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HomeMy WebLinkAbout09-26-2011 Special Meeting AGENDA FAIRFAX CITY COUNCIL SPECIAL MEETING MONDAY,SEPTEMBER 26,2011 AT 6:00 PM FAIRFAX CITY HALL—525 VANDERBILT STREET 1. Call to order 2:, Roll call Approval of agenda . Consider RESOLUTION setting the date for the sale of$2,260,000 General Obligation Corporate Purpose Bonds and authorizing use of preliminary official statement :5. Consider RESOLUTION to approve the annual Street Finance Report 6. Discussion a. Opportunity for citizens not on agenda 7. Clerk's comments 8. Mayor's comments 9. Adjournment Fairfax City Council Agenda-- September 26, 2011 Page 1 AGENDA FAIRFAX CITY COUNCIL SPECIAL MEETING MONDAY, SEPTEMBER 26,2011 AT 6:00 PM FAIRFAX CITY HALL-525 VANDERBILT STREET 1. Call to order t F 2., Roll call 3. Approval of agenda / A d. Consider RESOLUTION setting the date for the sale of$2,260,000 General Obligation Corporate Purpose Bonds and authorizing use of preliminary official statement i , � , - /14f J0 P � � r.. j- ,5. Consider Consider RESOLUTION to approv e annual Street Finance Report is f�' -''�+y. �- ;.s'�.: Z L".r✓'i"` '1.,= ' C1 �'�.r. . 6, Discussion a. Opportunity for citizens not on agenda T Clerk's comments 11. Mayor's comments . Adjournment � ) < ,� Fairfax City Council Agenda- September 26, 2011 Page 1 Fa -ffax419915-171Set bate for Bond Sale MINUTES TO SET DATE FOR SALE OF BONDS AND APPROVE PRELIMINARY OFFICIAL STATEMENT 419915-17 Fairfax,Iowaa September 26, 2011 The City Council of the City of Fairfax, Iowa, met on September 26, 2011, at 6.00 o'clock p.m., at the Council Chambers, Fairfax, Iowa. The meeting was called to order by the Mayor and the mall being called and the following named Council Members were present and absent: Present: Beer, Frieden, Otto, Magers, and Wainwright.. Absent: None. Council Member Magers introduced the resolution next hereinafter set out with respect to setting the date for the sale of the City's General Obligation. Corporate Purpose Bonds and approving a preliminary officiall statement, and moved that the resolution be adopted; seconded by Council Member Wainwright. After due consideration, the Mayor put the question on the motion and the roll being called,the following named Council Members voted: Ayes: Beer, Frieden,Otto,Magers, and Wainwright. Nays: None. Whereupon, the Mayor declared the resolution duly adopted, as hereinafter set out. • • • At the conclusion of the meeting, and upon motion and vote,the City Council adjourned.. Jason Ire, Mayor Attest: Y' i< / Carr, `a Stimson, City Clerk/Treasurer -1- DORSEz'&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA Fairfax419915-17/Set Date for Bond Sale RESOLUTION NO.2011-68 RESOLUTION SETTING DATE FOR SALE OF $2,260,000 GENERAL OBLIGATION CORPORATE PURPOSE BONDS AND AUTHORIZING USE OF PRELIMINARY OFFICIAL STATEMENT WHEREAS, pursuant to the provisions of Section 384.24A of the Code of Iowa, the City of Fairfax, in the County of Linn, State of Iowa (hereinafter referred to as the "City") has heretofore proposed to contract indebtedness and enter into a loan agreement (the "Essential Corporate Purpose Loan Agreement") in a principal amount not to exceed $1,010,000, for the purpose of paying the cost, to that extent, of constructing storm drainage and water main improvements, and has published notice of the proposed action and has held a hearing thereon; and WHEREAS, pursuant to the provisions of Section 384.24A of the Code of Iowa, the City has heretofore proposed to contract indebtedness and enter into a loan agreement (the "General Corporate Purpose Loan Agreement") in a principal amount not to exceed $2,300,000, for the purpose of paying the cost, to that extent, of carrying out projects in the Fairfax Urban Renewal Area consisting of developing.and constructing the Fairfax Athletics and Park Complex and constructing trail improvements, and, in lieu of calling an election upon such proposal, has published notice of the proposed action and has held a hearing thereon, and no petition has been filed with the City asking that the question of entering into the General Corporate Purpose Loan Agreement be submitted to the registered voters of the City; and WHEREAS, the Essential Corporate Purpose Loan Agreement and the General Corporate Purpose Loan Agreement have been combined into a single loan agreement (the "Loan Agreement"); and WHEREAS, it has been determined that at this time, the City should sell $2,260,000 General Obligation Corporate Purpose Bonds, Series 2011B (the "Bonds") for the purpose of constructing water main improvements and developing and constructing the Fairfax Athletics and Park Complex, and it is necessary to set a date for the sale of'the Bonds; and WHEREAS, a Preliminary Official Statement (the "Preliminary Official Statement") has been prepared describing and providing for the terms and conditions of the sale of the Bonds in evidence of the obligation of the City under the Loan Agreement, and it is now necessary to make provision for the approval of the Preliminary Official Statement and to authorize its use by Speer Financial, Inc.; -2- DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA Falrfax419915.17/Set Date for Bond Sale NOW, THEREFORE, Be It Resolved by the City Council of the City of Fairfax, Iowa„ as follows: Section 1. Sealed bids for the purchase of the Bonds shall be received and canvassed on behalf of the City at 11:00 o'clock a.m, on October 11, 2011, at the City Clerk's office, 525 Vanderbilt Street, Fairfax, Iowa, and the City Council shall meet on the same date at 6:00 o'clock p.m., at the Council Chambers, in the City, for the purpose of considering such bids received and considering and passing a resolution providing for the award and sale of the Bonds. Section 2. The use by Speer Financial, Inc. of the Preliminary Official Statement relating to the Bonds, in substantially the form as has been presented to and considered by this Council, is hereby approved, and Speer Financial, Inc. is hereby authorized to prepare and use a final Official Statement for the Bonds substantially in the form of the Preliminary Official Statement, but with such changes therein as are required to conform the same to the terms of'the Bonds and the resolution, when adopted, providing for the issuance of the Bonds, and the City Clerk is hereby authorized and directed to execute a final Official Statement for the Bonds, if requested. The Preliminary Official Statement as of its date is deemed final by the City within the meaning of Rule 15(c)(2)-12 of the Securities and Exchange Commission. Section 3. All resolutions or parts thereof in conflict herewith are hereby repealed to the extent of such conflict. Passed and approved September 26, 2011. Jason R ie, Mayor Attest: Cyrlia Stimson, City Clerk/Treasurer -3- DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA Pairfax419915-17/Set Date for Bond Sale STATE OF IOWA COUNTY OF LINN SS: CITY OF FAIRFAX I, the undersigned, City Clerk/Treasurer of the City of Fairfax, Iowa, do hereby certify that attached hereto is a true and correct copy of the proceedings of the City Council of the City relating to the City Council's determination to proceed with the sale of $2,260,000 General Obligation Corporate Purpose Bonds and the transcript hereto attached contains a true, correct and complete statement of all the measures adopted and proceedings, acts and things had, done and performed up to the present time in relation thereto. I do further certify that no appeal has been taken to the District Court of the City Council's decision to proceed with the issuance of the bonds. WITNESS MY HAND this 28th day of September, 2011. Cyn is Stimson, City Clerk/Treasurer -4- DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA September 19, 2011 Cynthia Stimson City Clerk/City Hall P.O. Box 337 Fairfax, Iowa 52228-0337 Re: $2,260,000 General Obligation Corporate Purpose Bonds Our File No. 422742-11 D:ear Cynthia: We have prepared and enclose a resolution to be adopted at the Fairfax Council meeting to be held on September 26, in order to set October 11 as the date for the sale of the City's General Obligation Bonds. As these proceedings