,262 2,450,108 1,415,833 6,910,515 16,693,176 5,376 $42,930,831 City funds are invested in accordance with Minnesota Statutes, Section 118A and the City's investment policy which is more restrictive than State statutes. The City investment portfolio is managed in a manner to attain a market rate of return while preserving and protecting the capital of the overall portfolio The Finance Director or the City Administrator is responsible for investing all funds, including making investment decisions on a daily basis and monitoring the portfolio. Pursuant to the City's investment policy the City is authorized to invest in the following: 1. Governmental Securities: Instruments such as bonds, notes, bills, mortgages and other securities which are direct obligations of the federal government or its agencies, with the principal fully guaranteed by the U S government or its agencies. The City will not invest in any mortgage or mortgage related security unless a return of principal is completely guaranteed by a federal entity. 2. Certificate of Deposit 3. Repurchase Agreement. 4. Reverse Repurchase Agreement. 5. Prime Commercial Paper. 6. Any security which is a general obligation of the State of Minnesota or any of its municipalities 7. Bankers acceptances of United States banks eligible for purchase by the Federal Reserve System. Collateralization is required on two types of investments, certificates of deposit and repurchase agreements. In order to anticipate market changes and provide a level of security for all funds, the collateralization level is 110 percent of the market value of principal and accrued interest. The City attempts to diversify its investments according to type and maturity The portfolio, as much as possible, contains both short-term and long -term investments The long -term portion i of the portfolio, meaning longer than five years, may not exceed 35% of the total funds in the portfolio. This is done to reduce overall market risk of rates changing. As of July 31, 2005 the City had a total of $41,281,647 invested funds as follows: Type of Security Money Market Savings Certificates of Deposit Certificates of Deposit Certificates of Deposit Government Asset Backed Securities Government Asset Backed Securities Total Length of Investment N/A Less than 12 months One to ten years Over ten years Ten years or less Over ten years GENERAL INFORMATION CONCERNING THE CITY Amount Invested as of 7 -31 -05 505,278 27,085,681 1,152,000 384,000 11,084,010 1,070,678 $41,281,647 The City of Rosemount, located in northern Dakota County, is a southern suburb of the Minneapolis /Saint Paul metropolitan area The City encompasses an area of 22,560 acres and has a 2000 U.S. Census count of 14,619, a 69.6% increase from the City's 1990 Census count of 8,622 The City estimates its 2004 population to be 19,907, a 36% increase over the 2000 U S. Census. A major contributor to the City's tax base and economy is an industrial complex sited on 6,200 acres in the northeastern portion of the City near the Mississippi River, Firms located there include Flint Hills Resources /Koch Petroleum Group, CF Industries, Continental Nitrogen, Endres Processing, SKB (industrial waste containment facility) and Spectro Alloys Mid Amencan Pipeline Company transports gas from southern states and operates a bottling station at Pine Bend. Minnesota Pipeline Company transports Canadian and North Dakota crude oil to the Flint Hills refinery at Pine Bend. Flint Hills is a leading producer of petroleum products in Minnesota converting 290,000 barrels of crude oil into gasoline each day. This Rosemount company employs 742 full -time workers The University of Minnesota's Rosemount Research Center is located on a 7,500 acre tract of land of which approximately 3,200 acres are situated in the City. This facility is utilized by the University; other research agencies, and private firms for agricultural and other research projects. 17 Major Employers Employer Independent School District 196 Flint Hills Resources Intermediate School District 917 Dakota County Technical College Cannon Equipment Company Spectro Alloys Corp Greif Brothers Corporation Endres Processing Ltd. City of Rosemount Astro Plastics Dakota County HRA Aquila, Inc Continental Nitrogen Resources Corp. CF Industries, Inc. (Cenex) Rayfo Inc (a) Represents total employment, not Just within the City of Rosemount. (b) Excludes over 160 part-time and seasonal employees. Source. Telephone survey of individual employers, May 2005 Labor Force Data Dakota County Minneapolis /St. Paul MSA Minnesota Product/Service July 2005 Civilian Unemployment Labor Force Rate 234,174 1,875,522 2,987,331 Education Crude Oil Education Education Manufacturing of Metal Parts Aluminum Alloys Multiwall Bags Livestock Feed Government Plastics Manufacturing Government Natural Gas Chemicals Warehousing /Freight Terminal Industrial Refuse Containers 3.0% 3.3 3.4 Approximate Number of Employees 4,000(a) 742 360 250 160 125 100 85 76(b) 60 60 40 37 35 35 July 2004 Civilian Unemployment Labor Force Rate 233,314 1,871,087 2,992,842 4.1% 4.5 4.5 Source: Minnesota Department of Employment and Economic Development. 2005 data are preliminary. Building Permits Issued by the City y Total Permits 2005 (to 7 -31) 2004 2003 2002 2001 2000 1999 1998 1997 1996 Number Value 632 1,158 1,128 1,398 1,009 862 1,021 739 601 655 73,178,418 126,348,047 96,872,709 82,398,820 82,897,167 52,125,217 50,950,727 31,939,355 24,173,652 28,440,950 18 New Single Number 242 551 440 330 304 285 357 190 99 130 Family Homes Value 49,839,967 110,674,682 87,119,479 61,571,739 60,458,504 39,074,424 40,780,200 21,856,164 10,942,651 13,941,688 k Recent and Proposed Development Residential activity in the City continued to grow in 2004, with a 25% increase over the prior year in permits issued for new dwelling units. Of the 551 permits issued, 56% of the new construction was for single family detached housing. Planning approvals by the City have created an inventory of land is expected to generate more than 400 housing starts annually for the next few years. From 2000 through 2004, an average of almost $72 million in new construction value was added per year. During this same period, the City added over 1,910 single family homes to its housing stock (an average of 382 homes per year). Some of the larger housing projects currently being developed or recently completed are as follows: Development/Developer Biscayne Pointe 4 Addition /Heritage Development Biscayne Pointe 5 Addition /Heritage Development Biscayne Pointe North /Giles Property Carrousel Plaza Townhomes /Heritage Development Connemara Crossing/ Basic Builders, Inc. Crosscroft 2 Addition /CPDC Drumcliffe /CPDC Evermoor 3 Addition /CPDC Evermoor 4 Addition/ CPDC Evermoor Bards Crossing /CPDC Evermoor Crosscroft/CPDC Geronime Pond 2 Addition /Heritage Development GlenRose of Rosemount/Dean Johnson Homes Glendalough /Lundgren Glendalough 4 Addition /Lundgren Brothers Glendalough 5 Addition /Lundgren Brothers Glendalough 6 Addition /Lundgren Harmony /CPDC Harmony 2 Addition /CPDC Harmony 3 Addition /CPDC Meadows of Bloomfield 3rd Addition/ Centex Homes Meadows of Bloomfield /Centex Homes Rosewood Village /Progress Land Rosewood Village 2 Addition/ Progress Land Co. Uitenbogerd Housing Single Family Single Family Single Family Townhomes Single Family Single Family Single Family Single Family Single Family Multi Family Single Family Single Family Multi Family Single Family Single Family Single Family Multi Family Multi Family Single Family 19 Units Approved Remaining lots as of 8 -3 -05 73 3 31 1 22 5 38 5 44 39 23 13 47 1 30 10 97 21 110 55 18 7 52 4 76 76 46 5 19 3 35 35 42 42 176 121 81 81 17 17 Single Family 118 118 Single Family/Townhomes 236 82 Single Family/Townhomes 43 12 Single FamilylTownhomes 56 47 Single Family 4 1 The City Council approved a revitalization plan for the historic downtown and selected an initial development team in 2004. A tax increment financing district was created in 2004 to permit alternative financing sources for portions of the redevelopment process, if needed. The first project construction is expected to begin in spring 2006. Also planned for the district is a residential development (Harmony Addition) including 600 single and multi family units on the redeveloped site of the Brockway glass factory, which closed in the mid -1980s The City also negotiated the purchase of land from the Church of St. Joseph at the edge of downtown The property will serve as the site of a branch of the Dakota County Library In 2004, construction began on a 48,000 square -foot retail development. The retail center includes a 15,000 square -foot grocery store. A 6,400 square -foot restaurant site is also planned. The City Council also approved a Comprehensive Guide Plan amendment that allotted 32 acres of developable commercial land at County Road 42 and Business Parkway An Applebee's restaurant was constructed at County Road 42 and Cimarron Avenue. Industrial valuations increased by $2 million in 2004, primarily due to upgrades to the Flint Hills refinery. The new construction will meet recent air emission standards and increase production at the plant Financial Institutions Full service banking is provided by the First State Bank of Rosemount and Rosemount National Bank, located in the City As of December 31, 2004, the two banks reported deposits of $54,234,000 and $46,371,000, respectively. Branches of TCF Bank and Vermillion State Bank are also located in the City. Source Federal Deposit Insurance Corporation website. Education The major portion of the City is part of Independent School District 196, headquartered in Rosemount The District's enrollment for the 2004/05 school year was approximately 28,367 students in grades kindergarten through twelve. The District is one of the fastest growing school districts in the State, and one of the largest employers in the City with approximately 4,000 full time and part-time employees District -wide The physical plant of the Distnct consists of 18 elementary schools, six middle schools, and four senior high schools Of these schools, two elementary schools, one junior high, and one senior high are located in the City of Rosemount. Small portions of the City are located in Independent School District 199 (Inver Grove -Pine Bend) and Independent School District 200 (Hastings). t The Dakota County Technical College is also located in the City. The Technical College, located on a 96 -acre site, opened in 1973. The Technical College has an enrollment of approximately 2,000 post- secondary students. In addition, the Technical College offers an extensive adult education program. 