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HomeMy WebLinkAbout8.a. Accept Bid/Award Sale for G.O. Stormwater Revenue Refunding Bonds, Series 2001DCITY OF ROSEMOUNT EXECUTIVE SUMMARY FOR ACTION CITY COUNCIL MEETING DATE: December 4, 2001 AGENDA ITEM: Accept Bids and Award Sale - G.O. Storm Water Revenue Refunding Bonds, Series 2001 D AGENDA SECTION: Old Business PREPARED BY: Jeff May, Finance Director AGENDAY ATTACHMENTS: Resolution and Official Statement APPROVED BY: At 12:00 P.M. Tuesday, December 4, 2001, sealed bids for G.O. Storm Water Revenue Refunding Bonds, Series 2001 D, will be opened and the results tabulated at the offices of Springsteds. A representative from Springsteds 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. RECOMMENDED ACTION: Motion to adopt a RESOLUTION ACCEPTING OFFER ON THE SALE OF $810,000 GENERAL OBLIGATION STORM WATER REVENUE REFUNDING BONDS, SERIES 2001 D AND PROVIDING FOR THEIR ISSUANCE. COUNCIL ACTION: CITY OF ROSEMOUNT DAKOTA COUNTY, MINNESOTA RESOLUTION 2001- RESOLUTION ACCEPTING OFFER ON SALE OF $810,000 GENERAL OBLIGATION STORM WATER REVENUE REFUNDING BONDS, SERIES 2001D AND PROVIDING FOR THEIR ISSUANCE A. WHEREAS, the City of Rosemount, Minnesota (the "City ") owns and operates a storm water system (the "Storm Water System ") as a revenue producing convenience and the City has heretofore issued and there are now outstanding General Obligation Storm Water Revenue Bonds, Series 1992B, dated September 1, 1992, the principal and interest on which constitute a lien on the net revenues of the storm water system (the "Net Revenues "); and B. WHEREAS, the City Council has heretofore determined and declared that it is necessary and expedient to provide moneys for a current refunding of the General Obligation Storm Water Revenue Bonds, Series 1992B (the "Prior Bonds ") which mature in 2003, and thereafter; and C. WHEREAS, $785,000 of the principal amount of the Prior Bonds which mature on or after February 1, 2003, are callable on February 1, 2002, at a price of par plus accrued interest as provided in the resolution of the City Council, adopted on August 4, 1992, authorizing the issuance of the Prior Bonds (the "Prior Resolution "); and D. WHEREAS, the refunding of the Prior Bonds, is consistent with covenants made with the holders thereof, and is necessary and desirable for the reduction of debt service cost to the City; and E. WHEREAS, the City Council has heretofore determined and declared that it is necessary and expedient to issue $810,000 General Obligation Storm Water Revenue Refunding Bonds, Series 2001D of the City, pursuant to Minnesota Statutes, Chapter 475, to provide moneys for a current refunding of the Prior Bonds; and F. WHEREAS, offers to purchase the Bonds were solicited on behalf of the City by Springsted Incorporated, an independent financial consultant, and therefore the City is authorized to negotiate the sale of the Bonds without compliance with the public sale requirements of Chapter 475; and G. WHEREAS, the following offers were received, opened and recorded at the offices of Springsted Incorporated at 12:00 Noon this same day: Bidder Interest Rate Net Interest Cost NOW, THEREFORE; BE IT RESOLVED by the City Council of the City of Rosemount, Minnesota, as follows: 1350848v1 RESOLUTION 2001 - 1. Acceptance of Offer The offer of (the "Purchaser "), to purchase $810,000 General Obligation Storm Water Revenue Refunding Bonds, Series 2001D of the City (the "Bonds" or the "Refunding Bonds ", or individually a 'Bond "), 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 the Purchaser. The Finance Director is directed to retain the deposit of the Purchaser and to forthwith return to the others making offers their good faith deposits. 2. Terms of Bonds (a) Title; Original Issue Date; Denominations; Maturities The Bonds shall be titled "General Obligation Storm Water Revenue Refunding Bonds, Series 2001D ", shall be dated December 1, 2001, 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 2003 $125,000 2006 $140,000 2004 130,000 2007 140,000 2005 130,000 2008 145,000 (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 successor to its functions hereunder (the "Depository ") will act as securities 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 maturity of the Bonds; and for purposes of complying with this requirement under paragraph 10 Authorized Denominations (with respect to registration, transfer and exchange) 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 , 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 13508480 2 RESOLUTION 2001 - respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner 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 principal 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 anew Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 10 hereof, 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 1350848v1 3 RESOLUTION 2001 - or other action. The City or the Bond Registrar shall, to the extent possible, give the Depository 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. (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 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 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 restrict 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 reference 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; Refunding Findings The Bonds shall provide funds for a current refunding of the Prior Bonds (the "Refunded Bonds ") (the "Refunding"). It is hereby found, determined and declared that the Refunding is pursuant to Minnesota Statutes, Section 475.67, and shall result in a reduction of debt service cost to the City. 4. Interest The Bonds shall bear interest payable semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing August 1, 2002, calculated on the basis of a 360 -day year of twelve 30 -day months, at the respective rates per annum set forth opposite the maturity years as follows: 1350848vl 4 R RESOLUTION 2001 - Maturity Interest Maturity Interest Year Rate Year Rate 2003 % 2006 % 2004 2007 2005 2008 5. Redemption The Bonds shall not be subject to redemption and prepayment prior to their maturity. 6. Bond Registrar , in , 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 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 holders) 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, 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: 1350848v1 9 RESOLUTION 2001 - UNITED STATES OF AMERICA STATE OF MINNESOTA DAKOTA COUNTY CITY OF ROSEMOUNT R- $ GENERAL OBLIGATION STORM WATER REVENUE REFUNDING BOND, SERIES 2001D INTEREST MATURITY DATE OF RATE DATE ORIGINAL ISSUE CUSIP December 1, 2001 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS 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, without option of prepayment, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, and to pay interest thereon semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing August 1, 2002, 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 original issue hereof. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of , in , 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 principal of and interest on this Bond and notice with 1350848v1 6 RESOLUTION 2001 - respect thereto shall be made as 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. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE. 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 municipal storm water system at the times and in the amounts necessary to produce net revenues adequate to pay all principal and interest when due on the Bonds and any other obligations payable from net revenues of the storm water system; 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 the amounts sufficient to pay the principal and interest on the Bonds of this issue as they respectively come due, if the net revenues from the storm water facility and any other revenues irrevocably appropriated to the Debt Service Account are insufficient therefor; and that this Bond, together with all other debts of the 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. 1350848vl 7 RESOLUTION 2001 - Date of Registration: Registrable by: Payable at: BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the Resolution mentioned within. Bond Registrar IM Authorized Signature CITY OF ROSEMOUNT DAKOTA COUNTY, MINNESOTA /s/ Facsimile Mayor /s/ Facsimile Clerk 1350848v1 8 RESOLUTION 2001 - ON REVERSE OF BOND No Redemption The Bonds of this issue (the "Bonds ") are not subject to redemption and prepayment prior to their maturity. Issuance; Purpose; General Obligation This Bond is one of an issue in the total principal amount of $810,000, all of like date of original issue and tenor, except as to number, maturity, interest rate and denomination, 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 of the Issuer on December 4, 2001 (the "Resolution "), for the purpose of providing funds sufficient for a current refunding of the Issuer's General Obligation Storm Water Revenue Bonds, Series 1992B, dated September 1, 1992. This Bond is payable out of the Debt Service Account of the Issuer's General Obligation Storm Water Revenue Refunding Bonds, Series 2001D Fund. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its 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 denominations of $5,000 and integral multiples thereof of a single maturity and are exchangeable for fully 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 otherwise provided on the reverse side hereof 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. 1350848vl 9 RESOLUTION 2001 - 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. Qualified Tax- Exempt Obligation This Bond has been designated by the Issuer as a "qualified tax - exempt obligation" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. ABBREVIATIONS 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 (Cult) (Minor) under the Uniform (State) Transfers to Minors Act Additional abbreviations may also be used though not in the above list. 1350848vi 10 RESOLUTION 2001 - ASSIGNMENT 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: 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. 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: (Include information for all joint owners if the Bond is held by joint account.) 1350848v1 11 RESOLUTION 2001 - 8. Execution; Temporary Bonds The Bonds shall be executed on behalf of the City by the signatures of its Mayor and Clerk and the seal of the City, if any, shall be omitted; provided that both of such signatures may be printed facsimiles. 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. Such 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 cancelled. 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 as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue, which date is December 1, 2001. The Certificate of Authentication so executed 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 principal 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 (if necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9 with respect to authentication) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any authorized 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 Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the Holder making the exchange is entitled to receive. 1350848v1 12 RESOLUTION 2001 - All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly cancelled 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, her or its attorney 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 City 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. The Clerk is hereby authorized to negotiate and execute the terms of said agreement. 