are completed,please return one fully executed copy to our office. If you have any questions,please contact me. Very truly yours, Robert E, Josten Enclosures cc by email: Maggie Burger City of Fan fan,Linn Couhly,Iowa $2,260,000 General Obligation Corporale Purpose Bonds°,Series 20118 ORIGINAL ISSUE PREMIUM 'The Bonds maturing in 2013-2018 are initially being reoffered at a premium. The difference between the principal amount and the initial public offering price of any Bond that is being sold in the initial public offering at a premium. (i.e., at a price that is greater than the principal amount thereof or at a yield that is less than the interest rate thereon) constitutes original issue premium for federal income tax purposes. The initial purchaser(excluding bond houses, brokers, and other intermediaries) of any such Bond must amortize the premium over the term of the Bond using constant yield principles, based on such purchaser's yield to maturity (or, in the case of a Bond that is sold in the initial public offering at a premium and is callable prior to its maturity,by amortizing the premium to the call date, based on the purchaser's yield to the call date and giving effect to the call premium). As original issue premium is amortized,the amount of premium amortized offsets the interest allocable to the corresponding semiannual interest accrual period, and the purchaser's basis in the Bond is reduced by a corresponding amount„ resulting in an increase in the gain (or decrease in the loss) to be recognized for federal income tax purposes upon a sale or disposition of the Bond prior to its maturity. Even though the purchaser's basis may be reduced, no federal income tax deduction is allowed. The owner of any Bond that is being sold in the initial public offering at a premium (including any purchaser of such Bond in the secondary market) should consult his or her tax advisors with respect to the determination and treatment of the original issue premium as of any date and with respect to the federal, state and local tax consequences of owning such Bond. ADDITIONAL INFORMATION 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 Official Statement or the Final Official Statement,they will be furnished on request. UNDERWRITING The Bonds were offered for sale by the City at a public,competitive sale on October 11, 2011. The best bid submitted at the sale was submitted by Northland Securities, Minneapolis, Minnesota, and associates(the"Underwriter"). The City awarded the contract for sale of the Bonds to the Underwriter at a price of$2,258,845,95. The Underwriter has represented to the City that the Bonds have been subsequently re-offered to the public initially at the yields set forth in this Addendum. QUALIFIED TAX-EXEMPT OBLIGATIONS The City intends to designate the Bonds as "qualified tax-exempt obligations" pursuant to the small issuer exemption provided by Section 265 (b)(3)of the Code. AUTHORIZATION The Official Statement dated September 27, 2011, and this Addendum dated October 11, 2011, for the $2,260,000 General Obligation Corporate Purpose Bonds, Series 2011B, have been prepared under the authority of the City and have been authorized for distribution by the City. } 4 Isl =111A STIMSON JASON RABE Cady Clerk/Treasurer Mayor CITY OF FAIRFAX CITY OF FAIRFAX Liml County, Iowa Linn County, Iowa NEW ISSUE Not Rated ADDENDUM DATED October 11,2011. OFFICIAL STATEMENT DATED September 27,2011 $2,260,000 CITY OF FAIRFAX Linn County,Iowa General Obligation Corporate Purpose Bonds, Series 2011B AMOUNTS,MATURITIES,INTEREST RATES AND YIELDS Principal Due Interest CUSIP Principal Due Interest CUSIP Amount June 1 Rate Yield NUMBER Amount June 1 Rate Yield NUMBER $17.5,000................ 2013 2.000% 0.500% 303898 ECD $185,000.,...,.......... 2019 2.000% 2.000% 303898 EJ5 175,011010.—..... ...... 2014 2.000% 0.750% 303898 ED8 190,000................ 2020 2.200% 2.200% 303898 EK2 175,000--............ 2015 2.000% 1.000% 303898 EE6 195,000'...,............ 2021 2.400% 2.400% 303898 ELO 175,000----...... 2016 2.000% 1.25010 303898 EF3 200,000................ 2022 2.600% 2.600% 303898 EM8 180,000................ 2017 2.000% 1,500% 303898 EG1 210,000............,... 2023 2.800% 2.800%® 303898 EN6 185,000................ 2018 2.000% 1.800% 303898 EH9 215,000.................... 2024 3.000% 3.000% 303898 EP1 The Official Statement of the City dated September 27, 2011 (the"Official Statement") with respect to the Bonds is incorporated by reference herein and made a part hereof. The "Final Official Statement" of the City with respect to the Bonds as that term is defined in Rule 15c2-12 of the Securities and Exchange Commission shall be comprised of the following: 1. Official Statement dated September 27, 2011; and 2. This Addendum dated October 11, 2011. 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 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 Final Official Statement may be obtained from sources other than records of the City and, while believed to be reliable, is not guaranteed as to completeness. NEITHER THE DELIVERY OF THE OFFICIAL STATEMENT OR THE FINAL OFFICIAL STATEMENT NOR ANY SALE MADE THEREUNDER SHALL CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE CITY SINCE THE DATE THEREOF. The City has authorized preparation of the Final Official Statement containing pertinent information relative to the Bonds and the City. Copies of that Final Official Statement can be obtained from the Underwriter, as defined herein. Additional information may also be obtained from the City or from the Independent Public Finance Consultants to the City: Established 1954 Speer Financial, Inc. INDEPENDENT PUBLIC FINANCE CONSULTANTS ONE NORTH 1LASALLE STREET,SUITE 4100•CHICAGO,ILLINOIS 60602 Telephone: (312)346-3700; Facsimile: (312)346-8833 531 COMMERCIAL STREET,SUITE 608•WATERLOO,IOWA 50701 Tdcplmne: (319)291-2077; Facsimile: (319)291-8628 W Ww sspeerfmaacial.cean New Issue= Not hated Date of Sale Tuesday,October 11 2011 11:00 A.M..C.D.T.(Sealed Bids) Official Statement In f1fse opinion?(Dorsey�:fMine)) LF;Baan t:'amsel,accotrling rn pt went km,s,tidings and decfsio's areal eassrrrning comi.gicnace with cerluitr crnwrcrnd�s;else interest ort rhe Botxls vill he aw1lidecl i-ml"l-iss intone for,federal h7colne rcaj,r aposes,and latch interW loll;taot he nrr herrn ofras Lara(s'ence for plapa eacdteroarive m0rvrerratm fav h2jXned on wdwtchitah and co)poratioas under the Itaterrurl Revenues Cfxk, bur.1141 be tchen into account in deleranlning arc#uslecf Current earnings for tL^e purpose of oorrthrUing rile altet°tx€rove mmilrrurn tax imposed on corporations (ins deVfnod jbr federal income to-purposcri, and ddr ()-'dy r1%ttl de*Tnafe the Fronds cis "qualified ua eyearrpi abkgations." See"3';4.'a' herein. 2,260,00 � CITY OF FAIRFA Linn County, Iowa General Obligation Corporate purpose Bonds,Series 20.1111 Dated Date of Delivery Book-Entry Bank Qualified Due Serially June 1,2013_ 2024 The$2;260,000 General Obligation Corporate Purpose Bonds,Series 201113 (the-'Bonds")are being issued by the City ,of Fairfax, I-isni County,.Iowa(the"City"). Interest is payable seuamalumally on.Tune I anal December 1 of each year,c.onimeneing June I,2012. The Bonds will be issued tmsang a book-entry system. The Depository Trust Company (`I)'I'C"), Nev York,Nevva York,will act as securities depositor3 for the The ownership of one 13oncls. frilly registered Bond for each lrrattnity will be registered ill the name of Cede plc Co.,as nominee for I)TC and no physical delivery ofBonds will be made to purchasers. The Bonds will mature on.fungi 1. in the follow ammg years and amounts. AMOUNTS,MATURITIES*AND INTEREST DATES Principal Due Interest Yield or Principal Due Interest Yield or Amount June 1 Rate Price Amount June 1 Rate (Price $175,000...................... 2013 % % $185,000..................... 2019 % k 175,000----...... ... 2014 % % 190,000..................... 2020 % % 175,000.................... 2015 % % 195,000..................... 2021 % % 175,000.................... 2016 �% % 200,000....,................. 2022 % % 180,000.................... 2017 % �% 210,000.......... 2023 % 11/0 186,000.—.....---.... 2018 % % 215,000..................... 