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Home My WebLink About8.a. Accept Bids and Award Sale – G.O. Improvement Bonds, Series 2018A EXECUTIVE SUMMARY City Council Meeting Date: August 6, 2018 AGENDA ITEM: Accept Bids and Award Sale – G.O. Improvement Bonds, Series 2018A AGENDA SECTION: Unfinished Business PREPARED BY: Jeff May, Finance Director AGENDA NO. 8.a. ATTACHMENTS: Resolution and Official Statement APPROVED BY: LJM RECOMMENDED ACTION: Motion to adopt a Resolution Awarding the Sale of $930,000 General Obligation Improvement Bonds, Series 2018A; and Providing for their Issuance. ISSUE Accept bids and award sale of improvement bonds for the Greystone 7th Addition street improvement project and related utility improvements. These bonds are being issued at the request of the developer and will be repaid by the developer. BACKGROUND This item is on the agenda for Council to formally award the sale of the water utility revenue bonds. At 10:30 A.M. Monday, August 6, 2018, sealed bids for G.O. Improvement Bonds, Series 2018A, will be opened and the results tabulated at the offices of Springsted, our financial advisors for the sale. A representative from Springsted will be at the Council meeting that evening to give their recommendation for the issuance of these bonds and to answer any questions. A bond rating conference call was held on Wednesday, July 25, 2018, with Standard & Poor’s, Springsted, and City staff to reassess our bond rating. On Monday, July 30th, our rating was taken to a committee of Standard & Poor’s for evaluation and an AA+ rating was given for our new debt and existing debt. Because the bid opening is not until earlier in the day Monday, you will receive information regarding the bids at the meeting that evening. RECOMMENDATION Staff recommends the Council adopt a resolution awarding the sale of $930,000 in General Obligation Improvement Bonds, Series 2018A, and providing for their issuance. RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 CITY OF ROSEMOUNT DAKOTA COUNTY, MINNESOTA RESOLUTION NO. ______ A RESOLUTION AWARDING THE SALE OF $930,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2018A; AND PROVIDING FOR THEIR ISSUANCE BE IT RESOLVED By the City Council of the City of Rosemount, Dakota County, Minnesota (the “City”) as follows: Section 1. Sale of Bonds. 1.01 Authorization. It is hereby determined that it is necessary and expedient that the City issue approximately $930,000 General Obligation Improvement Bonds, Series 2018A (the “Bonds”) pursuant to Minnesota Statutes, Chapters 429 and 475 (the “Act”) to provide financing for various improvement projects in the City (the “Improvements”). The City is authorized by Minnesota Statutes, Section 475.60, Subdivision 2(9) to negotiate the sale of the Bonds if the City has retained an independent financial advisor in connection with such sale. The City has retained Springsted Incorporated as an independent municipal advisor in connection with the sale of the Bonds. 1.02 Award to the Purchaser and Interest Rates. The proposal of ______________________, _____________, ____________ (the “Purchaser”) to purchase $930,000 General Obligation Improvement Bonds, Series 2018A (the “Bonds”) of the City described in the Terms of Proposal thereof is determined to be the most favorable offer and is hereby accepted, the proposal being to purchase the Bonds at a price of $_________ (par amount of $930,000, less underwriter’s discount of $__________), plus accrued interest to date of delivery, if any, for Bonds bearing interest as follows: Year Interest Rate Year Interest Rate 2020 2023 2021 2024 2022 1.03. Purchase Contract. Any amount paid by the purchaser over the minimum purchase price shall be credited to the Debt Service Fund hereinafter created or deposited in the Construction Fund hereinafter created, as determined by the City’s Finance Director in consultation with the City’s municipal advisor. The City Finance Director is directed to retain the good faith check of the Purchaser, pending completion of the sale of the Bonds. The Mayor and City Clerk are authorized to execute a contract with the Purchaser on behalf of the City, if requested by the Purchaser. 1.04. Terms and Principal Amount of the Bonds. The City will forthwith issue and sell the Bonds pursuant to Minnesota Statutes, Chapters 429 and 475 (collectively, the “Act”) in the total principal amount of $930,000, originally dated the date of issuance, in the denomination of $5,000 each or any integral multiple thereof, numbered No. R-1, upward, bearing interest as above set forth, and which mature serially on February 1 without option of prior payment in the years and amounts as follows: RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 2 Year Amount Year Amount 2020 $170,000 2023 $190,000 2021 185,000 2024 195,000 2022 190,000 As may be requested by the Purchaser, one or more term Bonds may be issued having mandatory sinking fund redemption and final maturity amounts conforming to the foregoing principal repayment schedule, and corresponding additions may be made to the provisions of the applicable Bond(s). 1.05. No Optional Redemption. The Bonds are not subject to prepayment prior to their maturity at the option of the City. Section 2. Registration and Payment. 2.01. Registered Form. The Bonds will be issued only in fully registered form. The interest thereon and, upon surrender of each Bond, the principal amount thereof, is payable by check or draft issued by the Registrar described herein. 2.02. Dates; Interest Payment Dates. Each Bond will be dated as of the last interest payment date preceding the date of authentication to which interest on the Bond has been paid or made available for payment, unless (i) the date of authentication is an interest payment date to which interest has been paid or made available for payment, in which case the Bond will be dated as of the date of authentication, or (ii) the date of authentication is prior to the first interest payment date, in which case the Bond will be dated as of the date of original issue. The interest on the Bonds is payable on February 1 and August 1 of each year, commencing August 1, 2019, to the registered owners of record as of the close of business on the 15th day of the immediately preceding month, whether or not that day is a business day. 2.03. Registration. The City will appoint, and will maintain, a bond registrar, transfer agent, authenticating agent and paying agent (the “Registrar”). The effect of registration and the rights and duties of the City and the Registrar with respect thereto are as follows: (a) Register. The Registrar will keep at its principal corporate trust office a bond register in which the Registrar provides for the registration of ownership of Bonds and the registration of transfers and exchanges of Bonds entitled to be registered, transferred or exchanged. (b) Tra nsfer of Bonds. Upon surrender for transfer of a Bond duly endorsed by the registered owner thereof or accompanied by a written instrument of transfer, in form satisfactory to the Registrar, duly executed by the registered owner thereof or by an attorney duly authorized by the registered owner in writing, the Registrar will authenticate and deliver, in the name of the designated transferee or transferees, one or more new Bonds of a like aggregate principal amount and maturity, as requested by the transferor. The Registrar may, however, close the books for registration of any transfer after the 15th day of the month preceding each interest payment date and until that interest payment date. (c) Exchange of Bonds. Whenever any Bonds are surrendered by the registered owner for exchange the Registrar will authenticate and deliver one or more new Bonds of a like aggregate RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 3 principal amount and maturity as requested by the registered owner or the owner’s attorney in writing. (d) Cancellation. All Bonds surrendered upon any transfer or exchange will be promptly cancelled by the Registrar and thereafter disposed of as directed by the City. (e) Improper or Unauthorized Transfer. When a Bond is presented to the Registrar for transfer, the Registrar may refuse to transfer the Bond until the Registrar is satisfied that the endorsement on the Bond or separate instrument of transfer is valid and genuine and that the requested transfer is legally authorized. The Registrar will incur no liability for the refusal, in good faith, to make transfers which it, in its judgment, deems improper or unauthorized. (f) Persons Deemed Owners. The City and the Registrar may treat the person in whose name a Bond is at any time registered in the bond register as the absolute owner of such Bond, whether the Bond is overdue or not, for the purpose of receiving payment of, or on account of, the principal of and interest on the Bond and for all other purposes, and payments so made to a registered owner or upon the owner’s order will be valid and effectual to satisfy and discharge the liability upon the Bond to the extent of the sum or sums so paid. (g) Taxes, Fees and Charges. The Registrar may impose a charge upon the owner thereof for a transfer or exchange of Bonds, sufficient to reimburse the Registrar for any tax, fee or other governmental charge required to be paid with respect to the transfer or exchange. (h) Mutilated, Lost, Stolen or Destroyed Bonds. If a Bond becomes mutilated or is destroyed, stolen or lost, the Registrar will deliver a new Bond of like amount, number, maturity date and tenor in exchange and substitution for and upon cancellation of the mutilated Bond or in lieu of and in substitution for any Bond destroyed, stolen or lost, upon the payment of the reasonable expenses and charges of the Registrar in connection therewith; and, in the case of a Bond destroyed, stolen or lost, upon filing with the Registrar of evidence satisfactory to it that the Bond was destroyed, stolen or lost, and of the ownership thereof, and upon furnishing to the Registrar an appropriate bond or indemnity in form, substance and amount satisfactory to it and as provided by law, in which both the City and the Registrar must be named as obligees. Bonds so surrendered to the Registrar will be cancelled by the Registrar and evidence of such cancellation must be given to the City. If the mutilated, destroyed, stolen or lost Bond has already matured or been called for redemption in accordance with its terms it is not necessary to issue a new Bond prior to payment. 2.04. Appointment of Initial Registrar. The City appoints U.S. Bank National Association, St. Paul, Minnesota, as the initial Registrar. The Mayor and the City Clerk are authorized to execute and deliver, on behalf of the City, a contract with the Registrar. Upon merger or consolidation of the Registrar with another corporation, if the resulting corporation is a bank or trust company authorized by law to conduct such business, the resulting corporation is authorized to act as successor Registrar. The City agrees to pay the reasonable and customary charges of the Registrar for the services performed. The City reserves the right to remove the Registrar upon 30 days’ notice and upon the appointment of a successor Registrar, in which event the predecessor Registrar must deliver all cash and Bonds in its possession to the successor Registrar and deliver the bond register to the successor Registrar. On or before each principal or interest due date, without further order of this Council, the City Finance Director must transmit to the Registrar money sufficient for the payment of all principal and interest then due. RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 4 2.05. Execution, Authentication and Delivery. The Bonds will be prepared under the direction of the City Finance Director and executed on behalf of the City by the signatures of the Mayor and the City Clerk, provided that those signatures may be printed, engraved or lithographed facsimiles of the originals. If an officer whose signature or a facsimile of whose signature appears on the Bonds ceases to be such officer before the delivery of any Bond, that signature or facsimile will nevertheless be valid and sufficient for all purposes, the same as if the officer had remained in office until delivery. Notwithstanding such execution, a Bond will not be valid or obligatory for any purpose or entitled to any security or benefit under this Resolution unless and until a certificate of authentication on the Bond has been duly executed by the manual signature of an authorized representative of the Registrar. The Certificates of authentication on different Bonds need not be signed by the same representative. The executed certificate of authentication on a Bond is conclusive evidence that it has been authenticated and delivered under this Resolution. When the Bonds have been so prepared, executed and authenticated, the City Finance Director will deliver the same to the Purchaser thereof upon payment of the purchase price in accordance with the contract of sale heretofore made and executed, and the Purchaser is not obligated to see to the application of the purchase price. 2.06. Temporary Bonds. The City may elect to deliver in lieu of printed definitive Bonds one or more typewritten temporary Bonds in substantially the form set forth in Exhibit B with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Upon the execution and delivery of definitive Bonds the temporary Bonds will be exchanged therefor and cancelled. Section 3. Form o f Bond. 3.01. Form of Bond. The Bonds will be printed or typewritten in substantially the form set forth in Exhibit B attached hereto. 3.02. Approving Legal Opinion. The City Finance Director is authorized and directed to obtain a copy of the proposed approving legal opinion of Kennedy & Graven, Chartered, Minneapolis, Minnesota, which will be complete except as to dating thereof and to cause the opinion to be printed or accompany each Bond. Section 4. Payment; Security; Pledges and Covenants. 4.01 Debt Service Fund. (a) The Bonds are payable from the General Obligation Improvement Bonds, Series 2018A Debt Service Fund (the “Debt Service Fund”) hereby created. The Debt Service Fund shall 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. Amounts in the Debt Service Fund are irrevocably pledged to the Bonds. To the Debt Service Fund hereby created, there is hereby pledged and irrevocably appropriated and there will be credited: (A) the proceeds of ad valorem taxes herein or hereafter levied (the “Taxes”) and, subject to 4.01(b), the special assessments levied against the property specially benefited by the Improvements (the “Assessments”); (B) capitalized interest financed from Bond proceeds, if any; (C) the amount over the minimum purchase price paid by the Purchaser, to the extent designated for deposit in the Debt Service Fund in accordance with Section 1.03 hereof; and (D) all investment earnings on funds in the Debt Service Fund; and (E) any and all other moneys which are properly available and are appropriated by the City Council to the Debt Service Fund. If a payment of principal or interest on the Bonds becomes due when there is not sufficient money in the Debt Service Fund to pay the same, the City Finance Director is directed to pay such principal or interest from other funds of the RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 5 City, and such fund will be reimbursed for those advances out of the proceeds of Assessments and Taxes when collected. (b) Construction Fund. The proceeds of the Bonds, less the appropriations made in paragraph (a), together with the Assessments collected during the construction of the Improvements and any other funds appropriated for the Improvements, will be deposited in a separate construction fund (the “Construction Fund”) to be used solely to defray expenses of the Improvements and the payment of principal and interest on the Bonds prior to the completion and payment of all costs of the Improvements. Any balance remaining in the Construction Fund after completion of the Improvements and the costs thereof paid, may be used as provided in Minnesota Statutes, section 475.65. Thereafter, the Construction Fund is to be closed and any remaining balances therein and subsequent collections of Assessments for the Improvements and any Taxes are to be deposited in the Debt Service Fund. 4.02. City Covenants. The City hereby covenants with the holders from time to time of the Bonds as follows: (a) It is hereby determined that at least 20% of the costs of the Improvements to the City will be paid by Assessments. The City has caused or will cause the Assessments for the Improvements to be promptly levied so that the first installment will be collectible not later than 2019 and will take all steps necessary to assure prompt collection, and the levy of the Assessments is hereby authorized. The City Council will cause to be taken with due diligence all further actions that are required for the construction of each Improvement financed wholly or partly from the proceeds of the Bonds, and will take all further actions necessary for the final and valid levy of the Assessments and the appropriation of any other funds needed to pay the Bonds and interest thereon when due. (b) In the event of any current or anticipated deficiency in Assessments, the City Council will levy ad valorem taxes in the amount of the current or anticipated deficiency. (c) The City will keep complete and accurate books and records showing: receipts and disbursements in connection with the Improvements, Assessments levied therefor and other funds appropriated for their payment, collections thereof and disbursements therefrom, monies on hand and, the balance of unpaid Assessments. (d) The City will cause its books and records to be audited at least annually and will furnish copies of such audit reports to any interested person upon request. 4.03. Pledge of Tax Levy. For the purpose of paying the principal of and interest on the Bonds, there is levied a direct annual irrepealable ad valorem tax upon all of the taxable property in the City, which will be spread upon the tax rolls and collected with and as part of other general taxes of the City. The taxes will be credited to the Debt Service Fund above provided and will be in the years and amounts as follows (year stated being year of collection): Year Levy (See EXHIBIT C) RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 6 It is hereby determined that the estimated collections of Assessments and the foregoing Taxes will produce at least 5% in excess of the amount needed to meet when due the principal and interest payments on the Bonds. 4.04. Certification to County Auditor as to Debt Service Fund Amount. It is hereby determined that the estimated collections of Assessments and the foregoing Taxes will produce at least 5% in excess of the amount needed to meet when due the principal and interest payments on the Bonds. The tax levy herein provided is irrepealable until all of the Bonds are paid, provided that at the time the City makes its annual tax levies the City Finance Director may certify to the County Auditor of Dakota County the amount available in the Debt Service Fund to pay principal and interest due during the ensuing year, and the County Auditor will thereupon reduce the levy collectible during such year by the amount so certified. 4.05. County Auditor Certificate as to Registration. The City Clerk is authorized and directed to file a certified copy of this resolution with the County Auditor of Dakota County and to obtain the certificate required by Minnesota Statutes, Section 475.63. Section 5. Authentication of Transcript. 5.01. City Proceedings and Records. The officers of the City are authorized and directed to prepare and furnish to the Purchaser and to the attorneys approving the Bonds, certified copies of proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other certificates, affidavits and transcripts as may be required to show the facts within their knowledge or as shown by the books and records in their custody and under their control, relating to the validity and marketability of the Bonds and such instruments, including any heretofore furnished, will be deemed representations of the City as to the facts stated therein. 5.02. Certification as to Official Statement. The Mayor and City Clerk are hereby authorized and directed to certify that they have examined the Official Statement prepared and circulated in connection with the issuance and sale of the Bonds and that to the best of their knowledge and belief the Official Statement is a complete and accurate representation of the facts and representations made therein as of the date of the Official Statement. Section 6. Tax Covenant. 6.01. Tax Exempt Bonds. The City covenants and agrees with the holders from time to time of the Bonds that it will not take or permit to be taken by any of its officers, employees or agents any action which would cause the interest on the Bonds to become subject to taxation under the Internal Revenue Code of 1986, as amended (the “Code”), and the Treasury Regulations promulgated thereunder, in effect at the time of such actions, and that it will take or cause its officers, employees or agents to take, all affirmative action within its power that may be necessary to ensure that such interest will not become subject to taxation under the Code and applicable Treasury Regulations, as presently existing or as hereafter amended and made applicable to the Bonds. 6.02. No Rebate Required. (a) The City will comply with requirements necessary under the Code to establish and maintain the exclusion from gross income of the interest on the Bonds under Section 103 of the Code, 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. RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 7 (b) For purposes of qualifying for the small-issuer exception to the federal arbitrage rebate requirements, the City finds, determines and declares that the aggregate face amount of all tax- exempt bonds (other than private activity bonds) issued by the City (and all subordinate entities of the City) during the calendar year in which the Bonds are issued is not reasonably expected to exceed $5,000,000, within the meaning of Section 148(f)(4)(D) of the Code. 6.03. Not Private Activity Bonds. The City further covenants not to use the proceeds of the Bonds or the Improvements financed by the Bonds or to cause or permit them or any of them to be used, 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. 6.04. Bank Qualified. In order to qualify the Bonds as “qualified tax-exempt obligations” within the meaning of Section 265(b)(3) of the Code, the City makes the following factual statements and representations: (a) the Bonds are not “private activity bonds” as defined in Section 141 of the Code; (b) the City hereby designates the Bonds as “qualified tax-exempt obligations” for purposes of Section 265(b)(3) of the Code; (c) the reasonably anticipated amount of tax-exempt obligations (other than any private activity bonds, that are not qualified 501(c)(3) bonds) which will be issued by the City (and all subordinate entities of the City) during calendar year 2018 will not exceed $10,000,000; and (d) not more than $10,000,000 of obligations issued by the City during calendar year 2018 have been designated for purposes of Section 265(b)(3) of the Code. 6.05. Procedural Requirements. The City will use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designations made by this section. Section 7. Book-Entry System; Limited Obligation of City. 7.01. DTC. The Bonds will be initially issued in the form of a separate single typewritten or printed fully registered Bond for each of the maturities set forth in Section 1.04 hereof. Upon initial issuance, the ownership of each Bond will be registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York, and its successors and assigns (“DTC”). Except as provided in this section, all of the outstanding Bonds will be registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee of DTC. 7.02. Participants. With respect to Bonds registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee of DTC, the City, the Registrar and the Paying Agent will have no responsibility or obligation to any broker dealers, banks and other financial institutions from time to time for which DTC holds Bonds as securities depository (the “Participants”) or to any other person on behalf of which a Participant holds an interest in the Bonds, including but not limited to any responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any Participant or any other person (other than a registered owner of Bonds, as shown by the registration books kept by the Registrar), of any notice with respect to the Bonds, including any RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 8 notice of redemption, or (iii) the payment to any Participant or any other person, other than a registered owner of Bonds, of any amount with respect to principal of, premium, if any, or interest on the Bonds. The City, the Registrar and the Paying Agent may treat and consider the person in whose name each Bond is registered in the registration books kept by the Registrar as the holder and absolute owner of such Bond for the purpose of payment of principal, premium and interest with respect to such Bond, for the purpose of registering transfers with respect to such Bonds, and for all other purposes. The Paying Agent will pay all principal of, premium, if any, and interest on the Bonds only to or on the order of the respective registered owners, as shown in the registration books kept by the Registrar, and all such payments will be valid and effectual to fully satisfy and discharge the City’s obligations with respect to payment of principal of, premium, if any, or interest on the Bonds to the extent of the sum or sums so paid. No person other than a registered owner of Bonds, as shown in the registration books kept by the Registrar, will receive a certificated Bond evidencing the obligation of this resolution. Upon delivery by DTC to the City Clerk of a written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., the words “Cede & Co.,” will refer to such new nominee of DTC; and upon receipt of such a notice, the City Clerk will promptly deliver a copy of the same to the Registrar and Paying Agent. 7.03. Representation Letter. The City has heretofore executed and delivered to DTC a Blanket Issuer Letter of Representations (the “Representation Letter”) which will govern payment of principal of, premium, if any, and interest on the Bonds and notices with respect to the Bonds. Any Paying Agent or Registrar subsequently appointed by the City with respect to the Bonds will agree to take all action necessary for all representations of the City in the Representation letter with respect to the Registrar and Paying Agent, respectively, to be complied with at all times. 7.04. Transfers Outside Book-Entry System. In the event the City, by resolution of the City Council, determines that it is in the best interests of the persons having beneficial interests in the Bonds that they be able to obtain Bond certificates, the City will notify DTC, whereupon DTC will notify the Participants, of the availability through DTC of Bond certificates. In such event the City will issue, transfer and exchange Bond certificates as requested by DTC and any other registered owners in accordance with the provisions of this Resolution. DTC may determine to discontinue providing its services with respect to the Bonds at any time by giving notice to the City and discharging its responsibilities with respect thereto under applicable law. In such event, if no successor securities depository is appointed, the City will issue and the Registrar will authenticate Bond certificates in accordance with this resolution and the provisions hereof will apply to the transfer, exchange and method of payment thereof. 7.05. Payments to Cede & Co. Notwithstanding any other provision of this Resolution to the contrary, so long as a Bond is registered in the name of Cede & Co., as nominee of DTC, payments with respect to principal of, premium, if any, and interest on the Bond and notices with respect to the Bond will be made and given, respectively in the manner provided in DTC’s Operational Arrangements as set forth in the Representation Letter. Section 8. Continuing Disclosure. 8.01. City Compliance with Provisions of Continuing Disclosure Certificate. The City hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Certificate. Notwithstanding any other provision of this Resolution, failure of the City to comply with the Continuing Disclosure Certificate is not to be considered an event of default with respect to the Bonds; however, any bondholder may take such actions as may be necessary and RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 9 appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this section. 8.02. Execution of Continuing Disclosure Certificate. “Continuing Disclosure Certificate” means that certain Continuing Disclosure Certificate executed by the Mayor and City Clerk and dated the date of issuance and delivery of the Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof. Section 9. Defeasance. When all Bonds and all interest thereon, have been discharged as provided in this section, all pledges, covenants and other rights granted by this resolution to the holders of the Bonds will cease, except that the pledge of the full faith and credit of the City for the prompt and full payment of the principal of and interest on the Bonds will remain in full force and effect. The City may discharge all Bonds which are due on any date by depositing with the Registrar or in escrow on or before that date a sum sufficient for the payment thereof in full or by depositing irrevocably in escrow, with a suitable institution qualified by law as an escrow agent for this purpose, cash or securities which are backed by the full faith and credit of the United States of America, or any other security authorized under Minnesota law for such purpose, bearing interest payable at such times and at such rates and maturing on such dates and in such amounts as shall be required and sufficient, subject to sale and/or reinvestment in like securities, to pay said obligation(s), which may include any interest payment on such Bond and/or principal amount due thereon at a stated maturity (or if irrevocable provision shall have been made for permitted prior redemption of such principal amount, at such earlier redemption date). If any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 10 ADOPTED this 6th day of August, 2018, by the City Council of the City of Rosemount. ___________________________________ William H. Droste, Mayor ATTEST: _____________________________________ Erin Fasbender, City Clerk 528581v1 JSB RS125-21 CERTIFICATE STATE OF MINNESOTA ) COUNTY OF DAKOTA ) ss CITY OF ROSEMOUNT ) I am the duly appointed, acting and qualified City Clerk of the City of Rosemount, Dakota County, Minnesota do hereby certify that I have examined the City of Rosemount records and the Minute Book of said City for the meeting of the 6th of August, 2018 and that the attached copy of the Resolution 2018-___ A RESOLUTION AWARDING THE SALE OF $930,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2018A; AND PROVIDING FOR THEIR ISSUANCE was approved and is a true and correct copy of the City Proceedings relating to said Resolution. IN WITNESS WHEREOF, I have hereunto set my hand and seal of said City this _____ day of August, 2018. City Clerk City of Rosemount Dakota County, Minnesota A-1 528581v1 JSB RS125-21 EXHIBIT A PROPOSALS RESOLUTION 2018 - _____ B-1 528581v1 JSB RS125-21 EXHIBIT B FORM OF BOND No. R -___ UNITED STATES OF AMERICA $___________ STATE OF MINNESOTA COUNTY OF DAKOTA CITY OF ROSEMOUNT GENERAL OBLIGATION IMPROVEMENT BOND, SERIES 2018A Rate Maturity Date of Original Issue CUSIP __________, 20__ __________, 2018 Registered Owner: Cede & Co. The City of Rosemount, Minnesota, a duly organized and existing municipal corporation in Dakota County, Minnesota (the “City”), acknowledges itself to be indebted and for value received promises to pay to the Registered Owner specified above, or registered assigns, the principal sum set forth above on the maturity date specified above without option of prior payment, with interest thereon from the date hereof at the annual rate specified above, payable February 1 and August 1 in each year, commencing August 1, 2019, to the person in whose name this Bond is registered at the close of business on the 15th day (whether or not a business day) of the immediately preceding month. The interest hereon and, upon presentation and surrender hereof, the principal hereof are payable in lawful money of the United States of America by check or draft by U.S. Bank National Association, St. Paul, Minnesota, as Registrar, Paying Agent, Transfer Agent and Authenticating Agent, or its designated successor under the Resolution described herein. For the prompt and full payment of such principal and interest as the same respectively become due, the full faith and credit and taxing powers of the City have been and are hereby irrevocably pledged. This Bond is one of an issue in the aggregate principal amount of $930,000 all of like original issue date and tenor, except as to number, denomination, maturity date, and interest rate, all issued pursuant to a resolution adopted by the City Council on August 6, 2018 (the “Resolution”), for the purpose of providing money to finance various infrastructure improvement projects within the City, pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Chapters 429 and 475, and the principal hereof and interest hereon are payable from special assessments against property specially benefited by local improvements and from ad valorem taxes, as set forth in the Resolution to which reference is made for a full statement of rights and powers thereby conferred. The full faith and credit of the City are irrevocably pledged RESOLUTION 2018 - _____ B-2 528581v1 JSB RS125-21 for payment of this Bond and the City Council has obligated itself to levy ad valorem taxes on all taxable property in the City, which taxes may be levied without limitation as to rate or amount. The Bonds of this series are issued only as fully registered Bonds in denominations of $5,000 or any integral multiple thereof of single maturities. As provided in the Resolution and subject to certain limitations set forth therein, this Bond is transferable upon the books of the City at the principal office of the Registrar, by the registered owner hereof in person or by the owner’s attorney duly authorized in writing, upon surrender hereof together with a written instrument of transfer satisfactory to the Registrar, duly executed by the registered owner or the owner’s attorney; and may also be surrendered in exchange for Bonds of other authorized denominations. Upon such transfer or exchange the City will cause a new Bond or Bonds to be issued in the name of the transferee or registered owner, of the same aggregate principal amount, bearing interest at the same rate and maturing on the same date, subject to reimbursement for any tax, fee or governmental charge required to be paid with respect to such transfer or exchange. The City Council has designated the issue of Bonds of which this Bond forms a part as “qualified tax-exempt obligations” within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the “Code”). The City and the Registrar may deem and treat the person in whose name this Bond is registered as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of receiving payment and for all other purposes, and neither the City nor the Registrar will be affected by any notice to the contrary. IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen and to be performed preliminary to and in the issuance of this Bond in order to make it a valid and binding general obligation of the City in accordance with its terms, have been done, do exist, have happened and have been performed as so required, and that the issuance of this Bond does not cause the indebtedness of the City to exceed any constitutional, or statutory limitation of indebtedness. This Bond is not valid or obligatory for any purpose or entitled to any security or benefit under the Resolution until the Certificate of Authentication hereon has been executed by the Registrar by manual signature of one of its authorized representatives. RESOLUTION 2018 - _____ B-3 528581v1 JSB RS125-21 