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 (15th) 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 prior 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 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; Refunding of Prior Bonds The Bonds when so prepared and executed shall be delivered by the Finance Director to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof. 1350848v] 13 RESOLUTION 2001 - 15. Fund and Accounts For the convenience and proper administration of the moneys to be borrowed and repaid on the Bonds, and to make adequate and specific security to the Purchaser and holders from time to time of the Bonds, there is hereby created a special fund to be designated the "General Obligation Storm Water Revenue Refunding Bonds, Series 2001D Fund" (the "Fund ") to be administered and maintained by the Finance Director as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the City. The Fund shall be maintained in the manner herein specified until all the Bonds herein authorized and the interest thereon shall have been fully paid. There shall be maintained in the Fund two separate accounts, to be designated the "Payment Account" and "Debt Service Account ", respectively. (i) Payment Account To the Payment Account there shall be credited the proceeds of the sale of the Bonds, less accrued interest received thereon, and less the amount paid for the Bonds in excess of $803,520, and less the amount deposited in the debt service account heretofore credited for the payment of the Prior Bonds pursuant to paragraph 14 hereof (with respect to delivery, application of proceeds and refunding of prior bonds). From the Payment Account shall be paid all costs of issuance of the Bonds. Any balance remaining in the fund after the payment of the costs of issuance shall be transferred to the Debt Service Account. (ii) Debt Service Account To the Debt Service Account there is hereby pledged and irrevocable appropriated and there shall be credited: (1) the accrued interest received on the sale of the Bonds, (2) any amount paid for the Bonds in excess of $803,520, (3) Net Revenues of the storm water system in an amount sufficient, together with other monies herein pledged and appropriated to the Debt Service Account, to pay the principal and interest on the Bonds as the same becomes due, (4) any balance remitted to the City upon the termination of the Payment Account; (5) all investment earnings on funds in the Debt Service Account; (6) any collection of all taxes which may hereafter be levied in the event that Net Revenues of the storm water system and other funds herein pledged for the payment of principal and interest on the Bonds are insufficient therefor; (7) 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 amount of any surplus remaining in the Debt Service Account when the Bonds and interest thereon are paid shall be used consistent with Minnesota Statutes, Section 475.61, Subdivision 4. The moneys in the Debt Service Account shall be used solely to pay the principal of and interest on the Bonds or any other bonds hereafter issued and made payable from the Fund. 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 Fund (or any other City account which will be used to pay principal and interest to become due on the Bonds) in excess of amounts which under the applicable federal arbitrage regulations may be invested without regard as to yield shall not be invested in excess of the applicable yield restrictions imposed by the arbitrage regulations on such investments after taking into account any applicable "temporary periods" or "minor portion" made available under the federal arbitrage 1350848v1 14 RESOLUTION 2001 - regulations. In addition, the proceeds of the Bonds and 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 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 storm water system are sufficient in amount to pay when due the principal of and interest on the Bonds herein authorized and a sum at least five percent (5 %) in excess thereof, and the Net Revenues of the storm water system are hereby pledged for the payment of the Bonds of this issue 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 storm water 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 storm water system will be sufficient in addition to all other sources, for the payment of the Bonds herein authorized, any other outstanding obligations 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 storm water 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 any other outstanding obligations. 18. Prior Bonds; Security Until retirement of the Prior Bonds, all provisions theretofore made for the security thereof shall be observed by the City and all of its officers and agents. 19. General Obligation Pledge For the prompt and full payment of the principal of 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 hereby irrevocably pledged. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds and any other bonds payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are available for such purpose, and such other funds may be reimbursed with or without interest from the Debt Service Account when a sufficient balance is available therein. 20. Defeasance When all Bonds have been discharged as provided in this paragraph, all pledges, covenants and other rights 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 be 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 1 3sosasv l 15 RESOLUTION 2001- 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 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. 21. Redemption of Prior Bonds The Prior Bonds which mature in 2003 and thereafter shall be redeemed and prepaid on February 1, 2002, in accordance with the terms and conditions set forth in the Notice of Call for Redemption attached hereto as Exhibit A, which terms and conditions are hereby approved and incorporated herein by reference. 22. Certificate of Registration The Finance Director is hereby directed to file a certified copy of this resolution with the County Auditor of Dakota County, Minnesota, together with such other information as they shall require, and to obtain the County Auditor's Certificate that the Bonds have been entered in the County Auditor's Bond Register. 23. 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 of the Bonds, 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 re furnished, shall be deemed representations of the City as to the facts recited therein. 24. Negative Covenant as to Use of Proceeds and Project The City hereby covenants not to use the proceeds of the Bonds or to use the storm water system, or to cause or permit them to be used, or to enter into any deferred payment arrangements, in such a manner as to cause the Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. 25. 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 City expects to satisfy the 6 month expenditure exemption for gross proceeds of the Bonds as provided in Section 148(f)(40(B) of the Code. 26. Designation of Qualified Tax - Exempt Obligations; Issuance Limit 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; 1350848vl 16 RESOLUTION 2001 - (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 2001 will not exceed $10,000,000; and (e) not more than $10,000,000 of obligations issued by the City during this calendar year 2001 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. 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. 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. The motion for the adoption of the foregoing resolution was duly seconded by member and, after a full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: and the following voted against the same: 1350848v1 17 RESOLUTION 2001 - ADOPTED this 4th day of , 2001. Cathy Busho, Mayor ATTEST: Linda J. Jentink, City Clerk CERTIFICATION I hereby certify that the foregoing is a true and correct copy of a resolution presented to and adopted by the City Council of Rosemount at a duly authorized meeting thereof, held on the day of , 2001, as disclosed by the records of said City in my possession. (SEAL) Linda J. Jentink, Rosemount City Clerk Motion by: Voted in favor: Voted Against: Members Absent: Seconded by: 1350848v1 18 t RESOLUTION 2001 - STATE OF MINNESOTA COUNTY OF DAKOTA CITY OF ROSEMOUNT I, the undersigned, being the duly qualified and acting City Clerk of the City of Rosemount, 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, $810,000 General Obligation Storm Water Revenue Refunding Bonds, Series 2001D of said City. WITNESS my hand this day of , 2001. City Clerk 1350848v1 19 RESOLUTION 2001 - EXHIBIT A NOTICE OF CALL FOR REDEMPTION CITY OF ROSEMOUNT, GENERAL OBLIGATION STORM WATER REVENUE BONDS, SERIES 1992B NOTICE IS HEREBY GIVEN that by order of the City Council of the City of Rosemount, Dakota County, Minnesota, there have been called for redemption and prepayment on February 1, 2002 those outstanding bonds of the City designated as General Obligation Storm Water Revenue Bonds, Series 1992B, dated September 1, 1992, having stated maturity dates in the years 2003 through 2008, both inclusive, and totalling $785,000 in principal amount. The bonds are being called at a price of par plus accrued interest to February 1, 2002, on which date all interest on said bonds will cease to accrue. Holders of the bonds hereby called for redemption are requested to present their bonds, with February 1, 2002, and subsequently maturing interest coupons attached, for payment at Firstar Bank, N.A. (successor to American National Bank and Trust Company) if by mail to: 1555 North RiverCentre Drive, Suite 301, Milwaukee, Wisconsin, 53212, Attention: Corporate Trust Services, on or before February 1, 2002. Dated: December 4, 2001. BY ORDER OF THE CITY COUNCIL OF THE CITY OF ROSEMOUNT Important Notice: Important Notice: Under the Interest and Dividend Compliance Act of 1983, 31 % will be withheld if tax identification is not properly certified. Additional information may be obtained from: SPRINGSTED INCORPORATED 85 East Seventh Street Suite 100 Saint Paul, Minnesota 55101 -2143 Telephone No.: (612) 223 -3000 1350848v1 20 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 (ii) 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. s ri OFFICIAL STATEMENT DATED NOVEMBER 20, 2001 Ratings: Requested from Moody's NEW ISSUES Investors Service In the opinion of Briggs and Morgan, Professional Association, Bond Counsel, based on present federal and Minnesota laws, regulations, rulings and decisions, at the time of their issuance and delivery to the original purchaser, interest on the Bonds 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 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; provided, however, that for the purpose of computing the federal alternative minimum tax imposed on corporations, interest on the Bonds is taken into account in determining adjusted current earnings. 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. See "Tax Exemption" herein. City of Rosemount, Minnesota It $810,000* General Obligation Storm Water Revenue Refunding Bonds, Series 2001 D (the "Series 2001 D Bonds ") $725,000* General Obligation Community Center Refunding Bonds, Series 2001 E (the "Series 2001 E Bonds") (collectively referred to as the "Bonds ", the "Obligations" or the "Issues ") (Book Entry Only) Dated Date: December 1, 2001 Interest Due: Each February 1 and August 1, commencing August 1, 2002 The Series 2001 D Bonds will mature February 1 as follows: 2003 $125,000 2005 $130,000 2006 $140,000 2007 $140,000 2008 $145,000 2004 $130,000 The Series 2001 E Bonds will mature February 1 as follows: 2004 $60,000 2006 $70,000 2008 $70,000 2010 $75,000 2012 $80,000 2005 $65,000 2007 $65,000 2009 $75,000 2011 $80,000 2013 $85,000 Proposals for the Series 2001 E Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds, provided that no serial bond may mature on or after the first mandatory sinking fund redemption date of any term bond. 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. Common to Both Issues The Bonds will not be subject to payment 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 Series 2001 D Bonds $803,520 $8,100 The Series 2001 E Bonds $717,025 $7,250 The Bonds will be bank - qualified tax- exempt obligations pursuant to Section 265(b)(3) of the Internal Revenue Code of 1986, + as amended, and 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 of 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 Trust National Association, Saint Paul, Minnesota will serve as Registrar for the Bonds. Bonds will be available for delivery at DTC on or about December 27, 2001 PROPOSALS RECEIVED: December 4, 2001 (Tuesday) until 12:00 Noon, Central Time AWARD: December 4, 2001 (Tuesday) at 7:30 P.M., Central Time Subject to Change Further information may be obtained from S P R 11� 1 � T G S 1 T E D SPRINGSTED Incorporated, Financial Advisor to the Advisors to the Public Sector Issuer, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101 -2887 (651) 223 -3000 TABLE OF CONTENTS Page(s Terms of Proposal: $810,000 General Obligation Storm Water Revenue Refunding Bonds, Series 2001 D....... i -iii $725,000 General Obligation Community Center Refunding Bonds, Series 2001 E ............ v -vii Introductory Statement ................................................ ............................... ...... 1 Continuing Disclosure ................................................................................. ............................... 