20 Services GOVERNMENTAL ORGANIZATION AND SERVICES Organization Rosemount was established as a municipal corporation in 1858, and became a statutory City in 1974. The City has a Mayor Council form of govemment, with the four Council members being elected to overlapping four -year terms of office. The present City Council is listed below. Expiration of Term William H. Droste Mayor December3l, 2006 Mark DeBettignies Council Member December 31, 2006 Kimberly Shoe Corrigan Council Member December 31, 2006 Michael Baxter Council Member December 31, 2008 Phillip Sterner Council Member December31, 2008 The City's chief administrative officer is the City Administrator, who is appointed by and serves at the discretion of the City Council. Mr. James D. Verbrugge was appointed to the position of City Administrator in March 2003 Prior to that, Mr. Verbrugge served as Assistant City Administrator in Eagan, Minnesota since 1998, Mr. Jeffrey A. May, who has served in the City's Finance Department since 1985, was appointed as the City's Finance Director in March of 1991 Growth and development of the City is guided by a Comprehensive Land Use Plan which was commissioned soon after the consolidation of the former Village and Town of Rosemount in 1971. The Plan outlines long -range zoning and development policy of the City, and is designed to encourage and promote orderly development and growth which will perpetuate a sound tax base The last major update of this Plan was completed in 1999 and covers the next 25 -year period Police protection for the City is provided by 19 full -time officers, and four other police personnel. Fire protection is provided by 37 trained volunteers. The City has a class 5 insurance rating. The City completed an expansion of its public works facility in 1999. The expansion was funded by a 20 -year internally funded lease- purchase agreement, effective January 20, 1999, in the amount of $548,000. Municipal water, sanitary sewer and storm water services are provided to virtually all of the developed areas of the City. The municipal water service is provided by six wells with three water towers having a total storage capacity of 2,000,000 gallons. The maximum pumping capacity is 6,000,000 gallons per day with an average demand of 2,007,841 gallons pumped daily. It is the City's policy to finance all of its lateral sanitary sewer and water improvements by special assessments filed against benefited property; however, there is a provision for deferred assessments, in which case it may be necessary to provide some tax support. Gore facilities are intended to be financed from water and sewer connection charges, but these too may require some tax support in the event sufficient connections do not occur in a timely manner. To date, tax support has not been necessary. The City finances the construction and long -term maintenance of its storm water core facilities through the operation of a storm water utility. Each property in the City pays a quarterly "stormwater user fee" and an initial connection charge to support the program. 21 Interceptor sewer lines and wastewater treatment plants in the seven- county metropolitan area, of which the City is a part, are under the jurisdiction of the Metropolitan Council Environmental Services "MCES MCES finances its operations through user charges based on usage. The City is responsible for the construction and maintenance of sewer laterals. Employee Pensions All full -time and certain part-time employees of the City of Rosemount are covered by defined benefit pension plans administered by the Public Employees Retirement Association of Minnesota (PERA) PERA administers the Public Employees Retirement Fund (PERF) and the Public Employees Police and Fire Fund PEPFF) which are cost sharing multiple- employer public employees retirement plans. PERF members belong to either the Coordinated Plan or the Basic Plan. Coordinated members are covered by Social Security and Basic members are not. All employees of the City covered by PERF belong to the Coordinated Plan All police officers, fire fighters and peace officers who qualify for membership by statute are covered by the PEPFF. For the year ended December 31, 2004, the City's contribution to PERA was $283,655. Current General Fund Budget General Fund Revenues: General Property Taxes $4,839,469 $4,884,614 $5,083,300 Intergovernmental 456,889 470,978 484,000 Licenses and Permits 618,400 1,295,164 750,200 Fines and Forfeits 90,000 96,902 90,000 Charges for Services 1,085,200 1,473,581 1,229,900 Miscellaneous Revenues 233,500 113,325 253,700 Investment Income 82,442 141,977 101,500 Transfers In 3,500 11,677 3,500 Total General Fund Revenues $7,409,400 $8,488,218 $7,996,100 General Fund Expenditures: General Government $1,885,600 $2,105,126 $2,161,700 Public Safety 2,272,500 2,233,232 2,430,500 Public Works 2,302,500 2,169,602 2,389,200 Parks and Recreation 948,800 980,841 1,014,700 Transfer Out -0- 590,000 -0- Total General Fund Expenditures 2004 2004 2005 Adopted Budget Actual Adopted Budget $7,409,400 $8,078,801 $7,996,100 Action taken by the 2003 Minnesota Legislature provided for total reductions in City Aid (formerly titled Local Government Aid and Market Value Homestead Credit) of $142,000,000 in collection year 2003 and $170,000,000 in collection year 2004. The effect of these changes to the City of Rosemount was a reduction in aid of approximately $752,472 in each 2003 and 2004 Minnesota law allowed the City to levy for 60% of the lost aid during the levy cycle payable in 2004 For 2005, the Market Value Homestead Credit (MVHC) was supposed to be put back in place. This did not happen as the Legislature cut the MVHC again for payable 2005 and 2006. For the City, the reduction will be approximately $350,000 annually The level of aid reductions does not pose a significant problem to the City and in the opinion of management will not affect ongoing operations. 22 BRIGGS AND M ORGAN PROFESSIONAL ASSOCIATION PROPOSED FORMS OF LEGAL OPINION $2,990,000 GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2005C CITY OF ROSEMOUNT DAKOTA COUNTY MLNN'ESOTA 1 -1 APPENDIX I 2200 FIRST NATIONAL BANK BUILDING 332 MINNESOTA STREET SAINT PAUL, MINNESOTA 55101 TELEPHONE (651) 808 -6600 FACI_MIILE (651) 808 -6450 WWWBRIGGS C M We have acted as bond counsel in connection with the issuance by the City of Rosemount, Dakota County, Minnesota (the "Issuer of its $2,990,000 General Obligation Water Revenue Bonds, Series 2005C, bearing a date of onginal issue of November 1, 2005 (the "Bonds") We have examined the law and such certified proceedings and other documents as we deem necessary to render this opinion. We have not been engaged or undertaken to review the accuracy, completeness or sufficiency of the Official Statement or other offenng material relating to the Bonds, and we express no opinion relating thereto. As to questions of fact material to our opinion, we have relied upon the certified proceedings and other certifications of public officials furnished to us without undertaking to venfy the same by independent investigation. Based upon such examinations, and assuming the authenticity of all documents submitted to us as originals, the conformity to ongmal documents of all documents submitted to us as certified or photostatic copies and the authenticity of the originals of such documents, and the accuracy of the statements of fact contained in such documents, and based upon present Minnesota and federal laws (which excludes any pending legislation which may have a retroactive effect on or before the date hereof), regulations, rulings and decisions, it is our opinion that. (1) The proceedings show lawful authority for the issuance of the Bonds according to their terms under the Constitution and laws of the State of Minnesota now in force. (2) The Bonds are valid and binding general obligations of the Issuer and all of the