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 or manual signatures of the Mayor and City Clerk and has caused this Bond to be dated as of the date set forth below. Dated: _______________, 2018 CITY OF ROSEMOUNT, MINNESOTA (Facsimile) (Facsimile) City Clerk Mayor CERTIFICATE OF AUTHENTICATION This is one of the Bonds delivered pursuant to the Resolution mentioned within. U.S. BANK NATIONAL ASSOCIATION By Authorized Representative _________________________________ The following abbreviations, when used in the inscription on the face of this Bond, will be construed as though they were written out in full according to applicable laws or regulations: TEN COM -- as tenants UNIF GIFT MIN ACT _________ Custodian _________ in common (Cust) (Minor) TEN ENT -- as tenants under Uniform Gifts or by entireties Transfers to Minors Act . . . . . . . . . . . . JT TEN -- as joint tenants with right of survivorship and not as tenants in common (State) Additional abbreviations may also be used though not in the above list. ________________________________________ RESOLUTION 2018 - _____ B-4 528581v1 JSB RS125-21 ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto ________________________________________ the within Bond and all rights thereunder, and does hereby irrevocably constitute and appoint _________________________ attorney to transfer the said Bond on the books kept for registration of the within Bond, 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: ____________________________ NOTICE: Signature(s) must be guaranteed by a financial institution that is a member of the Securities Transfer Agent Medallion Program (“STAMP”), the Stock Exchange Medallion Program (“SEMP”), the New York Stock Exchange, Inc. Medallion Signatures Program (“MSP”) or other such “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended. The Registrar will not effect transfer of this Bond unless the information concerning the assignee requested below is provided. Name and Address: (Include information for all joint owners if this Bond is held by joint account.) Please insert social security or other identifying number of assignee RESOLUTION 2018 - _____ B-5 528581v1 JSB RS125-21 PROVISIONS AS TO REGISTRATION The ownership of the principal of and interest on the within Bond has been registered on the books of the Registrar in the name of the person last noted below. Date of Registration Registered Owner Signature of Registrar Cede & Co. Federal ID #13-2555119 C-1 528581v1 JSB RS125-21 EXHIBIT C TAX LEVY RESOLUTION 2018 - _____ 528581v1 JSB RS125-21 STATE OF MINNESOTA COUNTY AUDITOR’S CERTIFICATE AS TO TAX LEVY COUNTY OF DAKOTA AND REGISTRATION I, the undersigned County Auditor of Dakota County, Minnesota, hereby certify that a resolution adopted by the City Council of the City of Rosemount, Minnesota, on August 6, 2018, levying taxes for the payment of General Obligation Improvement Bonds, Series 2018A, in the amount of $930,000 dated September 6, 2018, has been filed in my office and said obligations have been registered on the register of obligations in my office and that such tax has been levied as required by law. WITNESS My hand and official seal this ____ day of ____________, 2018. County Auditor Dakota County, Minnesota (SEAL) Deputy ____________________________ * Preliminary; subject to change. The information contained in this Preliminary Official Statement is deemed by the City to be final as of the date hereof; however, the pricing and underwriting information is subject to completion or amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. PRELIMINARY OFFICIAL STATEMENT DATED JULY 18, 2018 NEW ISSUE S&P Rating: Requested BANK QUALIFIED In the opinion of Kennedy & Graven, Chartered, Bond Counsel for the Bonds, based on present federal and Minnesota laws, regulations, rulings and decisions (which excludes any pending legislation which may have a retroactive effect), and assuming compliance with certain covenants, interest to be paid on the Bonds is excluded from gross income for federal income tax purposes and, to the same extent, from taxable net income of individuals, estates and trusts for Minnesota income purposes, and is not a preference item for purposes of computing the federal alternative minimum tax (although interest on the Bonds is included in adjusted current earnings in calculating corporate alternative minimum taxable income for taxable years that began prior to January 1, 2018) or the Minnesota alternative minimum tax imposed on individuals, trusts, and estates. Such interest is subject to Minnesota franchise taxes on corporations (including financial institutions) measured by income. No opinion will be expressed by Kennedy & Graven 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. The Bonds will be designated 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. See "TAX EXEMPTION" and "OTHER FEDERAL AND STATE TAX CONSIDERATIONS" herein. $930,000* City of Rosemount, Minnesota General Obligation Improvement Bonds, Series 2018A (the “Bonds”) (Book Entry Only) Dated Date: Date of Delivery Interest Due: Each February 1 and August 1, commencing August 1, 2019 The Bonds will mature February 1 in the years and amounts* as follows: 2020 $170,000 2021 $185,000 2022 $190,000 2023 $190,000 2024 $195,000 Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds. All term bonds shall be subject to mandatory sinking fund redemption at a price of par plus accrued interest to the date of redemption scheduled to conform to the maturity schedule set forth above. The Bonds will not be subject to redemption in advance of their respective stated maturity dates. The Bonds are general obligations of the City for which the City pledges its full faith and credit and power to levy direct general ad valorem taxes. In addition, the City will pledge special assessments against benefited properties for repayment of a portion of the Bonds. The proceeds of the Bonds, along with available City funds, will be used to finance various street and related utility improvements within the City. Proposals shall be for not less than $920,700 plus accrued interest, if any, on the total principal amount of the Bonds. Proposals shall specify rates in integral multiples of 1/100 or 1/8 of 1%. The initial price to the public for each maturity as stated on the proposal must be 98.0% or greater. Following receipt of proposals, a good faith deposit will be required to be delivered to the City by the lowest bidder as described in the “Terms of Proposal” herein. Award of the Bonds will be made on the basis of True Interest Cost (TIC). The Bonds will be issued as fully registered bonds without coupons and, when issued, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). DTC will act as securities depository for the Bonds. Individual purchases may be made in book entry form only, in the principal amount of $5,000 and integral multiples thereof. Investors will not receive physical certificates representing their interest in the Bonds purchased. (See “Book Entry System” herein.) U.S. Bank National Association, Saint Paul, Minnesota will serve as registrar (the “Registrar”) for the Bonds. The Bonds will be available for delivery at DTC on or about September 6, 2018. PROPOSALS RECEIVED: Monday, August 6, 2018 until 10:30 A.M., Central Time CONSIDERATION OF AWARD: City Council meeting commencing at 7:00 P.M., Central Time on Monday, August 6, 2018 Further information may be obtained from SPRINGSTED Incorporated, Municipal Advisor to the City, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101-2887 (651) 223-3000. CITY OF ROSEMOUNT, MINNESOTA CITY COUNCIL William Droste Mayor Mark DeBettignies Councilmember Heidi Freske Councilmember Shaun Nelson Councilmember Jeff Weisensel Councilmember CITY ADMINISTRATOR Logan Martin FINANCE DIRECTOR Jeffrey A. May MUNICIPAL ADVISOR Springsted Incorporated Saint Paul, Minnesota BOND COUNSEL Kennedy & Graven, Chartered Minneapolis, Minnesota 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 City from time to time, may be treated as a Preliminary Official Statement with respect to the Bonds described herein that is deemed final as of the date hereof (or of any such supplement or correction) by the City. By awarding the Bonds to any underwriter or underwriting syndicate submitting a Proposal therefor, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded copies of the Final Official Statement in the amount specified in the Terms of Proposal. No dealer, broker, salesman or other person has been authorized by the City to give any information or to make any representations with respect to the Bonds, other than as contained in the Preliminary 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 City. Certain information contained in the Preliminary Official Statement or the Final Official Statement may have been obtained from sources other than records of the City and, while believed to be reliable, is not guaranteed as to completeness or accuracy. THE INFORMATION AND EXPRESSIONS OF OPINION IN THE PRELIMINARY OFFICIAL STATEMENT AND THE FINAL OFFICIAL STATEMENT ARE SUBJECT TO CHANGE, AND NEITHER THE DELIVERY OF THE PRELIMINARY OFFICIAL STATEMENT NOR 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 CITY SINCE THE RESPECTIVE 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 have not been included as appendices to the Preliminary Official Statement or the Final Official Statement, they will be furnished upon request. Any CUSIP numbers for the Bonds included in the Final Official Statement are provided for convenience of the owners and prospective investors. The CUSIP numbers for the Bonds are assigned by an organization unaffiliated with the City. The City is not responsible for the selection of the CUSIP numbers and makes no representation as to the accuracy thereof as printed on the Bonds or as set forth in the Final Official Statement. No assurance can be given by the City that the CUSIP numbers for the Bonds will remain the same after the delivery of the Final Official Statement or the date of issuance and delivery of the Bonds. TABLE OF CONTENTS Page(s) Terms of Proposal .............................................................................................................................. i-v Introductory Statement ....................................................................................................................... 1 Continuing Disclosure ....................................................................................................................... 1 The Bonds .......................................................................................................................................... 2 Authority and Purpose ....................................................................................................................... 4 Sources and Uses of Funds ................................................................................................................ 4 Security and Financing ...................................................................................................................... 4 Future Financing ................................................................................................................................ 5 Litigation ............................................................................................................................................ 5 Legality .............................................................................................................................................. 5 Tax Exemption ................................................................................................................................... 5 Other Federal and State Tax Considerations ...................................................................................... 6 Rating ................................................................................................................................................. 6 Municipal Advisor ............................................................................................................................. 7 Certification ....................................................................................................................................... 7 City Property Values .......................................................................................................................... 8 City Indebtedness ............................................................................................................................... 9 City Tax Rates, Levies and Collections ............................................................................................. 12 Funds on Hand ................................................................................................................................... 13 Investments ........................................................................................................................................ 13 General Information Concerning the City ......................................................................................... 14 Governmental Organization and Services .......................................................................................... 20 Proposed Form of Legal Opinion ............................................................................................ Appendix I Continuing Disclosure Certificate ............................................................................................ Appendix II Summary of Tax Levies, Payment Provisions, and Minnesota Real Property Valuation ..................................................................................... Appendix III Excerpt of 2017 Comprehensive Annual Financial Report .................................................... Appendix IV * Preliminary; subject to change. - i - THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS: TERMS OF PROPOSAL $930,000* CITY OF ROSEMOUNT, MINNESOTA GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2018A (BOOK ENTRY ONLY) Proposals for the above-referenced obligations (the “Bonds”) will be received by the City of Rosemount, Minnesota (the “City”) on Monday, August 6, 2018 (the “Sale Date”) until 10:30 A.M., Central Time at the offices of Springsted Incorporated (“Springsted”), 380 Jackson Street, Suite 300, Saint Paul, Minnesota, 55101, after which time proposals will be opened and tabulated. Consideration for award of the Bonds will be by the City Council at its meeting commencing at 7:00 P.M., Central Time, of the same day. SUBMISSION OF PROPOSALS Springsted will assume no liability for the inability of a bidder to reach Springsted prior to the time of sale specified above. All bidders are advised that each proposal shall be deemed to constitute a contract between the bidder and the City to purchase the Bonds regardless of the manner in which the proposal is submitted. (a) Sealed Bidding. Proposals may be submitted in a sealed envelope or by fax (651) 223-3046 to Springsted. Signed proposals, without final price or coupons, may be submitted to Springsted prior to the time of sale. The bidder shall be responsible for submitting to Springsted the final proposal price and coupons, by telephone (651) 223-3000 or fax (651) 223-3046 for inclusion in the submitted proposal. OR (b) Electronic Bidding. Notice is hereby given that electronic proposals will be received via PARITY®. For purposes of the electronic bidding process, the time as maintained by PARITY® shall constitute the official time with respect to all proposals submitted to PARITY®. Each bidder shall be solely responsible for making necessary arrangements to access PARITY® for purposes of submitting its electronic proposal in a timely manner and in compliance with the requirements of the Terms of Proposal. Neither the City, its agents, nor PARITY® shall have any duty or obligation to undertake registration to bid for any prospective bidder or to provide or ensure electronic access to any qualified prospective bidder, and neither the City, its agents, nor PARITY® shall be responsible for a bidder’s failure to register to bid or for any failure in the proper operation of, or have any liability for any delays or interruptions of or any damages caused by the services of PARITY®. The City is using the services of PARITY® solely as a communication mechanism to conduct the electronic bidding for the Bonds, and PARITY® is not an agent of the City. If any provisions of this Terms of Proposal conflict with information provided by PARITY®, this Terms of Proposal shall control. Further information about PARITY®, including any fee charged, may be obtained from: PARITY®, 1359 Broadway, 2nd Floor, New York, New York 10018 Customer Support: (212) 849-5000 - ii - DETAILS OF THE BONDS The Bonds will be dated as of the date of delivery and will bear interest payable on February 1 and August 1 of each year, commencing August 1, 2019. Interest will be computed on the basis of a 360 -day year of twelve 30-day months. The Bonds will mature February 1 in the years and amounts* as follows: 2020 $170,000 2021 $185,000 2022 $190,000 2023 $190,000 2024 $195,000 * The City reserves the right, after proposals are opened and prior to award, to increase or reduce the principal amount of the Bonds or the amount of any maturity or maturities in multiples of $5,000. In the event the amount of any maturity is modified, the aggregate purchase price will be adjusted to result in the same gross spread per $1,000 of Bonds as that of the original proposal. Gross spread for this purpose is the differential between the price paid to the City for the new issue and the prices at which the proposal indicates the securities will be initially offered to the investing public. Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds. All term bonds shall be subject to mandatory sinking fund redemption at a price of par plus accrued interest to the date of redemption scheduled to conform to the maturity schedule set forth above. In order to designate term bonds, the proposal must specify “Years of Term Maturities” in the spaces provided on the proposal form. BOOK ENTRY SYSTEM The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made to the public. The Bonds will be issued in fully registered form and one Bond, representing the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of Cede & Co. as nominee of The Depository Trust Company (“DTC”), New York, New York, which will act as securities depository for the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants. Principal and interest are payable by the registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial owners. The lowest bidder (the “Purchaser”), as a condition of delivery of the Bonds, will be required to deposit the Bonds with DTC. REGISTRAR The City will name the registrar which shall be subject to applicable regulations of the Securities and Exchange Commission. The City will pay for the services of the registrar. OPTIONAL REDEMPTION The Bonds will not be subject to redemption in advance of their respective stated maturity dates. SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition, the City will pledge special assessment against benefited properties for repayment of a portion of the Bonds. The proceeds of the Bonds, along with available City funds, will be used to finance various street and related utility improvements within the City. - iii - BIDDING PARAMETERS Proposals shall be for not less than $920,700 plus accrued interest, if any, on the total principal amount of the Bonds. No proposal can be withdrawn or amended after the time set for receiving proposals on the Sale Date unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 1/100 or 1/8 of 1%. The initial price to the public for each maturity as stated on the proposal must be 98.0% or greater. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be accepted. ESTABLISHMENT OF ISSUE PRICE In order to provide the City with information necessary for compliance with Section 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations promulgated thereunder (collectively, the “Code”), the Purchaser will be required to assist the City in establishing the issue price of the Bonds and shall complete, execute, and deliver to the City prior to the closing date, a written certification in a form acceptable to the Purchaser, the City, and Bond Counsel (the “Issue Price Certificate”) containing the following for each maturity of the Bonds (and, if different interest rates apply within a maturity, to each separate CUSIP number within that maturity): (i) the interest rate; (ii) the reasonably expected initial offering price to the “public” (as said term is defined in Treasury Regulation Section 1.148 -1(f) (the “Regulation”)) or the sale price; and (iii) pricing wires or equivalent communications supporting such offering or sale price. Any action to be taken or documentation to be received by the City pursuant hereto may be taken or received on behalf of the City by Springsted. The City intends that the sale of the Bonds pursuant to this Terms of Proposal shall constitute a “competitive sale” as defined in the Regulation based on the following: (i) the City shall cause this Terms of Proposal to be disseminated to potential bidders in a manner that is reasonably designed to reach potential bidders; (ii) all bidders shall have an equal opportunity to submit a bid; (iii) the City reasonably expects that it will receive bids from at least three bidders that have established industry reputations for underwriting municipal bonds such as the Bonds; and (iv) the City anticipates awarding the sale of the Bonds to the bidder who provides a proposal with the lowest true interest cost, as set forth in this Terms of Proposal (See “AWARD” herein). Any bid submitted pursuant to this Terms of Proposal shall be considered a firm offer for the purchase of the Bonds, as specified in the proposal. The Purchaser shall constitute an “underwriter” as said term is defined in the Regulation. By submitting its proposal, the Purchaser confirms that it shall require any agreement among underwriters, a selling group agreement, or other agreement to which it is a party relating to the initial sale of the Bonds, to include provisions requiring compliance with the provisions of the Code and the Regulation regarding the initial sale of the Bonds. If all of the requirements of a “competitive sale” are not satisfied, the City shall advise the Purchaser of such fact prior to the time of award of the sale of the Bonds to the Purchaser. In such event, any proposal submitted will not be subject to cancellation or withdrawal. Within twenty-four (24) hours of the notice of award of the sale of the Bonds, the Purchaser shall advise the City and Springsted if 10% of any maturity of the Bonds (and, if different interest rates apply within a maturity, to each separate CUSIP number within that maturity) has been sold to the public and the price at which it was sold. The City will treat such sale price as the “issue price” for such maturity, applied on a maturity-by-maturity basis. The City will not require the Purchaser to comply with that portion of the Regulation commonly described as the “hold -the- offering-price” requirement for the remaining maturities, but the Purchaser may elect such option. If the Purchaser exercises such option, the City will apply the initial offering price to the public provided in the proposal as the issue price for such maturities. If the Purchaser does not exercise that option, it shal l thereafter promptly provide the City and Springsted the prices at which 10% of such maturities are sold to the public; provided such determination shall be made and the City and Springsted notified of such prices - iv - whether or not the closing date has occurred, until the 10% test has been satisfied as to each maturity of the Bonds or until all of the Bonds of a maturity have been sold. GOOD FAITH DEPOSIT To have its proposal considered for award, the Purchaser is required to submit a good faith deposit to the City in the amount of $9,300 (the “Deposit”) no later than 1:30 P.M., Central Time on the Sale Date. The Deposit may be delivered as described herein in the form of either (i) a certified or cashier’s check payable to the City; or (ii) a wire transfer. The Purchaser shall be solely responsible for the timely delivery of its Deposit whether by check or wire transfer. Neither the City nor Springsted have any liability for delays in the receipt of the Deposit. If the Deposit is not received by the specified time, the City may, at its sole discretion, reject the proposal of the lowest bidder, direct the second lowest bidder to submit a Deposit, and thereafter award the sale to such bidder. Certified or Cashier’s Check. A Deposit made by certified or cashier’s check will be considered timely delivered to the City if it is made payable to the City and delivered to Springsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101 by the time specified above. Wire Transfer. A Deposit made by wire will be considered timely delivered to the City upon submission of a federal wire reference number by the specified time. Wire transfer instructions will be available from Springsted following the receipt and tabulation of proposals. The successful bidder must send an e-mail including the following information: (i) the federal reference number and time released; (ii) the amount of the wire transfer; and (iii) the issue to which it applies. Once an award has been made, the Deposit received from the Purchaser will be retained by the City and no interest will accrue to the Purchaser. The amount of the Deposit will be deducted at settlement from the purchase price. In the event the Purchaser fails to comply with the accepted proposal, said amount will be retained by the City. AWARD The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true interest cost (TIC) basis calculated on the proposal prior to any adjustment made by the City. The City's computation of the interest rate of each proposal, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non-substantive informalities of any proposal or of matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals without cause, and (iii) reject any proposal that the City determines to have failed to comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION The City has not applied for or pre-approved a commitment for any policy of municipal bond insurance with respect to the Bonds. If the Bonds qualify for municipal bond insurance and a bidder desires to purchase a policy, such indication, the maturities to be insured, and the name of the desired insurer must be set forth on the bidder’s proposal. The City specifically reserves the right to reject any bid specifying municipal bond insurance, even though such bid may result in the lowest TIC to the City. All costs associated with the issuance and administration of such policy and associated ratings and expenses (other than any independent rating requested by the City) shall be paid by the successful bidder. Failure of the municipal bond insurer to issue the policy after the award of the Bonds shall not constitute cause for failure or refusal by the successful bidder to accept delivery of the Bonds. CUSIP NUMBERS If the Bonds qualify for the assignment of CUSIP numbers such numbers will be printed on the Bonds; however, neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the Purchaser to accept delivery of the Bonds. Springsted will - v - apply for CUSIP numbers pursuant to Rule G-34 implemented by the Municipal Securities Rulemaking Board. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the Purchaser. SETTLEMENT On or about September 6, 2018, the Bonds will be delivered without cost to the Purchaser through DTC in New York, New York. Delivery will be subject to receipt by the Purchaser of an approving legal opinion of Kennedy & Graven, Chartered of Minneapolis, Minnesota, and of customary closing papers, including a no-litigation certificate. On the date of settlement, payment for the Bonds shall be made in federal, or equivalent, funds that shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Unless compliance with the terms of payment for the Bonds has been made impossible by action of the City, or its agents, the Purchaser shall be liable to the City for any loss suffered by the City by reason of the Purchaser's non-compliance with said terms for payment. CONTINUING DISCLOSURE In accordance with SEC Rule 15c2-12(b)(5), the City will undertake, pursuant to the resolution awarding sale of the Bonds, to provide annual reports and notices of certain events. A description of this undertaking is set forth in the Official Statement. The Purchaser's obligation to purchase the Bonds will be conditioned upon receiving evidence of this undertaking at or prior to delivery of the Bonds. OFFICIAL STATEMENT The City has authorized the preparation of a Preliminary Official Statement containing pertinent information relative to the Bonds, and said Preliminary Official Statement has been deemed final by the City as of the date thereof within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Preliminary Official Statement or for any additional information prior to sale, any prospective purchaser is referred to the Municipal Advisor to the City, Springsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101, telephone (651) 223-3000. A Final Official Statement (as that term is defined in Rule 15c2-12) will be prepared, specifying the maturity dates, principal amounts, and interest rates of the Bonds, together with any other information required by law. By awarding the Bonds to the Purchaser, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the Purchaser up to 25 copies of the Final Official Statement. The City designates the Purchaser as its agent for purposes of distributing copies of the Final Official Statement to each syndicate member, if applicable. The Purchaser agrees that if its proposal is accepted by the City, (i) it shall accept designation and (ii) it shall enter into a contractual relationship with its syndicate members for purposes of assuring the receipt of the Final Official Statement by each such syndicate member. Dated July 2, 2018 BY ORDER OF THE CITY COUNCIL /s/ Erin Fasbender City Clerk ____________________________ * Preliminary; subject to change. - 1 - OFFICIAL STATEMENT $930,000* CITY OF ROSEMOUNT, MINNESOTA GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2018A (BOOK ENTRY ONLY) INTRODUCTORY STATEMENT This Official Statement contains certain information relating to the City of Rosemount, Minnesota (the “City”) and its issuance of $930,000* General Obligation Improvement Bonds, Series 2018A (the “Bonds”). The Bonds are general obligations of the City for which it pledges its full faith and credit and power to levy direct general ad valorem taxes. In addition, the City will pledge special assessments from benefited properties for repayment of a portion of the Bonds. Inquiries may be directed to Mr. Jeffrey A. May, Finance Director, City of Rosemount, 2875 145th Street West, Rosemount, Minnesota 55068-4997, by telephoning (651) 423-4411, or by e-mailing jeff.may@ci.rosemount.mn.us. Inquiries may also be made to Springsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101-2887, by telephoning (651) 223-3000, or by e-mailing bond_services@springsted.com. CONTINUING DISCLOSURE In order to assist the Underwriters in complying with SEC Rule 15c2-12 (the “Rule”), pursuant to the Awarding Resolution, the City has covenanted to comply with the continuing disclosure certificate (the “Certificate”) for the benefit of holders or beneficial owners of the Bonds to provide certain financial information and operating data relating to the City to the Municipal Securities Rulemaking Board annually, and to provide notices of the occurrence of certain events enumerated in the Rule to the Municipal Securities Rulemaking Board and to any state information depository. The specific nature of the Bonds, as well as the information to be contained in the annual report or the notices of material events, is set forth in the Certificate in substantially the forms attached hereto as Appendix II, subject to such modifications thereof or additions thereto as: (i) consistent with requirements under the Rule, (ii) required by the purchaser of the Bonds from the City, and (iii) acceptable to the Mayor and Clerk of the City. The City believes it has complied for the past five years in accordance with the terms of its previous continuing disclosure undertakings entered into pursuant to the Rule, except to the extent the following are deemed to be material. In reviewing its past disclosure practices, the City notes the following: • Prior continuing disclosure undertakings entered into by the City included language stating that the City’s audited financial statements would be filed “as soon as available.” Although not always filed “as soon as available,” the audited financial statements were filed within the required twelve (12) month timeframe as required in each undertaking. A failure by the City to comply with the Certificate 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 - 2 - 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 the date of delivery and will mature annually on February 1 as set forth on the front cover of this Official Statement. The Bonds are issued in book entry form. Interest on the Bonds is payable on February 1 and August 1 of each year, commencing August 1, 2019. Interest will be payable to the holder (initially Cede & Co.) registered on the books of the Registrar as of the fifteenth day of the calendar month next preceding such interest payment date. Interest will be computed on the basis of a 360 day year of twelve 30-day months. Principal of and interest on the Bonds will be paid as described in the section herein entitled “Book Entry System.” U.S. Bank National Association, Saint Paul, Minnesota will serve as Registrar for the Bonds, and the City will pay for registrar services. Redemption Provisions Optional Redemption The Bonds will not be subject to redemption 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 Bonds. The Bonds 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 the Bonds, each 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 and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants (“Direct Participants”) deposit with DTC. DTC also facilitates the post -trade settlement among Direct Participants of sales and other securities transactions in deposited securities through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation, and Fixed Income Clearing Corporation all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (“Indirect Participants”). The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. - 3 - Purchases of Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on DTC’s records. The ownership interest of each actual purchaser of each Bond (“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Bonds 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 Bonds, except in the event that use of the book-entry system for the Bonds is discontinued. To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Bonds 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 Bonds; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Bonds 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 Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to the Bond documents. For example, Beneficial Owners of the Bonds may wish to ascertain that the nominee holding the Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of the Bonds within a maturity are being redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the Bonds unless authorized by a Direct Participant in accordance with DTC’s MMI procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts the Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Redemption proceeds, distributions, and dividend payments on the Bonds will be made to Cede & Co. or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from the City or its agent on the payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the City or its agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as depository with respect to the Bonds at any time by giving reasonable notice to City or its agent. Under such circumstances, in the event that a successor depository is not obtained, certificates are required to be printed and delivered. - 4 - The City may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, certificates will be printed and delivered to DTC. The information in this section concerning DTC and DTC’s book-entry system has been obtained from sources that the City believes to be reliable, but the City takes no responsibility for the accuracy thereof. AUTHORITY AND PURPOSE The Bonds are being issued pursuant to Minnesota Statutes, Chapters 429 and 475. The proceeds of the Bonds, along with available City funds, will be used to finance various street and related utility improvements within the City. SOURCES AND USES OF FUNDS The composition of the Bonds is estimated to be as follows: Sources of Funds: Principal Amount $ 930,000 Available City Funds 191,300 Total Sources of Funds $1,121,300 Uses of Funds: Deposit to Project Fund $1,075,297 Costs of Issuance 36,703 Allowance for Discount Bidding 9,300 Total Uses of Funds $1,121,300 SECURITY AND FINANCING The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition, the City will pledge special assessments against benefited properties for repayment of a portion of the Bonds. Special assessments in the principal amount of approximately $914,937 are expected to be filed in the fall of 2018 for first collection in 2019. Assessments will be collected over a term of five years with equal annual collections. Interest on the unpaid balance will be charged at an interest rate estimated to be 4.58%. The City will also levy taxes for repayment of a portion of the Bonds, and will make its first levy in 2018 for collection in 2019. Each year’s collection of taxes and special assessments, if collected in full, will be sufficient to pay 105% of the interest payment due August 1 of the collection year and the principal and interest payment due February 1 of the following year. - 5 - FUTURE FINANCING The City does not anticipate issuing any additional long-term general obligation debt within the next 90 days. LITIGATION The City is not aware of any threatened or pending litigation affecting the validity of the Bonds or the City's ability to meet its financial obligations. LEGALITY The Bonds are subject to approval as to certain matters by Kennedy & Graven, Chartered, of 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. A legal opinion in substantially the form set out in Appendix I herein will be delivered at closing. TAX EXEMPTION At closing Kennedy & Graven, Chartered, of Minneapolis, Minnesota, Bond Counsel for the Bonds, 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 the Bonds is excluded from gross income for purposes of United States income tax and is excluded, to the same extent, from taxable net income of individuals, estates and trusts for Minnesota income purposes, and is not a preference item for purposes of computing the federal alternative minimum tax (although interest on the Bonds is included in adjusted current earnings in calculating corporate alternative minimum taxable income for taxable years that began prior to January 1, 2018) or the Minnesota alternative minimum tax imposed on individuals, trusts, and estates. Such interest is subject to Minnesota franchise taxes on corporations (including financial institutions) measured by income. No opinion will be expressed by Kennedy & Graven regarding other federal or state tax consequences caused by the receipt or accrual of interest on the Bonds or arising with respect to ownership of the Bonds. Preservation of the exclusion of interest on the Bonds from federal gross income and state gross and taxable net income, however, depends upon compliance by the City with all requirements of the Internal Revenue Code of 1986, as amended, (the “Code”) that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be (or continue to be) excluded from federal gross income and state gross and taxable net income. The City will covenant to comply with requirements necessary under the Code to establish and maintain the Bonds as tax-exempt under Section 103 thereof, including without limitation, requirements relating to temporary periods for investments and limitations on amounts invested at a yield greater than the yield on the Bonds. - 6 - OTHER FEDERAL AND STATE TAX CONSIDERATIONS Property and Casualty Insurance Companies Property and casualty insurance companies are required to reduce the amount of their loss reserve deduction by the applicable percentage of the amount of tax-exempt interest received or accrued during the taxable year on certain obligations, including interest on the Bonds. Foreign Insurance Companies Foreign companies carrying on an insurance business in the United States are subject to a tax on income which is effectively connected with their conduct of any trade or business in the United States, including “net investment income.” Net investment income includes tax-exempt interest such as interest on the Bonds. Branch Profits Tax A foreign corporation is subject to a branch profits tax imposed by Section 884 of the Code. 