1 TheBonds ....................................................................... ............................... ..... 2 The Series 2001 D Bonds ............................................................................ ............................... 4 The Series 2001 E Bonds ....................................... ............................... FutureFinancing .................................................... ............................... .. 5 Litigation..................................................................... ............................... ...... . Legality....................................................................................................... ............................... 6 TaxExemption ............................................................................................ ............................... 6 Other Federal Tax Considerations .............................................................. ............................... 6 Bank- Qualified Tax - Exempt Obligations....._ ............................................... ............................... 7 Ratings........................................................................................................ ............................... 8 FinancialAdvisor .......................................................... ............................... Certification......................._.......................................................... ............................... .......... 8 City Property Values ................................................. ............................... ..... ..... 9 CityIndebtedness ........................................................... ............................... .............10 City Tax Rates, Levies and Collections ........................................................ .............................15 Fundson Hand ............................................................................................ .............................16 CityInvestments .................................................................. ............................... ..............16 General Information Concerning the City ..................................................... .............................17 Governmental Organization and Services .... ................................................ .............................20 Proposed Forms of Legal Opinion ........................................... ............................... Appendix I Continuing Disclosure Undertaking .......................................... ............................... Appendix 11 + Summary of Tax Levies, Payment Provisions, and Minnesota Real Property Valuation ....................................... ............................... Appendix III Annual Financial Statements ................................................... ............................... Appendix IV Proposal Forms ....................................................................... ............................... Inserted v N to CD N to N v - N fD O r CITY OF ROSEMOUNT COMBINING STATEMENT OF REVENUES, EXPENSES AND CHANGES IN RETAINED EARNINGS ALL ENTERPRISE FUNDS For the Year Ended December 31, 2000 (With Comparative Totals for the Year Ended December 31, 1999) Water Storrs (9601,605,610) Sewer Water (615,617,621) (#602,606,625) (#603,607,611,613) Arena Totals (622, 624 & 627) (411 & 414) (614, 616.620 & 626) (#850) 2000 1999 OPERATING REVENUES S 757,112 $ 988,494 $ 559,047 $ $ 2,304,653 $ 1,936,567 Charges for services 17,175 - _ 17,175 18,300 Water meter maintenance 87,038 - - 87,038 85,984 Water meters 2,708 87 7,188 264,412 274,395 290,514 Miscellaneous 864,033 988,581 566,235 264,412 2,683261 2,331,365 Total Operating Revenues OPERATING EXPENSES 176,313 172,556 137,484 108,413 594,766 605,196 Personnel services 151,084 10,848 3,597 10,084 175,613 182,446 Supplies Professional services and charges 63,695 8,740 38,900 8,932 56,345 100,107 12,418 181,474 195,402 183,006 85,359 Other services and charges 87,739 - 410,160 - 410,160 398,145 Metro sewer charges 478,831 641,204 206,358 231,022 1,557,415 1,454,152 Total Operating Expenses Operating Income Before Depreciation 385,202 347,377 359,877 33,390 1,125,846. 877,213 (330.672) (604,518) (218,971) (47,815) (1,201,976) (1,136,457) Depredation 54,530 (257,141) 140,906 (14,425) (76,130) (259,244) Operating Income (Loss) NONOPERATING REVENUES (EXPENSES) 649,100 412,530 695,576 1,757,206 1,379,386 Connection fees - 136,300 136,300 114,900 Property taxes 62,726 32,927 161,541 - 256,594 189,673 Special assessments 160,045 197,399 165,584 121 523,149 341,138 Investment earnings Net increase (decrease) in the fair value of investment 19,094 34,427 20,756 - 74,277 (121,164) Gain (loss) from disposal of fixed assets 158,872 7,370 4,205 170,447 110,220 Surcharges and penalties (2,635) Other expense (71,782) (6,043) (156,722) - (234,547) (197,803) Interest expense and fiscal agent fees 977,455 678,610 890,940 136,421 2,683,426 1,813.715 Total Nonoperafing Revenues (Expenses) Income Before Operating Transfers 1,031,985 421,469 1,031,846 121,996 2,607,296 1,554,471 Operating transfers in 50,223 70,352 31,779 152,354 967,174 (350,841) (186,192) (225,296) (3,500) (765,829) (1,096,039) Operafing transfers out (188,000) (188,000) (179,928) Operating transfers out - component unit (300,618) (115,840) (193,517) (191,500) (801,475) (308.793) Total operating transfers NET INCOME (LOSS) 731,367 305,629 838,329 (69,504) 1 1,245,678 ADD DEPRECIATION ON CONTRIBUTED ASSETS 228,186 562,170 176,793 47,200 1,014,349 973,726 INCREASE (DECREASE) IN RETAINED EARNINGS 959,553 867,799 1,015,122 (22,304) 2,820,170 2,219,404 BEGINNING RETAINED EARNINGS 4,062,002 706 4,216,062 (9,105) 2,198,177 50,793 98,664 10,574,905 42,394 8,164,451 191,050 Prior period adjustments RETAINED EARNINGS - January 1 4,062,708 4,206,957 2,248,970 98,664 10,617,299 8,355,501 7.438 7,438 Equity transfers RETAINED EARNINGS - December 311 $ 5.029.699 S 5,074,756 $ 3,264,092 S 76,360 1 5 10.574,905 CO CITY OF ROSEMOUNT, MINNESO COMBINED STATEMENT OF REVENUE, EXPENDITURES AND CHA14GE-S IN FUND BALANCES BUDGET (AS AMENDED) AND ACTUAL (BUDGETARY BASIS) GENERAL AND ANNUALLY ADOPTED SPECIAL REVENUE FUNDS YEAR ENDED DECEMBER 31, 1998 ANNUALLY ADOPTED TOTAL GENERAL FUND SPECIAL REVENUE FUNDS (Memorandum Only) FAVORABLE FAVORABLE FAVORABLE (UNFAVORABLE) (UNFAVORABLE) (UNFAVORABLE) BUDGET ACTUAL VARIANCE BUDGET ACTUAL VARIANCE BUDGET ACTUAL VARIANCE REVENUE: General Property Taxes $ 2,656,473 $ 2,693,105 $ 36,632 $ 873,890 $ 873,890 $ 0 $ 3,530,363 $ 3,566,995 $ 36,632 Licenses and permits 204,900 363,238 158,338 0 0 0 204,900 363,238 158,338 Intergovernmental 1,197,477 1,274,373 76,896 0 686,357 686,357 1,197,477 1,960,730 763,253 Charges for services 337,450 351,650 14,200 50,000 75,794 25,794 387,450 - 427,444 39,994 Fines and forfeitures 90,000 72,084 (17,916) 0 1 0 0 90,000 72,084 (17,916) Special assessments 2,000 165 (1,835) 17,000 25,942 8,942 19,000 26,107 7,107 Interest earnings 35,600 77,671 42,071 18,300 45,442 27,142 53,900 123,113 69,213 Net increase in the fair value of investments 0 2,104 2,104 0 241 241 0 2,345 2,345 Donations and other 56,332 72,897 16,565 0 1,926 1,926 56,332 74,823 18,491 Miscellaneous 182,900 204,732 21,832 0 14,868 14,868 182,900 219,600 36,700 TOTAL REVENUES 4,763,132 $ 5,112,018 $ 348,886 $ 9 59,190 $ 1 ,724,460 $ 765,270 $ 5,722,322 $ 6,836,479 $ 1,114,157 EXPENDITURES: General government $ 1,105,800 $ 1,227,524 $ (121,724) $ 6,750 $ 7,500 S (750) $ 1,112,550 $ 1,235,024 $ (122,474) Public safety 1,357,742 1,442,652 (84,910) 0 0 0 1,357,742 1,442,652 2,800,394 Public works 1,601,140 1,450,156 150,984 918,390 687,476 230,914 2,519,530 2,137,632 381,898 Park and recreation 645,164 601,450 43,714 0 0 0 645,164 601,450 1,246,614 TOTAL EXPENDITURES $ 4,709,846 $ 4,721,781 $ (11,935) $ 925,140 $ 694,976 $ 230,164 $ 5,634,986 $ 5,416,757 $ 218,229 EXCESS (DEFICIENCY) OF REVENUE OVER EXPENDITURES $ 53,286 $ 390,237 $ 33 6,951 $ 34,050 $ 1,029,484 $ 995,434 $ 87,336 $ 1,419,721 $ 1,332,385 OTHER FINANCING SOURCES (USES): Operating transfers in $ 3,500 $ 3,500 $ 0 $ 0 $ 0 $ 0 $ 3,500 $ 3,500 $ 0 Operating transfers out 0 0 0 0 (786,356) (786,356) 0 (786,356) (786,356) TOTAL OTHER SOURCES (USES) $ 3,500 $ 3,500 $ 0 $ 0 $ (786,356) $ (786,356) $ 3,500 $ (782,856) S (786,356) EXCESS (DEFICIENCY) OF REVENUE AND OTHER FINANCING SOURCES OVER EXPENDITURES AND OTHER FINANCING USES $ 56,786 $ 393,737 $ 336,951 $ 34,050 $ 243,128 $ 209,078 $ 90,836 $ 636,865 $ 546,029 ' Reconciliation to GAAP basis elimination of encumbrances, net 115,667 (32,479) 83,188 BEGINNING FUND BALANCE 1,928,980 993,173 2,922,153 NON - BUDGETED SPECIAL REV[NUr.. 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(MEMORANDUM (PORT (MEMORANDUM GENERAL REVENUE SERVICE PROJECTS (ONLY) AUTHORITY) ONLY) REVENUE: General property taxes $ 2,693,105 $ 873,890 $ 441,333 $ $ 4,008,328 $ 291,302 $ 4,299,630 Municipal state aid (MSA) - 686,357 90,226 776,583 - 776,583 Tax increments - - 506,901 506,901 Licenses and permits 363,238 - 363,238 - 363,238 Intergovernmental 1,274,373 38,404 1,312,777 1,312,777 Charges for services 351,650 101,394 453,044 453,044 Fines and forfeitures 72,084 72,084 72,084 Special assessments 165 25,942 2,501,325 86,625 2,614,057 2,614,057 Interest earnings 77,671 73,193 270,952 162,178 583,994 117,899 701,893 Net increase (decrease) in the fair value of investments 2,104 (103) 9,202 - 11,203 - 11,203 Miscellaneous 277,629 277,073 17,800 572,502 60,592 633,094 TOTAL REVENUE $ 5,112,018 $ 2,076,149 $ 3,313,037 $ 266,603 $ 1067,807 $ 976,693 $ 11,744,504 EXPENDITURES: Current: General government $ 1,110,499 $ 43,973 S $ $ 1,154,472 $ 119,961 $ 1,274,433 Public safety 1,444,010 - 1,444,010 - 1,444,010 Public works 1,450,156 6,489,389 7,939,545 7,939,545 Park and recreation 601,450 - 601,450 - 601,450 Capital outlay - 504,647 504,647 39,383 544,030 Other - 175,398 175,398 175,398 Debt service: Redemption of bonds 1,520,000 - 1,520,000 395,000 1,915,000 Interest on bonds 687,661 687,661 171,051 858:712 Fiscal agent fees _ 4,066 4,066 1,826 5,892 TOTAL EXPENDITURES $ 4,606,114 $ 548,620 $ 2.211,727 $ 6,664,78 S 14,031,248 $ 727,220 $ 14,758,470 EXCESS (DEFICIENCY) OF REVENUE OVER EXPENDITURES $ 505,904 $ 1,527,529 $ 1,101,311 $ (6,398,184) $ (3,263,440) $ 249,473 $ (3,013,966) OTHER FINANCING SOURCES (USES): Proceeds from the sale of bonds $ - $ - $ 280,623 $ 5,385,391 $ 5,666.014 $ 2,374,024 $ 8,040,038 Lease Payments - (310,962) - - (310,962) - (310,962) Operating transfers in 3,500 60,100 1,368,310 1,431,910 444,698 1,876,608 Operating transfers out - (843,856) - (274,927) (1,118,783) (444,698) (1,563,481) TOTAL OTHER SOURCES (USES) $ 3,500 $ (1,154,818) $ 340,723 $ 6,478,775 $ 5,668,180 $ 2,374,024 $ 8,042,203 EXCESS (DEFICIENCY) OF REVENUE AND OTHER FINANCING SOURCES OVER EXPENDITURES AND OTHER FINANCING USES $ 509,404 $ 372,712 $ 1,442,034 $ 80,592 $ 2,404,742 $ 2,623,497 $ 5,028,239 BEGINNING FUND BALANCE 1,928,980 1,437,694 6,049,770 2,246,485 11,662,929 1,071,481 12,734,410 RESIDUAL EQUITY TRANSFERS IN (OUT) 543 75,323 (672,513) (596,647) - (596,647) ENDING FUND BALANCE $ 2,438, S 1,810,9 $ 7,567,127 $ 1,654,564 $ I 3,4'/ 1,024 3.694,x723 $ 17,166,002 NUO 0000 W - a ca 00� C CaC> , .0 O N 0 � .� cif .- m ca > C O = C C O _ a) O a) o C �?•?p ,_, v COn�a)a)�� v �pca;� �;�0 U M CL a Cu o a) US 0 Cu 0° Co o ca n E a) c � o nN a) i •+-. 4= r" p — •- E (n C C = O Q, (a a) L a r a) 3 a- ca a) N Co 3 ,= O r(TS+ N a - L() a) -p U p i n 0 Q- a) Z+ i Co CO c Ca m U Coo Co Co to W.a)fA ca X UL U U •CO n. s Ca Cu +. � _ Cn X �- L L O y O CU �O 0-+- -�� _ p O _p C OW ) a) "� C/) 0 p 0 > ' 0 0 i �? 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CD ::r w Q W su ) m su !v - - co Q C C CD C ' o . m O to m .-. _ . + . ° ° 01 _� 0' C7 C (n . ► O 3 0 fn 0 O Q f"' O -h Q S " m CD (� CD Co fn C a' -�, � 0 �, � CCDD m o� r . 0 - =3 , ° n.- ►- ►� M E -h N n 3 co C D" m Q<< mmm o m <Q m 1< o 3 .+ wQQ `< • C CITY OF ROSEMOUNT COMBINED STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES - ALL GOVERNMENTAL FUND TYPES AND DISCRETELY PRESENTED COMPONENT UNIT For the Year Ended December 31, 2000 (With Comparative Totals for the Year Ended December 31, 1999) �O -3 mW Qmc?oCD�.�m �mQ n in -°' o O (A (n Cc; g sum =) <aDO (D � 5 c su �� 77 CL A a 0=7m1 Q0(nZ :3(0mm - . m .