taxable property within the Issuer's jurisdiction is subject to the levy of an ad valorem tax to pay the same without limitation as to rate or amount; provided that the enforceability (but not the validity) of the Bonds and the pledge of taxes for the payment of the pnncipal and interest thereon is subject to the exercise of judicial discretion in accordance with general principles of equity, to the constitutional powers of the United States of Amenca and to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted. (3) At the time of the issuance and delivery of the Bonds to the original purchaser, the interest on the Bonds is excluded from gross income for United States income tax purposes and is excluded, to the same extent, from both gross income and taxable net income for State of Minnesota income tax purposes (other than Minnesota franchise taxes measured by income and imposed on corporations and financial institutions), and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations or the Minnesota alternative minimum tax applicable to individuals, estates or trusts; it should be noted, however, that for the purpose of computing the federal alternative minimum tax imposed on corporations, such interest is taken into account in determining adjusted current earnings. The opinions set forth in the preceding sentence are subject to the condition that the Issuer comply with all requirements of the Internal Revenue Code of 1986, as amended, that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to be, excluded from gross income for federal income tax purposes and from both gross income and taxable net income for State of Minnesota income tax purposes. Failure to comply with certain of such requirements may cause the inclusion of interest on the Bonds in gross income and taxable net income retroactive to the date of issuance of the Bonds. We express no opinion regarding other state or federal tax consequences caused by the receipt or accrual of interest on the Bonds or ansing with respect to ownership of the Bonds. Dated at Saint Paul, Minnesota, this day of November, 2005. Professional Association 1 -2 1 BRIGGS AND M ORGAN PROFESSIONAL ASSOCIATION S1,120,000 GENERAL OBLIGATION FIRE STATION REFUNDING BONDS, SERIES 2005D CITY OF ROSEMOUNT DAKOTA COUNTY MINNESOTA We have acted as bond counsel in connection with the issuance by the City of Rosemount, Dakota County, Minnesota (the "Issuer of its S1,120,000 General Obligation Fire Station Refunding Bonds, Senes 2005D, bearing a date of original issue of November 1, 2005 (the "Bonds We have examined the law and such certified proceedings and other documents as we deem necessary to render this opinion. We have not been engaged or undertaken to review the accuracy, completeness or sufficiency of the Official Statement or other offenng material relating to the Bonds, and we express no opinion relating thereto. As to questions of fact matenal to our opinion, we have relied upon the certified proceedings and other certifications of public officials furnished to us without undertaking to verify the same by independent investigation. Based upon such examinations, and assuming the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies and the authenticity of the originals of such documents, and the accuracy of the statements of fact contained in such documents, and based upon present Minnesota and federal laws (which excludes any pending legislation which may have a retroactive effect on or before the date hereof), regulations, rulings and decisions, it is our opinion that: (1) The proceedings show lawful authonty for the issuance of the Bonds according to their terms under the Constitution and laws of the State of Minnesota now in force. (2) The Bonds are valid and binding general obligations of the Issuer and all of the taxable property within the Issuer's jurisdiction is subject to the levy of an ad valorem tax to pay the same without limitation as to rate or amount, provided that the enforceability (but not the validity) of the Bonds and the pledge of taxes for the payment of the principal and interest thereon is subject to the exercise of judicial discretion in accordance with general principles of 1 -3 2200 FIRST NATIONAL BANK BUILDING 332 MINNESOTA STREET SAINT PAUL, MINNESOTA 55101 TELEPHONE (651) 808 -6600 FACSIMILE (651) 808 -6450 WWW.BRIGGS COM equity, to the constitutional powers of the United States of America and to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted. (3) At the time of the issuance and delivery of the Bonds to the original purchaser, the interest on the Bonds is excluded from gross income for United States income tax purposes and is excluded, to the same extent, from both gross income and taxable net income for State of Minnesota income tax purposes (other than Minnesota franchise taxes measured by income and imposed on corporations and financial institutions), and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations or the Minnesota alternative minimum tax applicable to individuals, estates or trusts; it should be noted, however, that for the purpose of computing the federal alternative minimum tax imposed on corporations, such interest is taken into account in determining adjusted current earnings The opinions set forth in the preceding sentence are subject to the condition that the Issuer comply with all requirements of the Internal Revenue Code of 1986, as amended, that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to be, excluded from gross income for federal income tax purposes and from both gross income and taxable net income for State of Minnesota income tax purposes. Failure to comply with certain of such requirements may cause the inclusion of interest on the Bonds in gross income and taxable net income retroactive to the date of issuance of the Bonds. We express no opinion regarding other state or federal tax consequences caused by the receipt or accrual of interest on the Bonds or arising with respect to ownership of the Bonds. Dated at Saint Paul, Minnesota, this day of November, 2005. Professional Association 1-4 CONTINUING DISCLOSURE UNDERTAKING APPENDIX II This Continuing Disclosure Undertaking (the "Disclosure Undertaking is executed and delivered by the City of Rosemount, Minnesota (the "Issuer in connection with the issuance of $2,990,000 General Obligation Water Revenue Bonds, Senes 2005C and $1,120,000 General Obligation Fire Station Refunding Bonds, Senes 2005D (the "Bonds The Bonds are being issued pursuant to a Resolution adopted October 4, 2005 (the "Resolution Pursuant to the Resolution and this Undertaking, the Issuer covenants and agrees as follows: Purpose of the Disclosure Undertaking. This Disclosure Undertaking is being executed and delivered by the Issuer for the benefit of the Owners and in order to assist the Participating Underwriters in complying with SEC Rule 15c2- 12(b)(5) Definitions. In addition to the definitions set forth in the Resolution, which apply to any capitalized term used in this Disclosure Undertaking unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: "Annual Report" shall mean any annual financial information provided by the Issuer pursuant to, and as descnbed in, Sections 3 and 4 of this Disclosure Undertaking. "Audited Financial Statements" shall mean the financial statements of the Issuer audited annually by an independent certified public accounting firm, prepared pursuant to generally accepted accounting principles promulgated by the Financial Accounting Standards Board, modified by governmental accounting standards promulgated by the Government Accounting Standards Board. "Dissemination Agent" shall mean such party from time to time designated in wnting by the Issuer to act as information dissemination agent and which has filed with the Issuer a wntten acceptance of such designation. "Fiscal Year" shall be the fiscal year of the Issuer. "Governing Body" shall, with respect to the Bonds, have the meaning given that term in Minnesota Statutes, Section 475.51, Subdivision 9. "MSRB" shall mean the Municipal Securities Rulemaking Board. "National Repository" shall mean any Nationally Recognized Municipal Securities Information Repository for purposes of the Rule. The National Repositories as of the date of execution of this Undertaking are as Listed on Exhibit A. "Occurrence(s)" shall mean any of the events listed in Section 5.A. of this Disclosure Undertaking. "Official Statement" shall be the Official Statement dated September 20, 2005, prepared in connection with the Bonds. "Owners" shall mean the registered holders and, if not the same, the beneficial owners of any Bonds. "Participating Underwriter" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds. "Repository" shall mean each National Repository and each State Depository. "Resolution" shall mean the resolution or resolutions adopted by the Governing Body of the Issuer providing for, and authonzing the issuance of, the Bonds. "Rule" shall mean Rule 15c2- 12(b)(5) adopted by the Securities and Exchange Commission under the Secunties Exchange Act of 1934, as the same maybe amended from time to time or interpreted by the Secunties and Exchange Commission. "State" shall mean the State of Minnesota. "State Depository" shall mean any public or pnvate repository or