2024 % 0/0 *flaty consecutive a idurifzes taacay he aggregated into terse bonds at the option of the birlekr„it;which case the m airdat©ry redemption provisions shall be we the saatne schedule as abon,.v, OPTIONAL REDEMPTION I-3onds due June 1,2013—2019,inchnsivae,,are non-callable. :Bonds due.fume 1,'020-2024- inclusive, etre callable in whole or in hart nn any date on or after June 1,2019-,at a price of par and accrued interest. If less than all fhe 13onds arc,called,they shall be redecnied'in such principal atuounis and from such maturities as determined by tlrc City autd within any maturih'by lot. See"OPTIONAL REDEMPTION"herein. PURPOSE,LEGALITY AND SECURITY i Bond proceeds will be used to: (i) pay," tine costs to c.onstrtrct water maul improvement& (it) construct the Fairfax Athletics and Park Complex;and(iii)pay the costs of issuance of the l:onads. See"TIMPROJECT"herein. Ill the opinion of Bond Counsel, 13orsey & Whitney, 1.1,I3, I)eS Moires, lova, the Bonds will constitute valid and legally bolding obligations of the City payable both as to principal and uiterest from ad valorem taxes levied against all taxable property therein without iirtnitation as to rate or amount,all except as limited by banks LIPWY,iaasolvetr.cy, moratorium,reorgaru7ation and other similar lawns relating to the enforcement of creditors' .rights generally and except that enforcement by equitable and similar remedies,. Such as mandarims, is subject to the exercise of judicial discretion. "I'he City intends to designate the Bonds as `qualified tax-exempt obligations"pursuant to the small issuer exception provided by Section 265(bX3)of the Internal Revenue Code of 1996. "this Official Statement is dated September 27,20 11,and has been prepared Under the authority of the City. An electronic copy of this Official Statement is available from the wwtiv.speerf iancial.conu web site under :Official Statement Sales Calendar". Additional copies may be obtained from Ms. Cynthia Stimson.Citv Clerkrfreasirer_, City of Fairfax, 525 Vanderbilt.St.,Fairfax,IA 5222S-0337, or from the Independent Public Finance Consultants to th.e City: Established 1954 Speer P naneicrl, Inc. INDEPENDENT PUBLIC FINANCE CONS 1T tNTS 6NE NOR 11 LAS 1 LES TRE ET SUH 4WO-CHICAGO,ILLINOIS INOIS 6+]6112- N dllg1 honn: (312;1346-3700,,EcsimE;z i �i1�C;pus^P1Mai�1tC'I!sL S'1_21?1i'l',S[,I'l'S f,(38�L�S�l a..tLa]a:'r,.,CJu�°tl w+.r7t)l I '['elasnhtlna: (.31y)291 X077.3�<easlmiie 319)2u1n E;I�2� cvcsw.speai�illm�cs�l.cam I City qfFagr(xv,Linn County.Iowa obhgollon Corporofe.pllrpo'ye Bon ds.Sr ne-y-'ON3 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 (collectively, the "Official Statement-'). may be treated as an Official Statement with respect to the Bonds described herein that is deemed near final as of the date hereof (or the date of anN such supplement or correction)b-,. the Citv. The Official Statement, when further supplemented by an addendurn or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by law or deemed appropriate by the City, shall constitute a"Final Official Statement"of the City with respect to the Bonds_ as that term is defined in Rule 15c2-12. Any such addendum shall, on and after the date thereof,be fully incorporated herein and made a part hereof by reference. 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 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 bv the City. Certain information contained in the Official Statement and 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. THE INFORMATION AND EXPRESSIONS OF OPINION IN THE OFFICIAL STATEMENT AND THE FINAL OFFICIAL STATEMENT ARE SUBJECT TO CHANGE, AND NEITHER THE DELIVERY OF THE OFFICIAL STATEMENT OR THE FINAL OFFICIAL STATEMENT NOR ANY SALE MADE UNDER. EITHER SUCH DOCUMENT SHALL CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE CITY SINCE THE RESPECTIVE DATES THEREOF. References herein to la-,-,-s. rules, regulations, ordinances, 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 hall text of which may contain qualifications of and exceptions to statements made herein. Where full texts have not been included as appendices to the Official Statement or the Final Official Statement they will be furnished on request. This Official Statement does not constitute an offer to sell, or solicitation of an offer to buv, ariv securities to anv person in ani jurisdiction where such offer or solicitation of Stich offer would be unlawful. 2 Fa;#j;LvLinn co?"71y,Iowa �2,2�fJ,f i� l' ner77 UlaL;;cr[ion Cnrpor-aie PwToae Beads Senries 20111 BOMB ISSUE SUMNIAR ° This Bond Issue Summary is expressly qualified by the entire Official SL tement, including the Official Terms of Offering and the Official Bid .Foran, which are provided .for the convenience of potential investors and which should be reviewed in their entirety by potential investors. Issuer- City of Fairfax,Lind County, Iowa. Issue $2,260,000 General. Obligation Corporate Purpose Bonds, Series 201 lB. Dated Date: bate of lclivery(expected on or about November 10, 2011). Interest:Due: Each June 1 and December I commencing lune 1, 2012, PrincipalDue- Serially each June L cornmencing June :1, 2013 through. 2021, as detailed on the front page of tlris Official Statement. Optional Redemption. Bonds maturing on.or after June 1, 2020, are: callable at the option of the City on any date on or after June .1; 2019, at a price of par plus accrued interest. See "OPTIONAL REDEMPTION" herein. Authorization-. The Bonds are being issued pursuant to authority established in Code of lova, Chapter 384, Division Il, and all laws amendatory thereof and supplementary thereto, and in conformity with a resolution of the City Council duly passed and approved. Security: The Boards are valid and legally binding obligations of the City payable both as to principal and interest froin ad valorem taxes levied against all taxable property therein without limitation as to rate or amount, all except as limited by bankruptcy, insolvency, Moratorium, reorganization and other similar laws relating to the enforcement of creditors rights generally and except that enforcement by equitable and similar remedies, such as mandamus, is subject to the exercise of judicial discretion. .No Investment Rating: The City does not intend to apply for an investment rating on the Bonds. P'ur'pose: Bond proceeds will be used to: (.i) pay the costs to construct water main improvements; (ii) construct the Fairfax Athletics and Bark.Complex; and (iii) pay the costs of issuance of the Bonds. See "THE PROJECT" hcrcim, Tax .Exemption: Dorsey & Nkll itney, LLB, lies Moines, Iowa, will provide an opinion as to the tax exemption of the Boards as discussed under "TAX EXEMPTION" in this Official Statement. Interest on the Bonds is not exempt from present State of Iowa income taxes. BankQualification: The City intends to designate the Bonds as "qualified tax-exenYpt obligations." Registrar&baying Agent: Bankers Trust.Company, Des Moines, Iowa. Book-Entry Form. T-te Bonds will be registered in the name of Ccde & Co. as nominee for The Depository Trust Company ("DTC"'), New Fork, New York. DTC will act as securities depository, of the Bonds. Sec APPENDIX B herein. Delivery. The Bonds are expected to be delivered on or about November 10, 201.1. Financial Advisor. Spcer Finaricial,Inc.,Waterloo,Iowa and Chicago, Illinois. City fx,`FcnrfavI'mi,C"way,Iowa Corporate I'urpemeBonA Series 20113 CITY OF FAIRFAX Linn County.Iowa Jason Rabe molw)r Council Members JoAnn Beer Bernie Frieden Marc Il agers Travis Otto Marianne Wainwright Officials Cynthia Stirrison Randal Scholer, Esq. ('in,Clerk 7reasurer 0!v Attorney THE CITY General -nie City of Fairfax (the -Citi-")mLinn County (the "Countv") is located just southwest of Cedar Rapids, lm-a along Highwa-, 151. This City's population has increased approxi mate IN" 710% from 262 residents in 1940 to 2,123 residents in 2010 with a 139%growth in the last decade, as reported by the US, Census Bureau. City Organization and Services 'The Citi has Council-Mavor forrn of government. Policy is established by a Mayor and five council members. All five council members are elected at large for four-year terms, The City Clerk/Treasurer, Deputy City Clerk, Fire Chief, City Engineer, and City Attorney arc appointed by the City Council. The City operated facilities include thcyvator and sewer systerns. Tbo City contracts for solid waste management. Seven people are employed by the City on a ftill-time basis. In addition, there are five part-time library, employees. The City considers its employee relations to be very good. The Citi is served by approximately 40 volunteer employees on the Fairfax Fire and Rescue Department. They operate out of one fire station in the Citv and one station in the City of 'afford. The City of Fairfax contracts with the Linn County Sheriff s Department for law enforcement, Electric utilities are supplied to the City by Alliant Energy or Linn Count-y Rural Electric Cooperative,and natural gas utilities by Mid American. City operated facilities include the water system and sanitary sewer syst(,In. 1 1 4 Cir);of'1"'uu,YLu; T mi Coiioty,Iowo ,�'Z 6t1,r`1'it'1'Generfil Obligafiai Series 2011B Transportation The City is located adjacent to Cedar Rapids, 20 miles from Iowa City and 65 miles from Waterloo, The City's location provides transportation options for City businesses and residents. 