< - < +D o CD Cn CD 07 w � o(a -CD WC -0 "� C CD D 0 0)n (n M , w n m n m C1 0 _ CD '� =r m3msu CD Q Cr C --. •p 0.0 0 0 =3 0 - M - ° a •�NSUU U) )° M QC WC D cQN SU C =:10 -u m� ° �W 0 C : co �' m O7 CA D ... n m� �- CD m��6) N� m ( n ��3' CD 0 0 (D - CD O� QQ ornsu 0'«o ° O m m _ m Q�<< m % 0 .. - a � 3 _ =r 03.0<<vDOc�,° ° 5cD: m�o0m- I���cc m CD O Cr f! n -0 ( o C)_ CD (D m CCD (Q Q- =r <' O n 3 w 0� �pt CD < Q o -n0-0 O Au CD Qco ° Qw O - 0 `G N o �c CD 0 0 -r (Q n C � � � C O M - 1 CD (Amvm) CU O A M Z U) M Cn REVENUES Taxes Municipal state (MSA) Tax increments Intergovernmental revenues Licenses and permits Fines and forfeitures Special assessments Charges for services Investment income Net increase (decrease) in the fair value of investments Miscellaneous Total Revenues EXPENDITURES Current General government Public safety Public works Parks and recreation Lease payments Other Capital outlay Debt Service Principal retirement Interest Fiscal agent fees Total Expenditures Excess (deficiency) of revenues over expenditures OTHER FINANCING SOURCES (USES) Proceeds from issuance of debt Operating transfers in Operating transfers in - primary government Operating transfers out Total Other Financing Sources (Uses) Excess (deficiency) of revenues and other financing sources over expenditures and other financing uses FUND BALANCES - January 1 Equity transfers (659 (19,097 517,613 Totals (7,438 FUND BALANCES - December 31 $ 3,716,529 $ 1,891,759 $ 18,115,814 $ 2,343,634 $ 26,067,736 $ ®� 4,365,240 $ 30,432,076 $ 23,298,298 (Memoran- Component Governmental Fund Types dum Only) Unit Totals Special Debt Capital Primary Port (Memorandum Only) General Revenue Service Projects Government Authority 2000 1999 $ 2,916,269 $ 908,000 $ 565,331 $ $ 4,389,600 $ 297,537 $ 4,687,137 $4,380,211 473,141 88,748 561,889 561,889 667,145 _ _ 473,896 473,896 449,519 1,457,390 73,937 350,000 1,881,327 127,684 2,009,011 1,331,090 588,304 - - 588,304 588,304 623,463 72,067 - 72,067 72,067 91,441 - 38,812 7,425,923 7,464,735 7,464,735 3,679,095 713,892 201,555 - 915,447 - 915,447 598,214 153,885 116,647 549,778 211,194 1,031,504 230,327 1,261,831 783,503 22,969 17,364 32,104 72,437 72,437 (91,598) 287,832 138,688 2,080,168 2,506,688 103,243 2,609,931 971,562 6,212,608 1,968,144 8,661,884 2,641,362 19,483.998 1,232,687 20,716,685 13,483,645 1,202,164 22,174 - 1,224,338 542,895 1,767,233 1,239,838 1,580,593 - 1,580,593 - 1,580,593 1,495,469 1,887,570 3,539,908 5,427,478 5,427,478 8,212,767 691,126 - - 691,126 691,126 628,144 - 159,972 - 159,972 159,972 171,547 - 2 375,961 375,963 375,963 214,263 851,279 - 851,279 1,613,394 2,464,673 707,228 - 1,930,000 1,930,000 180,000 2,110,000 1,740,000 1,146,501 1,146,501 378,824 1,525,325 1,288,625 4,721 4,721 1,461 6,182 6,296 5.361,453 1,033,425 3,081,224 3,915,869 13,391,971 2,716,574 16,108,545 15,704,177 851,155 934,719 5,580,660 (1,274,507) 6,092.027 (1,483,887) 4,608,140 (2,220,532) _ _ - - - 1,732,500 1,732,500 8,044,035 3,500 3,996 853,808 3,287,636 4,148,940 - 4,148.940 1,028,345 _ - 188,000 188,000 179,928 (19 2,000) (1,171,327) (34,454 (2,137,684) (3,535,465) - (3,535,465) (899,480) (188,500) (1,167,331) 819,354 1,149,952 613,475 1,920,500 2,533,975 8,352,828 662,655 (232,612), 6,400,014 (124,555) 6,705,502 436,613 7,142,115 6,132,296 3,054,533 2,143,468 11,198,187 2,973,484 19,369,672 3,928,627 23,298,299 17,166,002 Equity transfers (659 (19,097 517,613 (505,295 (7,438 (7,438 FUND BALANCES - December 31 $ 3,716,529 $ 1,891,759 $ 18,115,814 $ 2,343,634 $ 26,067,736 $ ®� 4,365,240 $ 30,432,076 $ 23,298,298 a) C 4-- U) U) >, a) U a) (y a) N "" ^ �- 0 a) a) D3 '- '' O '' — >.. 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(- -1 CD CD (a (n C D 0 n '' � CL CD n� Z c�(n CD X27 r (0 0) U). ° CD CITY OF ROSEMOUNT MINNESOTA COMBINED BALANCE SHEET ALL FUND TYPES, ACCOUNT GROUPS AND DISCRETELY PRESENTED COMPONENT UNITS DECEMBER 31,1999 PROPRIETARY FIDUCIARY TOTAL TOTAL ALL GOVERNMENTAL FUND TYPES FUND TYPES FUND TYPE ACCOUNT GROUPS PRIMARY COMPONENT REPORTING GENERAL GENERAL GOVERNMENT UNIT ENTITY SPECIAL DEBT CAPITAL INTERNAL FIXED LONG- TERM (MEMORANDUM PORT (MEMORANDUM GENERAL REVENUE SERVICE PROJECTS ENTERPRISE SERVICE AGENCY ASSETS DEBT ONLY) AUTHORITY ONLY) ASSETS AND OTHER DEBTS ASSETS: Cash and investments $ 3,062,029 $ 2,453,051 S 10,637,645 $ 3,280,409 $ 7,705,928 S 512,006 $ 27,888 $ 0 S 0 $ 27,678,956 $ 1,600,531 $ 29,279,487 Investment with fiscal agent 0 0 0 0 0 0 0 0 0 0 2,335,150 2.335,150 Accounts receivable 13,388 1,986 0 0 471,025 0 0 0 0 486,399 409 486,808 Property taxes receivable 297,828 0 0 0 0 0 0 0 0 297,828 1,846 299,675 Special assessments receivable 0 73,170 5,180,494 0 343,376 0 0 0 0 5,597,039 102,453 5,699,492 Due from other funds 0 0 0 162,541 0 0 0 0 0 162,541 0 162,541 Advances to other funds 0 0 0 0 531,755 0 0 0 0 531,755 0 531,755 Due from other governments 24,837 0 0 0 22,675 0 0 0 0 47,512 0 47,512 Prepaid items 0 0 0 0 40,647 25,176 0 0 0 65,823 236 66,059 Notes receivable 0 0 0 0 0 0 0 0 0 0 1,338,269 1,338,269 Net fixed assets 0 0 0 0 46,673,935 0 0 14,359,486 0 61,033,421 283,151 61,316,572 OTHER DEBITS: Amount available in debt service funds 0 0 0 0 0 0 0 0 11,198,187 11,198,187 3,400,026 14,598,213 Amount to be provided for debt retirement 0 0 0 0 0 0 0 0 15,668,573 15,668,573 3,499,974 _ 19,168,547 i W TOTAL ASSETS AND OTHER DEBITS S 3.398,081 $ 2.528,207 $ 15,818.138 $ 3,442,950 $ 55,789,341 $ 537,182 $ 27,888 $ 14,359,486 $- 26,866,760 ^ 122, 768,034 $ 12,562,04 S 135,330,080 LIABILITIES, EQUITY AND OTHER CREDITS LIABILITIES: Accounts payable S 185,341 $ 22,821 $ 0 $ 74,936 $ 56,986 $ 14,355 $ 27,888 $ 0 $ 0 $ 382,327 S 5,372 $ 387,699 Compensated absences payable 0 0 0 0 33,660 0 0 0 311,828 345,488 0 345,488 Accrued expenditures 57,023 0 0 0 11,203 0 0 0 0 68,226 0 68,226 Accrued interest 0 0 0 0 82,248 0 0 0 0 82,248 0 82,248 Contracts payable 0 0 0 231,987 13,968 0 0 0 0 245,955 0 245,955 Due to other funds 0 0 0 162,541 0 0 0 0 0 162,541 0 162,541 Advances from other funds 0 290,048 0 0 241,708 0 0 0 0 531,755 0 531,755 Deposits payable 34,390 0 0 0 0 0 0 0 0 34,391 4,172 38,563 Deferred revenue 66,795 71,870 4,619,951 0 289,418 0 0 0 0 5,048,034 1,440,722 6.488,756 Capital leases payable 0 0 0 0 0 0 0 0 639,932 639,932 0 639,932 Bonds payable 0 0 0 0 4,184,914 0 0 0 25,915,000 30,099,914 6,900,000 36,999,914 TOTAL LIABILITIES $ 343,548 $ 384,739 $ 4,619,951 $ 469,463 $ 4,914,105 $ 14,355 S 27,888 $ 0 $ 26,866,760 S 37,640,810 $ 8,350,266 $ 45,991,076 EQUITY AND OTHER CREDITS: Investment in general fixed assets $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 14,359,486 $ 0 S 14,359,486 $ 283,151 S 14,642,637 Contributed capital 0 0 0 0 40,300,331 0 0 0 0 40,300,331 0 40,300,331 Retained earnings 0 0 0 0 10,574,905 522,827 0 0 0 11,097,732 0 11,097,732 Fund balance: Reserved for capital projects 0 0 0 3,310.192 0 0 0 0 0 3,310,192 0 3,310,192 Reserved for special projects 0 117,139 0 0 0 0 0 0 0 117,139 236 117,375 Reserved for debt service 0 0 11,198,187 0 0 0 0 0 0 11,198,187 3,400,026 14,598,213 Reserved for encumbrances 172,836 0 0 0 0 0 0 0 0 172,836 0 172,836 Unreserved - designated for working capital 2,881,697 0 0 0 0 0 0 0 0 2,881,697 0 2,881,697 Unreserved- undesignated 0 2,026,329 0 (336,705) 0 0 0 0 0 1,689,624 528,366 2,217,990 TOTAL EQUITY AND OTHER CREDITS S 3,054,533 $ 2,143,468 $ 11,198,187 S 2,973,487 $ 50,875,236 $ 522,827 S 0 $ 14,359,486 $ 0 $ 85,127,224 $ 4,211,779 $ 89,339,003 TOTAL LIABILITIES, EQUITY AND OTHER CREDITS $ 3,398,081 S 2,528,207 $ 15,818,138 $ 3,442,950 $ 55,789,341 S 537,182 $ 27,888 $ 14,359,486 $ 26,866,760 $ 122,768,034 $ 12,562,045 $ 135,330;080 I- Z W 2 w Q N J V LL LL O M 0= W== �- O 0 RS > 0) O _0 co to N N cc X) p W O' 0 3 x W Co 0 0 « - Cl) O� Cm c6 , + - >� p a) W L O uj O U O ' Z fn U � N >-0 WOO L l o= Z 0 c 0N p c6 0 O m �~• ON O 0 U) c670 a z O O •0 >,COa) L D Z 0) -Q 'O (_/j > M a) N Z 0 H c 0 � r a) ' w L Z W Rf c6 0 0 - 0, 0 — W LL >- a) tn�p_,_ ■- CU - C15 w im Z H c 0 0 (1) a) O a OU c �3 F- CZ o uj W �* p� pl- EOON-0 a 0 0 Q Cw tOW Z 00 U) O c6 L.0 0 W �� V w F- b oo cn p 0 N Y V C C n 0 co O Q Z 0 0 G t O 0) C O O - 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L pu�j sadA.L punj saclAl. punj Ietu0ww8n00 Bu!podaa Luauodwop tiewpd s nwqlun000V kelongj AlelaudOJd OOOZ ' L £ Lagwaaa0 llNn 1N9NO&400 G31N3S3Md kl3l3d0Sf0 ONV 'SdnONsJ 1Nn000V'S3dAl ONhd llV - 133HS 9ONVlVa 03NIOVYOO 1Nnow3soa do ueo r 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. A failure by the City to comply with the Undertakings 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 price. THE BONDS General Description The Bonds are dated as of December 1, 2001 and issued in book entry form. Interest on the Bonds is payable August 1, 2002 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. Principal 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 Trust National Association, Saint Paul, Minnesota will serve as Registrar for the Bonds. The City will pay for registration services. Optional Redemption The Bonds will not be subject to payment in advance of their respective stated maturity dates Book Entry System 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 settlement among Direct Participants of securities transactions, such as transfers and pledges, in deposited securities through electronic computerized book -entry changes in Direct Participants' accounts, thereby 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 owned by a number of its Direct Participants and 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 APPENDIX IV ANNUAL FINANCIAL STATEMENTS The City is audited annually by an independent certified public accounting firm. Data shown on the following pages has been extracted from the annual audits for fiscal years ended December 31, 2000, 1999 and 1998. The audits for all years shown were prepared on the modified accrual basis of accounting for governmental funds, and the accrual basis of accounting for proprietary funds. The reader should be aware that the complete audits may contain additional information which may interpret, explain or modify the data presented herein. The City's comprehensive annual financial report for the year ended 1999 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 government unit must publish an easily readable and efficiently organized comprehensive annual financial report, 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 2000 CAFR to GFOA. -2- IV -1 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. The assumption by the State of Minnesota of the general education property tax levy and transit costs and the compression of the class rates are expected to have an adverse impact on tax increment revenues. 2001 Class Rate Changes Property Type Residential Homestead: Up to $76,000 $76,000 - $500,000 Over $500,000 Residential Non - homestead Single Unit: Up to $76,000 $76,000 - $500,000 Over $500,000 2 -3 unit and undeveloped land Market Rate Apartments: Regular Small City Low- Income Commercial /Industrial/Public Utility: Up to $150,000 Over $150,000 Electric Generation Machinery Seasonal Recreational Commercial: Homestead Resorts (1c) Up to $500,000 Over $500,000 Seasonal Resorts (4c) Up to $500,000 Over $500,000 Seasonal Recreational Residential: Up to $76,000 $76,000 - $500,000 Over $500,000 Disabled Homestead Agricultural Land & Buildings: Homestead: Up to $115,000 $115,000 - $600,000 Over $600,000 Non- homestead Local Tax Local Tax Payable Payable 2001 2002 1.000% 1.000% 1.650% 1.000% 1.650 % 1.250% 1.200% 1.000% 1.650% 1.000% 1.650% 1.250% 1.650% 1.500 % 2.400% 1.800 % 2.150% 1.800 % 1.000% 0.900 % 2.400 % 1.500 % 3.400% 2.000% 3.400% 2.000 % 1.000% 1.000 % 1.000% 1.250% 1.650% 1.650 % 1.200% 1.650% 1.650% 0.450% 0.350% 0.800 % 1.200% 1.200% ' Rate reduced to 1.25% in pay 2003 and thereafter 2 Rate reduced to 1.5% in pay 2003 and 1.25% in pay 2004 and thereafter 3 Rate reduced to 1 % in pay 2003, classification abolished thereafter 4 Exempt from referendum market value tax III -6 1.000% 1.250% 1.000% 1.000 % 1.250 % 0.450% 0.550 % 0.550 %4 1.000 % 1.000 % I available to others such as securities brokers and dealers, banks, and trust companies that clear 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. 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, 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. Neither DTC nor Cede & Co. (nor such other DTC nominee) will consent or vote with respect to the Obligations. Under its usual procedures, DTC mails an Omnibus Proxy to the 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 on the payable date in accordance with their respective holdings shown on DTC's records, unless DTC has reason to believe that it will not receive payment on the payable date. 