entity designated by the State as a state depository for the purpose of the Rule. As of the date of this Disclosure Undertaking, there is no State Depository in Minnesota. Provision of Annual Reports. Beginning in connection with the Fiscal Year ending on December 31, 2005, the Issuer shall, or shall cause the Dissemination Agent to, as soon as available, but in any event not later than December 31, 2006, and by December 31 of each year thereafter, provide to each Repository an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Undertaking. If the Issuer is unable to provide to the Repositories an Annual Report by the date required in subsection A, the Issuer shall send a notice of such delay and estimated date of delivery to each Repository or to the MSRB and to the State Depository, if any. Any filing under this Disclosure Undertaking may be made solely by transmitting such filing to the Texas Municipal Advisory Council (the "MAC as provided at /http: /www disclosureusa org unless the United States Securities and Exchange Commission has withdrawn the interpretive advice in its letter to the MAC dated September 7, 2004. Content and Format of Annual Reports. The Issuer's Annual Report shall contain or incorporate by reference the financial information and operating data pertaining to the Issuer listed below as of the end of the preceding Fiscal Year. The Annual Report may be submitted to each Repository as a single document or as separate documents comprising a package, and may cross reference other mformation as provided in this Disclosure Undertaking. The following financial information and operating data shall be supplied: an update of the type of information contained in the Official Statement under the caption CITY PROPERTY VALUES; CITY INDEBTEDNESS; and CITY TAX RATES, LEVIES AND COLLECTIONS; 11 -2 Audited Financial Statements of the Issuer. The Audited Financial Statements of the Issuer may be submitted to each Repository separately from the balance of the Annual Report. In the event Audited Financial Statements of the Issuer are not available on or before the date for filing the Annual Report with the appropnate Repositories as set forth in Section 3.A. above, unaudited financial statements shall be provided as part of the Annual Report. The accounting principles pursuant to which the financial statements will be prepared will be pursuant to generally accepted accounting principles promulgated by the Financial Accounting Standards Board, as such principles are modified by the governmental accounting standards promulgated by the Government Accounting Standards Board, as in effect from time to time. If Audited Financial Statements are not provided because they are not available on or before the date for filing the Annual Report, the Issuer shall promptly provide them to the Repositories when available. Reporting of Significant Events. This Section 5 shall govern the giving of notices of the occurrence of any of the following events with respect to the Bonds, if matenal: principal and interest payment delinquency; non payment related defaults; unscheduled draws on debt service reserves reflecting financial difficulties; unscheduled draws on credit enhancements reflecting financial difficulties; substitution of credit or liquidity providers, or their failure to perform; adverse tax opinions or events affecting the tax- exempt status of the security; modifications to rights of security holders; Bond calls; defeasances; release, substitution or sale of property securing repayment of the Bonds; and ratmg changes. Whenever an event listed in Section 5.A. above has occurred, the Issuer shall as soon as possible determine if such event would constitute material information for Owners of Bonds If knowledge of the Occurrence would be material, the Issuer shall promptly file a notice of such Occurrence with each National Repository or the MSRB and with the State Depository, if any. The Issuer agrees to provide or cause to be provided, in a timely manner, to each National Repository or the MSRB and to the State Depository, if any, notice of a failure by the Issuer to provide the Annual Reports descnbed in Section 4. Termination of Reporting Obligation. The Issuer's obligations under this Disclosure Undertaking shall terminate upon the legal defeasance, pnor redemption or payment in full of all of the Bonds. 11 -3 Dissemination Agent The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Undertaking, and may discharge any such Agent, with or without appointing a successor Dissemination Agent. Amendment: Waiver. Notwithstanding any other provision of this Disclosure Undertaking, the Issuer may amend this Disclosure Undertaking, and any provision of this Disclosure Undertaking may be waived, if (a) a change in law or change in the ordinary busyness or operation of the Issuer has occurred, (b) such amendment or waiver would not, in and of itself, cause the undertakings herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official interpretation of the Rule, and (c) such amendment or waiver is supported by an opinion of counsel expert in federal securities laws to the effect that such amendment or waiver would not materially impair the interests of Owners. Additional Information Nothing in this Disclosure Undertaking shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Undertaking or any other means of communication, or including any other information in any Annual Report or notice of an Occurrence, in addition to that which is required by this Disclosure Undertaking. If the Issuer chooses to include any information in any Annual Report or notice of an Occurrence in addition to that which is specifically required by this Disclosure Undertaking, the Issuer shall have no obligation under this Disclosure Undertaking to update such information or include it in any future Annual Report or notice of an Occurrence. Default. In the event of a failure of the Issuer to provide information required by this Disclosure Undertaking, any Owner may take such actions as may be necessary and appropriate, including seeking mandamus or specific performance by court order, to cause the Issuer to comply with its obligations to provide information under this Disclosure Undertaking. A default under this Disclosure Undertaking shall not be deemed an Event of Default under the Resolution, and the sole remedy under this Disclosure Undertaking in the event of any failure of the Issuer to comply with this Disclosure Undertaking shall be an action to compel performance. Beneficianes. This Disclosure Undertalcing shall inure solely to the benefit of the Issuer, the Participating Underwriters and Owners from time to time of the Bonds, and shall create no rights in any other person or entity. Reserved Rights. The Issuer reserves the nght to discontinue providing any information required under the Rule if a final determination should be made by a court of eompetent jurisdiction that the Rule is invalid or otherwise unlawful or, subject to the provisions of Section 8 hereof, to modify the undertaking under this Disclosure Undertaking if the Issuer determines that such modification is required by the Rule or by a court of competent jurisdiction. Date: 2005 CITY OF ROSEMOUNT, MINNESOTA By Its Mayor By Its Clerk 11-4 EXHIBIT A List of Nationally Recognized Municipal Secunties Information Repositones Bloomberg Municipal Repository 100 Business Park Drive Skillman, NJ 08558 Phone: 609 279 -3225 Fax: 609 279 -5962 Email: Mums @Bloomberg..com http /www.bloombers.com /markets /rates /mumcontacts.html DPC Data Inc. One Executive Drive Fort Lee, NJ 07024 Phone. 201 -346 -0701 Fax 201- 947 -0107 Email: nrmsir @dpcdata.com http /www.dpcdata.com FT Interactive Data Attn: NRMSIR 100 William Street, 15 Floor New York, NY 10038 Phone: 212-771-6999; 800-689-8466 Fax: 212 771 -7390 Email: NRMSIR http: /www ftid.com Standard Poor's Securities Evaluations, Inc. 55 Water Street 45th Floor New York, NY 10041 Phone: 212- 438 -4595 Fax: 212- 438 -3975 Email: NRMSIR repository sandp.com www.jikenny.com/jjkennv'pser descrip data rep.html This list is current as of the date of issuance of the Bonds. 