'The City is served by State Highway 151. Approximately l I miles east is Interstate 380 which serves Waterloo, Cedar Rapids; Iowa City and other points on the Federal interstate; system. Commercial air transportation is available at the 13astem IoNva, Airport in Cedar Rapids, less than a three.axile drive.from the Citi. Education Educational opportunities and facilities are provided by the College Conxmunity School District which serves � approximately 4,200 students from Linn, Benton and Johnson counties. -nie 137 square mile district includes parts of Cedar Rapids and the cities of Fly, the City, Shueyville, Swisher and Watford and the surrounding countryside. The District provides public education through a. senior high school., two middle schools and four elementary schools. The school also has a complete Early Childhood Learning Center. '11xe Districts regular programs are offered on a 305 acre tract in south.Cedar Rapids. A new Prairie Point Middle School,at the site, is currently under construction. It will offer a 1,000 seat concert hall as well, Post secondary- educational opportunities are provided to City residents in. nearby Mount Vernon., Iowa City, Cedar Rapids, and include: Comet] College, Mount Mercy University., Coc College, Kirkwood Community College, and Univcrsity of Iowa. Community Life Fairfax has several City parks distributed throughout the community and each offers a different type of recreational opportunity. City .Park contains one Little League diamond, a mens league diamond. tennis court, concession/restroom building, playground system, and one park pavilion. The City also has a six-hole disc. ,golf course located near Prairie Crock Park, which has a.pavilion and playground system. Hawks .Ridge Park is the newest city park and contains two playground systems, swings,a walking trail, and a park pavilion, Numerous area recreational opportunities are offered in Linn and ,Johnson County parks. Palisades Kepler State Park, Lake MacB de and Sugar Bottom recreational areas are within casyi driving distance. Lake MacBride offers fishing,, swimming, boating, hiking, and several scenic carnping and picnicking sites. Palisades Kepler State Park offers fishing„boating, hiking,camping and picnicking. Merev and St. Luke's Hospital in Cedar Rapids, as well as Mercy and University of Iowa Hospitals in Iowa City, provide emergency health caro services to City residents. Services offered-at the hospitals include: amedical/surgical unit with 24-hour nursing, obstetrics and family health; radiology,respiratory-case,,2.4-hour emergency room coverage, cardiac rehabilitation and fitness center, home health services/anesth.esia, ernergency,women's health centers and Hall Radiation, Residents of the City enjoy library services provided by the Fairfax Public Library. The library has an c pansive collection of materials, registered cardholders and a joint circulation prograrn with area libraries. The City's ta-: increment finance district (the "TIF District"), which includes the City's downtown area, industrial, commercial and residential areas, has also been successful. The City first established its TIF District in 1993. Because of rapid groNN th within the TIF District,the City is utilizing only about 40%of the potential taxing capacity in the TIF District. 5 Ci07gff1urfazk.Linn Count3•.loisu S2.260.000(;eneialOblmliuriCorporoftiPurpo�eBands� Sene.r2111113 ie following demographic information is for the Cid. Additional comparisons are made with Limn County (the "CountN`)and the State of Iowa(the "State") Population The following table reflects population tr€:nds for the City, the. County and the State. Population Comparison(l) City Percent The Percent The Percent Year Population Chime County Chane State Change 1990....................... 780 14.20% 168,767 (11.59%) 2,776,785 (4.70%) 20010_.. ................. . 889 13.97% 191,701 11159% 2,926,324 5.39% 2010....................... 2,123 133,81% 211,226 1'01.19 , 3,046,355 4.10% Note: (1) Source U.S. Bureau of the Census. Employment Major area employers are shoe, below. The arca list shoes the diversity of the employers located within 50 miles of the Cit-v, Tire majority of Cite residents are employed throughout the County. Major Area .Employers(/,l Approximate Location, Name Business or Product Erm 10 ment 2 Iowa City,...................... . ..... .University of Iowa.... .... ....... ....... .... ........... .. ..Education 21,045 Cedar Rapids............... ........Rockwell-Collins, Inc.............. ........ ...... ............. ...Communlcatiorss Instruments- .... .... 7,800 Iowa City.. University of Iowa Hospitals&Clinics Health Care.......... ..... ..... . ......... ............. 7.450 Cedar Rapids................ . . ... AEGON Insurance Group.,.,,,, insurance... ........... . .. . ...... . .... ..... ......... ............ 3,500 Cedar Rapids................ ..... Cedar Rapids Community Schools.. ...........................Education! . ....................... ................ .... ..... ............... 2,900 Cedar Rapids............ ......St. Luke's Hospital......... .... ... .................. ....... _ .... Health Care 2,700 Cedar Rapids.... ..... ... ...... Hy-Vee Food Stores._... ................... .... ....... . .....Groceries. . . ..... . „ ,....... .... 2,550 Cedar Rapids.... .. ............Mercy Medioal Center......... ..............,..... .. ........ .....Health Care.. ............ .... . . .... ... ..... .......... .............. 2,500 Iowa City............ NCS Pearson ........ .............. . .... ... . .......... . .......Educational Data Processors. ...... .. .. ....... .. .. 2,000 Iowa City........... .... ..............Iowa City Community school District....... ....... ..........Education... . ......_.... .... ........... ..... ....... .............. ... 1,700 Cedar Rapids... .... . ............Wal-Mart Stores,Inc.................... ... ... .. ..... .. . .....Retail........... ........... ...... .. ..... ....... ....... .......... 1,530 Iowa City................ ...............ACT, Inc.............. ................................ . ...........Education Programs.. ....... .. ..... .......... .... ............ 1,425 Cedar Rapids.........................Kirkwood Community College .... ......, ....................Education ... . ........... ... .......... .......... ..... 1,410 Cedar Rapids.................... ...City of Cedar Rapids.................._....... ..... ..... ........Government... ....,................................................. 1,230 Cedar Rapids...... ....... ..... ....Yeflow Book USA, Inc...... ..... .. ...... .... ..... ........ .Telephone IfDirectory Publishing .. ...... . .... ........,,.... 1,100 Cedar Ra!gids.........................Quaker oats Company.............. . . .... .. .... .. ............Food Processpng ., . ........... .... 1,000 Notes: (1) Source: Greater Cedar Valley and Cedar Rapids Areas Chambers of Commerce, selected telephone surveys and the 2011 Iowa Manufacturers Directory. (2) Includes full and part-time as well as seasonal employees. 