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 City subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest to Cede & Co. 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W , CD W Al W Cr CD 0 Q CD C D - W CL Q CD '� - 0 o - CD C CD (0 PL (n _t 0 - 3 :: r C:_0 07 - 17a•�• -" W CD Q p o Cp Q- 0 CQ W (D Q' Q CD 3 O (D . + W �_ Q ,_, CD Q O CD = 0 CD CD ("D < (D O 3 (� O O -Q CD CD CD (D (D O ,+ m W 3 0) C O + W C B CD O Cn Q" Q O M :- O STATUTORY FORMULAE CONVERSION OF ESTIMATED MARKET VALUE (EMV) TO NET TAX CAPACITY FOR MAJOR PROPERTY CLASSIFICATIONS General Classifications Residential Homestead Residential Non - Homestead 4 or more units Agricultural Homestead Agricultural Non- Homestead Commercial - Industrial Seasonal /Recreational Residential Net Tax Capacity Levy Year 1996 First $72,000 of EMV at 1.00% EVM in excess of $72,000 at 2.00% 3.40 %; except certain cities of 5,000 population or less at 2.30% First $72,000 EMV of house, garage and 1 acre at 1.00% EMV in excess of $72,000 of house, garage and 1 acre at 2.00% Remaining Property: First $115,000 of EMV on first 320 acres at 0.45% EMV in excess of $115,000 on first 320 acres at 1.00% EMV in excess of $115,000 over 320 acres at 1.50% Net Tax Capacity Levy Year 1997 First $75,000 of EMV at 1.00% EMV in excess of $75,000 at 1.85% Net Tax Capacity Levy Year 1998 First $75,000 of EMV at 1.00% EMV in excess of $75,000 at 1.70% Net Tax Capacity Levy Year 1999 First $76,000 of EMV at 1.00% EMV in excess of $76,000 at 1.65% Net Tax Capacity Levy Year 2000 First $76,000 of EMV at 1.00% EMV in excess of $76,000 at 1.65% 2.90 %; except certain cities of 2.50 %; except certain cities of 2.40 %; except certain cities of 2.40 %; except certain cities of 5,000 population or less 5,000 population or less 5,000 population or less 5,000 population or less at 2.30% at 2.15% at 2.15% at 2.15% First $75,000 EMV of house, garage and 1 acre at 1.00% EMV in excess of $75,000 of house, garage and 1 acre at 1.85% Remaining Property: First $115,000 of EMV on first 320 acres at 0.40% EMV in excess of $115,000 on first 320 acres at 0.90% EMV in excess of $115,000 over 320 acres at 1.40% First $75,000 EMV of house, garage and 1 acre at 1.00% EMV in excess of $75,000 of house, garage and 1 acre at 1.70% Remaining Property: First $115,000 of EMV on first 320 acres at 0.35% EMV in excess of $115,000 on first 320 acres at 0.80% EMV in excess of $115,000 over 320 acres at 1.25% First $76,000 EMV of house, garage and 1 acre at 1.00% EMV in excess of $76,000 of house, garage and 1 acre at 1.65% Remaining Property: First $115,000 of EMV at 0.35% EMV in excess of $115,000 and less than $600,000 . at 0.80% EMV in excess of $600,000 at 1.20% First $76,000 EMV of house, garage and 1 acre at 1.00% EMV in excess of $76,000 of house, garage and 1 acre at 1.65% Remaining Property: First $115,000 of EMV at 0.35% EMV in excess of $115,000 and less than $600,000 at 0.80% EMV in excess of $600,000 at 1.20% EMV of house, garage and First $75,000 of EMV of house, First $75,000 of EMV of house, First $76,000 of EMV of house, First $76,000 of EMV of house, 1 acre at 2.30% garage and 1 acre at 1.90% garage and 1 acre at 1.25 % garage and 1 acre at 1.20% garage and 1 acre at 1.20% EMV of land and other buildings EMV in excess of $75,000 of EMV in excess of $75,000 of EMV in excess of $76,000 of EMV in excess of $76,000 of at 1.50% house, garage and 1 acre house, garage and 1 acre house, garage and 1 acre house, garage and 1 acre at 2.10% at 1.70% at 1.65% at 1.65% EMV of land and other buildings EMV of land and other buildings EMV of land and other buildings EMV of land and other buildings at 1.40% at 1.25% at 1.20% at 1.20% First $100,000 of EMV at 3.00% First $150,000 of EMV at 2.70% First $150,000 of EMV at 2.45% First $150,000 of EMV at 2.40% First $150,000 of EMV at 2.40% EMV in excess of $100,000 EMV in excess of $150,000 EMV in excess of $150,000 EMV in excess of $150,000 EMV in excess of $150,000 at 4.60% at 4.00% at 3.50% at 3.40% at 3.40% Non - Commercial First $72,000 of EMV at 1.75% EMV in excess of $72,000 at 2.50% Commercial - 2.30% Non - Commercial First $75,000 of EMV at 1.40% EMV in excess of $75,000 at 2.50% Commercial - 2.10% Vacant Land N/A N/A (All vacant land is reclassified to (All vacant land is reclassified to highest and best use highest and best use pursuant to local zoning pursuant to local zoning ordinance ordinance Non - Commercial First $75,000 of EMV at 1.25% EMV in excess of $75,000 at 2.20% Commercial - 1.80% N/A (All vacant land is reclassified to highest and best use pursuant to local zoning ordinance Non- Commercial First $76,000 of EMV at 1.20% EMV in excess of $76,000 at 1.65% Commercial - 1.60% Homestead Resorts - 1.00% N/A (Ail vacant land is reclassified to highest and best use pursuant to local zoning ordinance Non - Commercial First $76,000 of EMV at 1.20% EMV in excess of $76,000 at 1.65% Commercial - 1.60% Homestead Resorts - 1.00% N/A (Ail vacant land is reclassified to highest and best use pursuant to local zoning ordinance Metropolitan Revenue Distribution (Chapter 473F, Minnesota Statutes) THE SERIES 2001 E BONDS "Fiscal Disparities Law" The Charles R. Weaver Metropolitan Revenue Distribution Act, more commonly known as "Fiscal The Series 2001 E Bonds are being issued pursuant to Minnesota Statutes, Chapter 475. The Disparities," was first implemented for taxes payable in 1975. Forty percent of the proceeds will be used to refund in advance of maturity the February 1, 2004 through increase in commercial- industrial (including public utility and railroad) net tax capacity valuation February 1, 2013 maturities (the "Series 1992C Refunded Maturities ") of the City's General since 1971 in each assessment district in the Minneapolis /St. Paul seven- county metropolitan Obligation Community Center Bonds, Series 1992C, dated November 1, 1992 (the area (Anoka, Carver, Dakota, excluding the City of Northfield, Hennepin, Ramsey, Scott, "Series 1992C" Bonds). The refunding is being conducted to achieve interest cost savings. excluding the City of New Prague, and Washington Counties) is contributed to an area -wide tax base. A distribution index, based on the factors of population and real property market value The refunding will be conducted by means of a "crossover" refunding mechanism. The per capita, is employed in determining what proportion of the net tax capacity value in the area- proceeds of the Series 2001 E Bonds will be placed in an escrow account with a bank or trust wide tax base shall be distributed back to each assessment district. company to be named by the City. The amount in the escrow account will be invested in special obligations of the United States Treasury or other obligations of the United States or of its agencies, which shall mature in such amounts and at such times as to be available to pay Iron Range Fiscal Disparities interest on the Series 2001 E Bonds through the call date of the Series 1992C Bonds (February 1, 2003). On the call date, the escrow account will cross over and pay the outstanding principal In 1996 Minnesota Legislature established a commercial - industrial tax base sharing program for amount of the Series 1992C Bonds by calling in all of the remaining Series 1992C Bonds. The the Iron Range that is modeled after the Twin Cities metropolitan area program commonly City will continue to pay principal of and interest on the Series 1992C Bonds through the call known as "fiscal disparities." date (February 1, 2003). Beginning with the first interest payment due after the call date, which Under the Iron Range Fiscal Disparities ( "IRFD ") program, 40% of the growth in each shall be August 1, 2003, the City will cross over and start to make principal and interest payments on the Series 2001E Bonds, which shall have no principal payments prior to the municipality's commercial - industrial tax base after 1995 is contributed to an area wide pool. crossover date. Actuarial services necessary to ensure the adequacy of the escrow account to The tax base pool is distributed back to municipalities on the basis of property wealth per provide timely payment of the debt service for which the escrow account is obligated will be capita; i.e., municipalities with lower property wealth receive greater distributions. For the performed by a certified public accounting firm. purposes of the IRFD program, commercial- industrial property includes public utility property, but does not include commercial, seasonal, recreational property. All local taxing jurisdictions in the area, including counties, cities, towns (including unorganized towns), school districts, and Security and Financing special taxing districts, participate in the IRFD program. The Series 2001 E Bonds are general obligations of the City for which the City pledges its full The IRFD program is identical to the Twin Cities metropolitan area program except for the faith and credit and power to levy direct general ad valorem taxes. The City will make its first provisions summarized below: levy for the Series 2001 E Bonds in 2002 for collection in 2003. Each year's first -half collection of taxes will be sufficient to pay 105% of the interest payment due August 1 in the year of the 1. The geographical area involved is the taconite tax relief area. This includes all of Cook collection. Second -half collections plus surplus first -half collections will be sufficient to pay County and Lake County, most of Itasca County and St. Louis County (the City of Duluth 105% of the February 1 principal and interest payment due in the following year. and surrounding area is not included), portions of Aitkin County and Crow Wing County, and a very small portion of Koochiching County. 2. The base year is 1995, so that 40% of the growth in commercial- industrial tax base after FUTURE FINANCING 1995 will be shared. The first tax year to be affected was 1997/98. 3. Municipalities are not required to share commercial- industrial growth in tax increment The City does not have any additional long -term borrowing anticipated for at least the next financing (TIF) districts created before May 1, 1996. 90 days. 4. Municipalities that consciously exclude commercial- industrial development are excluded from participation. This will be determined by a joint effort of the Department of Revenue (MnDOR) and the Iron Range Resources and Rehabilitation Board (IRRRB). LITIGATION In September 2000, a lower court declared the Iron Range Fiscal Disparities Act unconstitutional. In April 2001, this ruling was overturned by the Minnesota Court of Appeals. The City is not aware of any threatened or pending litigation affecting the validity of the Bonds In July of 2001, the Minnesota Supreme Court agreed to review the Act. What the outcome or the City's ability to meet their financial obligations. may be or what effect, if any, these court proceedings may have, can not be determined at this time: 111 -4 -5- 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 and the Authority 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 tax - exempt interest received or accrued during the taxable year on certain obligations acquired after August 7, 1986, including interest on the Bonds. Certain property tax levies are authorized outside of the new overall levy limitation ( "special levies "). Special levies include debt service levies for bonded indebtedness, excluding installment payments on conditional sales contracts, debt service on state -aid road bonds, payments on contracts for deed, any levies to pay debt service on tax increment revenue bonds, and lease payments under certificates of participation. In order to receive approval for any special levy claims outside of the overall levy limitation, requests for such special levies must be submitted to the Property Tax Division of the Department of Revenue on or before September 15th in the year in which the levy is to be made for collection in the following year. The Department of Revenue has the authority to approve, reduce or deny a special levy ' request. Final adjustments to all levies must be made by the Department of Revenue on or before December 10th. 