11 -5 APPENDIX 111 SUMMARY OF TAX LEVIES, PAYMENT PROVISIONS, AND MINNESOTA REAL PROPERTY VALUATION (effective through payable 2005 with 2003 Legislative changes incorporated) Following is a summary of certain statutory provisions effective through payable 2005 relative to tax levy procedures, tax payment and credit procedures, and the mechanics of real property valuation The summary does not purport to be inclusive of all such provisions or of the specific provisions discussed, and is qualified by reference to the complete text of applicable statutes, rules and regulations of the State of Minnesota. Chapter 21, Laws of Minnesota Special Session 2003 -1 was passed by the 2003 Minnesota Legislature and signed by the Governor on June 8, 2003. The enactment of this legislation caused changes for payable years 2003 and thereafter These changes are incorporated in the following discussions. Property Valuations (Chapter 273, Minnesota Statutes) Assessor's Estimated Market Value. Each parcel of real property subject to taxation must, by statute, be appraised at least once every five years as of January 2 of the year of appraisal With certain exceptions, all property is valued at its market value, which is the value the assessor determines to be the price the property to be fairly worth, and which is referred to as the "Estimated Market Value." Limitation of Market Value Increases. Minn. Stat., Sec. 273.11, Subdivision 1a, was amended in 2001 to provide for a full phase -out of Limited Market Value, arriving at 100% of the assessor's estimated market value in the 2007 assessment year. For assessment year 2005, the amount of the increase shall not exceed the greater of (1) 15% of the value in the preceding assessment, or (2) 33% of the difference between the current assessment and the preceding assessment. For assessment year 2006, the amount of the increase shall not exceed the greater of (1) 15% of the value in the preceding assessment, or (2) 50% of the difference between the current assessment and the preceding assessment. Taxable Market Value The Taxable Market Value is the value that property taxes are based on, after all reductions, limitations, exemptions and deferrals It is also the value used to calculate a municipality's legal debt limit. Indicated Market Value. The Indicated Market Value is determined by dividing the Taxable Market Value of a given year by the same year's sales ratio determined by the State Department of Revenue. The Indicated Market Value serves to eliminate disparities between individual assessors and equalize property values statewide Net Tax Capacity. The Net Tax Capacity is the value upon which net taxes are levied, extended and collected. The Net Tax Capacity is computed by applying the class rate percentages specific to each type of property classification against the Taxable Market Value. Class rate percentages vary depending on the type of property as shown on the last page of this Appendix. The formulas and class rates for converting Taxable Market Value to Net Tax Capacity represent a basic element of the State's property tax relief system and are subject to annual revisions by the State Legislature. Property taxes are determined by multiplying the Net Tax Capacity by the tax capacity rate, expressed as a percentage Property Tax Payments and Delinquencies (Chapters 275, 276, 277, 279 -282 and 549, Minnesota Statutes) Ad valorem property taxes levied by local governments in Minnesota are extended and collected by the various counties within the State. Each taxing jurisdiction is required to certify the annual tax levy to the county auditor within five (5) working days after December 20 of the year preceding the collection year. A listing of property taxes due is prepared by the county auditor and turned over to the county treasurer on or before the first business day in March. The county treasurer is responsible for collecting all property taxes within the county. Real estate and personal property tax statements are mailed out by March 31. One -half (1 /2) of the taxes on real property is due on or before May 15 The remainder is due on or before October 15 Real property taxes not paid by their due date are assessed a penalty that, depending on the type of property, increases from 2% to 4% on the day after the due date in the case of the first installment of real property taxes due May 15, the penalty increases to 4% or 8% on June 1 Thereafter, an additional 1% penalty shall accrue each month through October 1 of the collection year for unpaid real property taxes. In the case of the second installment of real property taxes due October 15, the penalty increases to 6% or 8% on November 1 and increases again to 8% or 12% on December 1. Personal property taxes remaining unpaid on May 16 are deemed to be delinquent and a penalty of 8% attaches to the unpaid tax However, personal property that is owned by a tax exempt entity, but is treated as taxable by virtue of a lease agreement, is subject to the same delinquent property tax penalties as real property On the first business day of January of the year following collection all delinquencies are subject to an additional 2% penalty, and those delinquencies outstanding as of February 15 are filed for a tax lien judgment with the district court. By March 20 the clerk of court files a publication of legal action and a mailing of notice of action to delinquent parties. Those property interests not responding to this notice have judgment entered for the amount of the delinquency and associated penalties The amount of the judgment is subject to a variable interest determined annually by the Department of Revenue, and equal to the adjusted prime rate charged by banks, but in no event is the rate less than 10% or more than 14 Property owners subject to a tax lien judgment generally have five years (5) in the case of all property located outside of cities or in the case of residential homestead, agricultural homestead and seasonal residential recreational property located within cities or three (3) years with respect to other types of property to redeem the property. After expiration of the redemption period, unredeemed properties are declared tax forfeit with title held in trust by the State of Minnesota for the respective taxing districts The county auditor, or equivalent thereof, then sells those properties not claimed for a public purpose at auction The net proceeds of the sale are first dedicated to the satisfaction of outstanding special assessments on the parcel, with any remaining balance in most cases being divided on the following basis county 40 town or city 20 and school district 40 Property Tax Credits (Chapter 273, Minnesota Statutes) In addition to adjusting the taxable value for various property types, primary elements of Minnesota's property tax relief system are. property tax levy reduction aids, the circuit breaker credit, which relates property taxes to income and provides relief on a sliding income scale, and targeted tax relief, which is aimed primarily at easing the effect of significant tax increases. The circuit breaker credit and targeted credits are reimbursed to the taxpayer upon application by the taxpayer. Property tax levy reduction aid includes educational aids, local governmental aid, equalization aid, county program aid and disparity reduction aid. 111 -2 Debt Limitations All Minnesota municipalities (counties, cities, towns and school districts) are subject to statutory "net debt" limitations under the provisions of Minnesota Statutes, Section 475.53 Net debt is defined as the amount remaining after deducting from gross debt the amount of current revenues that are applicable within the current fiscal year to the payment of any debt and the aggregate of the principal of the following: 1. Obligations issued for improvements that are payable wholly or partially from the proceeds of special assessments levied upon benefited property 2. Warrants or orders having no definite or fixed maturity. 3. Obligations payable wholly from the income from revenue producing conveniences. 4 Obligations issued to create or maintain a permanent improvement revolving fund 5. Obligations issued for the acquisition and betterment of public waterworks systems, and public lighting, heating or power systems, and any combination thereof, or for any other public convenience from which revenue is or may be derived 6. Certain debt service loans and capital loans made to school districts. 7. Certain obligations to repay loans 8 Obligations specifically excluded under the provisions of law authorizing their issuance. 9. Certain obligations to pay pension fund liabilities. 10. Debt service funds for the payment of principal and interest on obligations other than those described above Levies for General Obligation Debt (Sections 475.61 and 475.74, Minnesota Statutes) Any municipality that issues general obligation debt must, at the time of issuance, certify levies to the county auditor of the county(ies) within which the municipality is situated. Such levies shall be in an amount that if collected in full will, together with estimates of other revenues pledged for payment of the obligations, produce at least five percent in excess of the amount needed to pay principal and interest when due Notwithstanding any other limitations upon the ability of a taxing unit to levy taxes, its ability to levy taxes for a deficiency in pnor levies for payment of general obligation indebtedness is without limitation as to rate or amount. Metropolitan Revenue Distribution (Chapter 473F, Minnesota Statutes) "Fiscal Disparities Law" The Charles R. Weaver Metropolitan Revenue Distribution Act, more commonly known as "Fiscal Disparities," was first implemented for taxes payable in 1975 Forty percent of the increase in commercial industrial (including public utility and railroad) net tax capacity valuation since 1971 in each assessment district in the Minneapolis /St Paul seven county metropolitan area (Anoka, Carver, Dakota, excluding the City of Northfield, Hennepin, Ramsey, Scott, excluding the City of New Prague, and Washington Counties) is contributed to an area -wide tax base. A distnbution index, based on the factors of population and real property market value per capita, is employed in determining what proportion of the net tax capacity value in the area wide tax base shall be distributed back to each assessment district. 