6 City ofYmna"n~iw,Linn C;ounnr fowa 52,266;000(aen ernl ObJigaiion Cvapar crte Prrr r>.xe o rclwSeries 20j1,13 The; following tables show employment by industry and by occupation for the, City, County and the State as -feported by the U.S. Census Bureau 2005-2009 American Community Survey 5-year estimated values. Employment By Industry(/) The City The County The State classification Number Percent Number Percent Number Percent Agriculture„forestry, fishing and hunting,and mining............... ......... 8 0.9% 1,403 1.3% 61,725 4.0% Construction........................................................................................ 78 91% 6,164 5.6% 98,447 6.4°% 1 Manufacturing....................................... 145 16.9% 18,960 17.4% 236,718 15.3% Wholesalle trade.................... .............. ..................... ......................... 29 3.4% 3,375 3.1% 52,129 3.4% Retail trade.......................................... .. 96 11.2°% 12,529 11.5% 181,074 11.7% Transportation and warehousing,and utilities....... ..... .. .....- 44 5.1°% 5,826 5.3% 75,473 4.9% Information........................................ 24 2.8% 4,353 4.0% 33,559 2.2% Finance„!insurance,and real estate and rental and leasing............... 71 8.3°% 8,361 7.7°% 117,705 7.6% Professional,scientific, management,administrative,and Waste:management services............................................................ 60 7.0°% 9,572 8.8% 99,658 6.4% Educational services, and health care and social assistance'....-...... 211 24.6% 24,101 22.1% 359,787 23.3% Al entertainment, recreation,accommodation and food services... 63 7.3% 7,516 6.9°% 113,663 7.4% Otherservices..................................................................................... 17 2.0°% 4,393 4.0°% 65,865 4.3°% Publicadministration................ .......... . 13 1.5% 2.656 2.4°% 49 897 3.2% Total. ........................................................................................... 859 100.0°% 109,209 100.0°% 1,545,698 11000.0% Note: (1) Source: U.S. Bureau of the Census„American Community Survey 5-year estimates 2005 to 2009. Employment By OCCupation(J) The City The County The State Classification Number Percent Number Percent Number Percent Management,professional,and related occupations................ ......... 338 39.4°% 40,274 36.9% 507,001 32.8% Service occupations...................... ......... 153 17.8% 16,327 15.0°% 246,857 16.0% Sales and office occupations.................... .......... ... .............. ....... 184 21.4% 29,238 26.8% 383,761 24.8°% Farming, i ,fishing,and forestry 8 0.9% 443 0.4% 16,387 1.1 % Construction, actin and repair occupations......... 76 8.9°% 6,791 8.0°% 134,775 8.7% Production,transportation,and material moving occupations.,..,..,,,.. 100 91.6% 14.136 12.9°% 256.917 16.6°% Total'................................... ..........................._....,............................ 859 100.0% 1109,209 100.0°% 1,545,698 100.0°% Note: (1) Source: U.S. Bureau of the Census,American Community Survey 5-year estimates 2005 to 2009. "-lIC following shows the annual average unemployment rates for the County, the State and the United States. Arnrual average unemployment rates are not available for the Citi. Annual Average Unemployment Rates(() Calendar The State United Year County of lova States 2001 ..................... 3.1% 3.3°% 5.3% 2002.................... 4.4°% 3.9°% 5,6% 2003.................... 4.8% 4.4°% 6.3°% 2004.................... 4,8% 4,7% 5.4% 2005.................... 43°% 4.3°% 5.1% 2006.................... 3.7% 3.8% 4.6°% 2007.................... 3.8°% 3.8°% 4.6°% 2008--. --..... ... 3.9% 4.0% 5.8% 2009.................... 5.7% 6,0% 9.3°% 2010..._............... 6.0°% 6.7% 9.7°% 2011(2)................. 6.1% 6.0°% 9.1% Notes: (1) Source: Iowa Workforce Development, (2) Through August 2011. 7 Cr hr of Faor fia.Linn C'oi� y.Iona S2260.000`_iimeralOblfgutio;Corporate `cries 101IB Cedar rapids MSA Non-Agricultural Labor Force By Place of Work(l) 2007 2008 2009 2010 29LI 2 Goods Producing..... .... .......... ... ............................... ........ 29,840 30,500 28,400 27,700 27,500 Seri/ice Producing.......... ........ ................................... ........ 91,600 91,900 92,400 93,200 94,200 Government.. ......... ............................ _15800 15,700 16,500 16,500 16,300 Total........ ._ ......... ......... - ,, . ..... 137,200 138.100 '137,300 137,400 133,000 Notes: (1) Source: Iowa Workforce Development. Place of Work concept counts an individual in the area where he or she works regardless of where that person lives. (2) Through August 2011. Building Permits Total building permits have; averaged approximately S8,46I,13 annually over the .last four years in the Citi', excluding the value of land. City Building Permits(l) (Excludes the Value of Land) Fiscal Year Number Total Value 2007......................_ ..... 60 $10,600,657 2008......................_....... 50 8,1688,490 2009-. ............................ 65 70970,033 2010,........... ........ . ..... 65 6.585,452 Note: (1) Source: The County. T}1e U.S. Census Bureau 5-sear estimated values reported that the median value of the City-s owner-occupied homes was $166,-000, which compares with S132.600 for the Count," and $1 for the; State. The; following table represents the five year average market value of specified oviner-occupied units for the Citi, the Counvv and the State at the time of the 2005 - 2009 American ConirnunitV S€InFeV. Specified Owner-Occupied Units(l) The City The County The State Value Number Percent Number Percent Number Percent Under$50,000. ................... 9 1 7% 4,335 7.0°b 108,705 12.3° $ 50,000 to$ 99,999., - , 55 10.2% 12,305 19.8% 258,167 29.1% $100,000 to$149,999.............. 164 30.5% 20,952 33.8% 218,031 24.6°x6 135 25.1% 11,052 17.8% 136,341 15.4°, $200,000 to $299,999............. 117 21.7% 8,316 14.2% 105,029 11.8% $300,000 to $499,999.... 58 10.8% 3,459 5.6°h 44,768 5.1% $500,000 to$999,999, .. .... 0 0.00°x6 921 1.5% 12,445 1.4% $1,000,000 or more - ............ 0 0.00% 168 0.3% 2.958 0.3x/6 Total.,. - ... . ........................ 538 100.0°x, 62,008 100.0% 886.444 700.0% Note (1) Source: U.S. Bureau of the Census,American Community Survey 5-year estimates 2045 to 2009. i$ City titFcmap ft ,1,01n coxm),Iowa $Z20,000 Genera/Oblrgatiarl Corporate Pit), oee Bond S'-M.y 20).113 The I .S. Bureau of the Census 5-year estimated values reported that the City had a median household income of $68,603. This compares to $52,642 for the County and $48,052 for the State. The following table represents the distribution of household incomes for the City, the County mid the Mate at the time of the 2005 - 2009 American Community Survey. Household Income(]) The city The County The Stale Income Number Percent Number Percent Number Percent Under$10,000......................... 12 1.9% 4,896 5.7% 78,921 6.5-% $ 10,000 to$ 14,999.............. 0 0.0% 3,963 4.6% 73,103 6,0% $ 15,000 to$ 24,999.............. 76 12.1% 8,842 10.3% 142,553 11.7% $ 25,000 to$ 34,999.............. 32 5.1% 9,711 11.3% 140,586 11.6% $ 35,000 to$ 49,999.............. 76 12.1% 13,340 15.6% 196,063 16.1% $ 50,000 to$ 74,999_....... . 160 25.4% 17,562 20,5% 253,784 20.9% $ 75,000 to$ 99,999- 115 18.3% 11,717 13.7% 154,623 127% $100,000 to$149,999..,........,, 118 18.8% 10,520 12.4% 119,205 9.8% $1'50,000 to$199,999.............. 28 4.5% 2,526 3.0% 30,281 2.5% $200,000 or more.................... 12 1.9% 2,499 2.9% 26,851 2,2% Total..................................... 