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 a certain percentage of the gross receipts of such S corporation is passive investment income. Financial Institutions Financial institutions are generally not entitled to a deduction for interest expenses allocable to the owners of tax-exempt obligations purchased after August 7, 1986. The City will designate the Bonds as qualified tax-exempt obligations pursuant to Section 265(b)(3) of the Code. General The preceding is not a comprehensive list of all federal or State 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. RATING Application for a rating of the Bonds has been made to S&P Global Ratings (“S&P”), 55 Water Street, New York, New York. If a rating is assigned, it will reflect only the opinion of S&P. Any explanation of the significance of the rating may be obtained only from S&P. - 7 - There is no assurance that a rating, if assigned, will continue for any given period of time, or that such rating will not be revised, suspended or withdrawn, if, in the judgment of S&P, circumstances so warrant. A revision, suspension or withdrawal of a rating may have an adverse effect on the market price of the Bonds. MUNICIPAL ADVISOR The City has retained Springsted Incorporated, Public Sector Advisors, of Saint Paul, Minnesota (“Springsted”), as municipal advisor in connection with certain aspects of the issuance of the Bonds. In preparing this Official Statement, Springsted has relied upon governmental officials, and other sources, who have access to relevant data to provide accurate information for this Official Statement, and Springsted has not been engaged, nor has it undertaken, to independently verify the accuracy of such information. Springsted is not a public accounting firm and has not been engaged by the City to compile, review, examine or audit any information in this Official Statement in accordance with accounting standards. Springsted is an independent advisory firm, registered as a municipal advisor, and is not engaged in the business of underwriting, trading or distributing municipal securities or other public securities. Springsted is under common ownership with Springsted Investment Advisors, Inc. (“SIA”), an investment adviser registered in the states where services are provided. SIA may provide investment advisory services to the City from time to time in connection with the investment of proceeds from the Bonds as well as advice with respect to portfolio management and investment policies for the City. SIA pays Springsted, as municipal advisor, a referral fee from the fees paid to SIA by the City. CERTIFICATION The City has authorized the distribution of the Preliminary Official Statement for use in connection with the initial sale of the Bonds and a Final Official Statement following award of the Bonds. The Purchaser will be furnished with a certificate signed by the appropriate officers of the City stating that the City examined each document and that, as of the respective date of each and the date of such certificate, each document did not and does not 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. (The Balance of This Page Has Been Intentionally Left Blank) - 8 - CITY PROPERTY VALUES Trend of Values(a) Assessment/ Assessor’s Market Value Adjusted Collection Estimated Sales Economic Homestead Taxable Taxable Net Year Market Value Ratio(b) Market Value(c) Exclusion Market Value Tax Capacity 2017/18 $2,720,264,800 93.2% $2,913,354,225 $ 87,518,579 $2,589,101,527 $28,927,918 2016/17 2,572,495,900 93.9 2,736,253,864 91,850,986 2,434,763,942 27,232,237 2015/16 2,423,948,700 94.3 2,567,517,958 97,122,568 2,287,080,004 25,468,924 2014/15 2,269,343,100 94.0 2,410,722,215 106,173,765 2,127,597,965 23,843,274 2013/14 2,092,544,000 91.3 2,284,831,130 115,891,793 1,948,614,357 22,216,867 (a) For a description of the Minnesota property tax system, see Appendix I II. (b) Sales Ratio Study for the year of assessment as posted by the Minnesota Department of Revenue, http://www.revenue.state.mn.us/propertytax/Pages/statistics-imv.aspx. (c) Economic market values for the year of assessment as posted by the Minnesota Department of Revenue, http://www.revenue.state.mn.us/propertytax/Pages/statistics-imv.aspx. Source: Dakota County, Minnesota, June 2018, except as otherwise noted. 2017/18 Adjusted Taxable Net Tax Capacity: $28,927,918* Real Estate: Residential Homestead $21,114,107 71.4% Commercial/Industrial, Railroad, and Public Utility 6,136,481 20.8 Residential Non-Homestead 648,226 2.2 Agricultural 562,441 1.9 Personal Property 1,098,545 3.7 2017/18 Net Tax Capacity $29,559,800 100.0% Less: Captured Tax Increment (932,688) Contribution to Fiscal Disparities (2,654,383) Plus: Distribution from Fiscal Disparities 2,955,189 2017/18 Adjusted Taxable Net Tax Capacity $28,927,918 * Excludes mobile home valuation of $28,249. - 9 - Ten of the Largest Taxpayers in the City 2017/18 Net Taxpayer Type of Property Tax Capacity Flint Hills Resources’ Pine Bend Refinery Oil refinery $3,155,981 Xcel Energy Utility 383,592 Northern Natural Gas Company Utility 191,798 146th Street Partners LP Commercial 185,504 Clarel Corporation Retail 184,898 Dakota Aggregates LLC Commercial 184,742 Rosemount Senior Living Associates I, LLC Apartments 136,188 MN Energy Resources Corp Utility 130,466 CF Industries, Inc. (Cenex) Fertilizer 129,086 Minnesota Pipeline Utility 117,699 Total $4,799,954* * Flint Hills Resources’ Pine Bend Refinery represents 10.9% of the City’s 2017/18 adjusted taxable net tax capacity. The remaining nine taxpayers represent 5.7% of the City’s 2017/18 adjusted taxable net tax capacity. CITY INDEBTEDNESS Legal Debt Limit and Debt Margin* Legal Debt Limit (3% of 2017/18 Estimated Market Value) $81,607,944 Less: Outstanding Debt Subject to Limit (1,660,000) Legal Debt Margin as of September 6, 2018 $79,947,944 * The legal debt margin is referred to statutorily as the “Net Debt Limit” and may be increased by debt ser vice funds and current revenues which are applicable to the payment of debt in the current fiscal year. NOTE: Certain types of debt are not subject to the legal debt limit. See Appendix III – Debt Limitations. - 10 - General Obligation Debt Supported Solely by Taxes(a) Est. Principal Date Original Final Outstanding of Issue Amount Purpose Maturity As of 9-6-18 12-1-10 $1,355,000 Public Facility Refunding 2-1-2022 $ 585,000(b) 11-19-15 1,345,000 Fire Station Refunding 2-1-2025 1,075,000 Total $1,660,000 (a) These issues are subject to the legal debt limit. (b) These bonds were issued by the Rosemount Port Authority and are being repaid from ad valorem taxes levied by the City. General Obligation Special Assessment Debt Est. Principal Date Original Final Outstanding of Issue Amount Purpose Maturity As of 9-6-18 10-1-13 $1,500,000 Local Improvements 2-1-2019 $ 310,000 10-16-14 1,820,000 Local Improvements 2-1-2025 810,000 8-17-17 1,055,000 Local Improvements 2-1-2023 1,055,000 9-6-18 930,000 Local Improvements (the Bonds) 2-1-2024 930,000 Total $3,105,000 General Obligation Tax Increment Debt* Est. Principal Date Original Final Outstanding of Issue Amount Purpose Maturity As of 9-6-18 4-10-08 $2,765,000 Taxable Tax Increment 2-1-2024 $1,725,000 11-19-15 3,335,000 Tax Increment Refunding 2-1-2032 3,325,000 Total $5,050,000 * These bonds were issued by the Rosemount Port Authority, but are secured by the general obligation pled ge of the City. General Obligation Utility Revenue Debt Est. Principal Date Original Final Outstanding of Issue Amount Purpose Maturity As of 9-6-18 10-16-14 $ 580,000 Water Revenue 2-1-2025 $ 420,000 11-19-15 1,525,000 Water Revenue 2-1-2026 1,255,000 Total $1,675,000 - 11 - Estimated Calendar Year Debt Service Payments Including the Bonds G.O. Debt Supported G.O. Special Solely by Taxes Assessment Debt Principal Principal Year Principal & Interest Principal & Interest(a) 2018 (at 9-6) (Paid) (Paid) (Paid) (Paid) 2019 $ 280,000 $ 324,733 $ 840,000 $ 898,924 2020 285,000 322,091 730,000 776,573 2021 295,000 323,609 420,000 454,090 2022 305,000 324,341 430,000 453,153 2023 160,000 172,250 440,000 451,775 2024 165,000 172,575 220,000 223,289 2025 170,000 172,550 25,000 25,300 Total $1,660,000 $1,812,149 $3,105,000 $3,283,104 G.O. G.O. Tax Increment Debt Utility Revenue Debt Principal Principal Year Principal & Interest Principal & Interest 2018 (at 9-6) (Paid) (Paid) (Paid) (Paid) 2019 $ 270,000 $ 445,963 $ 200,000 $ 239,495 2020 285,000 447,169 205,000 240,540 2021 300,000 446,963 210,000 240,893 2022 315,000 445,425 215,000 240,746 2023 330,000 443,063 220,000 240,275 2024 345,000 440,313 225,000 239,434 2025 365,000 445,975 230,000 238,231 2026 375,000 446,750 170,000 172,550 2027 385,000 448,188 2028 395,000 448,438 2029 405,000 447,931 2030 415,000 446,656 2031 425,000 444,575 2032 440,000 446,600 Total $5,050,000(b) $6,244,009 $1,675,000 $1,852,164 (a) Includes the Bonds at an assumed average annual interest rate of 2.28%. (b) 66.6% of this debt will be retired within ten years. - 12 - Overlapping Debt 2017/18 Debt Applicable to Adjusted Taxable Est. G.O. Debt Tax Capacity in City Taxing Unit(a) Net Tax Capacity As of 9-6-18(b) Percent Amount I.S.D. No. 196 (Rosemount- Apple Valley-Eagan) $ 188,500,085 $157,230,000 13.7% $21,540,510 I.S.D. No. 199 (Inver Grove Heights) 32,365,218 57,565,000 5.1 2,935,815 I.S.D. No. 200 (Hastings) 33,919,321 81,067,524 0.1 81,068 Metropolitan Council 3,972,802,150 8,360,000(c) 0.7 58,520 Total $24,615,913 (a) Only those units with outstanding general obligation debt are shown here. (b) Excludes general obligation tax and aid anticipation certificates and revenue-supported debt. (c) Excludes general obligation debt supported by wastewater revenues and housing rental paym ents. Includes certificates of participation. Debt Ratios* G.O. G.O. Direct & Direct Debt Overlapping Debt To 2017/18 Estimated Market Value ($2,720,264,800) 0.36% 1.27% Per Capita (24,344 – 2017 U.S. Census Estimate) $403 $1,414 * Excludes general obligation utility revenue debt. CITY TAX RATES, LEVIES AND COLLECTIONS Tax Capacity Rates for a Resident in City of Rosemount 2017/18 For 2013/14 2014/15 2015/16 2016/17 Total Debt Only Dakota County 31.827% 29.633% 28.570% 28.004% 26.580% - 0 - City of Rosemount 47.676 45.125 43.149 41.832 40.961 1.189% I.S.D. No. 196 (Rosemount-Apple Valley-Eagan)(a) 27.606 23.271 24.317 23.336 21.352 3.684 Special Districts(b) 5.538 5.033 5.063 4.907 4.307 0.164 Total 112.647% 103.062% 101.099% 98.079% 93.200% 5.037% (a) In addition, Independent School District No. 196 (Rosemount-Apple Valley-Eagan) has a 2017/18 market value tax rate of 0.26715% spread across the market value of property in support of an excess operating levy. (b) Special districts include Metropolitan Council, Metropolitan Transit, Metropolitan Mosquito Control, Dakota County Community Development Agency, Dakota County Light Rail, and Vermillion River Watershed District. NOTE: This table includes only net tax capacity-based rates. Certain other tax rates are based on market value. See Appendix III. - 13 - Tax Levies and Collections Collected During Collected and/or Abated Net Collection Year as of 5-31-18 Levy/Collect Levy* Amount Percent Amount Percent 2017/18 $10,638,566 (In Process of Collection) 2016/17 10,247,585 $10,222,750 99.8% $10,223,758 99.9% 2015/16 9,916,135 9,873,924 99.6 9,909,337 99.9 2014/15 9,654,902 9,621,259 99.7 9,653,467 99.9 2013/14 9,412,887 9,374,606 99.6 9,404,785 99.9 * 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. See Appendix III. FUNDS ON HAND As of May 31, 2018 General Fund $ 7,743,377 Special Revenue Funds 311,206 Port Authority Fund 1,411,681 Debt Service Funds 2,282,488 Capital Project Funds 11,850,364 Enterprise Funds 23,882,170 Arena Fund 450,126 Total Cash and Investments $47,931,412 INVESTMENTS The City has a formal investment policy. 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. - 14 - 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% of the market value of principal and accrued interest. The City attempts to diversify its investments according to type and maturity. The portfolio, as much as possible, contains both short-term and long-term investments. The long-term portion of the portfolio, meaning longer than five years, should not exceed 35% of the total funds in the portfolio. This is done to reduce overall market risk of rates changing. As of May 31, 2018, the City had a total of $43,695,089 invested funds as follows: Amount Invested Type of Security Length of Investment as of 5-31-18 Money Market Savings N/A $ 1,508,544 Certificates of Deposit Less than 12 months 7,891,450 Certificates of Deposit One to fifteen years 14,180,000 Government Asset Backed Securities Ten years or less 20,115,095 Total $43,695,089 GENERAL INFORMATION CONCERNING THE CITY The City, located in northern Dakota County, is a southern suburb of the Minneapolis/Saint Paul metropolitan area, and encompasses an area of approximately 35.3 square miles (22,560 acres). Population The City’s population trend is shown below. Percent Population Change 2017 U.S. Census Estimate 24,344 11.3% 2010 U.S. Census 21,874 49.6 2000 U.S. Census 14,619 69.6 1990 U.S. Census 8,622 69.6 1980 U.S. Census 5,083 -- Source: United States Census Bureau, http://www.census.gov/. - 15 - The City’s approximate population by age group for the past five years is as follows: Data Year/ Report Year 0-17 18-34 35-64 65 and Over 2017/18 6,696 5,254 10,269 2,666 2016/17 6,698 5,133 10,181 2,502 2015/16 N/A N/A N/A N/A 2014/15 6,645 4,873 10,116 2,240 2013/14 6,639 4,748 9,875 2,066 Sources: Environics Analytics, Claritas, Inc., and The Nielsen Company. Transportation U.S. Highway 52 runs north-south through the City. In addition, Minnesota Highways 3 and 55 and County Road 42 run through the City. Public transportation services are provided through the Minnesota Valley Transit Authority. The City is located approximately 18 miles from the Minneapolis/Saint Paul International Airport. County Road 46 runs along the southern border and is as traveled as County Road 42. Tax Base and Economy A major contributor to the City's tax base and economy is an industrial complex sited on 6,200 acres in the northeastern portion of the City near the Mississippi River. Firms located there include Flint Hills Resources’ Pine Bend Refinery (“Flint Hills”); CF Industries, Inc.; Hawkins Chemicals; Endres Processing Ltd.; SKB (industrial waste containment facility); and Spectro Alloys Corporation. 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 Flint Hills. Flint Hills is a leading producer of petroleum products in Minnesota converting 339,000 barrels of crude oil into gasoline each day. This company employs approximately 1,300 full-time workers. The University of Minnesota's Rosemount Research Center (the “University”) is located on a 7,500-acre tract of land of which approximately 3,200 acres are situated in the City. This facility is utilized by the University, other research agencies, and private firms for agricultural and other research projects. The University has completed the approval process to begin mining some of their land. - 16 - Major Employers Approximate Number Employer Product/Service of Employees Independent School District No. 196 (Rosemount-Apple Valley-Eagan) Public education 4,000(a) Flint Hills Resources’ Pine Bend Refinery Oil refinery 1,300 Wayne Transports General freight trucking 520 Intermediate School District No. 917 Education 495(a) Dakota County Technical College Education 373 Proto Labs Manufacturing 300 Spectro Alloys Corporation Aluminum alloys 162 Cub Food’s Grocery store 135 City of Rosemount Government 91(b) El Dorado Shipping Sack Manufacturing Inc. Multiwall bags 85 Endres Processing Ltd. Livestock feed 80 (a) Includes full-and part-time employees throughout Independent School District No. 196 (Rosemount -Apple Valley-Eagan) which includes the cities of Apple Valley and Eagan. (b) The City also employees 185 part-time and seasonal employees. Source: This does not purport to be a comprehensive list and is based on an June 2018 best efforts telephone survey of individual employers. Some employers do not respond to inquiries. Labor Force Data Annual Average May 2014 2015 2016 2017 2018 Labor Force: Dakota County 230,600 230,515 233,145 238,058 242,529 State of Minnesota 2,973,073 2,998,352 3,036,278 3,063,604 3,109,058 Unemployment Rate: Dakota County 3.8% 3.3% 3.4% 3.1% 2.2% State of Minnesota 4.2 3.7 3.9 3.5 2.5 Source: Minnesota Department of Employment and Economic Development, https://apps.deed.state.mn.us/lmi/laus. 2018 data are preliminary. - 17 - Retail Sales and Effective Buying Income (EBI) City of Rosemount Data Year/ Total Retail Total Median Report Year Sales ($000) EBI ($000) Household EBI 2017/18 $181,703 $787,347 $77,700 2016/17 136,945 757,873 75,049 2015/16 N/A N/A N/A 2014/15 136,258 677,628 70,189 2013/14 130,632 605,047 65,135 Dakota County Data Year/ Total Retail Total Median Report Year Sales ($000) EBI ($000) Household EBI 2017/18 $8,738,084 $13,674,102 $66,468 2016/17 8,677,352 13,496,246 66,244 2015/16 7,164,369 12,516,140 62,940 2014/15 7,887,872 11,518,560 59,260 2013/14 6,421,455 10,844,223 56,674 The 2017/18 Median Household EBI for the State of Minnesota was $56,669. The 2017/18 Median Household EBI for the United States was $50,620. Sources: Environics Analytics, Claritas, Inc., and The Nielsen Company. Permits Issued by the City New/Substantial New Single Commercial/Industrial Family Residential Public/Institutional All Permits Year Number Value Number Value Total Value* 2018 (to 5-31) 103 $21,792,523 7 $6,528,580 $32,612,566 2017 135 37,709,343 18 22,783,072 74,717,882 2016 136 38,723,900 36 32,534,654 82,205,631 2015 173 30,826,987 21 22,376,716 68,256,557 2014 180 36,843,535 23 29,065,856 75,168,593 2013 96 26,136,626 11 8,771,350 42,084,362 2012 72 21,174,849 12 10,162,400 38,598,718 2011 53 14,240,000 11 6,580,535 28,753,846 2010 80 18,197,011 10 4,439,292 32,177,918 2009 88 19,190,195 7 1,749,865 31,839,499 * In addition to building permits, the total value includes all other permits issued by the City (i.e. heating, lighting, plumbing, roof replacement, etc.). Source: The City. - 18 - Recent and Proposed Development In 2017, building permit levels were relatively consistent with 2016, both in terms of number of units and valuation. During the first five months of 2018, construction has been more robust. The number of permits for new dwelling units as of May 31, 2018 is 103 units. That count compares favorably to the 135 total units for 2017 and 136 total units for 2016. Construction in 2018 includes one apartment building in a seven-building complex, approved by the City in 2017, and a combination of townhomes and single-family homes, with the majority being single-family homes. From the residential side, the City has experienced more applications for development maintaining a supply of developed lots for future construction. There are presently 246 final platted lots and 46 platted townhomes with another 353 lots receiving preliminary plat approval. Those numbers do not include the remainder of the 2017 seven-building apartment complex project noted above. Additional subdivision applications are anticipated in late summer. These projects will primarily be located in the north central portion of the City. It is anticipated that another apartment building and a 42-unit affordable townhouse project will begin in 2018 with completion slated for 2019. Most recently, the University of Minnesota approved a purchase agreement with Newland Communities for 435 acres within the UMore Park area. The developer plans to conduct their due diligence and then begin to master plan the area, located south of County Road 42 and west of Dakota County Technical College. The City continues to work with OPUS regarding its 160 acres within UMore Park to attract new business into the community. The City has also proposed to several business park users for other lands within the UMore Park and Rosemount Business Park areas. Several of these sites ha ve been deemed shovel ready by the Minnesota Department of Employment and Economic Development or through a program initiated by Xcel Energy, the local power company. In 2017, approximately $74,717,882 of new valuation, and in the first 5 months of 2018, $32,612,566 of new valuation, was added in the community. Much of that value continues to come from residential development, through new construction and remodeling projects on existing units. Flint Hills, one of the largest employers in the community, continues to reinvest in its plant, while with other companies such as Proto Labs, Halvor Transportation, and Hawkins Chemicals expand their local presence. The local school district, Independent School District No. 196 (Rosemount-Apple Valley-Eagan), is also conducting significant site and building modifications at the Rosemount High School, Middle School, and Elementary schools. The following lists platted lots currently available for development. The majority of these lots are approved as attached housing parcels. Remaining Units Units as of Development/Developer Housing Approved 5-31-18 Bella Vista 2nd Addition/Lennar Single Family 28 5 Bella Vista 3rd Addition/Lennar Single Family 28 5 Bella Vista 4th Addition/Lennar Single Family 15 3 Bella Vista 5th Addition/Lennar Single Family 41 39 Dunmore/Paragon Home/ Distinctive Design Build Single Family 30 16 Dunmore 2nd Addition/Paragon Home/ Distinctive Design Build Single Family 25 25 GlenRose of Rosemount/Mark Elliot Homes Multi-Family 60 5 Greystone 4th Addition/Cal Atlantic Single Family 47 2 Greystone 5th Addition/Cal Atlantic Single Family 23 4 Greystone 6th Addition/Cal Atlantic Single Family 43 25 Greystone 7th Addition/Cal Atlantic/Lennar Single Family 46 46 Harmony 2nd Addition/CPDC Mixed 81 5 Harmony 5th Addition/Rottlund Mixed 65 10 - 19 - Remaining Units Units as of Development/Developer (continued) Housing Approved 5-31-18 Harmony 8th/9th Additions/Timeless Homes Multi-Family 14 14 Harmony Villas/Mark Elliot Homes Single Family 16 2 Harmony Villas 2nd Addition/ Mark Elliot Homes Single Family 26 26 Harmony Parkview/Timbercrest, LLC Single Family 22 18 Prestwick Place 8th Addition/ Brandl Anderson/Keyland Single Family 33 3 Prestwick Place 10th Addition/Lennar Single Family 26 1 Prestwick Place 11th Addition/US Home Corp. Single Family 34 1 Prestwick Place 12th Addition/KRB Dev. Single Family 31 5 Prestwick Place 13th Addition/ Anderson/Keyland/Charles Merritt Single Family 28 8 Prestwick Place 14th Addition/ Ryan/Keyland/Brandl Anderson Single Family 38 19 Prestwick Place 15th Addition/ Ryan/Keyland/Brandl Anderson Single Family 39 39 Rosewood Estates/Progress Land Single Family 55 1 Wilde Lake Estates/Friedges Single Family 14 6 Financial Institutions* Full service banking is provided by the First State Bank of Rosemount, which had deposits of $66,301,000 as of March 31, 2018. In addition, branches of Merchants Bank, National Association; TCF National Bank; and Vermillion State Bank are also located in the City. * This does not purport to be a comprehensive list. Source: Federal Deposit Insurance Corporation, https://www.fdic.gov/. Health Care Services The following is a summary of health care facilities located near the City: Facility Location No. of Beds Augustana HCC of Apple Valley City of Apple Valley 178 Nursing Home Augustana HCC of Hastings City of Hastings 80 Nursing Home Ebenezer Ridges Geriatric CC City of Burnsville 114 Nursing Home Fairview Ridges City of Burnsville 150 Hospital Beds 48 Infant Bassinets Northfield City Hospital City of Northfield 37 Hospital Beds 12 Infant Bassinets 40 Nursing Home Regina Senior Living City of Hastings 57 Nursing Home Regina Hospital City of Hastings 57 Hospital Beds 12 Infant Bassinets Southview Acres Health Care Center City of West Saint Paul 231 Nursing Home Trinity Care Center City of Farmington 52 Nursing Home Woodlyn Heights Healthcare Center City of Inver Grove Heights 79 Nursing Home Source: Minnesota Department of Health, http://www.health.state.mn.us/. - 20 - Education Public Education The following districts serve the residents of the City: 2017/18 District Grades Enrollment ISD No. 196 (Rosemount-Apple Valley-Eagan) K-12 28,802 ISD No. 199 (Inver Grove Heights) K-12 3,688 ISD No. 200 (Hastings) K-12 4,416 The major portion of the City is part of Independent School District No. 196 (Rosemount-Apple Valley- Eagan) (the “District”), headquartered in the City. The District is one of the largest employers in the City with approximately 4,000 full-time and part-time employees District-wide. The physical plant of the District consists of 18 elementary schools, six middle schools, four senior high schools, and three special education schools. Of these schools, two elementary schools, one junior high school, and one senior high are located in the City. Non-Public Education City residents are also served by the following private schools: 2017/18 School Grades Enrollment First Baptist K-12 198 St. Joseph’s Catholic K-8 189 Christian Heritage Academy K-8 124 Post-Secondary Education The Dakota County Technical College (the “Technical College”) is located in the City. The Technical College, located on a 96-acre site, opened in 1973 and has a total enrollment of over 2,200 students. In addition, the Technical College offers an extensive adult education program. GOVERNMENTAL ORGANIZATION AND SERVICES Organization The City 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 elected to overlapping four-year terms of office. The following individuals comprise the current City Council: Expiration of Term William Droste Mayor December 31, 2018 Mark DeBettignies Councilmember December 31, 2018 Heidi Freske Councilmember December 31, 2020 Shaun Nelson Councilmember December 31, 2018 Jeff Weisensel Councilmember December 31, 2020 - 21 - The City's chief administrative officer is the City Administrator, who is appointed by and serves at the discretion of the City Council. Mr. Logan Martin was appointed to the position of City Administrator in January 2017. Previously, Mr. Martin served as the City Administrator of the City of Bayport, Minnesota since 2013. 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 1991. Mr. May also serves as the City Treasurer. Ms. Erin Fasbender serves as the City Clerk. Growth and development of the City is guided by its Comprehensive Land Use Plan, which is currently being updated with final approval scheduled to occur by the end of 2018. The Comprehensive Plan update, which covers years 2020-2040, outlines the long-range land use plan and development policies of the community, and is designed to encourage and promote orderly development and growth, perpetuating a sound and steady growth in the City tax base. The City has 91 regular full-time and 185 seasonal full- and part-time employees. Services Police protection for the City is provided by 25 sworn full-time officers, and three other police personnel. Fire protection is provided by 47 trained volunteers. The City has class 4, 5, and 10 insurance ratings, depending on the availability of hydrants and location in relation to a fire station. 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 eight wells with four water towers having a total storage capacity of 3,500,000 gallons. The maximum pumping capacity is 12,384,000 gallons per day with an average demand of 2,520,849 gallons pumped daily in 2017. 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 City finances the construction and long-term maintenance of its storm water core facilities through the operation of a storm water utility. Each property in the City pays a quarterly “stormwater user fee” and an initial connection charge to support the program. Interceptor sewer lines and wastewater treatment plants in the seven -county metropolitan area, of which the City is a part, are under the jurisdiction of the Metropolitan Council Environmental Services (“MCES”). MCES finances its operations through user charges based on usage. The City is responsible for the construction and maintenance of sewer laterals. - 22 - Labor Contracts The status of labor contracts in the City is as follows: Expiration Date Bargaining Unit No. of Employees of Current Contract AFSCME 30 December 31, 2019 Teamsters 18 December 31, 2019 LELS – Supervisory 6 December 31, 2019 LELS – Patrol Officers 18 December 31, 2019 Subtotal 72 Non-unionized employees 19 Total employees 91* * Includes part-time AFSCME Employees. Employee Pensions All full-time employees and certain part-time employees of the City are covered by defined benefit pension plans administered by the Public Employees Retirement Association of Minnesota (PERA). PERA administers the General Employees Retirement Fund (GERF) and the Public Employees Police and Fire Fund (PEPFF),which are cost-sharing multiple-employer retirement plans. GERF members belong to either the Coordinated Plan or the Basic Plan. Coordinated members are covered by Social Security and Basic members are not. All new members must participate in the Coordinated Plan. All police officers, fi re fighters and peace officers who qualify for membership by statute are covered by PEPFF. The City’s contributions to GERF and PEPFF are equal to the contractually required contributions for each year as set by State Statute, and are as follows for the past five years: GERF PEPFF 2017 $331,224 $356,264 2016 308,184 326,037 2015 292,241 321,538 2014 264,550 303,908 2013 259,654 275,788 City Firefighter’s Association Volunteer firefighters of the City are eligible for pension benefits through membership in the Rosemount Fire Department Relief Association Pension Plan organized under Minnesota Statutes, Chapter 69, and administered by the Rosemount Fire Department Relief Association (the “Association”). The Association provides a lump-sum benefit to its members upon retirement, total disability, or death. State aids, investment earnings and City contributions fund the plan. The contribution requirements are established and may be amended by the Minnesota State Legislature. The Association is comprised of volunteers therefore, there are no covered payroll amounts or member contributions required. Individuals with at least 20 years of service who have reached age 50 are entitled to a lump-sum payment of $7,300 per year of service, plus a Supplemental Benefit of 10% of the regular lump sum distributions but not more than $1,000. In the event an otherwise qualified member has less than 20 years of service, the member is eligible for a pension payment of 60% after 10 years of service, increasing 4% for each year of service after 10 years to a maximum of 100%. Members retiring before 50 years of age do not receive distributions until age 50, but interest at 5% per year is added to their retirement benefit until paid. - 23 - The annual pension cost for the Association Pension Plan for the past five years are as follows: State of Minnesota City Contribution Contribution 2017 $140,267 $ 30,000 2016 140,901 30,000 2015 135,196 109,100 2014 125,594 171,000 2013 125,632 171,000 For more information regarding the liability of the City with respect to its employees, please reference “Note V, Other Information – A. Employees’ Retirement System”, of the City’s Comprehensive Annual Financial Report for fiscal year ended December 31, 2017, included as Appendix IV of this Official Statement. GASB 68 The Government Accounting Standards Board (GASB) has issued Statement No. 68, Accounting and Financial Reporting for Pensions (GASB 68) and related GASB Statement No. 71, Pension Transition for Contributions Made Subsequent to the Measurement Date-an amendment to GASB 68, which revised existing standards for measuring and reporting pension liabilities for pension plans provided to City employees and require recognition of a liability equal to the City’s proportionate share of net pension liability, which is measured as the total pension liability less the amount of the pension plan's fiduciary net position. The City’s proportionate shares of the pension costs and the City’s net pension liability for GERF and PEPFF for the past two years are as follows: GERF PEPFF Proportionate Net Proportionate Net Share of Pension Share of Pension Pension Costs Liability Pension Costs Liability 2017 0.0651% $4,155,941 0.2050% $2,767,744 2016 0.0653 5,302,014 0.2060 8,267,138 2015 0.0645 3,342,725 0.2130 2,420,178 For more information regarding GASB 68 with respect to the City, please reference “Note V, Other Information – A. Employees’ Retirement System”, of the City’s Comprehensive Annual Financial Report for fiscal year ended December 31, 2017, included as Appendix IV of this Official Statement. Additional and detailed information about GERF’s net position is available in a separately-issued PERA financial report, which may be obtained at www.mnpera.org; by writing to PERA at 60 Empire Drive #200, Saint Paul, Minnesota, 55103-2088; or by calling 1-800-652-9026. 