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 which 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 which 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 which 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 prior levies for payment of general obligation indebtedness is without limitation as to rate or amount. III -3 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 which, 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 owned by a tax - exempt entity, but which 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, homestead and agricultural credit aid (HACA) and disparity reduction aid. Levy Limitations for Counties and Cities (M.S. 275.70 to 275.74) (Laws 1999, Chapter 243, Article 6) Levy limitations are in effect for taxes levied in 1999 for all counties and cities with populations exceeding 2,500. Levy increases for cities are limited to its adjusted levy limit base from 1999 plus any increase due to growth in population. Counties are limited in their levy increases to the difference between their adjusted levy limit from 1999 plus any increase due to growth in population and one -half of the county's share of the net cost to the state for assumption of district court costs. The 2000 Legislature allowed the levy limit law to sunset for taxes payable in 2001. III -2 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 below. 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 APPENDIX III RATINGS SUMMARY OF TAX LEVIES, PAYMENT PROVISIONS, AND MINNESOTA REAL PROPERTY VALUATION (effective through payable 2001) 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 Following is a summary of certain statutory provisions effective through 2000 relative to tax levy from Moody's. 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 There is no assurance that ratings, if assigned, will continue for any given period of time, or that such discussed, and is qualified by reference to the complete text of applicable statutes, rules and ratings will not be revised or withdrawn, if in the judgment of Moody's, circumstances so warrant. A • regulations of the State of Minnesota. revision or withdrawal of the ratings may have an adverse effect on the market price of the Bonds. Property Valuations (Chapter 273, Minnesota Statutes) FINANCIAL ADVISOR The City has retained Springsted Incorporated, Advisors to the Public Sector, 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- Assessor's Estimated Market Value Each parcel of real property subject to taxation must, by statute, be appraised at least once every four 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 Effective through assessment year 2001, the amount of increase in market value for all property classified as agricultural homestead or non- homestead, residential homestead or non - homestead, or non- commercial seasonal recreational residential, which is entered by the assessor in the current assessment year, may not exceed the greater of (i) 8.5% of the preceding year's market value or (ii) 15 % of the difference between the current assessment and the preceding assessment. Indicated Market Value Because the Estimated Market Value as determined by an assessor may not represent the price of real property in the marketplace, the "Indicated Market Value" is generally regarded as more representative of full value. The Indicated Market Value is determined by dividing the Estimated Market Value of a given year by the same year's sales ratio determined by the State Department of Revenue. The sales ratio represents the overall relationship between the Estimated Market Value of property within the taxing unit and actual selling price. 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 Estimated 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 Estimated 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. Ili -1 EXHIBIT A The Omnibus Tax Bill adopted by the Minnesota Legislature during the First Special Session in 2001 made numerous changes to the Minnesota property tax system. Please see Appendix III of this Official Statement for a further discussion of those changes. Bloomberg Municipal Repository 100 Business Park Drive CITY PROPERTY VALUES Skillman, NJ 08558 Phone: 609 - 279 -3225 Fax: 609 - 279 -5962 ' 2000 Indicated Market Value of Taxable Property: $959,718,481` Email: Munis @Bloomberg.com Calculated by dividing the county assessor's estimated market value of $846,471,700 by the 2000 DPC Data Inc. sales ratio of 88.2% for the City as determined by the State Department of Revenue. One Executive Drive Fort Lee, NJ 07024 2000 Taxable Net Tax Capacity: $14,047,202 Phone: 201 - 346 -0701 Fax: 201 - 947 -0107 2000 Net Tax Capacity $14,593,889 Email: nrmsir @dpcdata.com Less: Captured Tax Increment Tax Capacity (376,683) Contribution to Fiscal Disparities (1,727,379) Plus: Distribution from Fiscal Disparities 1.557,375 FT Interactive Data Attn: NRMSIR 2000 Taxable Net Tax Capacity $14,047,202 100 Williams Street New York, NY 10038 2000 Taxable Net Tax Capacity by Class of Property Phone: 212- 771 -6899 Fax: 212 -771 -7390 Commercial /Industrial, Public Utility and Email: NRMSIR @interactive.com Personal Property $ 5,058,473 ` 36.0% Residential Homestead 8,437,361 60.0 Standard & Poor's J.J. Kenny Repository Apartments 290,265 2.1 55 Water Street Agricultural 234,597 1.7 Railroad 26,506 0.2 45th Floor New York, NY 10041 Total $14,047,202 100.0% Phone:. 212 - 438 -4595 Fax: 212- 438 -3975 Reflects adjustments for fiscal disparities and captured tax increment tax capacity. Email: NRMSIR re oU sitory @sandp com Trend of Values Indicated Estimated Taxable Tax Market Value Market Value Capacity( 2000 $959,718,481 $846,471,700 $14,047,202 1999 804,301,213 729,501,200 11,918,341 1998 712,653,413 657,779,100 10,638,961(x) 1997 674,816,358 618,806,600 10,816,39001 1996 616,711,605 568,608,100 11,022,093 (a) Calculated by dividing the county assessor's estimated market value by the sales ratio determined for the City each year by the State Department of Revenue. (b) See Appendix Ill for an explanation of tax capacity and other Minnesota property tax law. (c) The decreases in taxable tax capacity in 1997 and 1998 were attributable to reductions in property tax class rates as detailed in Appendix lll. 11 -6 -9- Ten of the Largest Taxpayers in the City Date: , 2001 2000 Net Taxpayer Type of Business Tax Capacity CITY OF ROSEMOUNT Great Northern Oil Co. /Koch Refining Oil Refinery $2,576,412 Xcel Energy Utility 488,952 B Bigos- Rosemount LLC I Its (Cannon Equipment) Manufacturing 140,712 CF Industries, Inc. ( Cenex) Fertilizer 117,358 ' Triangle Warehouse Inc. Trucking/Warehouse 108,440 Continental Nitrogen & B y Resources Corp. Fertilizer Blending & Plant Food 101,292 Its Limerick Way LLC Townhouses 100,797 Greif Brothers Cooperage Manufacturing 89,759 Rosemount Properties LLC Retail Shopping Center 87,617 SKB Environmental Inc. Non- Hazardous Waste Containment 75,856 Total $3,887,195' Represents 27.7% of the City's 2000 taxable net tax capacity. CITY INDEBTEDNESS Legal Debt Limit Debt Limit (2% of Estimated Market Value) $16,929,434 Less: Outstanding Net Debt Subject to Limit (2,072,944 Legal Net Debt Margin at November 2, 2001 $14,856,490 General Obligation Debt Supported by Taxes(a) Principal Date Original Final Outstanding of Issue Amount Purpose Maturi As of 11 -2 -01 11 -1 -92 $1,080,000 Community Center 2 -1 -2003 $ 95,000(b) 8 -1 -93 845,000 Municipal Building Refunding 2 -1 -2002 135,000 7 -1 -96 1,780,000 Fire Station 2 -1 -2016 1,450,000 12 -1 -01 725,000 Community Center Refunding (the Series 2001 E Bonds) 2 -1 -2013 725,000 Total $2,405,000 (a) These issues are subject to the statutory debt limit. (b) Excludes the Series 1992C Refunded Maturities. _10- II -5 SECTION 7. Dissemination Agent The Issuer may, from time to time, appoint or General Obligation Debt Supported Primarily by Special Assessments 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 Date Original Final Principal Outstanding Dissemination Agent. of Issue Amount Purpose Maturity As of 11 -2 -01 SECTION 8. Amendment; Waiver Notwithstanding any other provision of this 6 -1 -91 $1,180,000 Local Improvements 2 -1 -2002 $ 115,000 Disclosure Undertaking, the Issuer may amend this Disclosure Undertaking, and any provision of 12 -1 -91 265,000 Local Improvements 2 -1 -2003 50,000 this Disclosure Undertaking may be waived, if (a) a change in law or change in the ordinary 9 -1 -92 895,000 Local Improvements 2 -1 -2004 190,000 ' business or operation of the Issuer has occurred, p (b) such amendment or waiver would not, in and 11 -1 -92 1,470,000 Local Improvements 2 -1 -2004 435,000 of itself, cause the undertakings herein to violate the Rule if such amendment or waiver had been 8 -1 -93 555,000 Local Improvements 2 -1 -2005 200,000 effective on the date hereof but taking into account any subsequent change in or official ' 8 -1 -94 8 -1 -95 1,605,000 1,900,000 Local Improvements Local Improvements 2 -1 -2006 2 -1 -2007 900,000 895,000 interpretation of the Rule, and (c) such amendment or waiver is supported by an opinion of 7 -1.97 2,800,000 Local Improvements 2 -1 -2009 2,170,000 counsel expert in federal securities laws to the effect that such amendment or waiver would not 12 -1 -97 1,595,000 Local Improvements 2 -1 -2009 1,235,000 materially impair the interests of Owners. 4 -1 -98 2,010,000 Local Improvements 2 -1 -2009 1,560,000 9 -1 -98 2,805,000 Local Improvements 2 -1 -2010 2,470,000 SECTION 9. Additional Information Nothing in this Disclosure Undertaking shall be 12-1-98 880,000 Local Improvements 2 -1 -2005 690,000 deemed to prevent the Issuer from disseminating any other information, using the means of 7 -1 -99 10 -1 -99 3,715,000 4,395,000 Local improvements Local Improvements 2 -1 -2011 2 -1 -2011 3,515,000 4,395,000 dissemination set forth in this Disclosure Undertaking or any other means of communication, or 8 -15 -01 1,325,000 Local Improvements 2 -1 -2012 1.325,000 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 Total $20,145,000 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 General Obligation Port Authority Debt this Disclosure Undertaking to update such information or include it in any future Annual Report or notice of an Occurrence. Principal Date Original Final Outstanding SECTION 10. Default In the event of a failure of the Issuer to provide information of Issue Amount Purpose Maturity As of 11 -2 -01 required by this Disclosure Undertaking, any Owner may take such actions as maybe necessary and appropriate, including seeking mandamus or specific performance by court order, to cause 11 -1 -92 $3,425,000 Municipal Building 2 -1 -2003 $ 180,000(a) the Issuer to comply with its obligations to provide information under this Disclosure 11 -1 -93 580,000 Land Purchase for Business Park (Taxable) 2 -1 -2009 385,000(b) Undertaking. A default under this Disclosure Undertaking shall not be deemed an Event of 8 -1 -94 1,630,000 Business Park Street and Utility Default under the Resolution, and the sole remedy under this Disclosure Undertaking in the event Improvements 2 -1 -2011 1,220,000(b) of any failure of the Issuer to comply with this Disclosure Undertaking shall be an action to 4 -1 -98 2,405,000 Municipal Building Refunding 2 -1 -2018 2,405,000(a) compel performance. 9 -1 -00 1,750,000 Business Park Infrastructure Improvements 2 -1 -2011 1,750,000(x) SECTION 11. Beneficiaries This Disclosure Undertaking shall inure solely to the 8 -15 -01 2,045,000 City Hall 2 -1 -2022 2,045,000 benefit of the Issuer, the Participating Underwriters and Owners from time to time of the Bonds, Total $7,985,000 and shall create no rights in any other person or entity. 1 (a) Debt service payments on these issues are made from a combination of user fees from the municipal SECTION 12. Reserved Rights The Issuer reserves the right to discontinue providing multi- purpose arena, and certain special tax and general fund levies. any information required under the Rule if a final determination should be made by a court of (b) These issues are being repaid from a combination of tax increment revenues, ad valorem tax levies competent jurisdiction that the Rule is invalid or otherwise unlawful or, subject to the provisions and land sales. of Section 8 hereof, to modify the undertaking under this Disclosure Undertaking if the Issuer (c) This issue is being repaid from a combination of tax increment revenues and ad valorem tax levies. determines that such modification is required by the Rule or by a court of competent jurisdiction. (d) This issue is being repaid from ad valorem taxes levied by the City. 11 -4 11 - General Obligation Debt Supported by Revenues 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 Principal time. If Audited Financial Statements are not provided because they are not available on or Date of Issue Original Amount Purpose Final Maturi Outstanding As of 11 -2 -01 before the date for filing the Annual Report, the Issuer shall promptly provide them to the Repositories when available. 