629 100.0% 85,576 1100.0% 1,215,970 100.0% Note: (1) Source: U.S. Bureau of the Census,American community Survey 5-year estimates 2005 to 2009. LOCAL OPTION SALES TAX. '17he City approved a 1% local option sales and service tax ("Local Option `fax") at a.special referendum in 2009. The Local Option Tax for the City became effective July 1, 2009 with actual tax monies received in the. City's "2.010)fiscal year, The Local Option Tax is set to expire in June 2014, The City attempted re-authorization in May 2011,but were,part of the Cedar Rapids Metro Block area Which voted down the measure. The City's fiscal year 2010111 Local Option Tax receipts were $213,898. The City's Local Option Tax referendum question stated that proceeds of such tax would be designated 100%for any lawful purpose. Once approved, a Local Option Tax can only be repealed through a public referendum at which a majority voting approve the repeal or tax rate change. Contiguous municipalities are one unit for this purpose. If a Local Option Tax is not imposed county-wide,then the question of repeal is voted upon only by voters in such areas of a county where the tax has been imposed. A Local Option Tax may not be repealed within one year of the effective date. The State of Iowa Department of Revenue(the "Departincrit") administers collection and disbursement of all local option sales and services taxes in conjunction with administration of the State-wide sales, services and use tax presently assessed at 6%, The Department is required by statute to remit at least 95%of the estimated tax receipts to a county board of supervisors (for taxes imposed in unincorporated areas) and to each incorporated city, Such remittances are on a monthly basis. Once a year the Department reconciles its monthly estimated payments and makes an adjustment payment or debit at the November 10 payment date, remittance of collections within a. county arc; based upon the following statutory formula for county-hide collections: 75 percent: Based on a pro rata share of population (the most recent certified federal census) of those incorporated or unincorporated areas in a county which have approved a Local Option Tax. 25 percent: Based on a pro rata share of total property tax dollars levied during the three year period beginning July 1, 1982,through June 30, 19$5, for those ilrcoiporated or unincorporated areas of a county which have approved a Local Option Tax. Local Option Taxes are based on the same sales currently taxed by the state-wide 6% sales and services tax, with the present stattitory exceptions of use taxes, lottery tickets, motor fuel and special fuels, certain farm machinery, industrial equipment, and the sale of automobiles, room rental already subject to a hotel/motel tax, or natural gas or electricity already subject to a city or county franchise fee or user fee. 9 5226,Q611)0(renevv1Obligution Corporate Purpose f ands.Series 20113 The following table shoes the; trend of Citi sales tax receipts. Local Option Tax Receipts(]) Local Fiscal Year Option Tax Percent Ending June 30 Receipts Change 2009/10............................................. $210,813 N/A 2010/11. .... . .... ...................... .... 213,898 1.46% Note: (1) Source:the City. Retail Sales The Department of Revenue of the Mate of Ioe-%a provides retail sales figures based on sales tax reports for years ending !'March 31. The, Department of!revenue figures provide recent data to confirm trends in retail sales activity- in the City. Retail Taxable ales(]) Fiscal Year Taxable Annual Percent Ending March 31 Sales Change+H 2001 ............................. $5,435,424 N/A 2002..................... .. 5,526,395 1.67% 2003 ........... 5,706,613 3.26% 2004......--.............. 6,306,121 101.51% 2005..... .............. 6,331,373 0.40% 2306..-. ................... 6,712,137 6.01% 2007. . -....-............ 7,863,092 17.15% 2008........................... 7,901,961 4.49% 2009(2) ............... . 8,815,448 11.56% 2010(2)—............. 8,700,093 (1.31%) Growth from 2041 to 2010. ................ . ......... ......................64.06% Notes: (1) Source: Iowa Department of Revenue. (2) Beginning with Fiscal Year 2009,annuaiW reports cover the period beginning July 1 and ending June 30, THE PROJECT Bond proceeds.will be used to pay the costs to constaltct ,N ater maid improvements, construct the Fairfax Athletics and lark Complex(collective by, the "Prol'ect") and pay the costs of issuance of the Bonds. Tlie Project includes replacement of approximately two 260 feet of old six-inch diameter-water main with eight- inch diameter water main, reconnection of 16 water services with the replacer-lent of the -,vater sheat-offs for these services and related valves and f€rc hydrants. The Project also includes the development of two youth baseball/softb,all gilds (with at least one of these fields being lighted)„ tis o full sized soccer fields, a concessions/restrooms/storage building, batting cages_ two,parking lots, a trail systern throtughout'the area. and Mo playground areas. 10 City ofFoirfizv,LMnCounf)) Iowa $2,260.000 G,eaaeral Obl garwn Corporate Puyx),se Bonds viJes 201.113 DEBT INFORMATION After issuance of the Bonds, the City Neill have outstanding approximately$5,746,000 principal amount of general obligation debt and tax increment financing, rebate agreements. The Cite has $2,380,0ol) outstanding in scwer revenue debt through the state revolving fund program, which doers not count against the City's debt limitation. The City has a general obligation legal debt liinit equal to 5% of Actual Valuation. For the January 1, 2010 Actual Valuation of $159,674,553) (including ta% increment valuation and excluding inilitary exemption valuation) applied to fiscal year 2011/12, the total limit is $7,983,728. Including the Bonds, the principal amount of bonded indebtedness applicable to this limit is $5,746,000. Applying such, bonded and non-bonded indebtedness to the legal debt limitation, the City will have a remaining legal debt margin of$2,,237,728. The City intends to issue approximately $1,200,000 in general obligation debt within the next 12 months for a trail.pro ca and sewer drainage projects. General Obligation Debt Summary" (Principal Only) Series2004 .................................... ........................................................ $ 475,000 Series2005............................................................................................ 350,000 Series2008A............................................................................................. 410,000 Series2008B................................................................................._,......... 510,000 Series2009............................................................................................. 790,000 Series2010............................................................................................ 108,000 Series2010................................................................... ............. .......... 33,000 Series2010........................................................................................._ 270,000 Series2011 ............................................................................................. 540,000 TheBonds............................................................................................... 2,260,000 Total ....................................................................... $5,746,000 Note: (1) Source: the City. General Obligation Bonded Debt(4) (Principal Only) Fiscal Year Total Total Cumulative BinOng Outstanding G.O. The Direct G.O. Principal Retired .fume 30 Bonded Debt Bonds Debt Amount Percent 2012.................... $ 431,000 $ 0 $ 431,000 $ 431,000 7.50% 2013.................... 481,000 175,000 656,000 1,087,000 18.92% !2014.................... 511,000 175,000 686,000 1,773,000 30.86% 2015.................... 517,000 175,000 692,000 2,465,000 42.90% 2016.................... 372,000 175,000 547,000 3,012,000 52.42% 2017.................... 227,000 180,000 407,004 3,419,000 59.50% 2018.................... 232,000 185,000 417,000 3,836,000 66.76% 2019.................... 208,000 185,000 393,000 4,229,000 73.60% 2020...... ... 218,000 190,000 408,000 4,637,000 80.70% 2021 ....... ............ 158,000 195,000 353,000 4,990,000 86.84% 2022.................. 68,000 200,OOD 268,000 5,258,000 91.51% 2023.................... 8,000 210,000 218,000 5,476,000 95.30% 20,24..........._...... 9,000 215,000 224,000 5,700,000 99.2095 2012S....- 91000 0 9,000 5,709,000 99.36% 2026.,_............... 9,000 D 9,000 5,718,000 99.51% 2$x'27.................... 9,000 0 9,000 5,727,000 99.67% 2028.................... 9,000 0 9.000 5,736,000 99.83% 20,29, . ............. 10,000 0 10.000 5,746 000 100.00% Total.................... $3,486,000 $2,260,000 $5,746,000 $5,746,000 Note: (1) Source: the City. i1 E.r�.