1 STATUTORY FORMULAE: CONVERSION OF ESTIMATED MARKET VALUE (EMV) TO NET TAX CAPACITY FOR MAJOR PROPERTY CLASSIFICATIONS 2001 Property Tax Amendments The Omnibus Tax Bill adopted by the Minnesota Legislature during the First Special Session in 2001 (the 'Tax Bill made numerous changes to the property tax system. Among its provisions, the Tax Bill provided for the assumption by the State of Minnesota of the general education property tax levy and certain transit costs; increased the appropriation for Local Government Aids by $140,000,000; re- imposed levy limits for two years on counties and cities over 2,500 in population; repealed the Homestead and Agricultural Credit Aid for cities, school districts and townships; provided for the gradual elimination of Limited Market Valuation, and compressed the class rates applicable to various classes of property Local Tax Local Tax Local Tax Local Tax Local Tax Payable Payable Payable Payable Payable Property Type 2001 2002 2003 2004 2005 Residential Homestead Up to $76,000 1.000% 1.000% 1 000% 1.000% 1.000% $76,000 $500,000 1 650% 1.000% 1.000% 1 000 1.000 Over $500,000 1.650% 1.250% 1 250% 1.250% 1.250% Residential Non homestead Single Unit Up to $76,000 1.200% 1.000% 1.000% 1.000% 1 000% $76,000 $500,000 1 650% 1.000% 1.000% 1.000% 1.000% Over $500,000 1.650% 1 250% 1.250% 1.250% 1250% 2 -3 unit and undeveloped and 1.650% 1 500% 1 250 1250 1 250 Market Rate Apartments Regular 2.400% 1.800 1.500 1.250 1.250 Small City 2 150% 1.800 1 500 1.250 1 250 Low Income 1.000% 0.900 1000 Commercial/Industrial/Public Utility Up to $150,000 2 400% 1.500% 1.500% 1.500% 1 500% Over $150,000 3.400% 2 000% 2.000% 2.000% 2.000% Electric Generation Machinery 3.400% 2.000% 2 000% 2.000% 2 000% Seasonal Recreational Commercial Homestead Resorts (1c) Up to $500,000 1.000% 1.000% 1.000% 1.000% 1 000% Over $500,000 1.000% 1.250% 1.250% 1.250% 1.250% Seasonal Resorts (4c) Up to $500,000 1.650% 1 000% 1.000% 1.000% 1.000% Over $500,000 1 650% 1.250% 1.250% 1.250% 1 250% Seasonal Recreational Residential Up to $76,000 $76,000 $500,000 Over $500,000 Disabled Homestead Agricultural Land Buildings Homestead Up to $115,000 0 350% $115,000 $600,000 0.800% Over $600,000 1.200% Non- homestead 1.200% 1.200 °f° 1.000 °I S 1 000 1.000 1 000 t650% 1.000 1.000 1.000 1.000 1.650% 1.250 1.250 1.250 1.250 0.450% 0.450% 0.450% 0.450% 0 450% III-4 0 550% 0.550 1 000 1 000 0.550 0.550 1.000% 1.000 0 550 0.550 1.000 1.000 Effective 2002 there are two classes of residential property, up to $500,000 and greater than $500,000. 2 Rate reduced to 1 25% in pay 2003 and thereafter 3 Rate reduced to L5% in pay 2003 and 1 25% in pay 2004 and thereafter. 4 Rate increased to 1% in pay 2003, classification abolished thereafter 5 Exempt from referendum market value tax 0.550 0 550 1.000% 1.000 %5 EXCERPT OF 2004 ANNUAL FINANCIAL STATEMENTS APPENDIX IV The City's financial statements are audited annually by an independent certified public accounting firm in conformance with generally accepted accounting principles. Selected audited financial statements for the fiscal year ending December 31, 2004 are presented here. Governmental funds and expendable trust funds are accounted for using the modified accrual basis of accounting Proprietary funds are accounted for using the accrual basis of accounting The reader should be aware that the complete financial statements may contain additional data relating to the information presented here, which may interpret, explain or modify it. The Governmental Accounting Standards Board (GASB) issued Statement 34, Basic Financial Statements for State and Local Governments in June 1999 The statement establishes a new financial reporting model for state and local governments and is a significant change in public sector accounting. GASB developed the new requirements to make annual reports more comprehensive and easier to understand and use. The new requirements include government wide financial statements prepared on the full accrual basis that are in addition to, not instead of, the traditional Fund -Based statements; and an expanded Budget Comparison that includes the adopted budget, final budget, and actual revenues and expenditures. The City's 2004 financial statements are prepared in conformance with GASB principles. The City's comprehensive annual financial report for the year ended 2003 was awarded the Certificate of Achievement for Excellence in Financial Reporting by the Government Finance Officers Association of the United States and Canada (GFOA) The Certificate of Achievement is the highest form of recognition for excellence in state and local government financial reporting. In order to be awarded a Certificate of Achievement, a govemment unit must publish an easily readable and efficiently organized comprehensive annual financial report (CAFR), whose contents conform to program standards Such CAFR must satisfy both generally accepted accounting principles and applicable legal requirements A Certificate of Achievement is valid for a period of one year only. The City has received this recognition annually since 1996 and has submitted its 2004 CAFR to GFOA for consideration. IV -1 INDEPENDENT AUDITORS' REPORT To The Honorable Mayor and Members of the City Council City of Rosemount, Minnesota Vircho® Krause &company We have audited the accompanying financial statements of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of the City of Rosemount, Minnesota, as of and for the year ended December 31, 2004, which collectively comprise the City's basic financial statements as listed in the table of contents. These financial statements are the responsibility of the City of Rosemount's management. Our responsibility is to express opinions on these financial statements based on our audit. The prior year summarized comparative information has been derived from the City's 2003 financial statements and, in our report date March 12, 2004, we expressed unqualified opinions on the respective financial statements of the governmental activities, the busyness -type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures m the financial statements An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinions. In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of the City of Rosemount, Minnesota, as of December 31, 2004, and the respective changes in financial position and cash flows, where applicable, thereof for the year then ended in conformity with accounting principles generally accepted in the United States of America. The management's discussion and analysis on pages 2 through 10 and the budgetary comparison schedules on pages 55 through 57 are not required parts of the basic financial statements, but are supplementary information required by the Governmental Accounting Standards Board We have applied certain limited procedures, which consisted principally of inquiries of management regarding the methods of measurement and presentation of the required supplementary information However, we did not audit the information and express no opinion on it. The Rosemount Port Authority, previously reported as a discreetly presented component unit, has been presented as a Mended component unit Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the City of Rosemount's basic financial statements The introductory section, combining and individual fund statements and schedules, and statistical tables, as listed in the table of contents, are presented for purposes of additional analysis and are not a required part of the basic financial statements. The combining and individual fund statements and schedules have been subjected to the auditing procedures applied in the audit of the basic financial statements and in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole The introductory section and statistical tables have not been subjected to the auditing procedures applied in the audit of the basic financial statements and, accordingly, we express no opinion on them Minneapolis, Minnesota March 18, 2005 IV -2 ASSETS Cash and investments Receivables (net of allowance for uncollectibles) Taxes Delinquent taxes Accounts Loans Special assessments Due from other governmental units Internal balances Prepaid items Capital assets Land Construction in progress Land improvements Buildings Machinery and equipment Infrastructure Less accumulated depreciation Total Assets LIABILITIES Accounts payable Accrued payroll and payroll taxes Other accrued liabilities and deposits Noncurrent liabilities: Due within one year Due in more than one year Total Liabilities NET ASSETS Invested in capital assets, net of related debt Restricted Unrestricted Total Net Assets CITY OF ROSEMOUNT STATEMENT OF NET ASSETS December 31, 2004 (With Comparative Totals for December 31, 2003) Govemmentat Activities 24,326440 593,875 113,870 90,016 578,597 3,480,742 123,486 (519,059) 84,157 4,392,454 2,891,251 959,852 9,938,567 6,763,400 25,509,800 (12,191,224) 67,136,224 1,426,225 57,798 1,484,023 1,433,305 141,392 141,392 95,111 254,853 140,920 395,773 582,710 3,503,914 735,000 4,238,914 3,786,063 18,291,089 5,799,166 24,090,255 28,079,169 23,617,473 6,732,884 30,350,357 33,976,358 17,030,985 69,812,374 86,843,359 82,170,804 6,910,541 6,910,541 7,531,705 26,487,766 13,050,394 39,538,160 27,959,715 43,518,751 89,773,309 133,292,060 117,662,224 See accompanying notes to financial statements. IV -3 Business Type Activities 18,375,608 756,141 487 585 57,217 519,059 67,427 1,609,237 8,247,046 6,144,727 1,661,116 90,484,043 (31,903,013) 96,506,193 42,702,048 593,875 113,870 846,157 578,597 3,968,327 180,703 151,584 6,001,691 11,138,297 959,852 16,083,294 8,424,516 115,993,843 (44,094,237) 163,642,417 Totals 2004 2003 37,786,731 531,873 106,839 732,576 618,431 5,465,761 56,064 159,717 3,974,730 14,025,023 936,547 15,987,784 8,333,974 104,394,537 (41,472,005) 151,638,582 O N 0 0 m c n w e m n n t <0 O m fl m m 0 :7 m F N N 4 0 N O t- A t CI r A C 0 T r N 0 0 CO 0 an 0 h v 0 0 m N m Si P M 0 N n l7 OI O T (7 m m m o n Ni m n m 0 0 N M n n 0 m 0 P m 0 0 n 0 r) T N n 0 0 0 0 0 N. N m 0 0 N N 4 4, 0 0 T 0 0 o 4 CO 0 N N 0 M 0 0 0 CO N 0 N 0 Q_ 4 m N N C9 N T T Q 0 Cf 4... 