9 -1 -92 $1,525,000 Storm Water Revenue 2 -1 -2002 $ 110,000 8 -1 -93 945,000 Water Revenue Refunding 2 -1 -2005 515,000 SECTION 5. Reporting of Significant Events 8 -1 -94 335,000 Storm Water Revenue 2 -1 -2005 135,000 8 -1 -94 700,000 State Aid Street Bonds 2 -1 -2004 240,000 A. This Section 5 shall govern the giving of notices of the occurrence of any 7 -1 -96 1,035,000 Storm Water Revenue 2 -1 -2012 825,000 of the following events with respect to the Bonds, if material: 7 -1 -96 500,000 Water Revenue 2 -1 -2005 270,000 + 10 -1 -99 855,000 Storm Water Revenue 2 -1 -2015 825,000 (1) principal and interest payment delinquency; 9 -1 -00 1,160,000 Water Revenue 2 -1 -2016 1,160,000 8 -15 -01 1,140,000 Storm Water Revenue 2 -1 -2017 1,140,000 (2) non - payment related defaults; 12 -1 -01 810,000 Storm Water Revenue Refunding (the Series 2001 D Bonds) 2 -1 -2008 810,000 (3) unscheduled draws on debt service reserves reflecting financial Total $6,030,000 difficulties; * Excludes the Series 19928 Refunded Maturities. (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers, or their failure to perform; Annual Calendar Year Debt Service Including These Issues G.O. Debt Supported (6) adverse tax opinions or events affecting the tax- exempt status of the G.O. Debt Supported Primarily by security; by Taxes Special Assessments Principal Principal (7) modifications to rights of security holders; Year Principal & Interest Principal & Interest (8) optional or unscheduled redemption of any Bonds; 2001 (at 11 -2) (Paid) (Paid) (Paid) (Paid) 2002 $ 245,000 $ 393,172.09 $ 2,965,000 $ 3,807,326.61 (9) defeasances; 2003 120,000 246,071.25 2,925,000 3,638,711.25 2004 135,000 233,105.00 2,915,000 3,498,420.00 (10) release, substitution or sale of property securing repayment of the Bonds; 2005 140,000 232,486.25 2,720,000 3,177,246.25 and 2006 150,000 236,347.50 2,325,000 2,668,311.25 2007 150,000 229,706.25 1,625,000 1,878,185.00 2008 160,000 232,557.50 1,480,000 1,662,631.25 (11) rating changes. 2009 170,000 234,740.00 1,480,000 1,594,460.00 2010 175,000 231,365.00 900,000 959,082.50 B. Whenever an event listed in Section 5.A. above has occurred, the Issuer 2011 185,000 232,432.50 660,000 682,385.00 shall as soon as possible determine if such event would constitute material information for 2012 190,000 227,957.50 150,000 153,300.00 i Owners of Bonds. If knowledge of the Occurrence would be material, the Issuer shall promptly 2013 200,000 227,952.50 file a notice of such Occurrence with each National Repository or the MSRB and with the State 2014 2015 120,000 139,280.00 130,000 141,935.00 Depository, if any. 2016 135,000 139,050.00 C. The Issuer agrees to provide or cause to be provided, in a timely manner, Total $2,405,000(b) $3,378,158.34 $20,145,000(x) $23,720,059.11 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 described in Section 4. (a) Includes the Series 2001E Bonds at an assumed average annual interest rate of 3.95 %. (b) 67.8% of this debt will be retired within ten years. SECTION 6. Termination of Reporting Obligation The Issuer's obligations under this (c) 99.3% of this debt will be retired within ten years. Disclosure Undertaking shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. -12- II -3 "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 authorizing the issuance of, the Bonds. "Rule" shall mean Rule 15c2- 12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time or interpreted by the Securities and Exchange Commission. "State" shall mean the State of Minnesota. "State Depository" shall mean any public or private 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. SECTION 3. Provision of Annual Reports A. Beginning in connection with the Fiscal Year ending on December 31, 2001, the Issuer shall, or shall cause the Dissemination Agent to, as soon as available, but in any event not later than December 31, 2002, 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. B. 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. SECTION 4. 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 information as provided in this Disclosure Undertaking. The following financial information and operating data shall be supplied: Annual Calendar Year Debt Service Including These Issues (continued) I A. 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; B. 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 appropriate 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 11 -2 Total $7,985,000(b) $11,387,578.22 $6,030,000(°) $7,835,577.81 (a) Includes the Series 2001D Bonds at an assumed average annual interest rate of 3.35 %. (b) 675% of this debt will be retired within ten years. (c) 76.0 % of this debt will be retired within ten years. Lease- Purchase Agreements The City has entered into a lease- purchase agreement dated March 28, 1995 for the acquisition of various equipment and vehicles. The principal amount of the lease is $362,000, with semiannual payments of $25,359. The final payment is due August 1, 2005. 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. Final payment will be due June 1, 2006. The City entered into a lease - purchase agreement dated May 31, 2001 for the acquisition of various equipment and vehicles. The principal amount of the lease is $885,000, with semiannual payments of $57,660. The final payment will be due August 1, 2011. -13- G.O. Debt Supported G.O. Port Authority Debt by Revenues Principal Principal Year Principal & Interest Principal & Interest 2001 (at 11 -2) (Paid) (Paid) (Paid) (Paid) 2002 $ 330,000 $ 746,272.19 $ 535,000 $ 793,229.54 2003 410,000 793,228.79 625,000 867,072.51 2004 500,000 843,418.80 680,000 893,056.26 2005 530,000 849,231.30 620,000 803,773.76 2006 545,000 838,636.30 390,000 551,722.51 2007 580,000 846,394.42 405,000 549,896.26 2008 610,000 847,106.29 425,000 551,806.26 2009 640,000 845,803.79 285,000 395,556.26 2010 605,000 779,633.16 300,000 396,310.01 2011 640,000 783,313.15 320,000 400,945.01 2012 280,000 400,353.14 335,000 399,430.01 2013 290,000 396,825.01 250,000 299,748.76 2014 260,000 353,698.13 265,000 301,925.01 2015 270,000 350,867.50 280,000 303,057.51 2016 285,000 352,230.00 210,000 220,488.76 2017 305,000 357,587.50 105,000 107,559.38 2018 315,000 352,113.75 2019 135,000 160,990.00 2020 145,000 164,125.00 2021 150,000 161,750.00 2022 160.000 164.000.00 I A. 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; B. 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 appropriate 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 11 -2 Total $7,985,000(b) $11,387,578.22 $6,030,000(°) $7,835,577.81 (a) Includes the Series 2001D Bonds at an assumed average annual interest rate of 3.35 %. (b) 675% of this debt will be retired within ten years. (c) 76.0 % of this debt will be retired within ten years. Lease- Purchase Agreements The City has entered into a lease- purchase agreement dated March 28, 1995 for the acquisition of various equipment and vehicles. The principal amount of the lease is $362,000, with semiannual payments of $25,359. The final payment is due August 1, 2005. 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. Final payment will be due June 1, 2006. The City entered into a lease - purchase agreement dated May 31, 2001 for the acquisition of various equipment and vehicles. The principal amount of the lease is $885,000, with semiannual payments of $57,660. The final payment will be due August 1, 2011. -13- APPENDIX II Summary of Direct Debt Including These Issues $ 341,069,980 $ 74,685,000(x) 4.1% Gross Less: Debt Net Debt Service Funds Direct Debt G.O. Debt Supported by Taxes $ 2,405,000 $ (332,056) $2,072,944 G.O. Debt Supported by Special Assessments 20,145,000 (16,132,983) 4,012,017 G.O. Port Authority Debt 7,985,000 (1,603,790) 6,381,210 G.O. Debt Supported by Revenues 6,030,000 (984,440) 5,045,560 Debt service funds are as of October 31, 2001 and include money to pay both principal and interest. Indirect General Obligation Debt Debt Applicable to 2000 Taxable G.O. Debt Tax Capacity in City Taxing Unit Net Tax Capacity As of 11 -2-01 ( Percent Amount Dakota County $ 341,069,980 $ 74,685,000(x) 4.1% $ 3,062,085 ISD 196 (Rosemount- Apple Valley- Eagan) 127,582,372 152,266,242( 9.6 14,617,559 ISD 199 (Inver Grove -Pine Bend) 21,922,679 11,230,000 8.2 920,860 ISD 200 (Hastings) 20,840,791 44,940,000 0.2 89,880 Metropolitan Council 2,244,229,627(e) 26,880,000(f) 0.6 161,280 Metropolitan Transit Dist. 1,988,859,543(e) 101,835,000 0.7 712,845 Total $19,564,509 (a) Only those units with debt outstanding are shown here. (b) Excludes debt supported by revenues and tax and aid anticipation debt. (c) Includes jail facility revenue bonds issued by the Dakota County HRA and payable solely from lease payments made by the County to the HRA pursuant to a Lease Agreement. The lease payments are absolute and unconditional and are unlimited tax obligations of the County. (d) Includes $21,210,000 of annual appropriation lease revenue debt. (e) 1999 taxable net tax capacity; 2000 values are not yet available. (f) Does not include outstanding general obligation debt supported by sewer revenues, 911 user fees or housing rental payments. Debt Ratios Including These Issues To 2000 Indicated Market Value ($959,718,481) Per Capita (15,500 - 2001 City Estimate) G.O. Net G.O. Indirect & Direct Debt Net Direct Debt 1.30% 3.34% $804 $2,066 Excludes general obligation debt supported by revenues, state -aid street bonds and lease- purchase agreements. CONTINUING DISCLOSURE UNDERTAKING 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 $ General Obligation Refunding Bonds, Series 2001_ (the 'Bonds "). The Bonds are being issued pursuant to a Resolution adopted December 4, 2001 (the "Resolution "). Pursuant to the Resolution and this Undertaking, the Issuer covenants and agrees as follows: i SECTION 1. 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). SECTION 2. 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 described 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 writing by the Issuer to act as information dissemination agent and which has filed with the Issuer a written 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 475.5 1, Subdivision 9. "MSRB" shall mean the Municipal Securities Rulemaking Board. t "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 , 2001, prepared in connection with the Bonds. "Owners" shall mean the registered holders and, if not the same, the beneficial owners of any Bonds. -14- 11 -1 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 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 December, 2001. Professional Association -4- CITY TAX RATES, LEVIES AND COLLECTIONS Tax Capacity Rates 2000/01 1996/97 1997/98 1998/99 1999/00 Total Debt Onlv Dakota County 25.721% 27.349% 28.322% 27.247% 25.320% -0- City of Rosemount(a) 35.627 40.428 41.710 39.335 36.553 6.782% ISD 196(b) 58.189 58.462 56.311 53.231 53.249 13.579 Special Districts(c) 4.995 5.797 6.702 6.455 6.378 0.982 Total 124.532% 132.036% 133.045% 126.268% 121.500% 21.343% (a) The City also has a 2000101 tax rate of 0.01808% spread on the market value of property in support of debt service on general obligation fire station bonds. (b) Independent School District 196 (Rosemount Apple Valley- Eagan) also has a 2000101 tax rate of 0.10648% spread on the market value of property in support of an excess operating levy. (c) Special districts include Metropolitan Council, Regional Transit District, Mosquito Control, Dakota County Technical College, Dakota County Light Rail and Dakota County HRA. NOTE: Taxes are determined by multiplying the net tax capacity by the tax capacity rate, expressed as a percentage (see Appendix III). Tax Collections for the City -15- Net Collected During Collected Amount Collection Year As of 6 -30 -01 Levy /Collect of Lew Amount Percent Amount Percent 2000/01 $4,717,883 (In Process of Collection) 1999/00 4,289,662 $4,255,292 99.2% $4,282,957 99.8% 1998/99 4,110,723 4,076,854 99.2 4,106,595 99.9 1997/98 4,059,202 4,018,588 99.0 4,048,316 99.7 1996/97 3,667,484 3,595,926 98.0 3,659,504 99.8 The net levy excludes state aid for property tax relief and fiscal disparities, if applicable. The net levy is the basis for computing tax capacity rates. -15- FUNDS ON HAND As of October 31, 2001 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 CITY INVESTMENTS Cash and Investments $ 2,517,619 1,914,654 305,172 332,056 16,132,983 1,603,790 984,440 7,831,731 9,172,705 59,675 $40,854,825 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. 