2018 Omnibus Retirement Bill On Thursday, May 31, 2018, Minnesota Governor Mark Dayton signed into law the 2018 Omnibus Retirement Bill, which includes sustainability measures for all four of the St ate’s public pension systems, including PERA. The City anticipates this legislation will have some level of positive impact on the proportionate share of pension costs and net pension liability for GERF for the fiscal year ending December 31, 2018 and thereafter. Sources: City’s Comprehensive Annual Financial Reports. - 24 - Other Post-Employment Benefits The Governmental Accounting Standards Board (GASB) has issued Statement No. 45, Accounting and Financial Reporting by Employers for Post-Employment Benefits Other Than Pensions (GASB 45), which addresses how state and local governments must account for and report their obligations related to post employment healthcare and other non-pension benefits (referred to as Other Post-Employment Benefits or “OPEB”). The City does not fund health insurance for retired City employees. All former employees who were eligible to participate in the City’s health insurance program while employed with the City ar e allowed to continue their coverage after employment has ended through COBRA. However, this coverage is to be paid in full at the former employee’s expense. The only cost to the City comes from the implicit rate subsidy. Under GASB 45 such costs must be accounted for on an annual basis, however; management has determined that any liability related to postemployment benefits is immaterial and is not reported in the City’s Comprehensive Annual Financial Report. GASB 75 In June 2015, the Government Accounting Standards Board approved Statement No. 75, Accounting and Financial Reporting for Postemployment Benefits Other Than Pensions (GASB 75), establishing new accounting and financial reporting requirements for government employer OPEB plans. GASB 75 will replace GASB 45 and will take effect for the City for the fiscal year ending December 31, 2018. The City anticipates some level of impact on its financial statements for the fiscal year ending December 31, 2018. Sources: City’s Comprehensive Annual Financial Reports. (The Balance of This Page Has Been Intentionally Left Blank) - 25 - General Fund Budget Summary 2017 2017 2018 Budget Actual Proposed Revenues: General Property Taxes $ 9,704,000 $ 9,750,637 $ 9,782,200 Licenses and Permits 695,900 741,243 729,200 Intergovernmental 354,600 417,036 747,800 Charges for Services 1,337,900 1,369,766 1,309,100 Fines and Forfeits 120,000 101,327 115,000 Recreational Fees 0 0 236,500 Special Assessments 0 345 0 Miscellaneous Revenues 213,699 289,591 163,100 Transfers In 3,500 3,721 3,500 Total Revenues $12,429,599 $12,673,666 $13,086,400 Expenditures: General Government $ 2,893,400 $ 2,769,565 $ 3,168,100 Public Safety 4,319,933 4,307,808 4,603,200 Public Works 3,591,300 3,356,903 3,783,500 Parks and Recreation 1,494,966 1,546,723 1,531,600 Capital Outlay 0 68,105 0 Transfers Out 130,000 147,914 0 Total Expenditures $12,429,599 $12,197,018 $13,086,400 Excess of Revenues Over (Under) Expenditures $ 476,648 Fund Balance January 1 $ 9,888,534 Fund Balance December 31 $10,365,182 Sources: City’s Comprehensive Annual Financial Reports and the 2018 Budget. Major General Fund Revenue Sources Revenue 2013 2014 2015 2016 2017 General Property Taxes $8,865,223 $9,060,134 $9,182,500 $9,397,523 $9,750,637 Charges for Services 1,021,977 1,253,601 1,282,351 1,356,109 1,369,766 Licenses and Permits 522,131 730,765 694,765 792,557 741,243 Intergovernmental 318,986 342,158 459,069 596,817 417,036 Miscellaneous Revenue 88,335 100,972 121,234 158,387 289,591 Fines and Forfeits 106,617 116,384 114,580 108,561 101,327 Sources: City’s Comprehensive Annual Financial Reports. APPENDIX I ____________________________ * Preliminary; subject to change. I-1 PROPOSED FORM OF LEGAL OPINION $930,000 General Obligation Improvement Bonds, Series 2018A City of Rosemount Dakota County, Minnesota We have acted as bond counsel to the City of Rosemount, Dakota County, Minnesota (the “Issuer”) in connection with the issuance by the Issuer of its General Obligation Improvement Bonds, Series 2018A (the “Bonds”), originally dated the date hereof and issued in the original aggregate principal amount of $930,000. In such capacity and for the purpose of rendering this opinion we have examined certified copies of certain proceedings, certifications and other documents, and applicable laws as we have deemed necessary. Regarding questions of fact material to this opinion, we have relied on certified proceedings and other certifications of public officials and other documents furnished to us without undertaking to verify the same by independent investigation. Under existing laws, regulations, rulings and decisions in effect on the date hereof, and based on the foregoing we are of the opinion that: 1. The Bonds have been duly authorized and executed, and are valid and binding general obligations of the Issuer, enforceable against the issuer in accordance with their terms. 2. The principal of and interest on the Bonds are payable from special assessments levied or to be levied on property specially benefited by local improvements and ad valorem taxes, and if necessary for the payment thereof additional ad valorem taxes are required by law to be levied on all taxable property of the Issuer, which taxes are not subject to any limitation as to rate or amount. 3. Interest on the Bonds is excludable from gross income of the recipient for federal income tax purposes and, to the same extent, is excludable from taxable net income of individuals, trusts, and estates for Minnesota income tax purposes, and is not a preference item for purposes of the computation of the federal alternative minimum tax (although interest on the Bonds is included in adjusted current earnings in calculating corporate alternative minimum taxable income for taxable years that began prior to January 1, 2018), or the computation of the Minnesota alternative minimum tax imposed on individuals, trusts and estates. However, such interest is subject to Minnesota franchise taxes on corporations (including financial institutions) measured by income and the alternative minimum tax base. The opinion set forth in this paragraph is subject to the condition that the Issuer comply with all requirements of the Internal Revenue Code of 1986, as amended, that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to be, excludable from gross income for federal income tax purposes and from taxable net income for Minnesota income tax purposes. The Issuer has covenanted to comply with all such requirements. Failure to comply with certain of such requirements may cause interest on the Bonds to be included in gross income for federal income tax purposes and taxable net income for Minnesota income tax purposes retroactively to the date of issuance of the Bonds. We express no opinion regarding tax consequences arising with respect to the Bonds other than as expressly set forth herein. I-2 4. The rights of the owners of the Bonds and the enforceability of the Bonds may be limited by bankruptcy, insolvency, reorganization, moratorium, and other similar laws affecting creditor’s rights generally and by equitable principles, whether considered at law or in equity. We have not been asked and have not undertaken to review the accuracy, completeness or sufficiency of the Official Statement or other offering material relating to the Bonds, and accordingly we express no opinion with respect thereto. This opinion is given as of the date hereof and we assume no obligation to update, revise, or supplement this opinion to reflect any facts or circumstances that may hereafter come to our attention or any changes in law that may hereafter occur. Dated ____________, 2018 at Minneapolis, Minnesota APPENDIX II ____________________________ * Preliminary; subject to change. II-1 CONTINUING DISCLOSURE CERTIFICATE $930,000 City of Rosemount, Minnesota General Obligation Improvement Bonds Series 2018A _____________, 2018 This Continuing Disclosure Certificate (the “Disclosure Certificate”) is executed and delivered by the City of Rosemount, Minnesota (the “Issuer”) in connection with the issuance of its General Obligation Improvement Bonds, Series 2018A (the “Bonds”) in the original aggregate principal amount of $930,000. The Bonds are being issued pursuant to resolutions adopted by the City Council of the Issuer (the “Resolutions”). The Bonds are being delivered to _________________ (the “Purchaser”) on the date hereof. Pursuant to the Resolutions, the Issuer has covenanted and agreed to provide continuing disclosure of certain financial information and operating data and timely notices of the occurrence of certain events. The Issuer hereby covenants and agrees as follows: Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Issuer for the benefit of the Holders (as defined herein) of the Bonds in order to provide for the public availability of such information and assist the Participating Underwriter(s) (as defined herein) in complying with the Rule (as defined herein). This Disclosure Certificate, together with the Resolutions, constitutes the written agreement or contract for the benefit of the Holders of the Bonds that is required by the Rule. Section 2. Definitions. In addition to the defined terms set forth in the Resolutions, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: “Annual Report” means any annual report provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. “Audited Financial Statements” means annual financial statements of the Issuer, prepared in accordance with GAAP as prescribed by GASB. “Bonds” means the General Obligation Improvement Bonds, Series 2018A, issued by the Issuer in the original aggregate principal amount of $930,000. “Disclosure Certificate” means this Continuing Disclosure Certificate. “EMMA” means the Electronic Municipal Market Access system operated by the MSRB and designated as a nationally recognized municipal securities information repository and the exclusive portal for complying with the continuing disclosure requirements of the Rule. “Final Official Statement” means the deemed final Official Statement, dated ________________, 2018 which constitutes the final official statement delivered in connection with the Bonds, which is available from the MSRB. “Fiscal Year” means the fiscal year of the Issuer. II-2 “GAAP” means generally accepted accounting principles for governmental units as prescribed by GASB. “GASB” means the Governmental Accounting Standards Board. “Holder” means the person in whose name a Bond is registered or a beneficial owner of such a Bond. “Issuer” means the City of Rosemount, Minnesota, which is the obligated person with respect to the Bonds. “Material Event” means any of the events listed in Section 5(a) of this Disclosure Certificate. “MSRB” means the Municipal Securities Rulemaking Board located at 1300 I Street NW, Suite 1000, Washington, DC 20005. “Participating Underwriter” means any of the original underwriter(s) of the Bonds (including the Purchaser) required to comply with the Rule in connection with the offering of the Bonds. “Purchaser” means ______________, in __________, ____________. “Repository” means EMMA, or any successor thereto designated by the SEC. “Rule” means SEC Rule 15c2-12(b)(5) promulgated by the SEC under the Securities Exchange Act of 1934, as the same may be amended from time to time, and including written interpretations thereof by the SEC. “SEC” means Securities and Exchange Commission, and any successor thereto. Section 3. Provision of Annual Financial Information and Audited Financial Statements. (a) The Issuer shall provide to the Repository not later than 12 months after the end of the Fiscal Year commencing with the year that ends December 31, 2018, an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Certificate. The Annual Report may be submitted as a single document or as separate documents comprising a package, and may cross-reference other information as provided in Section 4 of this Disclosure Certificate; provided that the Audited Financial Statements of the Issuer may be submitted separately from the balance of the Annual Report. (b) If the Issuer is unable or fails to provide to the Repository an Annual Report by the date required in subsection (a), the Issuer shall send a notice of that fact to the Repository and the MSRB. (c) The Issuer shall determine each year prior to the date for providing the Annual Report the name and address of each Repository. Section 4. Content of Annual Reports. The Issuer’s Annual Report shall contain or incorporate by reference the following sections of the Final Official Statement: 1. City Property Values 2. City Indebtedness 3. City Tax Rates, Levies and Collections In addition to the items listed above, the Annual Report shall include Audited Financial Statements submitted in accordance with Section 3 of this Disclosure Certificate. II-3 Any or all of the items listed above may be incorporated by reference from other documents, including official statements of debt issues of the Issuer or related public entities, which have been submitted to the Repository or the SEC. If the document incorporated by reference is a final official statement, it must also be available from the MSRB. The Issuer shall clearly identify each such other document so incorporated by reference. Section 5. Reporting of Material Events. (a) This Section 5 shall govern the giving of notice of the occurrence of any of the following events (“Material Events”) with respect to the Bonds: 1. Principal and interest payment delinquencies; 2. Non-payment related defaults, if material; 3. Unscheduled draws on debt service reserves reflecting financial difficulties; 4. Unscheduled draws on credit enhancements reflecting financial difficulties; 5. Substitution of credit or liquidity providers, or their failure to perform; 6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701–TEB), or other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax status of the security; 7. Modifications to rights of security holders, if material; 8. Bond calls, if material, and tender offers; 9. Defeasances; 10. Release, substitution, or sale of property securing repayment of the securities, if material; 11. Rating changes; 12. Bankruptcy, insolvency, receivership or similar event of the obligated person; 13. The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; and 14. Appointment of a successor or additional trustee or the change of name of a trustee, if material. (b) The Issuer shall file a notice of such occurrence with the Repository or with the MSRB within 10 business days of the occurrence of the Material Event. (c) Unless otherwise required by law and subject to technical and economic feasibility, the Issuer shall employ such methods of information transmission as shall be requested or recommended by the designated recipients of the Issuer’s information. II-4 Section 6. EMMA. The SEC has designated EMMA as a nationally recognized municipal securities information repository and the exclusive portal for complying with the continuing disclosure requirements of the Rule. Until the EMMA system is amended or altered by the MSRB and the SEC, the Issuer shall make all filings required under this Disclosure Certificate solely with EMMA. Section 7. Termination of Reporting Obligation. The Issuer’s obligations under the Resolutions and this Disclosure Certificate shall terminate upon the redemption in full of all Bonds or payment in full of all Bonds. Section 8. Agent. The Issuer may, from time to time, appoint or engage a dissemination agent to assist it in carrying out its obligations under the Resolutions and this Disclosure Certificate, and may discharge any such agent, with or without appointing a successor dissemination agent. Section 9. Amendment; Waiver. Notwithstanding any other provision of the Resolutions or this Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, if such amendment or waiver is supported by an opinion of nationally recognized bond counsel to the effect that such amendment or waiver would not, in and of itself, cause a violation of the Rule. The provisions of the Resolutions requiring continuing disclosure pursuant to the Rule and this Disclosure Certificate, or any provision hereof, shall be null and void in the event that the Issuer delivers to the Repository an opinion of nationally recognized bond counsel to the effect that those portions of the Rule which impose the continuing disclosure requirements of the Resolutions and the execution and delivery of this Disclosure Certificate are invalid, have been repealed retroactively or otherwise do not apply to the Bonds. The provisions of the Resolutions requiring continuing disclosure pursuant to the Rule and this Disclosure Certificate may be amended without the consent of the Holders of the Bonds, but only upon the delivery by the Issuer to the Repository of the proposed amendment and an opinion of nationally recognized bond counsel to the effect that such amendment, and giving effect thereto, will not adversely affect the compliance with the Rule. Section 10. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Material Event, in addition to that which is required by this Disclosure Certificate. If the Issuer chooses to include any information in any Annual Report or notice of occurrence of a Material Event in addition to that which is specifically required by this Disclosure Certificate, the Issuer shall have no obligation under this Disclosure Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Material Event. Section 11. Default. In the event of a failure of the Issuer to comply with any provision of this Disclosure Certificate any Holder of the Bonds may take such actions as may be necessary and appropriate, including seeking mandamus or specific performance by court order, to cause the Issuer to comply with its obligations under the Resolutions and this Disclosure Certificate. A default under this Disclosure Certificate shall not be deemed an event of default with respect to the Bonds and the sole remedy under this Disclosure Certificate in the event of any failure of the Issuer to comply with this Disclosure Certificate shall be an action to compel performance. Section 12. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the Issuer, the Participating Underwriters, and the Holders from time to time of the Bonds, and shall create no rights in any other person or entity. II-5 IN WITNESS WHEREOF, we have executed this Disclosure Certificate in our official capacities effective as of the date and year first written above. CITY OF ROSEMOUNT, MINNESOTA Mayor City Clerk APPENDIX III III-1 SUMMARY OF TAX LEVIES, PAYMENT PROVISIONS, AND MINNESOTA REAL PROPERTY VALUATION Following is a summary of certain statutory provisions relative to tax levy procedures, tax payment and credit procedures, and the mechanics of real property valuation. The summary does not purport to be inclusive of all such provisions or of the specific provisions discussed, and is qualified by reference to the complete text of applicable statutes, rules and regulations of the State of Minnesota. Property Valuations (Chapter 273, Minnesota Statutes) Assessor's Estimated Market Value. Each parcel of real property subject to taxation must, by statute, be appraised at least once every five years as of January 2 of the year of appraisal. With certain exceptions, all property is valued at its market value, which is the value the assessor determines to be the price the property to be fairly worth, and which is referred to as the “Estimated Market Value.” The 2013 Minnesota Legislature established the Estimated Market Value as the value used to calculate a municipality’s legal debt limit. Economic Market Value. The Economic Market Value is the value of locally assessed real property (Assessor’s Estimated Market Value) divided by the sales ratio as provided by the State of Minnesota Department of Revenue plus the estimated market value of personal property, utilities, railroad, and minerals. Taxable Market Value. The Taxable Market Value is the value that Net Tax Capacity is based on, after all reductions, limitations, exemptions and deferrals. Net Tax Capacity. The Net Tax Capacity is the value upon which net taxes are levied, extended and collected. The Net Tax Capacity is computed by applying the class rate percentages specific to each type of property classification against the Taxable Market Value. Class rate percentages vary depending on the type of property as shown on the last page of this Appendix. The formulas and class rates for converting Taxable Market Value to Net Tax Capacity represent a basic element of the State's property tax relief system and are subject to annual revisions by the State Legislature. Property taxes are the sum of the amounts determined by (i) multiplying the Net Tax Capacity by the tax capacity rate, and (ii) multiplying the referendum market value by the market value rate. Market Value Homestead Exclusion. In 2011, the Market Value Homestead Exclusion Program (MVHE) was implemented to offset the elimination of the Market Value Homestead Credit Program that provided relief to certain homesteads. The MVHE reduces the taxable market value of a homestead with an Assessor’s Estimated Market Value up to $413,800 in an attempt to result in a property tax similar to the effective property tax prior to the elimination of the homestead credit. The MVHE applies to property classified as Class 1a or 1b and Class 2a, and causes a decrease in the City’s aggregate Taxable Market Value, even if the Assessor’s Estimated Market Value on the same properties did not decline. 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. III-2 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 on homestead property of 2% until May 31 and increased to 4% on June 1. The penalty on nonhomestead property is assessed at a rate of 4% until May 31 and increased to 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, a penalty of 2% on homestead property and 4% on nonhomestead property is assessed. The penalty for homestead property increases to 6% on November 1 and again to 8% on December 1. The penalty for nonhomestead property increases to 8% on November 1 and again to 12% on December 1. Personal property taxes remaining unpaid on May 16 are deemed to be delinquent and a penalty of 8% attaches to the unpaid tax. However, personal property that is owned by a tax-exempt entity, but is treated as taxable by virtue of a lease agreement, is subj ect 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 county auditor 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 three years (3) to redeem the property. After expiration of the redemption period, unredeemed properties are declared tax forfeit with title held in t rust 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 homestead credit refund and the renter’s property tax refund, which relate property taxes to income and provide relief on a sliding income scale; and targeted tax relief, which is aimed primarily at easing the effect of significant tax increases. The homestead credit refund, the renter’s property tax refund, and targeted credits are reimbursed to the taxpayer upon application by the taxpayer. Property tax levy reduction aid includes educational aids, local governmental aid, equalization aid, county program aid and disparity reduction aid. Debt Limitations All Minnesota municipalities (counties, cities, towns and school districts) are subject to statutory “net debt” limitations under the provisions of Minnesota Statutes, Section 475.53. Net debt is defined as the amount remaining after deducting from gross debt the amount of current revenues that are applicable within the current fiscal year to the payment of any debt and the aggregate of the principal of the following: 1. Obligations issued for improvements which are payable wholly or partly from the proceeds of special assessments levied upon property specially benefited thereby, including those which are general obligations of the municipality issuing them, if the municipality is entitled to reimbursement in whole or in part from the proceeds of the special assessments. III-3 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 of any combination thereof or for any other public convenience from which a revenue is or may be derived. 6. Debt service loans and capital loans made to a school district under the provisions of Minnesota Statutes, Sections 126C.68 and 126C.69. 7. Amount of all money and the face value of all securities held as a debt service fund for the extinguishment of obligations other than those deductible under this subdivision. 8. Obligations to repay loans made under Minnesota Statutes, Section 216C.37. 9. Obligations to repay loans made from money received from litigation or settlement of alleged violations of federal petroleum pricing regulations. 10. Obligations issued to pay pension fund or other postemployment benefit liabilities under Minnesota Statutes, Section 475.52, subdivision 6, or any charter authority. 11. Obligations issued to pay judgments against the municipality under Minnesota Statutes, Section 475.52, subdivision 6, or any charter authority. 12. All other obligations which under the provisions of law authorizing their issuance are not to be included in computing the net debt of the municipality. Levies for General Obligation Debt (Sections 475.61 and 475.74, Minnesota Statutes) Any municipality that issues general obligation debt must, at the time of issuance, certify levies to the county auditor of the county(ies) within which the municipality is situated. Such levies shall be in an amount that if collected in full will, together with estimates of other revenues pledged for payment of the obligations, produce at least five percent in excess of the amount needed to pay principal and interest when due. Notwithstanding any other limitations upon the ability of a taxing unit to levy taxes, its ability to levy taxes for a deficiency in prior levies for payment of general obligation indebtedness is without limitation as to rate or amount. Metropolitan Revenue Distribution (Chapter 473F, Minnesota Statutes) “Fiscal Disparities Law” The Charles R. Weaver Metropolitan Revenue Distribution Act, more commonly known as “Fiscal Disparities,” was first implemented for taxes payable in 1975. Forty percent of the increase in commercial- industrial (including public utility and railroad) net tax capacity valuation since 1971 in each assessment district in the Minneapolis/Saint Paul seven-county metropolitan area (Anoka, Carver, Dakota, excluding the City of Northfield, Hennepin, Ramsey, Scott, excluding the City of New Prague, and Washington Counties) is contributed to an area-wide tax base. A distribution index, based on the factors of population and real property market value per capita, is employed in determining what proportion of the net tax capacity value in the area-wide tax base shall be distributed back to each assessment district. III-4 STATUTORY FORMULAE: CONVERSION OF TAXABLE MARKET VALUE (TMV) TO NET TAX CAPACITY FOR MAJOR PROPERTY CLASSIFICATIONS Local Tax Payable Local Tax Payable Property Type 2014 2015-2018 Residential Homestead (1a) Up to $500,000 1.00% 1.00% Over $500,000 1.25% 1.25% Residential Non-homestead Single Unit (4bb) Up to $500,000 1.00% 1.00% Over $500,000 1.25% 1.25% 1-3 unit and undeveloped land (4b1) 1.25% 1.25% Market Rate Apartments Regular (4a) 1.25% 1.25% Low-Income (4d) 0.75% Up to $121,000(c) 0.75% Over $121,000(c) 0.25% Commercial/Industrial/Public Utility (3a) Up to $150,000 1.50%(a) 1.50%(a) Over $150,000 2.00%(a) 2.00%(a) Electric Generation Machinery 2.00% 2.00% Commercial Seasonal Residential Homestead Resorts (1c) Up to $600,000 0.55% 0.50% $600,000 - $2,300,000 1.00% 1.00% Over $2,300,000 1.25%(a) 1.25%(a) Seasonal Resorts (4c) Up to $500,000 1.00%(a) 1.00%(a) Over $500,000 1.25%(a) 1.25%(a) Non-Commercial (4c12) Up to $500,000 1.00%(a)(b) 1.00%(a)(b) Over $500,000 1.25%(a)(b) 1.25%(a)(b) Disabled Homestead (1b) Up to $50,000 0.45% 0.45% Agricultural Land & Buildings Homestead (2a) Up to $500,000 1.00% 1.00% Over $500,000 1.25% 1.25% Remainder of Farm Up to $1,940,000(d) 0.50%(b) 0.50%(b) Over $1,940,000(d) 1.00%(b) 1.00%(b) Non-homestead (2b) 1.00%(b) 1.00%(b) (a) State tax is applicable to these classifications. (b) Exempt from referendum market value based taxes. (c) Legislative increases, payable 2018. Historical valuations are: Payable 2017 - $115,000; Payable 2016 - $106,000; and Payable 2015 - $100,000. (d) Legislative increases, payable 2018. Historical valuations are: Payable 2017 - $2,050,000; Payable 2016 - $2,140,000; Payable 2015 - $1,900,000; Payable 2014 - $1,500,000; and Payable 2013 - $1,290,000. NOTE: For purposes of the State general property tax only, the net tax capacity of non-commercial class 4c(1) seasonal residential recreational property has the following class rate structure: First $76,000 – 0.40%; $76,000 to $500,000 – 1.00%; and over $500,000 – 1.25%. In addition to the State tax base exemptions referenced by property classification, airport property exempt from city and school district property taxes under M.S. 473.625 is exempt from the State general property tax (MSP International Airport and Holman Field in Saint Paul are exempt under this provision). APPENDIX IV IV -1 EXCERPT OF CITY’S 2017 COMPREHENSIVE ANNUAL FINANCIAL REPORT Data on the following pages was extracted from the City’s Comprehensive Annual Financial Report for fiscal year ended December 31, 2017. The reader should be aware that the complete financial statements may contain additional information which may interpret, explain or modify the data presented here. The City’s comprehensive annual financial reports for the years ending 1995 through 2016 were 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. The City has submitted its CAFR for the 2017 fiscal year to GFOA. In order to be awarded a Certificate of Achievement, a government unit must publish an easily readable and efficiently organized comprehensive annual financial report (CAFR), whose contents conform to program standards. Such CAFR must satisfy both generally accepted accounting principles and applicable legal requirements. A Certificate of Achievement is valid for a period of one year only. INDEPENDENT AUDITOR'S REPORT To the City Council and Management City of Rosemount, Minnesota REPoRT ON THE FINANCIAL STATEMENTS We have audited the accompanying financial statements of the governmental activities, the business-type activities, each major fund, and the aggregate remaining fund information of the City of Rosemount, Minnesota (the City) as of and for the year ended December 31, 2017, and the related notes to the financial statements, which collectively comprise the City's basic financial statements as listed in the table of contents. MANAGEMENT'S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. AUDITOR'S RESPONSIBILITY Our responsibility is to express opinions on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves perfonning procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the City's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accolDlting policies used and the reasonableness of significant accmmting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions. OPINIONS In our opinion, the financial statements referred to on the previous page present fairly, in all material respects, the respective financial position of the governmental activities, the business-type activities, each major fund, and the aggregate remaining fund information of the City as of December 31, 2017, and the respective changes in financial position, and, where applicable, cash flows thereof, for the year then ended, in accordance with accounting principles generally accepted in the United States of America. OTHER MATTERS Required Supplementary Information Accounting principles generally accepted in the United States of America require that the management's discussion and analysis and the required supplementary information (RSI), as listed in the table of contents, be presented to supplement the basic financial statements. Such infonnation, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the RSI in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assmance. Other Information Our audit was conducted for the purpose of fonning opinions on the financial statements that collectively comprise the City's basic financial statements. The introductory section, supplementary information, and statistical section, as listed in the table of contents, are presented for purposes of additional analysis and are not required parts of the basic financial statements. The supplementary information is the responsibility of management and was derived from and relates directly to the underlying acc01mting and other records used to prepare the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the supplementary information is fairly stated, in all materia1 respects, in relation to the basic financial statements as a whole. The introductory and statistical sections have not been subjected to the auditing procedures applied in the audit of the basic financial statements and, accordingly, we do not express an opinion or provide any assurance on them. OTHER REPORTING REQUIRED BY GollERNMENT AUDITING STANDARDS In accordance with Government Auditing Standards, we have also issued om report dated May 7, 2018 on our consideration of the City's internal control over financial reporting and on our tests ofits compliance with certain provisions of laws, regulations, contracts, grant agreements, and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the City's internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control over financial reporting and compliance. 11/~, 1'1"4-7"°'/ ~~, lk.t..,w..