0 10 N N 0 0 N 0 to 0 0 0 m m 0 m 0 0 N 04 m N a P 0 n 10 0 19 0 A T 0' N 0 0 0 0 O N 0 O 40 ap 0 O a N O m V 0 d 0 V L 0 Q Q t C m y V m g 9 C c E a E c y u D E m e m 0 v -a C a m T 0 O m m b rn n ci z O 0 Z' `a 0 c `m 1 1 2 92 c.0 U a a U (j m m LL I a` 3mul a` IV-4 0 N Cm N 0 0 n 0 A n 0 co m 0 m 0 0 co n 0 04 Ci 0 04 N 0 O N P 4 O O 0 0) r n N. n Is N 4 N m 0 CO e P N O A m N O 4 co N O N 00 N N 0 4 P n N 0 m 01 O m 0 0I 0 m O cci LO cal n A 0 CY et P 1-, 0 s 8 5 0. E .0 q m 0 N 4, m 0 0 z 0 m 6 D m O O 0 yl a m m m m 3 s m 0 m m m o p E p j 0 m E q 0 V W m a E O m 0 C m t c m o C C 0 0 P n 0 m 0 u E w m o m v a 0 Q a y a 1 1 c I- c 0 04 n 0 n m a N 04 m n m 0 n N CO C.0 F N m N is m Of 0 n m N h 0 4 ASSETS Cash and investments 5,419,678 9,441517 3,656,520 5,226,790 23,744505 Receivables. Taxes 586,594 7,281 593,875 Accounts 59,901 20,987 80,888 Loans 578,597 578,597 Special assessments 88,735 3,220,802 171,205 3,480,742 Delinquent special assessments 580 102,581 10,709 113,870 Due from other governmental units 8,316 115,170 123,486 Due from other funds 297 297 Prepaid items 30,048 335 30,383 Total assets 5 6,194,149 12,764,900 3,771,690 6,015,904 28,746,643 LIABILITIES AND FUND BALANCES Liabilities: Accounts payable 270,899 557,558 82,643 911,100 Accrued payroll and payroll taxes 141,392 141,392 Due to other funds 297 297 Deposits payable 31,450 31,450 Contracts payable 501,262 501 262 Deferred revenue 271,660 3,256,227 759,306 4,287,193 Advances from other funds 519,059 519,059 Total liabilities 715,401 3,256,227 1,058,820 1,361,305 6,391,753 Fund balances Reserved for: Debt service 9,508,673 9,508,673 Encumbrances 503,524 1,630,159 2,133,683 Prepaid items 30,048 335 30,383 Unreserved and designated, reported in: General fund 4,931,177 4,931,177 Capital protects 2,712,870 2,712,870 Special projects 3,117,074 3,117,074 Unreserved and undesignated (deficit), reported in. General fund 13,999 13,999 Special revenue funds (92,969) (92,969) Total fund balances 5,478,748 9,508,673 2,712,870 4,654,599 22,354,890 Total liabilities and fund balances 6,194,149 12,764,900 3,771,690 6.015,904 Amounts reported for governmental activities in the statement of net assets are different because. Capital assets used in governmental funds are not financial resources and, therefore, are not reported in the funds 38,264,100 Some receivables that are not currently available are reported as deferred revenue in the fund financial statements but are recognized as revenue when earned in the government -wide statements 4,287,193 Internal service funds are reported in the statement of net assets as governmental activities 630,973 Some liabilities, including long -tern debt, are not due and payable in the current penod and, therefore, are not reported in the funds See Note ILA (22,018,405) NET ASSETS OF GOVERNMENTAL ACTIVITIES 43,518,751 See accompanying notes to financial statements CITY OF ROSEMOUNT BALANCE SHEET GOVERNMENTAL FUNDS Decemoer 31, 2004 Other Total Governmental Governmental General Debt Service Capital Protects Funds Funds IV -5 REVENUES Taxes Intergovernmental Public charges for services Licenses and permits Fines and forfeitures Special assessments Investment income and miscellaneous Total Revenues EXPENDITURES Current General government Public safety Public works Parks and recreation Capital outlay Debt service Principal retirement Interest and fiscal charges Total Expenditures Excess (deficiency) of revenues over (under) expenditures OTHER FINANCING SOURCES (USES) Sale of capital assets Transfers in Transfers out Total Other Financing Sources (Uses) Net Change in Fund Balance FUND BALANCES Beginning FUND BALANCES ENDING CITY OF ROSEMOUNT STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES GOVERNMENTAL FUNDS For the Year Ended December 31, 2004 Other Total Govetnmental Governmental General Debt Service Capital Projects Funds Funds 5,136,759 1,437,546 1,536,653 8,110,958 218,832 1,710,697 54,209 1,983,738 1,473,581 1,295,164 96,902 41,183 214,120 8,476,541 1,880,941 2,233,232 2,037,603 980,841 2,045 1,077,740 172,040 2,689,371 330,900 8,073,381 10,114, 978 12,661 11,820,615 11,677 932,199 1,987,884 (590,000) (527,348) (578,323) 932,199 1,460,536 1,324,616 2,798,197 1,295,164 98,947 140,203 1,590,026 85,422 8,544,963 3,141,103 24,421,993 2,760,000 251,929 3,011,929 913,131 68,670 981,801 7,132,617 3,673,131 11,833,276 1,561,244 24,200,268 1,343,924 (983,760) (1,718,298) 1,579,859 765,601 (51,561) (257,762) 1,316,124 See accompanying notes to financial statements. IV -6 17,798 1,898,739 1,135 2,234,367 572,841 2,623,105 980,841 648,871 12,469,486 221,725 6,350 6,350 683,509 3,615,269 (953,594) (2,070,942) (263,735) 1,550,677 1,772,402 4,713,147 9,560,234 2,970,632 3,338,475 20,582,488 5,478,748 9,508,673 2,712,870 4,654,599 22,354,890 CITY OF ROSEMOUNT RECONCILIATION OF THE STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES OF GOVERNMENTAL FUNDS TO THE STATEMENT OF ACTIVITIES For the Year Ended December 31, 2004 Net change in fund balances total governmental funds 1,772,402 Amounts reported for governmental activities in the statement of activities are different because: Governmental funds report capital outlays as expenditures. However, in the statement of net assets the cost of these assets is capitalized and they are depreciated over their estimated useful lives with depreciation expense reported in the statement of activities Capital outlay is reported as an expenditure in the fund financial statements but is capitalized in the government -wide financial statements Less Some items reported as capital outlay but not capitalized Some items reported as capital outlay m the fund statements but are shown as transfers in the government -wide statements Depreciation is reported in the government -wide statements In the statement of activities, only the gain or loss ($110,586) on the disposal of capital assets is reported. In the fund financial statements, proceeds from the sale of capital assets ($6,350) are reported because the proceeds increase financial resources. Internal service funds are reported in the statement of activities Receivables not currently available are reported as deferred revenue in the fund financial statements but are recognized as revenue when earned in the govemment -wide financial statements Repayment of debt principal is an expenditure in the govemmental funds, but the repayment reduces long -term liabilities in the statement of net assets This is the amount of principal payments paic. Some expenses in the statement of activities do not require the use of current financial resources and, therefore, are not reported as expenditures in the governmental funds This is the change in the following liabilities. Compensated absences Accrued interest on debt CHANGE IN NET ASSETS OF GOVERNMENTAL ACTIVITIES 5,908,324 See accompanying notes to financial statements IV -7 12,469,488 (2,495,361) (6,631,615) (1,235,075) (104,236) 21,695 (1,014,641) 3,011,929 (65,106) 178,844 CITY OF ROSEMOUNT STATEMENT OF NET ASSETS PROPRIETARY FUNDS December 31, 2004 Business -Type Activities Enterprise Funds Storm Non-major Water Sewer Water Arena Total Governmental Activities Internal Service Fund ASSETS Current assets' Cash and investments 7,056,853 5,880,026 5,434406 4,323 18,375,608 581,935 Customer accounts receivable 324,440 282,626 149,075 756,141 9,128 Special assessments receivable 84,897 254,403 148,285 487 585 Due from other governments 57,217 57,217 Prepaid items 6,307 56,064 2,534 2,522 67.427 53,774 Total current assets 7,472,497 6,473,119 5,734,300 64,062 19,743,978 644.837 Non current assets: Advance to other funds 618,046 618,046 Property and equipment Land 515,101 1,094,136 1,609,237 Buildings 2,619,393 263,014 862,420 2,399,900 6,144,727 Mains and lines 8,502,571 6,490,469 10,247,767 25 240 807 Other improvements 15,709,459 36,983,749 12,550,028 65 243,236 Machinery and equipment 973,863 449,675 142,980 94,598 1,661,116 Construction in progress 2,742,387 1,443,443 4,061,216 8,247,046 Less accumulated depreciation (7,464,495) (20,339,041) (3,565,761) (533,716) (31,903,013) Netpropertyandequipment 23,598,279 25,291,309 25,392,786 1,96 76,243,156 Total non current assets 23,598,279 25,909,355 25,392.786 1.960,782 76,861 202 Total Assets LIABILITIES Current liabilities Accounts payable Accrued liabilities Accrued interest Current portion of long term debt Total current liabilities Noncurrent liabilities Accrued compensated absences General obligation debt Advance4 from other funds Total noncurrent liabilities Total Liabilities 31,070,776 32,382,474 31,127,086 2,024,844 96,605,180 644,837 32,949 9,693 8,678 6,478 57,798 10,655 9,059 3,422 4,684 27,820 37,419 75,681 113,100 380,000 355.000 735.000 461,023 18,752 442,781 11,162 933,718 38,545 38,545 12,788 13,506 103,384 1,999,066 3,696,716 5,695,782 98.987 98,987 2,136,598 38,545 3,709,504 13,506 5,898,153 2,597,621 57,297 4,152,285 24,668 6,831,871 NET ASSETS Invested in capital assets, net of related debt 21,219,213 25,291,309 21,341,070 1,960,782 69,812,374 Restricted for debt service 2,395,000 435,541 4,080,000 6,910,541 Unrestricted 4,858,942 6,598.327 1 553,731 39,394 13,050.394 TOTAL NET ASSETS See accompanying notes to financial statements. 