2200 FIRST NATIONAL BANK BUILDING 332 MINNESOTA STREET SAINT PAUL, MINNESOTA 55101 TELEPHONE (651) 223 -6600 BRIGGS AND M 0 P GAN FACSIMILE (651) 223 -6450 c t PROFESSIONAL ASSOCIATION WWW.BRIGGS.COM $725,000 GENERAL OBLIGATION COMMUNITY CENTER REFUNDING BONDS, SERIES 2001E 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 $725,000 General Obligation Community Center Refunding Bonds, Series 2001E, bearing a date of original issue of December 1, 2001 (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 offering 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 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 t 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 -16- I -3 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 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 December, 2001. Professional Association 1 -2 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 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 October 31, 2001 the City had a total of $38,798,031 invested funds as follows: Amount Invested Type of Security Lenath of Investment as of 10 -31 -01 Certificates of Deposit Less than 12 months $29,305,423 Certificates of Deposit One to Ten years 3,576,520 U.S. Treasury Notes 12 months or less 982,656 Government Asset Backed Securities Ten years or less 4,472,050 Mortgage Backed Securities Over Ten years 461,382 Total $38,798,031 GENERAL INFORMATION CONCERNING THE CITY 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 current population to be 15,500. 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 Koch Petroleum Group, CF Industries, Continental Nitrogen, Endres Processing and Spectro Alloys. Mid - American 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 Koch refinery. Koch is a leading producer of petroleum products in Minnesota and Wisconsin converting 210,000 barrels of crude oil into gasoline each day. This Rosemount company employs 850 full -time workers, and it has invested nearly $600 million recently in new equipment, processes, training and operations. In September 1999, Koch agreed to pay $3.5 million in fines to resolve a wastewater cleanup dispute at its Rosemount facility. In July 2000, the company agreed to pay an additional $1 million in fines related to air pollution issues at its facility located in the City and two facilities in Corpus Christi, Texas. In the agreement signed with the Environmental Protection Agency, Koch agreed to spend up to $80 million for pollution- reducing equipment and improvements at the three refineries. The University of Minnesota's Rosemount Research Center is located on an 8,000 acre tract of land situated partially in the City. This facility is utilized by the University, other research agencies, and private firms for agricultural and other research projects. -17- APPENDIX 1 Major Employers Employer Product/Service Independent School District 196 Education Koch Refining Company Crude Oil Dakota County Technical College Education Intermediate School District 917 Education Cannon Equipment Company Manufacturing of Metal Parts Greif Brothers Corporation Multiwall Bags Spectro Alloys Corp. Aluminum Alloys Genz Ryan Plumbing & Heating Plumbing and Heating Reese Enterprises Weather- stripping Endres Processing Ltd. Livestock Feed City of Rosemount Government Dakota County HRA Government Astro Plastics Plastics Manufacturing Rayfo Inc. industrial Refuse Containers CF Industries Warehousing /Freight Terminal Utilicorp United Inc. (People's Natural Gas) Natural Gas Continental Nitrogen & Resources Corp. Chemicals (a) Represents total employment, not just within the City of Rosemount. (b) Excludes over 140 part-time and seasonal employees. Approximate Number of Employees 3,704(x) 850 775 360 350 150 110 90 80 80 64(b) 60 50 50 46 40 40 Source: Minnesota Manufacturers Register, 2001 edition and survey of individual employers. Labor Force Data September 2001 Dakota County Minneapolis /St. Paul MSA Minnesota Civilian Unemployment Labor Force Rate 222,265 2.8% 1,771,351 3.4 2,836,864 3.4 September 2000 Civilian Unemployment Labor Force Rate 217,680 2.8 % 1,732,348 3.2 2,761,054 3.3 Source: Minnesota Department of Economic Security. 2001 data are preliminary. Building Permits Issued by the City Includes $17,000,000 for Koch Refining. New Sinale Familv Homes Number Value Total Permits $47,788,955 Number Value 2001 (to 10 -31) 805 $69,482,475 2000 862 52,125,217 1999 1,021 50,950,727 1998 739 31,939,355 1997 601 24,173,652 1996 655 28,440,950 1995 641 30,376,849 1994 662 32,969,672 1993 592 39,154,474 1992 633 43,352,223' 1991 512 19,939,006 Includes $17,000,000 for Koch Refining. New Sinale Familv Homes Number Value 247 $47,788,955 285 39,074,424 357 40,780,200 190 21,856,164 99 10,942,651 130 13,941,688 190 20,529,873 223 23,329,937 196 20,716,580 234 23,046,277 200 18,087,341 I n l I PROPOSED FORMS OF LEGAL OPINION 2200 FIRST NATIONAL BANK BUILDING 332 MINNESOTA STREET SAINT PAUL, MINNESOTA 55101 TELEPHONE (651) 223 -.6600 BRIGGS AND M O R CAN FACSIMILE (651) 223 -6450 PROFESSIONAL ASSOCIATION WWW.BRIGGS.COM C.: 1 111 GENERAL OBLIGATION STORM WATER REVENUE REFUNDING BONDS, SERIES 2001D 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 $810,000 General Obligation Storm Water Revenue Refunding Bonds, Series 2001D, bearing a date of original issue of December 1, 2001 (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 offering 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 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 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 levy of an ad valorem tax to pay -18- I -1 Current General Fund Budget 2000 Adopted Budget General Fund Revenues: General Property Taxes $2,710,383 Licenses and Permits 390,700 Intergovernmental 1,377,335 Charges for Services 410,300 Fines and Forfeits 100,000 Recreation Fees 195,900 Miscellaneous Revenues 70,200 Transfers In 3.500 Total General Fund Revenues $5,258,318 General Fund Expenditures: General Government $1,292,518 Police 1,366,300 Fire 192,400 Public Works 1,713,100 Parks and Recreation 694,000 Transfer Out 0 Total General Fund Expenditures $5,258,318 -22- 2000 Actual $2,916,269 588,304 1,457,390 713,892 72,067 224,033 240,653 3.500" $6,216,108 $1,202,164 1,409,117 171,476 1,887,570 691,126 192.000 $5,553,453 2001 Adopted Budget $2,974,608 461,700 1,385,292 456,100 100,000 201,600 80,400 3.500 $5,663,200 $1,433,700 1,495,400 192,400 1,801,400 740,300 0 $5,663,200 s t 0 Recent and Proposed Development Last year the City sold two parcels of land within the Business Park. On one parcel, an 80,000 square foot facility was built to house a specialty printing company with an additional 75,000 square foot expansion scheduled for 2002. On the other parcel, a 71,000 square foot facility is under construction that will house a quality custom cabinet/millwork business. The Port Authority has signed agreements for two more light industrial developments. One is a $1 million, 20,000 square foot office /warehouse for a medical supply company. The other is a $1 million, 23,000 square foot building for a manufacturer of computer- guided product handling machines for the food and drug industries. During the period from 1995 through 2000, an average of over $30 million in new construction value has been added per year. During this same period, the City added over 1,100 single - family homes to its housing stock (an average of 175 homes per year). Additional recent and proposed commercial and industrial development occurring in the City includes the following: • The City has completed streets and utilities for a new 25 -acre commercial area that will allow for 220,000 square feet of development. The most recent additions to that development are completed: an 88,000 square foot project that includes a 68,000 square foot grocery store with 20,000 square feet of retail shops; and a 10,000 square foot liquor store (just completed), with an additional 32,000 square feet of retail /restaurant buildings that will be completed in three phases. • A proposed commercial development would add three restaurants to the community along with 20,000 square feet of retail stores. • The City is currently looking at completing enhancements to its downtown. The first step would be a streetscape project that includes street, sidewalk and street light improvements. This project is now in the second of three phases. Some of the larger housing projects currently being developed or recently completed are as follows: -19- Units Units Built Development/Developer Housin Approved as of 7 -1 -01 Shannon Pond East/Hampton Development Corp. Single Family 73 72 Geromine Pond /Heritage Development Co. Single Family/Twin Home 104 80 Biscayne Pointe /Heritage Development Co. Single Family 145 133 Wensmann 11 Addition/ Wensmann Development Townhomes 98 94 Bloomfield /Centex Homes Single Family/Townhome 264 83 Broback Park Single Family 29 28 Rosemount Commons/ Heritage Development Co. Townhomes 121 121 Shannon Pond South /Allen Homes Single Family 47 37 Stonebridge 3` Addition /Carlson Brothers Single Family 8 4 Oakridge Estates /M.W. Construction Single Family 10 8 Evermoor /Contractor Property Developers Company Single Family/Townhome 316 62 -19- Financial Institutions The First State Bank of Rosemount and Rosemount National Bank are located in the City. As of March 31, 2001, the two banks reported combined deposits of $80,727,000. Source: "Summary of Deposits, " 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 2000/01 school year was approximately 27,717 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 3,704 full - time and part -time employees District -wide. The physical plant of the District 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). Services Police protection for the City is provided by 15 full -time officers, and four other police personnel. Fire protection is provided by 31 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. t 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 four 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 1,470,000 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. Core 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 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 The City finances the construction and long -term maintenance of its storm water core facilities approximately 2,000 post- secondary students. In addition, the Technical College offers an through the operation of a storm water utility. Each property in the City pays a quarterly extensive adult education program. "stormwater user fee" and an initial connection charge to support the program. 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 GOVERNMENTAL ORGANIZATION AND SERVICES Services ( "MCES "). MCES finances its operations through user charges based on usage. The City is responsible for the construction and maintenance of sewer laterals. Organization Employee Pensions Rosemount was established as a municipal corporation in 1858, and became a statutory City in 1974. The City has a Mayor - Council form of government, with the four Council members being All full -time and certain part-time employees of the City of Rosemount are covered by defined elected to overlapping four -year terms of office. The present City Council is listed below. benefit pension plans administered by the Public Employees Retirement Association of Minnesota (PERA). PERA administers the Public Employees Retirement Fund (PERF) and the Expiration of Term 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 Cathy E. Busho Mayor December 31, 2002 the Basic Plan. Coordinated members are covered by Social Security and Basic members are Ena Cisewski Council Member December 31, 2002 not. All employees of the City covered by PERA belong to the Coordinated Plan. All police John Edwards Council Member December 31, 2002 officers, fire fighters and peace officers who qualify for membership by statute are covered by Sheila Klassen Council Member December 31, 2004 the PEPFF. For the year ended December 31, 2000, the City's contribution to PERA was Mary Riley Council Member December 31, 2004 $192,809. The City's chief administrative officer is the City Administrator, who is appointed by and serves i at the discretion of the City Council. Mr. Thomas D. Burt was appointed to the position of City Administrator in March of 1994. 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 in 1971 of the former Village and Town of Rosemount. 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. This Plan was last updated in 1999 and covers the next 25 -year period. -20- -21-