·.,,f,_ ~ t!.o., f>. A. Minneapolis, Minnesota May7,2018 IV-2 MANAGEMENT'S DISCUSSION AND ANALYSIS (Unaudited) As management of the City of Rosemount (the City), we offer readers of the City's financial statements this narrative overview and analysis of the financial activities of the City for the fiscal year ended December 31, 2017. We encourage readers to consider the information presented here in conjunction with the letter of transmittal and the City's financial statements following this section. Financial Highlights > The assets and deferred outflows of resources of the City exceeded its liabilities and deferred inflows of resources at the close of the most recent fiscal year by $216,385,154 (net position). Of this amount, $37,611,118 (unrestricted net position) may be used to meet the government's ongoing obligations to citizens and creditors. > The City's total net position increased by $5,767,119. This increase is partially attributable to an increase in capital assets funded by grants or developers. > At year end, unassigned fund balance for the General Fund was $7,333,743, or 56 percent of the total General Fund expenditures budgeted for the upcoming year. Comparison of this balance to prior years' balances is illustrated on the table on page 7. > The City's total bonded debt decreased by $4,905,000 (approximately 28%) during the current year, however $3,275,000 of that decrease related to a payment to an escrow account in 2017 to refund debt. Overview of the Financial Statements This discussion and analysis is intended to serve as an introduction to the City's basic financial statements. The City's basic financial statements comprise three components: 1) government-wide financial statements, 2) fund financial statements, and 3) notes to the financial statements. This report also contains other supplementary information in addition to the basic financial statements themselves. Government-wide financial statements The government-wide financial statements are designed to provide readers with a broad overview of the City's finances, in a manner similar to a private-sector business. The statement of net position presents information on all of the City's assets, liabilities, and deferred outflows/inflows of resources, with the difference reported as net position. Over lime, increases or decreases in net position may serve as a useful indicator of whether the financial position of the City is improving or deteriorating. The statement of activities presents information showing how the government's net position changed during the most recent fiscal year. All changes in net position are reported as soon as the underlying event giving rise to the change occurs, regardless of the timing of related cash flows. Thus, revenues and expenses are reported in this statement for some items that will only result in cash flows in future fiscal periods (e.g., uncollected taxes and earned/vested but unused vacation and sick leave). Both the government-wide financial statements distinguish functions of the City that are principally supported by taxes and intergovernmental revenues (governmental activities) from other functions that are intended to recover all or a significant portion of their costs through user fees and charges (business- type activities). The governmental activities of the City include general government; public safety; public works; culture, education and recreation; and conservation and economic development. The business- type activities of the City include water, sewer, storm water and an arena. The government-wide financial statements include not only the City itself, but also a legally separate port authority, which functions as the economic development arm of the City, and therefore has been blended in with the primary government. The government-wide financial statements can be found on pages 11-12 of this report. Fund financial statements A fund is a grouping of related accounts that is used to maintain control over resources that have been segregated for specific activities or objectives. The City, like other state and local governments, uses fund accounting to ensure and demonstrate compliance with finance-related legal requirements. All of the funds of the City can be divided into two categories: governmental funds and proprietary funds. Governmental funds Governmental funds are used to account for essentially the same functions reported as governmental activities in the government-wide financial statements. However, unlike the government-wide financial statements, governmental fund financial statements focus on the near-term inflows and outflows of spendable resources, as well as on balances of spendable resources available at the end of the fiscal year. Such information may be useful in evaluating a government's near-term financing requirements. Because the focus of governmental funds is narrower than that of the government-wide financial statements, it is useful to compare the information presented for governmental funds with similar information presented for governmental activities in the government-wide financial statements. By doing so, readers may better understand the long-term impact of the government's near-term financing decisions. Both the governmental fund balance sheet and governmental fund statement of revenues, expenditures, and changes in fund balances provide a reconciliation to facilitate this comparison between governmental funds and governmental activities. Information is presented separately in the governmental fund balance sheet and in the governmental fund statement of revenues, expenditures, and changes in fund balances for the general fund, debt service fund, capital projects fund, and the Port Authority TIF fund all of which are considered major funds. Data from the four other governmental funds are combined into a single, aggregated presentation. Individual fund data for each of these nonmajor governmental funds is provided in the form of combining statements elsewhere in this report. The City adopts an annual appropriated budget for its general fund. A budgetary comparison schedule has been provided for the general fund to demonstrate compliance with this budget. The basic governmental fund financial statements can be found on pages 13-15 of this report. IV-3 Proprietary funds The City maintains two different types of proprietary funds. Enterprise funds are used to report the same functions presented as business-type activities in the government-wide financial statements. The City uses enterprise funds to account for its public utilities and ice arena operations. The internal service fund is an accounting device to accumulate and allocate costs internally among the City's various functions. The City uses Its internal service fund to account for insurance premiums and deductibles and to accumulate resources for the risk of uninsured loss. Because this service predominantly benefits governmental rather than business-type functions, It has been included within governmental activities in the government-wide financial statements. Proprietary funds provide the same type of information as the government-wide financial statements, only in more detail. The proprietary fund financial statements provide separate information for each of the public utilities, which are considered to be major funds of the City, and information on the ice arena fund, which is considered a non-major fund. The internal service fund is also presented separately in the proprietary fund financial statements. The basic proprietary fund financial statements can be found on pages 16-19 of this report. Notes to the financial statements The notes provide addltional information that is essential to a full understanding of the data provided in the government-wide and fund financial statements. The notes to the financial statements can be found on pages 20-61 of this report. Other Information Required supplementary information is included on pages 62-70. The combining statements referred to earlier in connection with nonmajor governmental funds are presented following the basic financial statements. Combining and individual fund statements and schedules can be found on pages 71-75 of this report. Lastly, the statistical section is included on pages 76-94. Government-wide Financial Analysis As noted earlier, net position may serve over time as a useful indicator of a government's financial position. In the case of the City, assets and deferred outflows of resources exceeded liabilities and deferred inflows of resources by $216,385,154 at the close of the most recent fiscal year. The largest portion of the City's net position (79 percent) reflects Its investment in capital assets (e.g., land, buildings, machinery and equipment, infrastructure) less any related debt used to acquire those assets that is still outstanding. The City uses these capita! assets to provide services to citizens; consequently, these assets are not available for future spending. Although the City's investment in capita! assets is reported net of related debt, it should be noted that the resources needed to repay this debt must be provided from other sources, since the capital assets themselves cannot be used to liquidate these liabilities. City"s Statement of Net Position Governmental Business--Type 2017 Governmental Business-Type 2016 Activities Activities Totals Activities Activities Totals Current and other assets $ 32,065,803 $ 25,887,407 $ 57,933,210 $ 32,372,351 $ 24,100,925 $ 58,473,276 Capltsl assets 85,146,896 98,152,008 183,298,904 81,934,294 99,908,372 181,842,688 Total assets 117,212,699 124,019,415 241,232, 114 114,306,645 124,009,297 238,315,942 Deferred outflows of resources 4,895,322 275410 5,170,732 7,995,925 559,009 8,554,934 Long-torm liabilities outstanding 17,758,884 2,912,339 20,689,223 28,539,526 3,687,332 32,226,858 other liabilities 2,277,996 338,443 2,618,439 1,816,688 268,941 1,683,627 Total liabilltles 20,034,880 3,250,782 23,285,682 30,156,212 3,954,273 34,110,485 Deferred inflows of resources 6,537,358 194 672 8,732,030 1,990,067 152,289 ~356 Net position: Net investment in capltsl assets 74,294,033 97,328,281 171,623,314 69,942,544 98,722,624 188,665,168 Restricted 7,151,722 7,151,722 7,113,065 7,113,065 Unrestricted 14,090,028 23,521,090 37,611,118 13,100,882 21,739,120 34,839,802 Total net position $ 95,535,783 $ 120,849,371 $ 2161385,154 $ 90,158,291 $ 120,461,744 $ 210,618,035 An addltional portion of the City's net position ($7,151,722 or 3%) represents resources that are subject to external restrictions on how they may be used. The remaining balance representing unrestricted net position ($37,611,118) may be used to meet the government's ongoing obligations to citizens and creditors. At the end of the current fiscal year, the City is able to report positive balances in all three categories of net position, both for the government as a whole, as well as for its separate governmental and business- type activities. Governmental activities Governmental activities increased the City's net position by $5,379,492, accounting for approximately 93% of the total growth in the government's net position. This compares to an increase (from governmental activities) of $2,801,834 in 2016. Revenues increased by nearly $1,500,000 mainly related to charges for services, property taxes, and capital grants and contributions in 2017. Total expenses decreased from 2016 and the net effect was the increase in net position of $5,379,492. Net transfers from business-type activities to governmental activities were $1,041,660 more than the prior year, also attributing to the changes in net position. Business-type activities Business-type activities increased the City's net position by $387,627 accounting for approximately 7% of the total growth in the government's net position. This compares to an increase of $3,276,434 in 2016. The primary reason for the change in net position compared to the prior year change was due to significant capita! grants and contributions received in prior year. IV-4 Elements of these changes are as follows: City's Changes in Net Position Business- Govemmental Type 2017 Activltiee Activities Totals Revenues: Program revenues: Charges for services $ 4,300,745 $ 7,303,317 $ 11,604,062 Operating grants and contributions 436,995 64,042 521,037 Capito! grants and contributions 3,578,780 631,370 4,210,130 General revenues: Property taxes 12,317,625 12,317,625 Other taxes 368,745 366,745 Interest earnings 307,497 295,867 803,364 Change in fair value of Investments (20,104) (26,236) (46,340) other 171 294 171,294 Total revenues 21,459,557 8,288,360 29,747,917 Expenses: General government 3,859,090 3,859,090 Public safety 5,170,637 5,170,637 Public works 5,822,738 5,822,738 Culture, education and recreation 2,042,299 2,042,299 Conservation and econom;c development 4,315 4,315 Interest and fiscal chargee 308,567 308,567 Water 2,175,826 2,175,828 Sewer 2,837,550 2,837,550 Storm water 1,275,073 1,275,073 Arena 464,903 484,903 Total expenses 17,207,646 6,773,152 23,980,798 Increase in net position before transfers 4,251,911 1,515,208 5,767,119 Transfers 1,127,581 (1,127,581) Increase in net position 5,379,492 387,827 5,767,119 Net position -Beginning of Year 90,156,291 120,461,744 210,618,035 Net position -End of Year $ 95,535,783 $ 120,649,371 $ 216,385,154 Business- Governmental Type 2016 Activities Activttiee Totals $ 3,726,535 $ 6,506,790 $ 10,233,325 635,988 24,248 680,236 3,181,711 3,164,415 6,368,126 11,852,094 11,852,094 354,571 354,571 270,676 339,012 609,688 (147,945) (134,583) (282,528) 103,394 103,394 19,977,024 9,919,882 ~906 4,426,817 4,426,817 5,629,866 5,629,866 4,785,115 4,785,115 1,959,224 1,959,224 3,968 3,968 476,121 476,121 2,075,460 2,075,460 2,742,402 2,742,402 1,228,697 1,228,697 510,968 510,968 17,261,111 6,557,527 23,818,638 2,715,913 3,362,355 6,078,268 85921 (85,921) 2,801,834 3,276,434 6,078,268 87,354,457 117,185,310 204,539,767 $ 90,156,291 $ 120,461,744 $ 210,618,035 Expenses and Program Revenues -Governmental Activities _._,,,.; .• n:M·~~--<, . .., ,_ ·u .::r. ,. ,,,lJ It =J~-W<.-,,,,-WWWS .:c;;;,,,;v4;;;,o;;:4,.,..,., .,._., ;:s:,,.._,, __ ,.U+ -.·5·z2'.'.# !-~-::-,_,._.t_t_.••"· ....... General Government Public Safety Public Works --Com11'1.1nlly lntareatandfllcal -- Expenses and Program Revenues -Business-Type Activities ....... ..... ..... --"'8na Financlal Analysis of the Government's Funds As noted earlier, the City uses fund accounting to ensure and demonstrate compliance with finance- related legal requirements. Governmental funds The focus of the City's governmental funds is to provide information on near-term inflows, outflows, and balances of spendable resources. Such information is useful in assessing the City's financing requirements. In particular, unassigned fund balance may serve as a useful measure of a government's net resources available for spending at the end of the fiscal year. As of the end of the current fiscal year, the City's governmental funds reported combined ending fund balances of $25,445,443, a decrease of $2,333,502 in comparison with the prior year. $7,333,743 constitutes unassigned fund balance, which is available for spending at the government's discretion (this amount is entirely in the General Fund and is typically available to meet cash flow needs). A small amount ($444) is classified as nonspendable in regards to prepaid items, $4,854,162 is classified as restricted to meet debt service requirements or relates to donations for capital projects, and the remainder of the fund balance is considered to be committed or assigned and unavailable for discretionary spending. ~ ~ IV-5 The General Fund is the chief operating fund of the City. At the end of the current fiscal year, unassigned fund balance of the General Fund was $7,333,743, while total fund balance reached $9,556,250. The following table shows year-end General Fund balances as compared to the adopted expenditure budget of the following year: Fund Balance Year Budget Amount Percent of Next Budget 2007 $ 9,181,100 $ 5,747,445 54% 2008 10,574,900 5,688,243 55% 2009 10,384,800 5,693,475 55% 2010 10,466,000 5,731,123 55% 2011 10,480,400 5,700,071 54% 2012 10,531,800 5,905,056 55% 2013 10,728,600 6,001,628 54% 2014 11,098,600 6,288,615 55% 2015 11,423,500 6,506,697 55% 2016 11,835,528 6,918,833 56% 2017 12,392,700 7,333,743 56% 2018 13,086,400 During the current fiscal year, unassigned fund balance in the General Fund increased by $414,910. The increase was intentional as the City has determined, through the adoption of a formal Fund Balance Policy, it would like to maintain an unassigned fund balance of 55 percent of the next General Fund operating expenditure budget. Forty to fifty percent normally provides adequate working capital to finance General Fund operations until property taxes and state aids are received. The desired unassigned fund balance level also provides a certain amount of comfort that unforeseen emergencies can be addressed without causing an immediate financial crisis. As of December 31, 2017, 100 percent of the unassigned fund balance of the General Fund is available to meet working capital needs. The debt service fund balance decreased by $1,323,843 due to accelerated principal payments on the outstanding bonds. The capital projects fund balance increased by $2,396,654 due to debt issues and transfers in compared to actual capital expenditures (mostly related to timing of collections and expenditures). The Port Authority TIF fund balance decreased by $3,145,005 due to the payment to an escrow account to refund debt. Revenues by Source -Governmental Funds Publii ... ,., ,,,.'f:-, ~T--. ... Proprietary funds The City's proprietary funds provide the same type of information found in the government-wide statements, but in more detail. Unrestricted net position of the utility funds at the end of the year amounted to $23,172,280 while the arena fund had an unrestricted net position amounting to $348,810. The increase in total net position for the utility funds was $303,838 after $631,370 from private entities (i.e. developers) as well as net transfers out of $1,254,081. The increase in total net position for the arena fund was $83,789 which included net transfers in of $126,500. Revenues by Source -Proprietary Funds awvnrt.--. IV-6 General Fund Budgetary Highlights There were a few slight variances between final budgeted revenues and actual amounts. Building permit revenue exceeded budget by approximately $46,000 because of more activity than expected. Public charges for services exceeded budget by approximately $32,000 due mosUy to higher than expected collections for highway & street revenues and Park & Rec revenues. State aid intergovernmental revenues exceeded budget by approximately $62,000 mainly due to the collection of several small grants. Interest revenues were approximately $33,000 higher than budgeted because of improving market conditions and miscellaneous revenues were approximately $40,000 more than budgeted mainly because of a tree dedication received from Flint Hills. All other revenue areas experienced either small surpluses or deficits that led to the final surplus amount. Overall, total expenditures and other financing uses were slightly less than 2% under budget with most departments being slightly less than budget and a few being just slightly over budget. Capital Asset and Debt Administration Capital assets The City's investment in capital assets for its governmental and business-type activities as of December 31, 2017, amounts to $183,298,904 (net of accumulated depreciation). This investment in capital assets includes land, buildings and structures, machinery and equipment, water, sewer, and storm water systems, infrastructure and construction in progress. City of Rosemount"s Capital Assets (net of depreciation) Governmental Business-Type Activities Activities Land $ 7,960,624 $ 2,728,077 Land improvements (not depreciable) 2,647,412 Land improvements (depreciable) 4,097,024 Buildings 17,358,045 11,085,341 Machinery and equipment 12,290,935 3,625,731 Infrastructure: Other 209,037 Roads 61,178,368 Bridges 2,034,591 Parking lots 1,298,575 Mains and lines and other improvements 139,540,170 Construction in progress 3,453,157 836,114 Accumulated depreciation (27,380,872) (59,663,425) Total capital assets $ 85,146,896 $ 98,152,008 Totals $ 10,688,701 2,647,412 4,097,024 28,443,386 15,916,666 209,037 61,178,368 2,034,591 1,298,575 139,540,170 4,289,271 (87,044,297) $ 183,298,904 Additional information on the City's capital assets can be found in Note IV.C. on pages 37-38 of this report. Long-tenn debt At the end of the current fiscal year, the City had total bonded debt outstanding of $12,345,000 (including debt recorded in the Port Authority). Of this amount, $3,460,000 was for general obligation improvement debt which has financed special assessment construction as part the continuing development within the City. An additional $6,025,000 was general obligation debt issued by the Port Authority which financed the City's economic development and redevelopment programs. Another $1,645,000 was general obligation revenue bond debt issued to add to and improve the water and storm water utility systems within the City. The remaining $1,215,000 was general obligation refunding debt (for Fire Station 2). The City's total debt decreased by $4,905,000 (approximately 28%) during the current year, however $3,275,000 of that decrease related to payment of refunded debt to an escrow account in 2017. Cities in Minnesota may issue general obligation debt up to a maximum of three percent of the total estimated market value of property within the City, per state statutes. The current debt limit for the City is $73,042,918. Of the City's $12,345,000 in outstanding general obligation debt at the current fiscal year end, $1,215,000 is subject to the restrictions placed by state statute. The City received a S&P Global Ratings bond rating of AA+ for bonds issued in 2017, which amount to a rating upgrade from our Aa2 Moody's rating for previously issued debt. These excellent ratings have had a positive effect on the sale of the City's bonds. Additional information on the City's long-term debt can be found in Note IV.E. on pages 41-43 of this report. Economic Factors > Dakota County's unemployment rate ended the year at 2. 7 percent, which compares favorably with the state unemployment rate of 3.3 percent, and the national unemployment rate of 3.9 percent. > City building permits were down slightly in quantity and in value in 2017, as compared to 2016. A total of 3,136 permits with a total valuation of $74,717,882 were issued in 2017. Requests for lnfonnation This financial report is designed to provide a general overview of the City's finances for all those with an interest in the government's finances. Questions concerning any of the information provided in this report or requests for additional information should be addressed to the Finance Director, City of Rosemount, 2875 145th Street West, Rosemount, Minnesota 55068-4997. IV-7 CITY OF ROSEMOUNT STATEMENT OF NET POSITION As of December 31, 2017 Business- Governmental Type Activities Activities Totals ASSETS Cash and investments $ 28,053,752 $ 23,975,501 $ 52,029,253 Receivables Taxes 676,694 676,694 Delinquent taxes 44,119 44,119 Accounts 238,485 1,293,791 1,532,276 Special assessments 1,724,204 210,407 1,934,611 Due from other governmental units 11,861 241,190 253,051 Internal balances (22,857) 22,857 Prepaid items 92,911 123,661 216,572 Net pension asset 1,246,634 1,246,634 Capital assets Land 7,960,624 2,728,077 10,688,701 Construction in progress 3,453,157 836,114 4,289,271 Land improvements 6,744,436 6,744,436 Buildings 17,358,045 11,085,341 28,443,386 Machinery and equipment 12,290,935 3,625,731 15,916,666 Infrastructure 64,720,571 139,540,170 204,260,741 Less: accumulated depreciation (27,380,872) (59,663,425) (87,044,297) Total Assets 117,212,699 124,019,415 241,232,114 DEFERRED OUTFLOWS OF RESOURCES Pension related amounts 4,895,322 275,410 5,170,732 LIABILITIES Accounts payable 850,754 253,302 1,104,056 Accrued payroll and payroll taxes 255,073 66,485 321,558 Other accrued liabilities and deposits 1,172,169 18,656 1,190,825 Noncurrent liabilities Net pension liability 5,922,358 1,001,327 6,923,685 Due within one year 1,866,198 482,136 2,348,334 Due in more than one year 9,968,328 1,428,876 11,397,204 Total Liabilities 20,034,880 3,250,782 23,285,662 DEFERRED INFLOWS OF RESOURCES Contributions received for subsequent year 1,047,503 1,047,503 Pension related amounts 5,489,855 194,672 5,684,527 Total Deferred Inflows of Resources 6,537,358 194,672 6,732,030 NET POSITION Net investment in capital assets 74,294,033 97,328,281 171,622,314 Restricted for debt service 5,883,329 5,883,329 Restricted for pension 1,246,634 1,246,634 Restricted PEG fees 21,759 21,759 Unrestricted 14,090,028 23,521,090 37,611,118 TOTAL NET POSITION $ 95,535,783 $ 120,849,371 $ 216,385,154 See accompanying notes to financial statements. IV-8 CITY OF ROSEMOUNT STATEMENT OF ACTIVITIES For the Year Ended December 31, 2017 Net (Expense) Revenue and Program Revenues Changes in Net Position Operating Capital Prima!}'. Government Charges for Grants and Grants and Governmental Business-Type Functions/Programs ~nses Services Contributions Contributions Activities Activities Totals Primary Government: Governmental activities: General government $ 3,859,090 $ 3,286,273 $ 1,509 $ $ (571,308) $ -$ (571,308) Public safety 5,170,637 134,893 366,654 6,358 (4,662,732) (4,662,732) Public works 5,822,738 100,038 42,495 3,538,480 (2,141,725) (2,141,725) Culture, education and recreation 2,042,299 779,541 1,337 293 (1,261,128) (1,261,128) Conservation and economic development 4,315 25,000 33,629 54,314 54,314 Interest and fiscal charges 308,567 (308,567) (308,567) Total Governmental Activities 17,207,646 4,300,745 436,995 3,578,760 (8,891,146) (8,891, 146) Business-Type activities Water 2,175,626 3,041,642 84,042 216,454 1,166,512 1,166,512 Sewer 2,837,550 2,126,771 204,114 (506,665) (506,665) Storm Water 1,275,073 1,693,845 210,802 629,574 629,574 Arena 484,903 441,059 (43,844) (43,844) Total Business-Type Activities 6,773,152 7,303,317 84,042 631,370 1,245,577 1,245,577 Total Primary Government $ 23,980,798 $ 11,604,062 $ 521,037 $ 4,210,130 (8,891,146) 1,245,577 (7,645,569) General revenues: Taxes Property taxes, levied for general purposes 11,139,036 11,139,036 Property taxes, levied for debt service 1,178,589 1,178,589 Other taxes 366,745 366,745 Interest earnings 307,497 295,867 603,364 Change in fair value of investments (20,104) (26,236) (46,340) Miscellaneous 171,294 171,294 Transfers 1,127,581 (1,127,581) Total general revenues and transfers 14,270,638 (857,950) 13,412,688 Change in net position 5,379,492 387,627 5,767,119 NET POSITION -Beginning 190,156,291 1120,461,744 1210 618 035 NET POSITION -ENDING $ 95,535,783 $ 120,849,371 $ 216,385,154 See accompanying notes to financial statements. IV-9 ASSETS Cash and investments Receivables from: Taxes Accounts Special assessments Delinquent special assessments Due from other governmental units Prepaid items TOTAL ASSETS LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND FUND BALANCES Liabilities CITY OF ROSEMOUNT BALANCE SHEET -GOVERNMENTAL FUNDS As of December 31, 2017 General Debt Service Caeital Projects $10,130,901 $ 3,207,898 $ 12,253,924 718,900 29,468 203,857 3,375 1,181,403 538,339 70 1,017 11,861 $ 10,894,575 $ 4,389,301 $ 12,997,137 Port Nonmajor Authority Governmental TIF Funds $ 1,847,142 $ 247,063 $ 1,913 5,160 444 $ 1,849,055 $ 252,667 $ Accounts payable $ 488,281 $ 255,073 483,105 - $ 288,538 $ 559,054 22,857 - $ 302 $ Accrued payroll and payroll taxes Deposits payable Advances from other funds Total Liabilities Deferred Inflows of Resources Unavailable revenue Contributions received for subsequent year Total Deferred Inflows of Resources Fund Balances Nonspendable Restricted Committed Assigned Unassigned Total Fund Balances 1,226,459 111,866 111,866 2,222,507 7,333,743 9,556,250 1,181,263 224,690 1,405,953 2,983,348 2,983,348 870,449 499,450 822,813 1,322,263 10,804,425 10,804,425 1,849,055 1,849,055 302 444 21,759 230,162 252,365 TOTAL LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND FUND BALANCES $10,894,575 $ 4,389,301 $ 12,997,137 $ 1,849,055 $ 252,667 Amounts reported for governmental activities in the statement of net position are different because: Capital assets used in governmental activities are not financial resources and, therefore, are not reported in the funds. Some receivables that are not currently available are reported as deferred inflows of resources in the fund financial statements but are recognized as revenue when earned in the government-wide statements. Internal service funds are reported in the statement of net position as governmental activities. The net pension asset does not relate to current financial resources and is not reported in the governmental funds. The net pension liability does not relate to current financial resources and is not reported in the governmental funds. Deferred outflows of resources related to pensions do not relate to current financial resources and is not reported in the governmental funds. Deferred inflows of resources related to pensions do not relate to current financial resources and is not reported in the governmental funds. Some liabilities, including long-term debt, are not due and payable in the current period and, therefore, are not reported in the funds. See Note I I.A. NET POSITION OF GOVERNMENTAL ACTIVITIES See accompanying notes to financial statements. $ Total Governmental Funds 27,686,928 720,813 238,485 1,723,117 1,087 11,861 444 30,382,735 777,121 255,073 1,042,159 22,857 2,097,210 1,792,579 1,047,503 2,840,082 444 4,854,162 230,162 13,026,932 7,333,743 25,445,443 85,146,896 1,792,579 385,658 1,246,634 (5,922,358) 4,895,322 (5,489,855) (11,964,536) 95,535,783 IV-10 CITY OF ROSEMOUNT STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES -GOVERNMENTAL FUNDS For the Year Ended December 31, 2017 Port Nonmajor Total Authority Governmental Governmental General Debt Service Caeital Projects TIF Funds Funds REVENUES Taxes $ 9,750,637 $ 346,056 $ 1,415,400 $ 832,533 $ 79,744 $ 12,424,370 Intergovernmental 417,036 766,685 32,479 1,216,200 Public charges for services 1,369,766 2,071,914 15,573 3,457,253 Licenses and permits 741,243 741,243 Fines and forfeitures 101,327 101,327 Special assessments 345 215,395 502,311 718,051 Interest earnings 163,932 14,503 108,370 17,030 303,835 Change in fair value of investments (10,444) (8,843) (817) (20,104) Donations/contributions 855 855 Miscellaneous 136,103 1,125,034 942 1,262,079 Total Revenues 12,669,945 575 954 5,981,726 848 746 128,738 20,205,109 EXPENDITURES Current: General government 3,035,701 8,454 157,733 51,920 3,253,808 Public safety 4,306,808 4,306,808 Public works 3,900,699 240,476 4,141,175 Parks and recreation 1,546,723 1,546,723 Capital Outlay 68,105 5,539,699 63,169 5,842 5,676,815 Debt Service: Principal retirement 2,010,000 230,000 2,240,000 Interest and fiscal charges 107,472 9,223 267,849 384 544 Total Expenditures 12,858,036 2,117,472 5,797,852 718 751 57,762 21,549,873 Excess (deficiency) of revenues over expenditures (188,091) (1,541,518) 183,874 129,995 70,976 (1,344,764) OTHER FINANCING SOURCES (USES) Issuance of long-term debt 1,055,000 1,055,000 Premium on long-term debt 61,287 61,287 Payment of refunded debt to escrow agent (3,275,000) (3,275,000) Sale of capital assets 42,394 42,394 Transfers in 3,721 267,695 1,472,329 1,743,745 Transfers out (147,914) (50,020) (418,230) (616,164) Total Other Financing Sources (Uses) (144,193) 217,675 2,212,780 (3,275,000) (988,738) Net Change in Fund Balances (332,284) (1,323,843) 2,396,654 (3,145,005) 70,976 (2,333,502) FUND BALANCES -Beginning 9,888,534 4,307,191 8,407,771 4,994,060 181,389 27,778,945 FUND BALANCES -ENDING $ 9,556,250 $ 2,983,348 $ 10,804,425 $ 1,849,055 $ 252,365 $ 25,445,443 See accompanying notes to financial statements. IV-11 CITY OF ROSEMOUNT RECONCILIATION OF THE STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES OF GOVERNMENTAL FUNDS TO THE STATEMENT OF ACTIVITIES For the Year Ended December 31, 2017 Net change in fund balances -total governmental funds Amounts reported for governmental activities in the statement of activities are different because: Governmental funds report capital outlays as expenditures. However, in the statement of net position the cost of these assets is capitalized and they are depreciated over their estimated useful lives with depreciation expense reported in the statement of activities. Capital outlay is reported as an expenditure in the fund financial statements but is capitalized in the government-wide financial statements Some items reported as capital outlay but not capitalized Capital contributions from external parties Depreciation is reported in the government-wide statements In the statement of activities, the loss of ($25,024) on the disposal of capital assets is reported. In the fund financial statements, proceeds from the sale of capital assets ($42,394) are reported because the proceeds increase financial resources Internal service funds are reported in the statement of activities. Receivables not currently available are reported as unavailable revenue in the fund financial statements but are recognized as revenue when earned in the government-wide financial statements. Issuing debt provides current financial resources to governmental funds, but issuing debt increases long-term liabilities in the statement of net position. This is the amount of debt issued during the year. Repayment of debt principal is an expenditure in the governmental funds, but the repayment reduces long-term liabilities in the statement of net position. This is the amount of principal payments paid. Governmental funds report the effect of premiums and discounts, and similar items when debt is first issued, whereas these amounts were amortized in the statement of activities. Some expenses in the statement of activities do not require the use of current financial resources and, therefore, are not reported as expenditures in the governmental funds. This is the change in the following liabilities. Compensated absences Accrued interest on debt Net pension liability Net pension asset Deferred outflows of resources related to pensions Deferred inflows of resources related to pensions CHANGE IN NET POSITION OF GOVERNMENTAL ACTIVITIES See accompanying notes to financial statements. $ (2,333,502) 5,676,815 (254,198) 214,616 (2,357,213) (67,418) (180,621) 695,242 (1,055,000) 5,515,000 13,887 437 62,090 6,308,318 245,144 (3,100,603) (4,003,502) $ 5,379,492 IV-12 CITY OF ROSEMOUNT STATEMENT OF NET POSITION -PROPRIETARY FUNDS As of December 31, 2017 Business-T:tee Activities -Entererise Funds Governmental Activities - Storm Non-major Internal Service Water Sewer Water Arena Totals Fund ASSETS Current Assets Cash and investments $ 10,130,881 $ 6,421,563 $ 6,897,231 $ 525,826 $ 23,975,501 $ 366,824 Accounts receivable 483,284 461,630 323,667 25,210 1,293,791 Special assessments receivable 84,779 86,466 39,162 210,407 Advance to other funds 32,381 32,381 Due from other governments 77,280 163,449 461 241,190 Prepaid and other assets 4,650 117,463 1,117 431 123,661 92,467 Total Current Assets 10,780,874 7,119,503 7,424,626 551,928 25,876,931 459,291 Noncurrent Assets Property and equipment: Land 1,008,628 547,158 1,172,291 2,728,077 Construction in progress 811,114 25,000 836,114 Buildings 6,794,504 401,414 1,489,523 2,399,900 11,085,341 Machinery and equipment 1,867,136 754,572 835,135 168,888 3,625,731 Mains and lines 23,314,052 20,121,631 30,113,198 73,548,881 Other improvements 16,528,701 36,927,459 12,535,129 65,991,289 Less accumulated depreciation (16,506,712) (30,883,431) (11,109,675) (1,163,607) (59,663,425) Net Property and Equipment 33,817,423 27,868,803 35,035,601 1,430,181 98,152,008 Total Assets 44,598,297 34,988,306 42,460,227 1,982,109 124,028,939 459,291 DEFERRED OUTFLOWS OF RESOURCES Pension related amounts 93,787 93,769 44,186 43,668 275,410 LIABILITIES Current Liabilities Accounts payable 189,484 6,643 39,318 17,857 253,302 73,633 Accrued payroll and payroll taxes 36,194 15,756 7,199 7,336 66,485 Accrued interest 17,518 1,138 18,656 Advances from other funds 9,524 9,524 Current portion of long term obligations 318,103 33,103 118,037 12,893 482,136 Total Current Liabilities 570,823 55,502 165,692 38,086 830,103 73,633 Noncurrent Liabilities Net pension liability 339,042 339,031 159,898 163,356 1,001,327 General obligation debt 1,329,063 1,329,063 Accrued compensated absences 35 861 35,861 14,124 13,967 99,813 Total Noncurrent Liabilities 1,703,966 374,892 174,022 177,323 2,430,203 Total Liabilities 2,274,789 430,394 339 714 215,409 3,260,306 73,633 DEFERRED INFLOWS OF RESOURCES Pension related amounts 66,283 66,247 30,765 31,377 194,672 NET POSITION Net investment in capital assets 33,098,696 27,868,803 34,930,601 1,430,181 97,328,281 Unrestricted 9,252,316 6,716,631 7,203,333 348,810 23,521,090 385,658 TOTAL NET POSITION $ 42,351,012 $ 34,585,434 $ 42,133,934 $ 1,778,991 $ 120,849,371 $ 385,658 See accompanying notes to financial statements. IV-13 CITY OF ROSEMOUNT STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN NET POSITION PROPRIETARY FUNDS For the Year Ended December 31, 2017 Business-T}'.J:!e Activities -Enter2rise Funds Governmental Activities - Storm Non-major Internal Service Water Sewer Water Arena Totals Funds OPERATING REVENUES Charges for services $ 1,970,499 $ 1,853,008 $ 1,294,443 $ 441,059 $ 5,559,009 $ Surcharges and penalties 327,849 13,768 10,471 352,088 Water meters 58,045 58,045 Total Operating Revenues 2,356,393 1,866,776 1,304,914 441,059 5,969,142 OPERATING EXPENSES Personnel services 463,400 464,961 217,362 223,790 1,369,513 Supplies 199,402 20,226 16,155 28,133 263,916 4,946 Professional services and charges 112,970 28,865 47,876 31,512 221,223 99,307 Other services and charges 533,725 113,833 237,464 143,776 1,028,798 339,707 Metro sewer charges 1,284,546 