1V -8 13,864 13,864 13,864 630,973 28.473,155 32,325,177 26,974,801 2,000.176 89,773.309 630,973 OPERATING REVENUES Charges for services Water meters Miscellaneous Total Operating Revenues OPERATING EXPENSES Personnel services Supplies Professional services and charges Other services and charges Metro sewer charges Depreciation Total Operating Expenses Operating Income (Loss) NONOPERATING REVENUES (EXPENSES) Connection fees Taxes Special assessments Investment income Net increase (decrease) in fair value of investment Loss from disposal of fixed assets Surcharges and penalties Interest expense and fiscal agent fees Total Nonoperating Revenues Income (loss) before contnbutions and transfers Capital contnbutions Transfers rn Transfers out Change in Net Assets TOTAL NET ASSETS Beginning TOTAL NET ASSETS ENDING CITY OF ROSEMOUNT STATEMENT OF REVENUES. EXPENSES AND CHANGES IN FUND NET ASSETS PROPRIETARY FUNDS For the Year Enced December 31, 2004 Water 185,083 Business -Type Activities Enterorse Funds Sewer 1,004,057 1,124,398 1,149 1,189,140 1,125,547 Storm Water 601,737 77 601,814 333,668 340,086 127,819 159,098 275,499 28,597 2,349 36,430 79,878 28,048 40,940 8,397 486,043 71,844 28,847 133,311 546,452 487,874 682,981 347,928 54,334 1,662,962 1,698,008 547,883 391 570 (473,822) (572,461) 53,931 (53,658) (1,046,010) 1,957,729 951,911 1,132,937 75,140 62,940 115,760 138,665 194,360 113,785 (8,850) 2,015 119 (270) (82) 214,297 11,786 4,432 (100,338) (5,190) (189,518) 2.276,373 1,217,740 1,177,515 1.802.551 645,279 1,231,446 (53,446) 3,625,830 1.047,011 2,187,862 4,405,136 64,000 (459,495) (162.263) (972,069) 2,390,067 2,670,878 4.728,513 See accompanying notes to financial statements. Iv -9 Non major Arena 337,912 3,068,104 185,083 1,226 337,912 3,254,413 253,840 212 447 0221 (6,716) (352) 230,515 (295,046) 212 4,671.840 (14.500) (67,946) Total 960,671 342,875 157,263 720,045 546,452 1,573,117 4,300,423 4,042,577 7,640.009 64,000 (1,608,327) 9,721.512 26 083,088 29,654 299 22,246,288 2,068,122 80,051,797 Governmental Activities Intemal Service Funds 34,443 34 443 77 26.957 215,156 242,190 (207,747) 225,000 4,442 229,442 21,695 21,695 609,278 $28473,155 $32,325,177 526,974.801 52.000,176 589.773,309 630,973 CASH FLOWS FROM INVESTING ACTIVITIES It income Net Cash Flows From Investing Actm6es Net Increase (Decrease) in Cash and Cash Equivalents CASH AND CASH EQUIVALENTS Beginning or Year CASH AND CASH EQUIVALENTS END OF YEAR Non-cash capital. Investing .1 financing activities: CITY OF ROSEMOUNT STATEMENT OF CASH FLOWS PROPRIETARY FUNDS For the Year Ended December 31, 2004 See accompanying notes to financial statements IV 10 Business -Type Activities Enteronse Funds Governmental Actrntes- Water Sewer Stone Nan major Internal Utdiy Utility Water Arena Total Service Funds CASH FLOSFS FROM OPERATING ACTIVTIES Cash received from customers 3,366.280 2.147 071 3 1,848,823 326.326 5 7,688,500 26 973 Cash pawl to suppers for goods and services (1,027.600) (747,751) (103,675) (202,305) (2,081.331) (227,198) Cash paid to employees for services (270.354) (276,688) (101,923) (131.861) (780 825) Net Cash Flows From (Used by) Operating Activities 2.068.326 1 122.632 1,643 225 (7 840) 4,826,343 (200 225) CASH FLOWS FROM NONCAPITAL FINANCING ACTNTfIES Property taxes 225.000 Transfers from other funds (14,500) (14.500) Net Cash Flows From (Used by) Noricapnal Finanong Achvdws (14 500) (14,500) 225.000 129 8155 196,375 113,904 212 440,306 129 815 196 375 113 904 212 440.306 CASH FLOWS FROM CAPRAL AND RELATED FINANCING ACTIVITIES Debt mebred (260.000) (340.000) (600.000) Caplet advances to other funds (4,811) (265,138) (269.949) Interest paid (104,180) (5.190) (190,214) (299.584) Capital mnInbubons 799.280 2 246 787 4265.886 7,311,953 Acqursnbon and mnstmcbon of capital assets (1.530 050) (2 443,147) (5,123,241) (9 096 438) Net Cash Flows Used by Capital and Related Financing Actnbes (1.099.761) (466,688) (1387,569) (2 954,018) 4,442 4,442 1,09 8.380 852.319 369.560 (22,128) 2298,131 29,217 S 5,958473 3 5027,707 5,064,846 26,451 16,077 477 552 718 5 7,056 853 5 880,026 S 5 434 406 S 4 323 18 375,608 581,935 RECONCILIATION OF OPERATING INCOME TO NET CASH FLOWS FROM OPERATING ACTIVITIES Operating income (loss) 5 (473.822) (572.461) 53,931 (53.658) 5 (1,046.010) (207.747) Non-operating income 2,246,896 1.026,555 1253,129 Adlustments to Reconcile Operating Income to Net Cash Flows From Operating AcWites Noncash items included m income Oepreciaten 487 ,874 682.981 347,927 54.334 1,573,116 Change In assets and liabilities Accounts recewable (69.756) (5.031) (6,120) (80.907) (7.470) Due from other governments (11,586) (11,586) Due from other funds Prepayments 743 (5.698) 314 855 (3,786) 13,873 ,Accounts paYable (126556) (6,669) (6282) 712 (138,795) 1.119 Deposits 865 865 Accrued babblers 2082 2 955 326 1.503 6,566 NET CASH FLOWS FROM (USED BY) OPERATING ACTIVITIES 2.068326 5 1122,632 1,643225 (7,840) 4,826343 (200225) The Water Utility received contributed plant of $213 475 dung the year The Sewer Chitty received oontnbuted plant of $15,546 dunng the year The Storm Water Utility received contnbuted Warn of $100.950 dunng the year ASSETS Cash and investments 14,566 LIABILITIES Due to M.A.A.G. CITY OF ROSEMOUNT STATEMENT OF NET ASSETS FIDUCIARY FUNDS December 31, 2004 NET ASSETS See accompanying notes to financial statements. IV -11 M A.A.G. Agency Fund 14,566 NOTE Page CITY OF ROSEMOUNT INDEX TO NOTES TO FINANCIAL STATEMENTS December 31, 2004 I. Summary of Significant Accounting Policies 22 A Reporting Entity 22 B. Government -Wide and Fund Financial Statements 23 C. Measurement Focus, Basis of Accounting, and Financial Statement Presentation 25 D. Prior Period Information 27 E. Assets, Liabilities, and Net Assets or Equity 28 1. Deposits and Investments 28 2. Receivables 28 3 Inventories and Prepaid Items 29 4. Capital Assets 30 5. Other Assets 31 6. Compensated Absences 31 7. Long -Term Obligations /Conduit Debt 32 8. Claims and Judgments 32 9 Equity Classifications 33 10. Comparative Data /Reclassifications 33 I1. Reconciliation of Government -Wide and Fund Financial Statements 34 A Explanation of Certain Differences Between the Governmental Fund Balance Sheet and the Statement of Net Assets 34 III. Stewardship, Compliance, and Accountability 34 A Budgetary Information 34 B Excess Expenditures Over Appropriations 35 C. Deficit Balances 35 IV. Detailed Notes on All Funds 35 A. Deposits and Investments 35 B Receivables 37 C. Capital Assets 38 D Interfund Receivables /Payables and Transfers 40 E Long -Term Obligations 43 F. Lease Disclosures 46 G. Net Assets /Fund Balances 46 V. Other Information 49 A Employees' Retirement System 49 B Risk Management 53 C. 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L7°° C m E.2 E C— E= B. 1,,_ c m m r0 7 G c E 9 m e m E T i5 mg IV -28 c E 00 mi O w as o c m a 2 000 000 000 000 w 04 01 01 ymn NOTE V OTHER INFORMATION (cont.) C. COMMITMENTS AND CONTINGENCIES CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS December 31, 2004 From time to time, the City is party to various pending claims and legal proceedings. Although the outcome of such matters cannot be forecasted with certainty, it is the opinion of management that the likelihood is remote that any such claims or proceedings will have a material adverse effect on the City's financial position or results of operations. The City has received federal and state grants for specific purposes that are subject to review and audit by the grantor agencies. Such audits could lead to requests for reimbursements to the grantor agency for expenditures disallowed under terms of the grants. Management believes such disallowances, rf any, would be immaterial. Funding for the operating budget of the City comes from many sources, including property taxes, grants and aids from other units of government, user fees, fines and permits, and other miscellaneous revenues. The State of Minnesota provides a variety of aid and grant programs which benefit the City. Those aid and grant programs are dependent on continued approval and funding by the Minnesota governor and legislature, through their budget processes. The State of Minnesota is currently experiencing budget problems, and is considering numerous alternatives including reducing aid to local governments Any changes made by the State to funding or eligibility of local aid programs could have a significant impact on the future operating results of the City. IV -29