1,284,546 Depreciation 815,812 925,119 752,701 57,692 2,551,324 Total Operating Expenses 2,125,309 2,837,550 1,271,558 484,903 6,719,320 443,960 Operating Income (Loss) 231,084 (970,774) 33,356 (43,844) (750,178) (443,960) NONOPERATING REVENUES (EXPENSES) Connection fees 685,249 259,995 388,931 1,334,175 Taxes 260,000 Intergovernmental 84,042 84,042 Interest earnings 105,647 87,072 100,928 2,220 295,867 3,339 Change in fair value of investments (7,651) (10,121) (7,377) (1,087) (26,236) Loss from disposal of capital assets (9,885) (4,159) (14,044) Interest expense and fiscal agent fees (36,273) (3,515) (39,788) Total Nonoperating Revenues 821,129 332,787 478,967 1,133 1,634,016 263,339 Income (loss) before contributions and transfers 1,052,213 (637,987) 512,323 (42,711) 883,838 (180,621) Capital contributions, including special assessments 216,454 204,114 210,802 631,370 Transfers in 217,314 56,000 130,000 403,314 Transfers out (844,233) (73,316) (609,846) (3,500) (1,530,895) Change in Net Position 424,434 (289,875) 169,279 83,789 387,627 (180,621) TOTAL NET POSITION -Beginning 41,926,578 34,875,309 41,964,655 1,695,202 120,461,744 566,279 TOTAL NET POSITION -ENDING $ 42,351,012 $ 34,585,434 $ 42,133,934 $ 1,778,991 $ 120,849,371 $ 385,658 See accompanying notes to financial statements. IV-14 CITY OF ROSEMOUNT STATEMENT OF CASH FLOWS PROPRIETARY FUNDS For the Year Ended December 31, 2017 Business-Tlee Activities -Entererise Funds Governmental Activities - Storm Non major Internal Water Sewer Water Arena Totals Service Fund CASH FLOWS FROM OPERA TING ACTIVITIES Cash received from customers $ 2,997,901 $ 2,022,302 $ 1,601,263 $ 470,345 $ 7,091,811 $ Cash paid to suppliers for goods and services (756,601) (1,464,783) (302,143) (204,601) (2,728,128) (360,047) Cash paid for employees (463,400) (464,961) (217,362) (223,031) (1,368,754) Net Cash Flows From (Used by) Operating Activities 1,777,900 92,558 1,081,758 42,713 2,994,929 (360,047) CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Property taxes 260,000 Repayment of advance to other funds 30,839 30,839 Repayment of advance from other funds (9,070) (9,070) Repayment of advance to other governmental units 54,483 54,483 Transfers from other funds 217,314 56,000 130,000 403,314 Transfers to other funds (844,233) (73,316) (609,846) (3,500) (1,530,895) Net Cash Flows From (Used by) Noncapital Financing Activities (853,303) 174,837 (499,363) 126,500 (1,051,329) 260,000 CASH FLOWS FROM INVESTING ACTIVITIES Marketable securities purchased (4,492,651) (1,845,121) (3,242,377) (270,000) (9,850,149) Marketable securities sold 2,756,613 1,454,123 2,354,627 6,565,363 Interest earnings 105,647 87,072 100,928 2,220 295,867 3,339 Net Cash Flows From (Used by) Investing Activities (1,630,391) (303,926) (786,822) (267,780) (2,988,919) 3,339 CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Debt retired (270,000) (175,000) (445,000) Interest paid (47,648) (5,192) (52,840) Acquisition and construction of capital assets (97,315) (67,310) (119,996) (114,253) (398,874) Contribution received for construction 30,107 107,888 56,788 194,783 Net Cash Flows From (Used by) Capital and Related Financing Activities (384,856) 40,578 (243,400) (114,253) (701,931) Net Increase (Decrease) in Cash and Cash Equivalents (1,090,650) 4,047 (447,827) (212,820) (1,747,250) (96,708) CASH AND CASH EQUIVALENTS-Beginning of Year 3,255,434 653,099 476,536 469,733 4,854,802 271,532 CASH AND CASH EQUIVALENTS -END OF YEAR $ 2,164,784 $ 657,146 $ 28,709 $ 256,913 $ 3,107,552 $ 174,824 RECONCILIATION OF CASH AND CASH EQUIVALENTS Cash and Investments per Statement of Net Position $ 10,130,881 $ 6,421,563 $ 6,897,231 $ 525,826 $ 23,975,501 $ 366,824 Less: Non Cash Equivalents (7,966,097) (5,764,417) (6,868,522) (268,913) (20,867,949) (192,000) CASH AND CASH EQUIVALENTS PER STATEMENT OF CASH FLOWS $ 2,164,784 $ 657,146 $ 28,709 $ 256,913 $ 3,107,552 $ 174,824 See accompanying notes to financial statements. IV-15 Business-T:z:ee Activities -Entererise Funds Water Sewer Storm Non major Utilit:z: Utility Water Arena RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH FLOWS FROM (USED BY) OPERA TING ACTIVITIES Operating income (loss) $ 231,084 $ (970,774) $ 33,356 $ (43,844) $ Nonoperating income 769,291 259,995 388,931 Adjustments to Reconcile Operating (Loss) to Net Cash Flows From (Used by) Operating Activities Noncash items included in income Depreciation 815,812 925,119 752,701 57,692 Change in assets and liabilities Accounts receivable (127,783) (104,469) (92,582) (641) Other receivables 29,927 Prepaid items 6,251 360 4,430 4,413 Accounts payable 92,452 (12,938) (6,505) (2,277) Other current liabilities (12,340) (7,866) 1,345 (429) Accrued liabilities 7,784 7,787 3,247 (3,433) Pension related deferrals and liabilities (4,651) (4,656) (3,165) 1,305 NET CASH FLOWS FROM (USED BY) OPERATING ACTIVITIES $ 1,777,900 $ 92,558 $ 1,081,758 $ 42,713 NONCASH CAPITAL, INVESTING AND FINANCING ACTIVITIES The Water Utility received contributed plant of $110,870 during the year. The Sewer Utility received contributed plant of $117,573 during the year. The Storm Water Utility received contributed plant of $156,804 during the year. Construction in progress included in the Water Utility accounts payable was $24,883. $ Totals (750,178) 1,418,217 2,551,324 (325,475) 29,927 15,454 70,732 (19,290) 15,385 (11,167) 2,994,929 Unrealized loss on investments were $7,651 for the Water Utility, $10,121 for the Sewer Utility, $7,377 for the Storm Water Utility and $1,087 for the Arena for the year. See accompanying notes to financial statements. Governmental Activities - Internal Service Funds (443,960) 72,148 11,765 $ (360,047) IV-16 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The City of Rosemount, Minnesota (the "City") was formed and operates pursuant to applicable Minnesota laws and statutes. The governing body consists of a five-member City Council elected at large by voters of the City. City Council members serve four-year staggered terms and the mayor serves a four-year term coinciding with the terms of two of the Council members. Elections take place every two years. The accounting policies of the City conform to accounting principles generally accepted in the United States of America, as applicable to governmental units. The accepted standard-setting body for establishing governmental accounting and financial reporting principles is the Governmental Accounting Standards Board (GASB). A. REPORTING ENTITY This report includes all of the funds of the City. The reporting entity for the City consists of the primary government and its component unit. Component units are legally separate organizations for which the primary government is financially accountable or other organizations for which the nature and significance of their relationship with the primary government are such that their exclusion would cause the reporting entity's financial statements to be misleading. The primary government is financially accountable if (1) it appoints a voting majority of the organization's governing body and it is able to impose ns will on that organization, (2) it appoints a voting majority of the organization's governing body and there is a potential for the organization to provide specific financial benefits to, or impose specific financial burdens on, the primary government, (3) the organization is fiscally dependent on and there is a potential for the organization to provide specific financial benefits to, or impose specific financial burdens on, the primary government. Certain legally separate, tax exempt organizations should also be reported as a component unit if all of the following criteria are met: (1) the economic resources received or held by the separate organization are entirely or almost entirely for the direct benefit of the primary government, its component units, or its constituents; (2) the primary government or its component units, is entitled to, or has the ability to access, a majority of the economic resources received or held by the separate organization; and (3) the economic resources received or held by an individual organization that the primary government, or its component units, is entitled to, or has the ability to otherwise access, are significant to the primary government. Component units are reported using one of two methods, discrete presentation or blending. Generally, component units should be discretely presented in a separate column in the financial statements. A component unit should be reported as part of the primary government using the blending method if it meets any one of the following criteria: (1) the primary government and the component unit have substantially the same governing body and a financial benefit or burden relationship exists, (2) the primary government and the component unit have substantially the same governing body and management of the primary government has operational responsibility for the component unit, (3) the component unit serves or benefits, exclusively or almost exclusively, the primary government rather than its citizens, or (4) the total debt of the component unit will be paid entirely or almost entirely from resources of the primary government. The financial statements include the Rosemount Port Authority as a blended component unit. The Port Authority serves all the citizens of the government and is governed by a board comprised of three of five of the primary government's elected council and four citizens appointed at large. The bond issuance authorizations are approved by the primary government's council and the legal liability for the general obligation portion of the Port Authority's debt remains with the primary government. The Port Authority is reported in a special revenue fund and debt service fund. The Rosemount Port Authority does not issue separate financial statements. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) B. GOVERNMENT-WIDE AND FUND FINANCIAL STATEMENTS Government-Wide Financial Statements The statement of net position and statement of activities display information about the reporting government as a whole. They include all funds of the reporting entity. The statements distinguish between governmental and business-type activities. Governmental activities generally are financed through taxes, intergovernmental revenues, and other nonexchange revenues. Business-type activities are financed in whole or in part by fees charged to external parties for goods or services. The statement of activities demonstrates the degree to which the direct expenses of a given function or segment are offset by program revenues. Direct expenses are those that are clearly identifiable with a specific function or segment. The City does not allocate indirect expenses to functions in the statement of activities. Program revenues include 1) charges to customers or applicants who purchase, use or directly benefit from goods, services, or privileges provided by a given function or segment, and 2) grants and contributions that are restricted to meeting the operational or capital requirements of a particular function or segment. Taxes and other nems not included among program revenues are reported as general revenues. Internally directed resources are reported as general revenues rather than as program revenues. Fund Financial Statements Financial statements of the City are organized into funds, each of which is considered to be a separate accounting entity. Each fund is accounted for by providing a separate set of self-balancing accounts, which constitute its assets, deferred outflows or resources, liabilities, deferred inflows of resources, net position/fund equity, revenues, and expenditures/expenses. Funds are organized as major funds or nonmajor funds within the governmental and proprietary statements. An emphasis is placed on major funds wnhin the governmental and proprietary categories. A fund is considered major if ii is the primary operating fund of the City or meets the following criteria: a. Total assets/deferred outflows of resources, liabilities/deferred inflows of resources, revenues, or expenditures/expenses of that individual governmental or enterprise fund are at least 10% of the corresponding total for all funds of that category or type, and b. The same element of the individual governmental fund or enterprise fund that met the 10% test is at least 5% of the corresponding total for all governmental and enterprise funds combined. c. In addition, any other governmental or enterprise fund that the City believes is particularly important to financial statement users may be reported as a major fund. IV-17 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) B. GOVERNMENT-WIDE AND FUND FINANCIAL STATEMENTS (cont.) Fund Financial Statements (cont.) Separate financial statements are provided for governmental funds and proprietary funds. Major individual governmental funds and major individual enterprise funds are reported as separate columns in the fund financial statements. The City reports the following major governmental funds: General Fund -accounts for the City's primary operating activities. It is used to account for and report all financial resources except those accounted for and reported in another fund. Debt Service Fund -used to account for and report financial resources that are restricted, committed, or assigned to expenditure for the payment of general long-term debt principal, interest, and related costs, other than enterprise debt. Capital Projects Fund -used to account for and report financial resources that are restricted, committed, or assigned to expenditures for capital outlays, including the acquisition or construction of capita! facilities and other capital assets. The capita! projects fund consists of one primary fund and three separate internal funds maintained by the City. Port Authority TIF Fund -used to account for and report financial resources that are restricted, committed, or assigned to expenditures related to the activities of the City's Downtown - Brockway TIF District. The City reports the following major enterprise funds: Water -accounts for operations of the water system. Sewer -accounts for operations of the sewer system. Storm Water -accounts for operations of the storm water drainage system. The City reports the following non-major governmental and enterprise funds: Special Revenue Funds -used to account for and report the proceeds of specific revenue sources that are restricted or committed to expenditures for specified purposes (other than debt service or capital projects). PEG Fees Fire Safety Education Fund GIS Fund Port Authority General Fund Enterprise Funds -may be used to report any activity for which a fee is charged to external uses for goods or services, and must be used for activities which meet certain debt or cost recovery criteria. Arena Fund -accounts for the activities of the City's ice arena operations. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT AccOUNTING POLICIES (cont.) B. GOVERNMENT-WIDE AND FUND FINANCIAL STATEMENTS (cont.) Fund Financial Statements (cont.) In addition, the City reports the following fund types: Internal service funds are used to account for the financing of goods and services provided by one department or agency to other departments or agencies of the City on a cost- reimbursement basis. Insurance Fund -accumulates resources to pay deductibles and uninsured claims, and pays for a majority of the general liability insurance and workers compensation insurance premiums for the City. c. MEASUREMENT Focus, BASIS OF ACCOUNTING AND FINANCIAL STATEMENT PRESENTATION Government-Wide Financial Statements The government-wide statement of net position and statement of activities are reported using the economic resources measurement focus and the accrual basis of accounting. Under the accrual basis of accounting, revenues are recognized when earned and expenses are recorded when the liability is incurred or economic asset used. Revenues, expenses, gains, losses, assets, and liabilities resulting from exchange and exchange-like transactions are recognized when the exchange takes place. Property taxes are recognized as revenues in the year for which they are levied. Grants and similar Items are recognized as revenue as soon as all eligibility requirements imposed by the provider are met. Special assessments are recorded as revenue when levied. Unbilled receivables are recorded as revenues when services are provided. As a general rule, the effect of interfund activity has been eliminated from the government-wide financial statements. Exceptions to this general rule are charges between the City's water and sewer utility and various other functions of the government. Elimination of these charges would distort the direct costs and program revenues reported for the various functions concerned. Fund Financial Statements Governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recorded when they are both measurable and available. Available means collectible within the current period or soon enough thereafter to be used to pay liabillties of the current period. For this purpose, the City considers revenues to be available if they are collected within 60 days of the end of the current fiscal period. Expenditures are recorded when the related fund liability is incurred, except for unmatured interest on long-term debt, claims, judgments, compensated absences, and pension expenditures, which are recorded as a fund liability when amounts are due and payable. IV-18 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT AcCOUNTING POLICIES (cont.) c. MEASUREMENT Focus, BASIS OF ACCOUNTING AND FINANCIAL STATEMENT PRESENTATION (cont.) Fund Financial Statements (cont.) Property taxes, special assessments, intergovernmental revenues, charges for services and interest associated with the current fiscal period are all considered to susceptible to accrual and so have been recognized as revenues of the current fiscal period. Only the portion of special assessments receivable due within the current fiscal period is considered to be susceptible to accrual as revenue of the current period. All other revenue items are considered to be measurable and available only when cash is received by the City. Proprietary fund financial statements are reported using the economic resources measurement focus and the accrual basis of accounting, as described previously in this note. The proprietary funds distinguish operating revenues and expenses from nonoperating items. Operating revenues and expenses generally result from providing services and producing and delivering goods in connection with a proprietary fund's principal ongoing operations. The principal operating revenues of the water, sewer, storm water, and arena funds are charges to customers for sales and services. Operating expenses for proprietary funds include the cost of sales and services, administrative expenses, and depreciation on capital assets. All revenues and expenses not meeting this definition are reported as nonoperating revenues and expenses. All Financial Statements The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, deferred outflows of resources, liabilities, and deferred inflows of resources and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenditures/expenses during the reporting period. Actual results could differ from those estimates. D. ASSETS, DEFERRED OUTFLOWS OF RESOURCES, LIABILmES, DEFERRED INFI.OWS OF RESOURCES, AND NET PoslTION OR EQUITY 1. Deposits and Investments For purposes of the statement of cash flows, the City considers all highly liquid investments with an Initial maturity of three months or less when acquired to be cash equivalents. Investment of City funds is restricted by state statutes. Available investments are limited to: a. Direct obligations or obligations guaranteed by the United States or its agencies, commercial paper, repurchase or reverse repurchase agreements with banks that are members of the Federal Reserve System with capitalization exceeding $10,000,000, a primary reporting dealer in U.S. Government Securities to the Federal Reserve Bank of New York or certain Minnesota brokers/dealers. b. General obligations of the State of Minnesota or any of its municipalities. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT AcCOUNTING POLICIES {cont.) D. ASSETS, DEFERRED OUTFLOWS OF RESOURCES, LIABILITIES, DEFERRED INFI.OWS OF RESOURCES, AND NET PosmoN OR EQUITY (cont.) 1. Deposits and Investments (cont.) c. Bankers acceptances of United States banks eligible for purchase by the Federal Reserve System. d. Shares of investment companies registered under the Federal Investment Company Act of 1940 and whose only investments are direct obligations guaranteed by the United States or its agencies. The City has adopted an investment policy. The policy contains the following guidelines: Credit Risk -The policy follows state statutes for allowable investments except that it does not permit the purchase of shares of investment companies registered under the Federal Investment Company Act of 1940 whose only investments are direct obligations guaranteed by the United States or its agencies. Concentration of Credit Risk -The policy does not limit the amount the City may invest in any one issuer. Interest Rate Risk -As a means of limiting its exposure to fair value losses arising from rising interest rates, the City's investment policy limits the amount of investments with maturities of more than five years to 35% of the City's total investment portfolio (including certificates of deposit). Investments are stated at fair value, which is the amount at which an investment could be exchanged in a current transaction between willing parties. Fair values are based on quoted market prices. No investments are reported at amortized cost. Adjustments necessary to record investments at fair value are recorded in the operating statement as increases or decreases in investment income. The difference between the bank statement balance and carrying value is due to outstanding checks and/or deposits in transit. See Note IV.A. for further information. 2. Receivables Property tax levies are set by the City Council in the fall each year and are certified to Dakota County for collection in the following year. In Minnesota, counties act as collection agents for all property taxes. The County spreads all levies over taxable property. Such taxes become a lien on January 1 and are recorded as receivables by the City at that date. Property taxes are accrued and recognized as revenue in the year collectible, net of delinquencies. Real property taxes may be paid by taxpayers in two equal installments on May 15 and October 15. Personal property taxes may be paid on February 28 and June 30. The County provides tax settlements to the City three times per year, in January, July, and December. IV-19 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES {cont.) D. ASSETS, DEFERRED OUTFLOWS OF RESOURCES, LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND NET POSITION OR EQUITY {cont.) 2. Receivables {cont.) Taxes which remain unpaid 60 days after year end are classified as delinquent taxes receivable and are fully offset by unavailable revenue {deferred inflow of resources) in the governmental fund financial statements because they are not known to be available to finance current expenditures. Special assessments are levied against the benefited properties for the assessable costs of special assessments improvement projects in accordance with state statutes. The City usually adopts the assessment rolls when the individual projects are complete. The assessments are collectible over a term of years generally consistent with the term of years of the related bond issue. Collection of annual installments {including interest) is handled by the County in the same manner as property taxes. Property owners are allowed to prepay total future installments without interest or prepayment penalties. Special assessments receivable includes the following components: > Current -amount collected by Dakota County and not remitted to the City. > Delinquent -amounts billed to property owners but not paid. > Unavailable -assessment installments, which will be billed to property owners in future years. > Other -assessments for which payment has been postponed based on council action. Accounts receivable are considered to be 100% collectible. During the course of operations, transactions occur between individual funds that may result in amounts owed between funds. Short-term interfund loans are reported as "due to and from other funds." Long-term interfund loans {noncurrent portion) are reported as "advances from and to other funds." lnterfund receivables and payables between funds within governmental activities are eliminated in the statement of net position. Any residual balances outstanding between the governmental activities and business-type activities are reported in the government-wide financial statements as internal balances. In the governmental fund financial statements, advances to other funds are offset equally by a nonspendable fund balance account which indicates that they do not constitute expendable available financial resources and, therefore, are not available for appropriation or by a restricted fund balance account, if the funds will ultimately be restricted when the advance is repaid. 3. Inventories and Prepaid Items Governmental fund inventory items are charged to expenditure accounts when purchased. Year-end inventory was not significant. Proprietary fund inventories are generally used for construction and for operation and maintenance work. They are not for resale. They are valued at cost based on weighted average, and charged to construction and/or operation and maintenance expense when used. Certain payments to vendors reflect costs applicable to future accounting periods and are recorded as prepaid items in both government-wide and fund financial statements and expensed as the items are used {consumption method). · CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES {conq D. ASSETS, DEFERRED OUTFLOWS OF RESOURCES, LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND NET POSITION DR EQUITY {cont.) 4. Capital Assets Government -Wide Statements Capital assets, which include property, plant and equipment, are reported in the government-wide financial statements. Capital assets are defined by the government as assets with an initial cost of more than $5,000 for general capital assets and infrastructure assets, and an estimated useful life in excess of one year. All capital assets are valued at historical cost or estimated historical cost if actual amounts are unavailable. Donated capital assets are recorded at their estimated acquisition value at the date of donation. Additions to and replacements of capital assets of business-type activities are recorded at original cost, which includes material, labor, overhead, and an allowance for the cost of funds used during construction when significant. For tax-exempt debt, the amount of interest capitalized equals the interest expense incurred during construction netted against any interest revenue from temporary investment of borrowed fund proceeds. No interest was capitalized during the current year. The cost of renewals and betterments relating to retirement units is added to plant accounts. The cost of property replaced retired or otherwise disposed of, is deducted from plant accounts and, generally, together with removal costs less salvage, is charged to accumulated depreciation. Depreciation of all exhaustible capital assets is recorded as an allocated expense in the statement of activities, with accumulated depreciation reflected in the statement of net position. Depreciation is provided over the assets' estimated useful lives using the straight-line method of depreciation. The range of estimated useful lives by type of asset is as follows: Buildings Machinery and equipment Other improvements Utility system Infrastructure 30-65 Years 4-20 Years 60 Years 65 Years 35-50 Years Land, some land improvements, and construction work in progress are not depreciated. Fund Financial Statements In the fund financial statements, capital assets used in governmental fund operations are accounted for as capital outlay expenditures of the governmental fund upon acquisition. Capital assets used in proprietary fund operations are accounted for the same way as in the government-wide statements. 5. Deferred Outflows of Resources A deferred outflow of resources represents a consumption of net position/fund balance that applies to a future period and will not be recognized as an outflow of resources {expense/expenditure) until that future time. IV-20 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.1 D. ASSETS, DEFERRED OUTFLOWS OF RESOURCES, LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND NET POSITION OR EQUITY (cont.) 6. Compensated Absences Under terms of employment, employees are granted vacation, sick and comp time benefits in varying amounts. These benefits are based upon union contracts and City actions as applicable. Amounts carried forward for vacation and comp time accruals are governed by these contracts and actions. Sick pay accruals may be carried forward indefinitely. All vested vacation, sick leave and comp time pay is accrued when incurred in the government-wide and proprietary fund financial statements. A liability for these amounts is reported in governmental funds only if they have matured, for example, as a result of employee resignations and retirements, and are payable with expendable available resources. Payments for vacation, sick and comp time leave will be made at rates in effect when the benefits are used. Accumulated vacation, sick and comp time leave liabilities at December 31, 2017 are determined on the basis of current salary rates and include salary related payments. 7. Long-Tenn Obligations/Conduit Debt All long-term obligations to be repaid from governmental and business-type resources are reported as liabilities in the government-wide statements. The long-term obligations consist primarily of notes and bonds payable, accrued compensated absences, and net pension liability. Long-term obligations for governmental funds are not reported as liabilities in the fund financial statements. The face value of debts (plus or minus any premiums or discounts) are reported as another financing source and payments of principal and interest are reported as expenditures. The accounting in proprietary funds is the same as it is in the government-wide statements. The City has approved the issuance of industrial revenue bonds (IRB) for the benefit of private business enterprises. IRB's are secured by mortgages or revenue agreements on the associated projects, and do not constitute indebtedness of the City. Accordingly, the bonds are not reported as liabilities in the accompanying financial statements. At year end, the aggregate principal amount for the four issues outstanding could not be determined; however, their original issue amounts totaled $13,094,720. 8. Deferred Inflows of Resources A deferred inflow of resources represents an acquisition of net position that applies to a future period and therefore will not be recognized as inflow of resources (revenue) until that future lime. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) D. ASSETS, DEFERRED OUTFLOWS OF RESOURCES, LIABILITIES, DEFERRED INFLOWS OF RESOURCES, ANO NET POSITION OR EQUITY (cont.) 9. Equity Classifications Government-Wide Statements Equity is classified as net position and displayed in three components: a. Net investment in capital assets -Consists of capital assets including restricted capital assets, net of accumulated depreciation and reduced by the outstanding balances (excluding unspent debt proceeds) of any bonds, mortgages, notes, or other borrowings that are attributable to the acquisition, construction, or improvement of those assets. b. Restricted net position -Consists of net position with constraints placed on their use either by 1) external groups such as creditors, grantors, contributors, or laws or regulations of other governments or, 2) law through constitutional provisions or enabling legislation. c. Unrestricted net position -All other net positions that do not meet the definitions of "restricted" or "net investment in capital assets." When both restricted and unrestricted resources are available for use, it is the City's policy to use restricted resources first, then unrestricted resources as they are needed. Fund Statements Governmental fund balances are displayed as follows: a. Nonspendable -Includes fund balance amounts that cannot be spent either because they are not in spendable form or because legal or contractual requirements require them to be maintained intact. b. Restricted -Consists of fund balances with constraints placed on their use either by 1) external groups such as creditors, granters, contributors, or laws or regulations of other governments or 2) law through constitutional provisions or enabling legislation. c. Committed -Includes fund balance amounts that are constrained for specific purposes that are internally imposed by the government through formal action of the highest level of decision making authority. Fund balance amounts are committed through a formal action (resolution) of the City Council. This formal action must occur prior to the end of the reporting period, but the amount of the commitment, which will be subject to the constraints, may be determined in the subsequent period. Any changes to the constraints imposed require the same formal action of the City Council that originally created the commitment. d. Assigned -Includes spendable fund balance amounts that are intended to be used for specific purposes that do not meet the criteria to be classified as restricted or committed. The City Council has authorized the Finance Director and/or Administrator to assign amounts for a specific purpose. Assignments may take place after the end of the reporting period. IV-21 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE I -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (9>n_t.} D. ASSETS, DEFERRED OUTFLOWS OF RESOURCES, LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND NET POSITION OR EQUITY (cont.) 9. Equity Classifications (cont.) Fund Statements (cont.) e. Unassigned -Includes residual positive fund balance within the general fund which has not been classified within the other above mentioned categories. Unassigned fund balance may also include negative balances for any governmental fund if expenditures exceed amounts restricted or committed for those purposes. The City considers restricted amounts to be spent first when both restricted and unrestricted fund balance is available unless there are legal documents / contracts that prohibit doing this, such as in grant agreements requiring dollar for dollar spending. Additionally, the City would first use committed, then assigned and lastly unassigned amounts of unrestricted fund balance when expenditures are made. The City has a formal minimum fund balance policy. That policy is to maintain a working capital fund of 45 to 55 percent of the subsequent year's general fund budgeted expenditures. The balance at year end was $7,333,743, or 56 percent, and is included in unassigned general fund balance. Proprietary fund equity is classified the same as in the government-wide statements. 10. Basis for Existing Rates Current utility rates were approved by the City Council on December 20, 2016. 11. Pension For purposes of measuring the net pension liability, deferred outflows/inflows of resources, and pension expense, information about the fiduciary net position of the Public Employees Retirement Association (PERA) and additions to/deductions from PERA's fiduciary net position have been determined on the same basis as they are reported by PERA except that PERA's fiscal year end is June 30. For this purpose, plan contributions are recognized as of employer payroll paid dates and benefit payments and refunds are recognized when due and payable in accordance with the benefit terms. Investments are reported at fair value. The PERA has a special funding situation created by a direct aid contribution made by the state of Minnesota. The direct aid is a result of the merger of the Minneapolis Employees Retirement Fund into the PERA on January 1, 2015. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE 11-RECONCILIATION OF GOVERNMENT-WIDE AND FUND FINANCIAL STATEMENTS A. ExPLANATION OF CERTAIN DIFFERENCES BETWEEN THE GOVERNMENTAL FUNDS BALANCE SHEET AND THE STATEMENT OF NET POSITION The governmental fund balance sheet includes a reconciliation between fund balance -total governmental funds and net position -governmental activities as reported in the government-wide statement of net position. One element of that reconciliation explains that "Some liabilities, including long- term debt, are not due and payable in the current period and, therefore, are not reported in the funds". The details of this $11,964,536 difference are as follows: Long-term liabilities applicable to the City's governmental activities are not due and payable in the current period, and accordingly, are not reported as fund liabilities. Interest on long-term debt is not accrued in governmental funds, but rather is recognized as an expenditure when due. All liabilities -both current and long-term -are reported in the statement of net position. Bonds and notes payable Compensated absences Unamortized premium on bonds payable Accrued interest Combined Adjustment for Long-Term Liabilities NOTE Ill -STEWARDSHIP, COMPLIANCE, AND ACCOUNTABILITY A. BUDGETARYINFORMATION $ 10,700,000 981,663 152,863 130,010 $ 11,964,536 Annual budgets have been adopted for the general fund and the capital project fund that is created by the following sub-funds, Building CIP, Street CIP and Equipment CIP. The remaining capital project sub funds adopt project-length budgets and therefore are not included in the annual budgeting process. Formal budgetary integration is not employed for debt service funds because effective budgetary control is alternatively achieved through general obligation bond indenture provisions. The budgeted amounts presented include any amendments made. The appropriated budget is prepared by fund, department and function. The legal level of budgetary control is at the department level. The City Council may authorize department heads to transfer budgeted appropriations within departments. The Council approved several supplemental budgetary appropriations during the year, but they were not considered material. Appropriations lapse at year end unless specifically carried over. Carryovers to the following year were $8,653,858. IV-22 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV -DETAILED NOTES ON ALL FUNDS A. 0EPOSrTS AND INVESTMENTS The City maintains a cash and investment pool that is available for use by all funds. Each fund type's portion of this pool is displayed on the statement of net position and balance sheet as cash and investments. In addition, investments are separately held by several of the City's funds. The City's cash and investments at year end were comprised of the following: Carrying Statement Value Balances Petty cash and cash on hand $ 2,400 $ 2,400 Demand deposits 17,293,478 18,113,201 Negotiable CDs 14,578,280 14,578,280 Associated Risks NIA Custodial credit risk Custodial credit risk, credit, concentration of credit, interest rate risk Custodial credit, credit, concentration of credit, US Agencies 20,155,095 20,155,095 interest rate risk Total Cash and Investments $ 52,029,253 $ 52,848,976 Reconciliation to the financial statements Per statement of net position Cash and investments $ 52,029,253 Deposits in each local and area bank are insured by the FDIC in the amount of $250,000 for time and savings accounts (including NOW accounts) and $250,000 for demand deposit accounts (interest-bearing and noninterest-bearing). In addition, if deposits are held in an institution outside of the state in which the government is located, insured amounts are further limited to a total of $250,000 for the combined amount of all deposit accounts. The Securities Investor Protection Corporation (SIPC), created by the Securities Investor Protection Act of 1970, is an independent government-sponsored corporation (not an agency of the U.S. government). SIPC membership provides account protection up to a maximum of $500,000 per customer, of which $100,000 may be in cash. The City categorizes its fair value measurements within the fair value hierarchy established by generally accepted accounting principles. The hierarchy is based on the valuation inputs used to measure the fair value of the asset. Level 1 inputs are quoted prices in active markets for identical assets; Level 2 inputs are significant other observable inputs; Level 3 inputs are significant unobservable inputs. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV -DETAILED NOTES ON ALL FUNDS (cont.) A. DEPOSITS AND INVESTMENTS (cont.) The market approach valuation method and matrix pricing techniques are used for recurring fair value measurements of the US Agency bonds and negotiable certificates of deposit. Investment T~ US Agencies $ Negotiable CDs Totals $ Custodial Credit Risk Deposits Level 1 December 31, 2017 Level2 Level3 Total - $ 20,155,095 $ $ 20,155,095 14,578,280 14,578,280 - $ 34,733,375 $ $ 34,733,375 Custodial credit risk is the risk that in the event of a financial institution failure, the City's deposits may not be returned to the City. The City maintains collateral agreements with Its banks. At December 31, 2017, the banks had pledged various government securities in the amount of $18,250,425 to secure the City's deposits. Investments For an investment, custodial credit risk is the risk that, in the event of the failure of the counterparty, the City will not be able to recover the value of its investments or collateral securities that are in the possession of an outside party. Credit Risk Credit risk is the risk that an issuer or other counterparty to an investment will not fulfill Its obligations. As of December 31, 2017, the City of Rosemount's investments in U.S. agency obligations received AA+ and/or AM ratings from Standard & Peer's and/or Moody's Investors Service, respectively. The City also had investments in negotiable certificates of deposit which were unrated. IV-23 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV -DETAILED NOTES ON ALL FUNDS (cont.) A. DEPOSITS AND INVESTMENTS (cont.) Concentration of Credit Risk Concentration of credit risk is the risk of loss attributed to the magnitude of the City's investment in a single issuer. As of December 31, 2017, the City of Rosemount's investment portfolio was concentrated as follows: Issuer Federal Home Loan Bank Federal Home Loan Mortgage Corporation Federal Fann Credit Bank Federal National Mortgage Association Interest Rate Risk Investment T~e US Agencies US Agencies US Agencies US Agencies Percentage of Total 24% 11% 6% 13% Interest rate risk is the risk that changes in interest rates will adversely affect the value of an investment. As of December 31, 2017, the City of Rosemount's investments were as follows: Investment Maturities (in ~ars) Total Fair Less Investment T2...__ Value than 1 1-5 ~ US Agencies $ 20,155,095 $ $14,601,152 $ 5,553,943 Negotiable CDs 14,578,280 1,733,280 12,360,000 ~000 Totals $ 34,733,375 $ 1,733,280 $26,961,152 $ 6,038,943 At December 31, 2017, the City held $9,006,583 in US Agency Obligations that are callable at increasing stepped interest rates. See Note I.D.1 for further information on deposit and investment policies. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV -DETAILED NOTES ON ALL FUNDS (cont.) 8. RECEIVABLES Receivable amounts not expected to be collected within one year are listed below: Debt Cepital Governmental Activities General Service Projects Amounts not expected to be collected within one year $ 11688 $ 590,880 $ 269,251 $ Water Sewer Storm Water Business-Type Activities Utili!}t Utili!}t ___!:!!i!!!Y. Amounts not expected to be collected within one year $ 421402 $ 43,246 $ 741070 $ Totals 861,819 Totals 1ssi710 Governmental funds report unavailable or unearned revenue in connection with receivables for revenues that are not considered to be available to liquidate liabillties of the current period. Governmental funds also defer revenue recognition in connection with resources that have been received, but not yet earned. At the end of the current fiscal year, the various components of unavailable revenue and unearned revenue reported in the governmental funds were as follows: Unavailable Unearned Totals - Delinquent property taxes receivable $ 44,119 $ $ 44,119 Delinquent special assessments 947 947 Special assessments not yet due 1,683,211 1,047,503 2,730,714 Donations receivable for future projects 64,302 64,302 Total Unearned/Unavailable Revenue for Governmental Funds $ 1,792,579 $ 1,047,503 $ 2,840,082 IV-24 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV-DETAILED NOTES ON ALL FUNDS (cont.) C. CAPITAL ASSETS Capital asset activity for the year ended December 31, 2017 was as follows: Beginning Ending Balance ~ns Deletions Balance Governmental Activities Capital assets not being depreciated Land $ 7,960,624 $ $ $ 7,960,624 Land improvements 2,356,397 291,015 2,647,412 Construction in progress 1,552,447 3,867,223 1,966,513 3,453,157 Total Capital Assets Not Being Depreciated 11,869,468 4,158,238 1,966,513 14061193 Capital assets being depreciated Land improvements 3,891,036 220,785 14,797 4,097,024 Buildings 17,202,617 155,428 17,358,045 Machinery and equipment 11,734,309 1,313,507 756,881 12,290,935 Infrastructure: Other 209,037 209,037 Roads 60,166,206 1,012,162 61,178,368 Bridges 2,034,591 2,034,591 Parking lots 580,449 743,626 25,500 1,298,575 Total Capital Assets Being Depreciated 95,818,245 3,445,508 797,178 98,466,575 Less: Accumulated depreciation for Land improvements (1,452,854) (171,247) 14,797 (1,609,304) Buildings (5,303,730) (343,804) (5,647,534) Machinery and equipment (6,765,611) (750,170) 697,793 (6,817,988) Infrastructure: Other (14,592) (5,336) (19,928) Roads (11,431,313) (1,006,908) (12,438,221) Bridges (530,700) (50,865) (581,565) Parking lots ,254,619) ,28,883) 17170 ,266,332) Total Accumulated Depreciation '25,753,419) !2,357,213) 729,760 ,27,380,872) Net Capital Assets Being Depreciated 70,064,826 1,088,295 67,418 71,085,703 Total Governmental Activities Capital Assets, Net of Accumulated Depreciation $ 81,934,294 $ 5,246,533 $ 2,033,931 $ 85,146,896 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV-DETAILED NOTES ON ALL FUNDS (cont.) C. CAPITAL ASSETS (cont.) Depreciation expense was charged to functions as follows: Governmental Activities General government Public safety Public works, which includes the depreciation of roads, bridges and parking lots Culture, education and recreation Total Governmental Activities Depreciation Expense Beginning Balance Additions Business-Type Activities Capital assets not being depreciated - Land $ 2,683,777 $ 44,300 $ Construction in progress Total Capital Assets Not Being Depreciated Capital assets being depreciated Buildings Machinery and equipment Infrastructure -mains and li~es and other improvements Total Capital Assets Being Depreciated Less: Accumulated depreciation for Buildings Machinery and equipment Infrastructure -mains and lines and other improvements Total Accumulated Depreciation Net Capital Assets Being Depreciated Total Business-Type 744,907 560111 3~684 604,411 11,085,341 3,431,509 332,552 139,199,225 340 945 153,716,075 673,497 (3,644,309) (248,615) (2, 113,804) (167,313) !51,478,274) !2, 135,396) !57,236,387) !2,551,324) 96,479,688 !1,877,827) Capital Assets, Net of Accumulated Depreciation $ 99,908,372 $ (1,273,416) i Depreciation expense was charged to functions as follows: Business-Type Activities Water Sewer Storm water Arena Total Business-type Activities Depreciation Expense $ 310,634 288,030 1,438,771 319 778 $ 2,357,213 Ending Deletions Balance $ 2,728,077 468,904 836114 468,904 3~191 11,085,341 138,330 3,625,731 139SQ,_170 138,330 154,251,242 (3,892,924) 124,286 (2,156,831) !53,613,670) 124,286 !59,663,425) 14,044 94,587,817 ~ $ 98,152,008 $ ! 815,812 925,119 752,701 57,692 2~324 IV-25 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV -DETAILED NOTES ON ALL FUNDS ~n_ll D. INTERFUND ADVANCES AND TRANSFERS Advances The following is a schedule of interfund advances as of December 31, 2017: Receivable Fund Sewer Sewer Payable Fund Capital Projects Water ~unt Subtotal -Fund financial statements Less: Fund eliminations Total -Internal Balances Government-Wide Statement of Net Position $ 22,857 9,524 32,381 (9,524) _$_~857 The principal purpose of these interfund loans was to finance the public works building expansion in 1999, and to purchase and renovate a building in the Downtown-Brockway Tax Increment Financing District in 2005. All amounts are due within one year. For the statement of net position, interfund balances which are owed within the governmental activities or business-type activities are netted and eliminated. The sewer fund advanced funds to the water fund and capital projects fund. The sewer fund is charging the other funds interest on the advance based on the average outstanding advance balance during the year at a rate of 5%. Following is a detailed repayment schedule for the sewer fund advance: Princip_al Interest Totals 2018 $ ~ $ 1,619 $ 34,000 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV -DETAILED NOTES ON ALL FUNDS (cont.) D. INTERFUND ADVANCES AND TRANSFERS (cont.) Transfers The following is a schedule of interfund transfers: Fund Transferred To General Debt Service Capital Projects Enterprise Sewer Storm Water Arena Less: Fund eliminations Fund Transferred From Arena Capital Projects Water Capital Projects General Debt Service Water Sewer Storm Water Capital Projects Water General Total Transfers -Government-Wide Statement of Activities $ Amount 3,500 221 67,000 200,695 17,914 50,020 721,233 73,316 609,846 217,314 56,000 130,000 2,147,059 (1,019,478) $ 1,127,581 Principal Purpose Building and grounds maintenance Reimbursement of capital project costs Water share of debt payment Reimbursement of capital project costs Share of capital project costs Close out debt service fund Share of capital project costs Share of capital project costs Share of capital project costs Reimbursement of capital project costs Water share of debt payment Operating expenses Generally, transfers are used to (1) move revenues from the fund that collects them to the fund that the budget requires to expend them, (2) move receipts restricted to debt service from the funds collecting the receipts to the debt service fund, and (3) use unrestricted revenues collected in the general fund to finance various programs accounted for in other funds in accordance with budgetary authorizations. For the statement of activities, interfund transfers within the governmental activities or business-type activities are netted and eliminated. IV-26 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV -DETAILED NOTES ON ALL FUNDS (cont.) E. LONG• TERM OBLIGATIONS Long-term obligations activity for the year ended December 31, 2017 was as follows: Amounts Beginning Ending Due Within Balance Increases ....Q!_creases Balance One Year GOVERNMENTAL ACTIVITIES Bonds and Notes Payable General obligation debt $ 15,160,000 $ 1,055,000 $ 5,515,000 $ 10,700,000 $ 1,395,000 Add: Premiums 166 750 61,287 75174 152,863 Sub-totals 15,326,750 1,116,287 5,590,174 10,852,863 ~000 Other Liabilities Vested compensated absences 982,100 470,971 471,408 981,663 471,198 Net pension liability 12,230,676 249,294 6,557,612 5,922,358 Total Other Liabilities 13,212,776 720,265 7,029,020 ~021 471,198 Total Governmental Activities Long-Term Liabillties $ 28,5391526 $ 118361552 $ 1216191194 s 11i7ss,B84 $ 1,866,198 BUSINESS-TYPE ACTIVITIES Bonds and Notes Payable General obligation debt $ 2,090,000 $ $ 445,000 $ 1,645,000 $ 390,000 Add: Premiums 82,292 8,229 74063 Sub-totals 2,172,292 453,229 1,719,063 __mooo Other Liabillties: Vested compensated absences 176,564 100,136 84,751 191,949 92,136 Net pension liabillty 1,338,476 33001 370150 1,001,327 Total Other Liabilities 1,515,040 133,137 454,901 1,193,276 ~136 Total Business-type Activities Long-Term Liabilities $ 316871332 $ 133,137 $ 908,130 $ 2,912,339 ~136 Genera/ Obligation Debt All general obligation bonds payable are backed by the full faith and credit of the City. Bonds in the governmental funds will be retired by future property tax levies or tax increments accumulated by the debt service fund. Business-type activities debt is payable by revenues from user fees of those funds or, if the revenues are not sufficient, by future tax levies. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV -DETAILED NOTES ON ALL FUNDS (cont.) E. LONG-TERM OBLIGATIONS (cont.) Genera/ Obligation Debt (cont.) Governmental Activities Date of General Obligation Debt Issue Port Authority TIF, Series 2008A 2008 Port Authority TIF, Crossover Refunding Bonds, Series 20106 2010 Improvement Bonds, Series 2012A 2012 Improvement Bonds, Series 2013A 2013 Improvement Bonds, Series 2014A 2014 Fire Station Refunding Bonds, Series 20156 2015 Port Authority TIF Crossover Refunding Bonds, Series 2015A 2015 Improvement Bonds, Series 2017 A 2017 Final Maturity 2024 2022 2018 2019 2025 2025 2032 2023 Total Governmental Activities -General Obligation Debt Business-type Activities Date of Final Interest Rates 5.0%10 5.5% 1.2%10 3.7% 0.4%101.0% 0.5% to 1.65% 0.35% to 2.4% 1.5%103.0% 3.0% 3.0% Interest Original Balance Indebtedness 12-31-17 $ 2,785,000 $ 1,970,000 1,355,000 720,000 810,000 165,000 1,500,000 615,000 2,400,000 1,625,000 1,345,000 1,215,000 3,335,000 3,335,000 1,055,000 1,055,000 $ 10,700,000 Original Balance General Obligation Debt Issue Maturity B!!!!._ Indebtedness 12-31-17 Water Revenue Bonds, Series 2007A 2007 Utility Rev Refunding Bonds, Series 2010A 2010 Water Revenue Bonds, Series 2015A 2015 2018 2018 2026 Total Business-type Activities -General Obligation Debt Debt service requirements to maturity are as follows: Governmental Activities General Obligation Debt 4.0% 0.8%102.6% 1.5%103.0% $ 1,210,000 $ 145,000 1,545,000 105,000 1,525,000 1,395,000 $ ___ 1,645,000 Business-Type Activities General Obligation Debt Year Princieal lntarast Princieal Interest 2018 $ 1,395,000 $ 298,816 $ 390,000 $ 39,108 2019 1,445,000 288,513 145,000 31,993 2020 1,190,000 233,730 145,000 28,730 2021 890,000 200,241 150,000 25,043 2022 920,000 166,391 155,000 21,036 2023-2027 2,780,00 459,305 660,000 38,860 2028-2032 2,080,000 154,200 - Totals $ 10,7001000 $ 1,7811196 $ 1,645,000 $ 184,770 IV-27 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV-DETAILED NOTES ON ALL FUNDS (cont.) E. LONG• TERM OBLIGATIONS (cont.) Other Debt Information Estimated payments of compensated absences and the net pension liability are not included in the debt service requirement schedules. The compensated absences liability and net pension liability attributable to governmental activities will be liquidated primarily by the general fund. There are a number of limitations and restrictions contained in the various bond indentures and loan agreements. The City believes it is in compliance with all significant limitations and restrictions. including federal arbitrage regulations. The water and storm water utilities have pledged future water and storm water revenues, net of specified operating expenses, to repay revenue bonds issued in 2007, 2010, and 2015. Proceeds from bonds provided financing for utility improvements. The bonds are payable solely from water and storm water revenues and are payable through 2026. Annual principal and interest payments on the bonds are expected to require 6% of net revenues. The total principal and interest remaining to be paid on the bonds is $1,829,770. Principal and interest paid for the current year and the gross customer revenues were $497,840 and $4,895,067, respectively. Crossover Refunding On November 19, 2015, the City issued $3,335,000 in general obligation bonds with an average coupon rate of 2.73% to advance refund $3,275,000 of outstanding bonds with an average coupon rate of 4.025%. The net proceeds were used to purchase U.S. government securities. Those securities were deposited in an account to provide for future debt service payments on the new bonds until the crossover date. The cash flow requirements on the refunded debt prior to the advance refunding was $5,014,739 from 2016 through 2032. The cash flow requirements on the refunding bonds are $4,571,096 from 2016 through 2032. The advance refunding resulted in an economic gain (difference between the present values of the debt service payments on the old and new debt) of $373,276. On February 1, 2017, the Port Authority TIF, Series 2008B bonds were called and the balance of $3,275,000 was paid off. The cash and investments held with a fiscal agent from the proceeds of the Port Authority TIF Crossover Refunding Bonds, Series 2015A, were liquidated to pay off the bonds. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV -DETAILED NOTES ON ALL FUNDS (con_t.l F. NET PosmoNIFUND BALANCES Net position reported on the government-wide statement of net position at December 31, 2017 includes the following: Governmental Activities Net Investment in Capital Assets Land Construction in progress Other capital assets, net of accumulated depreciation Less: related long-term debt outstanding (excluding unspent capital related debt proceeds) Total Net Investment in Capital Assets $ 7,960,624 3,453,157 73,733,115 (10,852,863) $ 74,294,033 IV-28 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV-DETAILED NOTES ON ALL FUNDS (cont.) F. NET PosmoN/FUND BALANCES (cont.) Governmental Funds Governmental fund balances reported on the fund financial statements at December 31, 2017 include the following: Fund Balances Nonspenclable: Prepaid items Restricted for: Debt seNice Port Authority TIF PEG Fees Sub-total Committed for: Fire safely education GIS Port authortty -generel Sub-total Aeslaned for: Compensated absences Health insurance Comp plan Building maintenance Park maintenance Election equipment Various projects/equipment BuildingCIP Street CIP Equipment CIP Sub-total Unassigned: Total Fund Balances Debi General Fund Service $ • $ 2,983,348 2,983,348 981,683 150,700 10,000 96,184 566,544 51,263 384,153 2,222,507 7,333,743 $ 9,556,250 $ 2,983,348 Port Capital Authority Non major ~ TIF Funds Totals --------- $ • $ 7,780,237 2,162,123 330,748 • $ 1,849,055 1,849,055 531,317 ---- 10,804,425 ---- -------- $10,804,425 ~ $ 444 $ 444 2,983,348 1,849,055 21,759 ~ 21,759 4,854,162 3,030 3,030 42,732 42,732 184,400 184,400 230,162 230,162 981,663 150,700 10,000 96,184 566,544 51,263 8,144,390 2,162,123 330,748 ~ 13,026,932 7,333,743 252,365 $ 25,445,443 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE IV -DETAILED NOTES ON ALL FUNDS ~ont.) F. NET PosmoN/FUND BALANCES (cont.) Business-Type Activities Net Investment in Capital Assets Land Construction in progress Other capital assets, net of accumulated depreciation Less: related long-term debt outstanding (excluding unspent capital related debt proceeds) Total Net Investment in Capital Assets NOTE V -OTHER INFORMATION A. EMPLOYEES' RETIREMENT SYSTEM Public Employees Retirement Association (PERA) $ 2,728,077 836,114 94,587,817 (823,727) $ 97.328.281 Plan description. The City participates in the following cost-sharing multiple-employer defined benefrt pension plans administered by the Public Employees Retirement Association of Minnesota (PERA). PERA's defined benefit pension plans are established and administered in accordance with Minnesota Statutes, Chapters 353 and 356. PERA's defined benefrt pension plans are tax qualified plans under Section 401 (a) of the lrrtemal Revenue Code. 1. General Employees Retirement Plan All full-time and certain part-time employees of the City are covered by the General Employees Plan. General Employees Plan members belong to either the Coordinated Plan or the Basic Plan. Coordinated Plan members are covered by Social Security and Basic Plan members are not. The Basic Plan was closed to new members in 1967. All new members must participate in the Coordinated Plan. 2. Public Employees Police and Fire Plan The Police and Fire Plan, originally established for police officers and firefighters not covered by a local relief association, now covers all police officers and firefighters hired since 1980. Effective July 1, 1999, the Police and Fire Plan also covers police officers and firefighters belonging to a local relief association that elected to merge with and transfer assets and administration to PERA. IV-29 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V-OTHER INFORMATION (cont.) A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Pub/le Employees Retirement Association (PERA) (cont.) Benefits. PERA provides retirement, disability, and death benefits. Benefrt provisions are established by state statute and can only be modified by the state Legislature. Benefrt increases are provided to benefrt recipients each January. Increases are related to the funding ratio of the plan. Members in plans that are at least 90 percent funded for two consecutive years are given 2.5 percent increases. Members in plans that have not exceeded 90 percent funded, or have fallen below 80 percent, are given one percent increases. The benefrt provisions stated in the following paragraphs of this section are current provisions and apply to active plan participants. Vested, terminated employees who are entitled to benefits but are not receiving them yet are bound by the provisions in effect at the time they last terminated their public service. 1. General Employees Plan Benefrts General Employees Plan benefits are based on a member's highest average salary for any five successive years of allowable service, age, and years of credit at termination of service. Two methods are used to compute benefits for PERA's Coordinated and Basic Plan members. The retiring member receives the higher of a step-rate benefrt accrual formula (Method 1) or a level accrual formula (Method 2). Under Method 1, the annuity accrual rate for a Basic Plan member is 2.2 percent of average salary for each of the first ten years of service and 2. 7 percent for each remaining year. The annuity accrual rate for a Coordinated Plan member is 1.2 percent of average salary for each of the first ten years and 1. 7 percent for each remaining year. Under Method 2, the annuity accrual rate is 2.7 percent of average salary for Basic Plan members and 1.7 percent for Coordinated Plan members for each year of service. For members hired prior to July 1, 1989 a full annuity is available when age plus years of service equal 90 and normal retirement age is 65. For members hired on or after July 1, 1989 normal retirement age is the age for unreduced Social Security benefrts capped at 66. 2. Police and Fire Plan Benefrts Benefits for Police and Fire Plan members first hired after June 30, 2010 but before July 1, 2014 vest on a prorated basis from 50 percent after five years up to 100 percent after ten years of credited service. Benefits for Police and Fire Plan members first hired after June 30, 2014 vest on a prorated basis from 50 percent after ten years up to 100 percent after twenty years of credited service. The annuity accrual rate is 3 percent of average salary for each year of service. For Police and Fire Plan members who were first hired prior to July 1, 1989 a full annuity is available when age plus years of service equal at least 90. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V-OTHER INFORMATION (cont.) A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Public Employees Retirement Association (PERA) (cont.) Contributions. Minnesota Statutes Chapter 353 sets the rates for employer and employee contributions. Contribution rates can only be modified by the state Legislature. 1. General Employees Plan Contributions Basic Plan members and Coordinated Plan members were required to contribute 9.1 percent and 6.5 percent, respectively, of their annual covered salary in calendar year 2017. The City was required to contribute 11. 78 percent of pay for Basic Plan members and 7.50 percent for Coordinated Plan members in calendar year 2017. The City's contributions to the General Employees Plan for the year ended December 31, 2017, were $331,224. The City's contributions were equal to the required contributions as set by state statute. 2. Police and Fire Plan Contributions Plan members were required to contribute 10.8 percent of their annual covered salary in calendar year 2017. The City was required to contribute 16.2 percent of pay for members in calendar year 2017. The City's contributions to the Police and Fire Plan for the year ended December 31, 2017, were $358,264. The City's contributions were equal to the required contributions as set by state statute. Pension Costs 1. General Employees Fund Pension Costs At December 31, 2017, the City reported a liability of $4,155,941 for Its proportionate share of the General Employees Fund's net pension liability. The City's net pension liability reflected a reduction due to the State of Minnesota's contribution of $6 million to the fund in 2017. The State of Minnesota is considered a non-employer contributing entity and the state's contribution meets the definition of a special funding situation. The State of Minnesota's proportionate share of the net pension liabillty associated with the City totaled $52,248. The net pension liability was measured as of June 30, 2017 and the total pension liability used to calculate the net pension liability was determined by an actuarial valuation as of that date. The City's proportion of the net pension liability was based on the City's contributions received by PERA during the measurement period for employer payroll paid dates from July 1, 2016 through June 30, 2017 relative to the total employer contributions received from all of PERA's participating employers. At June 30, 2017 the City's proportion share was 0.0651 percent which was a decrease of 0.0002 percent from its proportion measured as of 2016. For the year ended December 31, 2017, the City recognized pension expense of $544,335 for its proportionate share of the General Employees Plan's pension expense. In addition, the City recognized an additional $1,509 as pension expense and grant revenue for its proportionate share of the State of Minnesota's contribution of $6 million to the General Employees Fund. IV-30 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V-OTHER INFORMATION (cont.) A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Public Employees Retirement Association (PERA) (cont.) Pension Costs (cont.) 1. General Employees Fund Pension Costs (cont.) At December 31, 2017, the City reported its proportionate share of the General Employees Plan's deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Deferred Outflows Deferred Inflows of Resources of Resources Differences between expected and actual economic experience $ 136,967 $ 266,839 Changes of actuarial assumptions 690,707 416,955 Difference between projected and actual investment earnings 24,665 Changes in proportion 20,730 102,606 Contributions paid to PERA subsequent to measurement date 169,856 Totals $ 1,043,145 $ 786,400 $169,856 reported as deferred outflows related to pension resulting from City contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended December 31, 2018. Other amounts reported as deferred outflows of resources and deferred inflows of resources related to pension will be recognized in pension expense as follows: Year Ended December 31: 2018 2019 2020 2021 Pension Expense Amount $ 99,525 246,126 (83,084) (175,678) CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V-OTIIER INFORMATION (cont.) A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Public Employees Retirement Association (PERA) (cont.) Pension Costs (cont.) 2. Police and Fire Fund Pension Costs At December 31, 2017, the City reported a liability of $2,767,744 for its proportionate share of the Police and Fire Fund's net pension liability. The net pension liability was measured as of June 30, 2017, and the total pension liability used to calculate the net pension liability was determined by an actuarial valuation as of that date. The City's proportion of the net pension liability was based on the City's contributions received by PERA during the measurement period for employer payroll paid dates from July 1, 2016, through June 30, 2017, relative to the total employer contributions received from all of PERA's participating employers. At June 30, 2017, the City's proportion was 0.205 percent which was a decrease of 0.001 percent from Its proportion measured as of June 30, 2016. For the year ended December 31, 2017, the City recognized pension expense of $687,127 for its proportionate share of the Police and Fire Plan's pension expense. The City also recognized $18,450 for the year ended December 31, 2017, as pension expense and grant revenue for its proportionate share of the State of Minnesota's on-behalf contributions to the Police and Fire Fund. Legislation passed in 2013 required the State of Minnesota to begin contributing $9 million to the Police and Fire Fund each year, starting in fiscal year 2014. At December 31, 2017, the City reported Its proportionate share of the Police and Fire Plan's deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Deferred Outflows Deferred Inflows of Resources of Resources - Differences between expected and actual economic experience $ 63,708 $ 748,770 Changes in actuarial assumptions 3,643,230 3,929,510 Difference between projected and actual investment earnings 44,908 Changes in proportion 43,201 86,467 Contributions paid to PERA subsequent to measurement date 188,180 - Totals $ 3,9831227 $ 4,764,747 IV-31 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V -OTHER INFORMATION (cont.) A. EMPLOYEES' REnREMENT SYSTEM (cont.) Public Employees Retirement Association (PERA) (cont.) Pension Costs (cont.) 2. Police and Fire Fund Pension Costs (cont.) $188,180 reported as deferred outflows of resources related to pensions resulting from City contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended December 31, 2018. Other amounts reported as deferred outflows and inflows of resources related to pensions will be recognized in pension expense as follows: Year Ended December 31: 2018 2019 2020 2021 2022 Actuarial Assumptions Pension Expense Amount $ 43,141 43,141 (40,682) (235,451) (779,849) The total pension liability in the June 30, 2017, actuarial valuation was determined using the following actuarial assumptions: Inflation Active Member Payroll Growth Investment Rate of Return 2.50% per year 3.25% per year 7.50% Salary increases were based on a service-related table. Mortality rates for active members, retirees, survivors and disabilitants were based on RP 2014 tables for all plans for males or females, as appropriate, with slight adjustments to fit PERA's experience. Cost of living benefrt increases for retirees are assumed to be one percent per year for the General Employees Plan through 2044 and Police and Fire Plan through 2064 and then 2.5 percent thereafter for both plans. Actuarial assumptions used in the June 30, 2017, valuation were based on the results of actuarial experience studies. The most recent four-year experience study in the General Employees Plan was completed in 2015. The experience study for Police and Fire Plan was completed in 2016. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V -OTHER INFORMATION !c_ont.) A. EMPLOYEES' REnREMENT SYSTEM (cont.) Publlc Employees Retirement Association (PERA) (cont.) Actuarial Assumptions (cont.) The following changes in actuarial assumptions occurred in 2017: General Employees Fund > The Combined Service Annuity (CSA) loads were changed from 0.8 percent for active members and 60 percent for vested and non-vested deferred members. The revised CSA loads are now 0.0 percent for active member liability, 15.0 percent for vested deferred member liability and 3.0 percent for non-vested deferred member liability. > The assumed post-retirement benefit increase rate was changed from 1.0 percent per year for all years to 1.0 percent per year through 2044 and 2.5 percent per year thereafter. Police and Fire Fund > Assumed salary increases were changed as recommended in the June 30, 2016 experience study. The net effect is proposed rates that average 0.34 percent lower than the previous rates. > Assumed rates of retirement were changed, resulting in fewer retirements. > The Combined Service Annuity (CSA) load was 30 percent for vested and non-vested deferred members. The CSA has been changed to 33 percent for vested members and 2 percent for non-vested members. > The base mortality table for healthy annuitants was changed from the RP-2000 fully generational table to the RP-2014 fully generational table (with a base year of 2006), with male rates adjusted by a factor of 0.96. The mortality improvement scale was changed from Scale AA to Scale MP-2016. The base mortality table for disabled annuitants was changed from the RP-2000 disabled mortality table to the mortality tables assumed for healthy retirees. > Assumed termination rates were decreased to 3.0 percent for the first three years of service. Rates beyond the select period of three years were adjusted, resulting in more expected terminations overall. > Assumed percentage of married female members was decreased from 65 percent to 60 percent. > Assumed age difference was changed from separate assumptions for male members (wives assumed to be three years younger) and female members (husbands assumed to be four years older to the assumption that males are two years older than females. IV-32 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V-OTHER INFORMATION (cont.) A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Public Employees Retirement Association (PERA) (cont.) Actuarial Assumptions (cont.) Police and Fire Fund (cont.) > The assumed percentage of female members electing Joint and Survivor annuities was increased. > The assumed post-retirement benefit increase rate was changed from 1.00 percent for all years to 1.00 percent per year through 2064 and 2.50 percent thereafter. > The single discount rate changed from 5.60 percent to 7 .50 percent. The State Board of Investment, which manages the investments of PERA, prepares an analysis of the reasonableness on a regular basis of the long-term expected rate of return using a building-block method in which best-estimate ranges of expected future rates of return are developed for each major asset class. These ranges are combined to produce an expected long-term rate of return by weighting the expected future rates of return by the target asset allocation percentages. The target allocation and best estimates of geometric real rates of return for each major asset class are summarized in the following table: Long-Term Expected Asset Class Real Rate of Return Target Allocation Domestic Stocks 5.10% 39% International Stocks 5.30 19 Bonds 0.75 20 Alternative Assets 5.90 20 Cash 0.00 2 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V -OTHER INFORMATION (cont.) A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Public Employees Retirement Association (PERA) (cont.) Discount rate. The discount rate used to measure the total pension liability in 2017 was 7 .50%. The projection of cash flows used to determine the discount rate assumed that contributions from plan members and employers will be made at rates set in Minnesota Statutes. Based on these assumptions, the fiduciary net positions of the General Employees Fund and the Police and Fire Fund was projected to be available to make all projected future benefit payments of current plan members. Therefore, the long- term expected rate of return on pension plan investments was applied to all periods of projected benefit payments to determine the total pension liability. Pension Liability Sensitivity. The following presents the City's proportionate share of the net pension liability for all plans it participates in, calculated using the discount rate disclosed in the preceding paragraph, as well as what the City's proportionate share of the net pension liability would be if it were calculated using a discount rate one percentage point lower or one percentage point higher than the current discount rate: 1 % Decrease to Current Discount 1 % Increase to Discount Rate Rate Discount Rate City's proportionate share of the General Employees Fund net pension liability $6,466,173 $4,155,941 $2,280,970 City's proportionate share of the Police and Fire Fund net pension liability $5,212,469 $2,767,744 $749,488 Pension Plan Fiduciary Net Position. Detailed information about each pension plan's fiduciary net position is available in a separately-issued PERA financial report that includes financial statements and required supplementary information. That report may be obtained on the Internet at www.mnpera.org. IV-33 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V -OTHER INFORMATION (co_nt.) A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Rosemount Fire Department Relief Association-Defined Benefit Pension Plan Plan Description. The City of Rosemount contributes to the Rosemount Fire Department Relief Association Pension Plan; a single-employer retirement system administered by the Rosemount Fire Department Relief Association. The Rosemount Fire Department Relief Association provides a lump-sum benefit to its members upon retirement, total disability or death. These benefit provisions are established and can be amended by the Rosemount Fire Department Relief Association's Board of Trustees with approval by the Rosemount City Council. Benefits. Individuals with at least 20 years of service who have reached age 50 are entitled to a lump-sum payment of $7,100 per year of service plus a Supplemental Benefit of 10% of the regular lump sum distributions, but not more than $1,000. In the event an otherwise qualified member has less than 20 years of service, the member is eligible for a pension payment of 60 percent after 10 years of service, increasing 4 percent for each year of service after 1 O years to a maximum of 100 percent. Members retiring before 50 do not receive distributions until age 50, but interest at 5% per year is added to their retirement benefit until paid. Employees covered by benefit terms. At December 31, 2016, the following employees were covered by the benefit terms: Inactive employees or beneficiaries currently receiving benefits Inactive employees entitled to but not yet receiving benefits Active members 7 __ 5_2 59 Contributions. The contribution requirements are established and may be amended by the Minnesota State Legislature. The Rosemount Fire Department Relief Association is comprised of volunteers. Therefore, there are no covered payroll amounts or member contributions required. Pension Costs. At December 31, 2017, the City reported a net pension asset of $1,246,634 for the plan. The net pension asset was measured as of December 31, 2016. The total pension liability used to calculate the net pension asset in accordance with GASB 68 was determined by applying an actuarial formula to specific census data certified by the Department as of December 31, 2016. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V-OTHER INFORMATION {conll A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Rosemount Fire Department Relief Association-Defined Benefit Pension Plan {cont.) The following table presents the changes in net pension asset during the year. Total Plan Net Pension Pension Fiduciary Net Liability Liability Position (Asset) i&_ (b) ~ Beginning balance, January 1, 2017 $ 2,445,579 $ 3,447,069 $ (1,001,490) Changes for the year Service cost 133,433 133,433 Interest on pension liability 148,293 148,293 Differences between expected and actual experience (76,515) (76,515) Changes of assumptions (68,607) (68,607) Changes of benefit terms 52,512 52,512 Contributions (state and local) 170,901 (170,901) Contributions -donations and other income 277 (277) Net investment income 271,652 (271,652) Benefit payments, including member contribution refunds (8,570) 8,570 Total net changes 189,116 434,260 (245,144) Ending balance, December 31, 2017 $ 2,634,695 $ 3,881,329 $ (1,246,634) For the year ended December 31, 2017, the City recognized pension expense of $167,528. At December 31, 2017, the City reported deferred inflows of resources and deferred outflows of resources, its contributions subsequent to the measurement dale, related to pension from the following sources: Deferred Deferred Outflows of Inflows of Resources Resources Difference between expected and actual experience $ $ 70,324 Change in actuarial assumptions 25,540 63,056 Net differences between projected and actual earnings on pension plan investments 88,820 Employer contributions subsequent to the measurement date 30,000 Totals _$ -·· 144,360 $ 133,380 IV-34 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V-OTHER INFORMATION (cont.) A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Rosemount Fire Department Relief Association-Defined Benefit Pension Plan (cont.) Deferred outflows of resources totaling $30,000 related to pensions resulting from the City's contributions to the plan subsequent to the measurement date will be recognized as a reduction of the net pension liability (asset) in the year ended December 31, 2018. Other amounts reported as deferred outflows of resources and deferred inflows of resources related to pension will be recognized in pension expense as follows: Year Ended December 31: Future Recognition 2018 $ 25,578 2019 25,579 2020 26,627 2021 (22,632) 2022 (8,417) Thereafter (65,755) Actuarial assumptions. The total pension liability at December 31, 2016 was determined using the entry age normal actuarial cost method and the following actuarial assumptions: Fifty (50) percent of active members will retire when reaching retirement eligibility (later of age 50 and 20 years of service); then fifty (50) percent retire each subsequent year until one hundred (100) percent retirement at the earlier of age 65 or 30 years of service. Actuarial Valuation Date: Measurement Date of Net Pension Asset: Actuarial Cost Method: Index rate for 20-year, tax exempt municipal bonds Long-Term Expected Rate of Return: Discount Rate: Inflation: December 31, 2016 December 31, 2016 Entry Age 3.78% 6.75% 6.75% 2.75% CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V-OTHER INFORMATION.{ C_()_nlj A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Rosemount Fire Department Relief Association-Defined Benefit Pension Plan (cont.) Mortality rates were based on the July 1, 2016 Minnesota Public Employees' Retirement Association Police and Fire Plan actuarial valuation as described below: Healthy Pre-Retirement -RP 2000 non-annuitant generational mortality, white collar adjustment, male rates set back two years, female rates set back two years. Healthy Post-Retirement -RP 2000 non-annuitant generational mortality, white collar adjustment, without age adjustment. The actuarial assumptions used in the December 31, 2016 valuation were based on the results of an actuarial experience study for the period January 1, 2016-December 31, 2016. The discount rate was updated from 5.75 % to 6.75%. The benefit lump-sum payment per year of service increased from $7,000 to $7,100. The long-term expected rate of return on pension plan investments was determined using a building-block method in which best estimates for expected future real rates of return (expected returns, net of pension plan investment expense and inflation) were developed for each major asset class. The asset class estimates were combined to produce the portfolio long-term expected rate of return by weighting the expected future real rates of return by the current asset allocation percentage and by adding expected inflation (2.75%). All results are then rounded to the nearest quarter percentage point. The best estimates of geometric real and nominal rates of return for each major asset class are summarized in the following table: Asset Class Domestic equity International equity Fixed income Real estate and alternatives Cash and cash equivalents Total Reduced for assumed investment expense Net assumed investment return (weighted avg, rounded to¼%) Allocation at Measurement Date 60.64% 1.94 13.59 0.51 23.32 100.00 % Long-Term Expected Real Rate of Return 5.58% 5.71 2.27 4.44 0.84 Long-term Expected Nominal Rate of Return 8.33% 8.46 5.02 7.19 3.59 7.09% (0.41%) 6.75% IV-35 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V -OTHER INFORMATION tco_ri_t.) A. EMPLOYEES' RETIREMENT SYSTEM (cont.) Rosemount Fire Department Relief Association-Defined Benefit Pension Plan (cont.) Discount rate. The discount rate used to measure the total pension liability was 6. 75 percent. The discount rate was developed using the alternative method. Considering the plan's current overfunded status, combined with statutory funding requirements, it is assumed the projected plan assets will be adequate to pay future retiree benefits. Therefore, the long-term expected rate of return on pension plan investments was applied to all periods of projected benefit payments to determine the total pension liability. Net pension asset sensitivity. The following presents the City's net pension asset for the plan, calculated using the discount rate disclosed in the preceding paragraph, as well as what the City's net pension asset would be if it were calculated using a discount rate 1 percent lower or 1 percent higher than the current discount rate: 1 Percent 1 Percent Decrease Current Increase Net pension asset $ 1,176,319 $ 1,246,634 $ 1,314,602 Pension plan fiduciary net position. The Rosemount Fire Department Relief Association issues a publicly available financial report that includes financial statements and required supplementary information for the Rosemount Fire Department Relief Association Pension Plan. That report may be obtained by writing to City of Rosemount, 2875 145th Street West, Rosemount, Minnesota 55068-4997, or by calling 651 423 4411. 8. RISK MANAGEMENT The City is exposed to various risks of loss related to torts; theft of, damage to, or destruction of assets; errors and omissions; workers' compensation; and health care of its employees. The City purchases commercial insurance and participates in a public entity risk pool called the Minnesota League of Cities Insurance Trust to provide coverage for these various risks of loss. Settled claims have not exceeded coverage in any of the past three years. There were no significant reductions in coverage compared to the prior year. The City has established an internal service fund (Insurance Fund) to account for and finance uninsured risks of loss related to torts, theft of, damage to and destruction of assets, including deductibles. The majority of the City's general liability and workers' compensation insurance premiums are paid for by this fund. At December 31, 2017, there are no claims liabilities in the Insurance Fund based on the requirements of Governmental Accounting Standards Board Statement Number 10, which requires that a liability for claims be reported if information prior to the issuance of the financial statements indicates that it is probable a liability has been incurred at the date of the financial statements and the amount of loss can be reasonably estimated. CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V-OTHER INFORMATION (cont.) C. COMMITMENTS AND CONTINGENCIES Claims and judgments are recorded as liabilities if all the conditions of Governmental Accounting Standards Board pronouncements are met. The liability and expenditure for claims and judgments are only reported in governmental funds if it has matured. Claims and judgments are recorded in the government-wide statements and proprietary funds as expenses when the related liabilities are incurred. From time to time, the City is party to various pending claims and legal proceedings. Although the outcome of such matters cannot be forecasted with certainty, it is the opinion of management and the City attorney that the likelihood is remote that any such claims or proceedings will have a material adverse effect on the City's financial position or results of operations. The City has received federal and state grants for specific purposes that are subject to review and audit by the granter agencies. Such audits could lead to requests for reimbursements to the grantor agency for expenditures disallowed under terms of the grants. Management believes such disallowances, if any, would be immaterial. The City has active construction projects as of December 31, 2017. Work that has been completed on these projects but not yet paid for (including contract retainages) is reflected as accounts payable and expenditures. $1,680,484 remains on commitments on signed contracts that were not year complete as of year-end. In 2007, the City, through the Port Authority TIF (Authority) which was established under Minnesota Statutes Chapter 469.0813, entered into an agreement with 146th Street Partners, Limited Partnership (Developer) in the form of a tax incremental revenue note to stimulate economic development. The amount of the obligation is $1,500,000, and is payable to the developer solely from available tax increments collected from a specific portion of the development. Payments are scheduled through the year 2032, and carry an interest rate of 4.96%. The agreement is authorized through the Contract for Private Redevelopment between the Authority and Developer. The Developer pays property taxes as they become due, and since meeting the criteria established in the development agreement, is entitled to incentive payments that directly correlate to the taxes paid. The incentive is based on the repayment schedule in the tax incremental revenue note but only to the extent of available tax increment, defined as 90% of the tax increment that is received by the Authority in the six-month period immediate before each payment date. The obligation does not constitute a charge upon any funds of the City. In the event that future tax increments are not sufficient to pay off the obligation, the obligation terminates with no further liability to the City. Since the amount of future payments is contingent on the collection of future TIF increments, the obligation is not reported as a liability in the accompanying financial statements. Incentive payments for the year ended December 31, 2017 were $144,735 IV-36 CITY OF ROSEMOUNT NOTES TO FINANCIAL STATEMENTS As of and for the Year Ended December 31, 2017 NOTE V -OTHER INFORMATION (cont.) D. EFFECT OF NEW ACCOUNTING STANDARDS ON CURRENT-PERIOD FINANCIAL STATEMENTS The Governmental Accounting Standards Board (GASB) has approved the following: > Statement No. 75, Accounting and Financial Reporting for Postemployment Benefits Other Than Pensions > Statement No. 83, Certain Asset Retirement Obligations > Statement No. 84, Fiduciary Activities > Statement No, 85, Omnibus 2017 > Statement No. 86, Certain Debt Extinguishment Issues > Statement No. 87, Leases When they become effective, application of these standards may restate portions of these financial statements. CITY OF ROSEMOUNT REQUIRED SUPPLEMENTARY INFORMATION GENERAL FUND SCHEDULE OF REVENUES AND OTHER SOURCES COMPARED TO BUDGET (BUDGETARY BASIS) BUDGET AND ACTUAL For the Year Ended December 31, 2017 Budgeted Amounts Variance with REVENUES Original Final Actual Final Budget TAXES General property tax $ 8,172,869 $ 8,172,869 $ 8,220,879 $ 48,010 Fiscal disparities 1,175,131 1,175,131 1,175,131 Other 356,000 356,000 354,627 (1,373) Total Taxes 9,704,000 9,704,000 9,750,637 ______§,637 INTERGOVERNMENTAL REVENUES State aid -police 172,500 172,500 186,837 14,337 State aid -general government 46,000 46,000 89,415 43,415 State aid -highway 41,300 41,300 42,495 1,195 Other 94,800 94,800 92,408 (2,392) Total Intergovernmental Revenues 354,600 354,600 417 036 ~436 PUBLIC CHARGES FOR SERVICES General government 1,028,900 1,028,900 991,270 (37,630) Public safety 35,700 35,700 33,566 (2,134) Highways and streets 55,700 55,700 96,112 40,412 Parks and recreation 214,100 214,100 244,892 30,792 SAC 3,500 3,500 3,926 426 Total Charges for Services 1,337,900 1,337,900 1,369,766 --21,866 LICENSES AND PERMITS Business 60,500 60,500 59,420 (1,080) Non-business 635,400 635,400 681,823 46423 Total Licenses and Permits 695,900 695,900 741,243 ___ 4_5,343 FINES AND FORFEITURES County 120,000 120,000 101,327 (18,673) SPECIAL ASSESSMENTS 345 345 INVESTMENT INCOME AND MISCELLANEOUS Interest earnings 120,800 120,800 163,932 43,132 Change in fair value of investments (10,444) (10,444) Miscellaneous general revenues 23,000 48,500 88,114 39,614 Donations 11,399 11,399 Rents 33,000 33,000 36,590 3,590 Total Investment Income and Miscellaneous 176,800 213,699 289,591 75,892 Total Revenues 12,389,200 12,426,099 ~945 243,846 OTHER FINANCING SOURCES Transfers in 3,500 3,500 ___ 3,721 221 TOTAL REVENUES AND OTHER FINANCING SOURCES $ 12,392,700 $ 12,429,599 $ 12,673,666 L___IB,.067 See auditors' report and accompanying notes to required supplementary information. IV-37 CITY OF ROSEMOUNT REQUIRED SUPPLEMENTARY INFORMATION GENERAL FUND SCHEDULE OF EXPENDITURES AND OTHER USES (BUDGETARY BASIS) -BUDGET AND ACTUAL For the Year Ended December 31, 2017 CURRENT EXPENDITURES GENERAL GOVERNMENT Mayor and council Executive Elections Finance Community development General government TOTAL GENERAL GOVERNMENT PUBLIC SAFETY Police department Fire department TOTAL PUBLIC SAFETY PUBLIC WORKS Government building maintenance Fleet maintenance Street maintenance Park maintenance TOTAL PUBLIC WORKS PARKS AND RECREATION CAPITAL OUTLAY OTHER FINANCING USES Transfers out TOTAL EXPENDITURES AND OTHER FINANCING USES Beginning of year budget basis encumbrances End of year budget basis encumbrances GAAP basis expenditures and other financing uses Bud_g_eted Amounts Ori_g_inal Final $ 279,000 $ 304,500 664,700 664,700 20,000 20,000 528,100 528,100 1,052,500 1,052,500 323,600 323,600 2,867,900 2,893,400 3,929,500 3,935,133 384,800 384,800 4,314,300 4,319,933 575,800 575,800 652,000 652,000 1,423,500 1,423,500 940,000 940,000 -- 3,591,300 3,591,300 1,489,200 1,494,966 130,000 130,000 $ 12,392,700 $ 12,429,599 Actual $ 212,319 618,760 19,316 524,351 1,042,468 352,351 2,769,565 3,944,293 363,515 4,307,808 521,262 539,762 1,425,701 870,178 3,356,903 1,546,723 68~ 147,914 12,197,018 1,997,456 (1,188,524) i_ 13,005,950 See auditors' report and accompanying notes to required supplementary information. Variance with Final Bud~ $ 92,181 45,940 684 3,749 10,032 (28,751) 123 835 (9,160) 21,285 12125 54,538 112,238 (2,201) 69,822 ~397 (51,757) (68,105) (17,914) ~581 City Fiscal Year End Date 12/31115 12131116 12/31/17 CITY OF ROSEMOUNT SCHEDULE OF CITY'S AND NON EMPLOYER PROPORTIONATE SHARE OF THE NET PENSION LIABILITY - PUBLIC EMPLOYEES GENERAL EMPLOYEES RETIREMENT FUND REQUIRED SUPPLEMENTARY INFORMATION (Last Ten Years") For the Year Ended December 31, 2017 State's City's and State's City's City's Proportionate Proportionate City's Proportionate Plan Fiduciary Proportion Proportionate Share of the Net Share of the Net Share of the Net Net Position PERA Fiscal of the Net Share of the Pension Liability Pension liability City's Pension liability as a as a Percentage Year End Date Pension Net Pension Associated Associated Covered Percentage of Covered of the total (Measurement Date' ~ ~-~M.... ~~ withCity(a+b) ~ Payroll((a+b)/c) Pensionliability 6/30/15 0.0645% 6/30/16 0.0653% 6/30/17 0.0651% $ 3,342,725 5,302,014 4,155,941 "'' 69,191 52,248 $ 3,342,725 $ 3,896,543 5,371,205 4,004,601 4,208,189 4,192,648 85.79% 134.13% 100,37% 78.20% 68.90% 75.90% * This schedule is provided prospectively beginning with the fiscal year ended December 31, 2015. .. For purposes of this schedule, covered payroll is defined as "i>ensionable wages." SCHEDULE OF EMPLOYER CONTRIBUTIONS - PUBLIC EMPLOYEES GENERAL EMPLOYEES RETIREMENT FUND REQUIRED SUPPLEMENTARY INFORMATION (Last Ten Years*) For the Year Ended December 31, 2017 Contributions in Relation to the Contributions City Fiscal PERA Fiscal Statutorily Statutorily Contribution as a Percentage Year End Year End Date Required Required Deficiency Covered of Covered Date (Measurement Date) Contributions (a) Contributions (b) (Excess) (a-b) ~ Pa:i-:roH(b/d) 12131/15 6/30(15 $ 292,241 $ 292,241 $ $ 3,896,543 7.50% 12131116 6/30/16 308,184 308,184 4,109,750 7.50% 12131117 6/30117 331,224 331,224 4,417,884 7.50% * This schedule is presented prospectively beginning with the fiscal year ended December 31, 2015. -For purposes of this schedule, covered payroll is defined as "pensionable wages." See auditors' report and accompanying notes to required supplementary information IV-38 CITY OF ROSEMOUNT SCHEDULE OF CITY'S PROPORTIONATE SHARE OF THE NET PENSION LIABILITY - PUBLIC EMPLOYEES POLICE AND FIRE FUND REQUIRED SUPPLEMENTARY INFORMATION (Last Ten Yesrs•) For the Year Ended December 31, 2017 City's City's City's Proportionate Plan Fiduciary Proportion Proportionate Share of the Net Position City Fiscal PERA Flscel of the Net Share of the City's Net Pension Liability as a Percentage Year End Year End Date Pension Net Pension-Covered as a Percentage of of the total Date (Measurement Date) Llabll~ Uabll!!l(a) Pa~ll{b) Covered Pa~II (alb) Pension Liabil~ 12/31/15 6/30/15 0.2130% $ 2,420,178 $ 1,984,803 12/31/16 6/30/16 0.2060% 8,267,138 1,895,019 12/31/17 6/30/17 0.2050% 2,767,744 2,107,072 * This schedule is provided prospectively beginning with the fiscal year ended December 31, 2015. **For purposes of this schedule, covered payroll ls defined as "pensionable wages." SCHEDULE OF EMPLOYER CONTRIBUTIONS - 121.94% 436.26% 131.35% PUBLIC EMPLOYEES POLICE AND FIRE FUND REQUIRED SUPPLEMENTARY INFORMATION (Last Ten Years•) For the Year Ended December31, 2017 Contributions in Relation to the City Fiscal PERA Fiscal Statutorily Statutorily Contribution Year End Year End Date Required Required Deficiency Covered Date (Measurement Date) Contributions {a) Contributions (b) {Excess) {a-b) Payroll** (d} 12/31/15 12/31/16 12/31/17 6130/15 6/30/16 6/30/17 321,538 326,037 356,284 321,538 328,037 356,284 • This schedule Is provided prospectively beginning with the fiscal year ended December 31, 2015. **For purposes of this schedule, covered payroll ls defined as ~penslonabrel wages.~ 1,984,803 2,012,572 2,199,184 See auditors' report and accompanying notes to required supplementary information. 86.60% 63.90% 85.40% Contributions as a Percentage of Covered Payroll (bid) 16.20% 18.20% 18.20% CITY OF ROSEMOUNT SCHEDULE OF CHANGES IN THE ROSEMOUNT FIRE DEPARTMENT RELIEF ASSOCIATION'S NET PENSION ASSET AND RELATED RATIOS REQUIRED SUPPLEMENTARY INFORMATION (Last Ten Yesrs•) For the Year Ended December 31, 2017 City's year end 2015 City's year end 2016 City's year end 2017 Measurement date 2014 Measurement date 2015 Measurement date 2016 Total Pension Llablllty Service cost $ 113,354 $ 118,471 $ 133,433 Interest 125,958 137,850 148,293 Changes of assumptions 32,190 (88,607) Differences between expected and actual experience (76,515) Changes of benefit terms 22,230 52,512 Benefit payments, including member conbibution refunds {88,394) Net change in total pension liability 239,310 220,347 189,116 Total pension liability-beginning 1985922 2,225,232 2 445 579 Total pension liability-ending $ 2,225,232 $ 2 445 579 $ 26348~ Plan Fiduciary Net Position Contributions -State and local $ 296,595 $ 244,269 $ 170,901 Contributions -donations and other 277 Net investment income 186,351 (44,297) 271,652 Benefit payments, including member contribution refunds (88,394) Administrative costs {8,300) {13,285) {8,570) Net change in plan fiduciary net position 474,846 98,293 434,260 Plan fiduciary net position -beginning 2,874,130 3,348,776 3,447069 Plan fiduciary net position -ending $ 3 348 776 $ 3 447 069 $ 3,881,329 Net pension llability/(asset) -ending $ (1,123,544) $ (1,001,490) $ {1,246,634) Plan fiduciary net position as a percentage of the total pension liability 150.49% 140.95% 147.32% • This schedule is provided prospectively beginning with the fiscal year ended December 31, 2015. See auditors' report and accompanying notes to required supplementary information. IV-39 YearEnd Date 12/31/15 12/31/16 12/31/17 CITY OF ROSEMOUNT SCHEDULE OF EMPLOYER CONTRIBUTIONS - ROSEMOUNT FIRE DEPARTMENT RELIEF ASSOCIATION REQUIRED SUPPLEMENTARY INFORMATION (Last Ten Years*) For the Year Ended December 31, 2017 Cit~ Contributions Statutorily Determined Actual Contribution Contribution Contribution Excess $ $ 109,100 $ 109,100 $ 30,000 30,000 30,000 30,000 Non-Employer Contribution State2% Fire Aid 135,169 140,901 140,267 • This schedule is provided prospectively beginning with the fiscal year ended December 31, 2015. See auditors' report and accompanying notes to required supplementary information. CITY OF ROSEMOUNT NOTES TO REQUIRED SUPPLEMENTARY INFORMATION As of and for the Year Ended December 31, 2017 Budgetary Information Budgetary information is derived from the annual operating budget and is presented using generally accepted accounting principles and the modified accrual basis of accounting with departures from generally accepted accounting principles for encumbrances. Public Employees Retirement Association (PERA) The amounts determined for each fiscal year were determined as of the calendar year-end and occurred within the fiscal year. The City is required to present the last ten years of data; however, accounting standards allow the presentation of as many years as are available until ten fiscal years are presented. Changes in benefit terms: There were no changes of benefit terms for any participating employer in the Public Employees Retirement Association. 2017 General Employees Fund Changes: Changes in Actuarial Assumptions: > The Combined Service Annuity (CSA) loads were changed from 0.8 percent for active members and 60 percent for vested and nonvested deferred members. The revised CSA loads are now zero percent for active member liability, 15.0 percent for vested deferred member liability, and 3.0 percent for nonvested deferred member liability. > The assumed post-retirement benefit increase rate was changed from 1.0 percent per year for all years to 1.0 percent per year through 2044, and 2.5 percent per year thereafter. 2016 General Employees Fund Changes: Changes in Actuarial Assumptions: > The assumed post-retirement benefit increase rate was changed from 1.0 percent per year through 2035, and 2.5 percent per year thereafter, to 1.0 percent per year for all years. > The assumed investment return was changed from 7.9 percent to 7.5 percent. The single discount rate was changed from 7.9 percent to 7.5 percent. > Other assumptions were changed pursuant to the experience study dated June 30, 2015. The assumed future salary increases, payroll growth, and inflation were decreased by 0.25 percent to 3.25 percent for payroll growth, and 2.50 percent for inflation. See auditors' report. IV-40 CITY OF ROSEMOUNT NOTES TO REQUIRED SUPPLEMENTARY INFORMATION As of and for the Year Ended December 31, 2017 Public Employees Retirement Association (PERA) (cont.) 2015 General Employees Fund Changes: Changes in Plan Provisions: > On January 1, 2015, the Minneapolis Employees Retirement Fund was merged into the General Employees Retirement Fund, which increased the total pension liability by $1.1 billion and increased the fiduciary plan net position by $892 million. Upon consolidation, state and employer contributions were revised. Changes in Actuarial Assumptions: > The assumed post-retirement benefit increase rate was changed from 1.0 percent per year through 2030, and 2.5 percent per year thereafter, to 1.0 percent per year through 2035, and 2.5 percent per year thereafter. 2017 Police and Fire Fund Changes: Changes in Actuarial Assumptions: > Assumed salary increases were changed as recommended in the June 30, 2016 experience study. The net effect is proposed rates that average 0.34 percent lower than the previous rates. > Assumed rates of retirement were changed, resulting in fewer retirements. > The Combined Service Annuity (CSA) load was 30 percent for vested and nonvested deferred members. The CSA has been changed to 33 percent for vested members and 2 percent for nonvested members. > The base mortality table for healthy annuitants was changed from the RP-2000 fully generational table to the RP-2014 Fully Generational Table (with a base year of 2006), with male rates adjusted by a factor of 0.96. The mortality improvement scale was changed from Scale AA to Scale MP-2016. The base mortality table for disabled annuitants was changed from the RP-2000 Disabled Mortality Table to the mortality tables assumed for healthy retirees. > Assumed termination rates were decreased to 3.0 percent for the first three years of service. Rates beyond the select period of three years were adjusted, resulting in more expected terminations overall. > Assumed percentage of married female members was decreased from 65 percent to 60 percent. > Assumed age difference was changed from separate assumptions for male members (wives assumed to be three years younger) and female members (husbands assumed to be four years older) to the assumption that males are two years older than females. > The assumed percentage of female members electing joint and survivor annuities was increased. See auditors' report. CITY OF ROSEMOUNT NOTES TO REQUIRED SUPPLEMENTARY INFORMATION As of and for the Year Ended December 31, 2017 Public Employees Retirement Association (PERA) (cont.) 2017 Police and Fire Fund Changes (cont.): Changes in Actuarial Assumptions (cont.): > The assumed post-retirement benefit increase rate was changed from 1.00 percent for all years to 1.00 percent per year through 2064, and 2.50 percent thereafter. > The single discount rate changed from 5.60 percent to 7.50 percent. 2016 Police and Fire Fund Changes: Changes in Actuarial Assumptions: > The assumed post-retirement benefit increase rate was changed from 1.0 percent per year through 2037, and 2.5 percent thereafter, to 1.0 percent per year for all future years. > The assumed investment return was changed from 7.9 percent to 7.5 percent. The single discount rate changed from 7 .9 percent to 5.6 percent. > The assumed future salary increases, payroll growth, and inflation were decreased by 0.25 percent to 3.25 percent for payroll growth, and 2.50 percent for inflation. 2015 Police and Fire Fund Changes: Changes in Plan Provisions: > The post-retirement benefit increase to be paid after attainment of the 90 percent funding threshold was changed, from inflation up to 2.5 percent, to a fixed rate of 2.5 percent Changes in Actuarial Assumptions: > The assumed post-retirement benefit increase rate was changed from 1.0 percent per year through 2030, and 2.5 percent per year thereafter, to 1.0 percent per year through 2037, and 2.5 percent per year thereafter. See auditors' report. IV-41 PROPOSAL SALE DATE: August 6, 2018 ________________________________ Phone: 651-223-3000 * Preliminary; subject to change. Fax: 651-223-3046 Email: bond_services@springsted.com Website: www.springsted.com City of Rosemount, Minnesota $930,000* General Obligation Improvement Bonds, Series 2018A For the Bonds of this Issue which shall mature and bear interest at the respective annual rates, as follow, we offer a price of $_________________ (which may not be less than $920,700) plus accrued interest, if any, to the date of delivery. Year Interest Rate (%) Yield (%) Dollar Price Year Interest Rate (%) Yield (%) Dollar Price 2020 % % % 2023 % % % 2021 % % % 2024 % % % 2022 % % % Designation of Term Maturities Years of Term Maturities In making this offer on the sale date of August 6, 2018 we accept all of the terms and conditions of the Terms of Proposal published in the Preliminary Official Statement dated July 18, 2018 including the City’s right to modify the principal amount of the Bonds. (See “Terms of Proposal” herein.) In the event of failure to deliver these Bonds in accordance with said Terms of Proposal, we reserve the right to withdraw our offer, whereupon the deposit accompanying it will be immediately returned. All blank spaces of this offer are intentional and are not to be construed as an omission. By submitting this proposal, we confirm that we have an established industry reputation for underwriting municipal bonds such as the Bonds. Not as a part of our offer, the above quoted prices being controlling, but only as an aid for the verification of the offer, we have made the following computations: NET INTEREST COST: $____________________________ TRUE INTEREST RATE: ______________ % The Bidder  will not  will purchase municipal bond insurance from . Account Members ______________________________ Account Manager By: ___________________________ Phone: ________________________ ........................................................................................................................................................................................................................... The foregoing proposal has been accepted by the City. Attest: _______________________________ Date: ________________________________ ...........................................................................................................................................................................................................................