^�d 3 auarAe�sx.Lrra�Cou»ti�,.log€'a S 2.26 SAV Grener-al Obligation Corporate Pw po.�e Bosr i ",rres 201113 Statement of Bonded Indebtedness(() (As of September 7, 2011.) City Actual Valuation,January 1,2010--.—.... ...... .. ............... ..... ... ............... ..... ... ....... .................... .. .... ............. $159'„917,165 CityTaxable Valuation,January 1,2010 ............ ................................ .................. .. ............................................. ............ .....$ 82,380.507 Ratio patio Per Capita Appkable to City to City (2010 Pop. Total Percent Amount Actual Taxable 2„123 Direct Debt-........... . .... ............ ...............$ 5,746,1000 100.00% $5,745,000 3.59% 6,97% $2,706.55 (Less)Cle'bt Paid from TI F Revenues.. .... .. 4 798 000 100.00% (4,798,000) 300%) 5(82%) 2 2�5-0- Total Direct Debt ............. . . ... ...... ....... ...$ 948„000 100.00% $ 948,000 0.59% 1.15% $ 446.54 Overlapping Debt: College Community School District...........$64,C40,,OOQ 5.530k $3,541,412 2.21% 4.30% $1,668.12 Kirkwood Community Coliege.. . ......... ... 12,585,,0001 0.94% 118,299 0.07% 0.14% 55.72 Linn County.... .... .. . ............ .... . ..... .. 14,234„000 0.90% 128,0770 0,08% 0.16% 611.33 Total Net direct and Overlapping Debt.... .. ......... . .... ... .. . ... $4,735,781 2,98°kr 5.75% $2,230.71 PerCapiuta Actual Vaiue..... . ...... . .... .......... ....... .. ... ... ...... .......................... ...... . ............. ............. $75,326.03 PerCapita Taxable Value ..... ... .. .... .. .... .... .......... ... .... ..... .... ...... ........ . ... ...................... . ... .. .... .... . .... ......... $38,603.82 Rote: (1) Source:the City,the County.the College Community School District and Kirkwood Community College:. PROPERTY TAX INFORMATION Property Tax Assessment In compliance with Section 441.21 of the Code of loNva, as amended_ the State Director of revenue annually directs all county auditors to apply prescribed statutory percentages to the assessments of certain categories of real proper , The final values. called Actual Valuation, are theca ad-iusted by the. Count- Auditor. Taxable Valuation sul jeci to tax levy is then determined by the application of State determined rollback percentages, principall” to residential propem, Beginning in 1978, the State required a reduction in Actual Valuation to reduce the impact of inflation on. its residents. `Elie resulting value is defined as the Ta.'xabie Valuation. Such rollback percentages mai be changed in future gears. Certain historical rollback percentages for residential valuation are as follows: Residential. Rollback Percentages for Taxable Valuation(1) Fiscal Year Percentage 2002103..................... ...... ... 51.667606 2003/04......... .................... 51.3874° ki 20014/05, ...... ................. .. 48.4588% 2005/06................................ 47.96420 2006107.. . ........ - ....... ....... 45.9960% 2007/078................................ 45.5596% 2008109................................ 44.08030 2009/10----........ ...... 45.5893% 2010(11 ........ ....................... 46.9094% 2011M2................................ 48.5299% Rote: (1) Source: Iowa Department of Revenue. Property is assessed on a calendar- year basis. The assessments finalized as of January .1 of each year are applied to the :following tax year, For emi napic, the assessments finalized on JanuarN 1, 2010, are used to calculate, tai liability for the tax v eaa.r starting July;- 1, 2011 through Jaime 30, 2012, 12 City of"£-''eadj,fCM Linn Cou"ry, 52,260)000 General Oblrgotion Cor J7or'c7te Purpose.Bond `,cries 207113 Property Tax Collection Each county is required by State law to collect all tax levies wid-in its jurisdiction and remit, before the fifteenth of each month, the amount collected through the last day of the preceding nronth to underlying snits of government including the City. Property tax payments are made at the office of each county treasurer in full or one-half by September 3(3 and March 31, pursuant to the Code of Irma, Sections 445.36 and 445.37. Where the first halt'of any,property tax has not been paid by October 1, such installment becomes delinquent, if the second installment is not paid, it becomes delinquent on April 1. Delinquent taxes and special assessments are subje:>ct to a penalty at the rate of one and one-half percent per month,to a maximum of eighteen percent per annum, If taxes are not paid when due, the property may be offered at the rcgul:ar tax sate on the third Wednesday of June following the delinquency date. Purchasers at the tax sale nt.ust pay ala amount equal to the taxes, special. assessments, interest and penalties due on the property„ and funds so received are applied to the payment of taxes. A property owner may redeem from the regular tax sale, but failing redemption within two years, the tax sale purchaser is entitled to a deed which in general conveys the title free and clear of all liens except.future installments of taxes. Actual (100%) Valuations for the City(l)(2) Fiscal Year: 2007108 2008109 2009/10 2010111 20111112 Pra eft Class Levy Year January l: 2006 2007 2008 2009 2010 Residential___.................... ..........__...................$ 97,742,310 $111,191,627 $1211,582,561 $130,901,706 $139„824,487 Agricultural ................ .. ............ ........................... 457,816 433,041 579,525 829,292 876,847 Commercial...............................__.......... .............. 7„4641028 9,288,824 10„179,837 11,575,490 11',686,805 I n d u stria L.......................................................... ...... 107,075 107,075 107,075 107,075 107.075 Railroad ( � � )....................... 257,721 305,078 296,255 319,770 747,'906 Utilities Without Gas and Electric.3. ............ ........... 209,535 188,881 239,463 286,856 328825 5„553,734 5,428,755 5 314 Gas and Electric Utilities(3).................................... 747,580 6,470,593 6'„ 5„220 Less: MNtary Exemption-r.-........ ..................... (201.868) (211.128) (2201,388) (224.092) __('24269 21 Total... .$1"11,590,351 $126,732,153 $138„511,908 $150,266,690 $159,674,553 Percent Change *(-)............. . nla 13.57% 9.30% 8.49% 6.26°k Notes: (1) Source: Linn County Auditor; Iowa Department of Management-Valuations. (;2) Includes tax increment finance(TIF)valuations used in the following amounts: January 1: 2046 2007 20018 2009 2010 TIF Valuation.................................. $20,582,692 $20,257,549 $19.468,861 $19,761,295 $15,387,595 (3) See"PROPERTY TAX INFORMATION-Utility Property Tax Replacement" hereiin. For the January 1,2010 lc-,,- ye�ir, the Cctb,'s Taxable Valuation was comprised of approximately 821/o residential. .14%commercial. 2%railroad and utilities, l%,agrtculturtl.and less than 1%industrial. Taxable `"Rollback") Valuations for the C°ity(7)(2) Fiscal Year: 2007108 2008109 2009/10 2010111 2011102 Property Class Levy Year January 1: 2006 2007 20,08 2009 2'010 Residentrad ...............__......................................... $44,531,040 $49,013,577 $55,428„837 $69.405,243 $67„856,653 Agriculturall.............................................................. 457,816 390,179 543,923 549,584 eo5.158 Commercial............................................................ 7„464,028 9,263,856 10„179,837 11,575,490 11,68611805 Industrial.................................................................. 107,075 107,075 107„075 907,075 1'07.075 Railroad......__.............__.............._........... ... ....... 257,721 304,258 296„255 319,770 347.906 Utilities without Gas and Electric(3)........................ 209,535 188,889 239„463 286,856 328„825 Gas and Ellectric Utilities(3).... .............................. . 3,530,734 3,550,448 11,936,574 1.822,933 3,690„697 Less: Military Exemption....................................... _ (201,868) (211,128) (220,388) _ (224 092} (242.812) Total.... ........................................................... $56,356,081 $62,607,146 $68511370 $75,842,859 $82,380,507 Percent Change (-).............................................. n1a 11,139% 9.43°%o 10.70% 8.62% Notes, (1) Source: Linn County Auditor; Iowa Department of Management-Valuations, ( ) Includes tax increment finance(TIF)valVuations used in the following amounts: January 1: 2006 2007 2008 2009 2'010 TIF Valuation........................ .......... $210,;582,692 $20,257,549 $19,1,4684861 $19,761,295 $15„387„595 (,3) See"PROPERTY TAX INFORMATION _Utility Property Tax Replacement"herein. 13 Cit} of Fc-urr(Cx;Linn Cormy,lowi 52,26da01Y3(HarzetcaLO.Ml ammiC'orporwePwposeRond eries=01IR The folloN ing shows the trend in the City's tax extensions and collections. Tax Extensions and Collections(/)(2) Levy CclAection Amount Amount Percent Year Yea _ Levied Collectedi'2) Collected 2005.............2006-20037........,. $321,426 $350,32',1 108.99% 2006.............2007-20018........,. 258,832 290,749 112.33% 2007,,...........2008.2'009.......,.. 351,924 367,245 108.33° 2008 ...........2009-2010........,, 407,321 425,909 104.56% 2009_...... ...2010-2011 .. 436,694 452,537 103.63% 2010.............2011-2012.......... 525,864 __inCollection-- Nates: (1) Source: County Treasurer and Auditor. Does not include levies and collections for the City's tax increment finance District. (2) Inc:ludes delinquent taxes, penalties, interest payments and taxes on mobile homes, but excludes Tax 4ncrement Finance cofiections, Principal Taxpayers(].) January 11 2010 Taxpayer Name BusinessiService Taxable Valuations 2 ITC Midwest LLC... ... ........ ......... ................ Utility.. . ............... . ........... ........... .. $1,070,173 CR-iC Development Group LLC.. ...................... Residential Housing 965,889 Melody R Vance&Jeffrey L Vance.. . ............. Commercial Storage Units. ............. ........ ... .... ....... 953,015 Fairfax State Savings Bank.. Financial Institution... ....................................... ....... . 846,901 Cedar Cama LLC................... ............................ Financial Services,.... ....... ...... . ................. ....­­ 752,353 Blood,Joseph& Raxane...... ... ..... ................ Commercial Warehouse&Storage.......... ,.... .... . .. .... 658,876 Heintz, Michaei& Deanna. ........ .. ............... Car Wash...... ....... . .. ........... ................,. 601,597 Regent Investment Corporation....... ............... Retail Shopping Center.. .............................. . ....... . . . 551.515 Stark Real Estate Holdings................................. Commercial .... . ........... ,............................ ................... 496:469 Milton, Ronald... .... . .. ..... .............. ................ Commercial...... ....... .... . ......... 4 738 Total.......... ........ .. ........ . ............. . ................... .......... ................ . ............ .. .......... .... .... . ... ..... $7,342,538 Ten Largest Taxpayers as Percent of City's 2010 Taxable Valuation($82.380,507)........ ... ... . ........ ....... ..... . . .8.91% Notes: (1) Source: The County. (2) Every effort has been made to seek out and report the €argent taxpayers. However, many of the taxpayers listed contain mulfiple parcels and it is possible that some parcels and their valuations have been overlooked. Limits Non-nal municipal operations and maintenance costs are generally- ttund.cd through the corporate property tax leve. lo,.°a 'State Code: does not alloNv the municipal general fiind to be taxed above $8.10 per thousand dollars of taxable value in anv one -year. In addition to the General Fund, there are several Cather tax fLmds that the C' - can create and use for specific purposes. 14 S2,260,006,Genn-ell 2011B -Me property tax: rates for the City from levy year 2006 through levy year 2010 are shown below: Property'rax Rates: Levy Years 2006.2010(1)(2) (per$1,000 Actual Valuation) Fiscal Year: 2007108 2008/09 2009/10 2010111 201°1112 Levy Year: 2006 2007 2008 2009 2010 The City: General Fund,....... .................................. $ 8.10000 $ 8.10000 $ 8,10000 $ 8.10000 $ 8.10000 other................................................................... 0.00000 0.49872 0.18970 0.00000 0.00000 Employee Benefits............................. ................... 0.00000 0.53330 0.42313 0,00000 0.00000 Total City Rate.................................................. $ 8.10000 $ 9.13202 $ 8.71283 $ 8.10000 $ 8.10000 Others.: Linea County............................ ... $ 5.69014 $ 588629 $ 6.14971 $ 5.95245 $ 6.06829 College Community School District.................. 17.33832 1684626 17.21168 17.20361 16,55788 Community College and Other............ 1.42644 1.74331 1.25773 1.61374 1.63320 Total(City Tax Rate........................... ................ $32,55490 $33.60788 $33.33195 $32.86980 $32.35937 Motes': (1) Source:The County. (2) Includes the aggregate tax rate for a resident of the City. Does not include the tax rate for agriculture. Utility Property Tax Replacement Beginning in 1999, the State replaced its previous property tax assessment procedure in valuing the property of entities involved primarily in the production, delivery, service and sate of clectricity and natural gas with a.ruplacement tax forinula based upon the delivery of energy by these entities, Electric and natural gas utilities now pay replacement taxes to the State in lieu of property tares. All replacement taxes are allocated among local taxing district by the State Department of Revenue arid Finance and the: Department of Management. This allocation is made in accordance with a general allocation formula developed by the Department of Management on the basis of general. property tax.equivalents. Properties of these utilities are exempt from the levy of property- tax by political subdivisions. Utilityproperty will continue to be valued by a special method as provided in the statute and tared at the rate of three cents per one thousand dollars for the general fund of the State. For the tax years following 1999, 2000, and 2001, each co city treasurer computed a special utility property tax levy and levied a special utility property tax equal to the shortfall. However, this special tax was subject to a statutory sunset in 2001 A task force was established through January 1, 2003 to study the effects of the utility replacement tax legislation on all local taxing districts and to report its findings to the General Assembly-. Currently the uttiity replacement tax statute states that the utility replacement tax collected by the State and allocated among local taring districts (including the City) shall be treated as property tax when received and shall be disposed of by the county treasurer as taxes on real estate, However, utility property is not subject to the levy of property tax by political subdivisions, only the utility replacement tax and statewide property tax.. It is possible that the general obligation debt capacity of the City could be adjudicated to be proportionately reduced in future years if utility property were. determined to be other than "taxable property" for purposes of computing the City s debt limit under Article XI of the Constitution of the State of Iowa. With the sunset of the special utility property tax levy to rl up for the short fall in the replacement tax revenue for specific taxing districts, and pending any General Assembly action pursuant to the task force report and recommendations, there cari be no assurance that future legislation will not (i) operate to reduce the amount of debt the City can issue or (ii) adversely affect the City's ability to levy taxes in the future for the payment of the principal of and interest on its outstanding debt obligations, including the Bonds. Approximately 2% of the City's tax base currently is utility property. Notvvithstanding the foregoing, the City- has the obligation to levy tares against all the taxable property in the City sufficient to pay principal of and interest on the Bonds. 15 tai r"we-tay.Limn Cou qy,Iowa g?,2g0 P,P0Ny General Obligation Co poraie Pn?-Pose f3onds,Series 207123 Tax Increment Financing The Code of Iowa currently authorizes the use of two types of tax increment financing by local taxing districts in the Mate of Iovva. The first type allows local governments to establish TIF districts to be established for the purposes of financing capital improvements constructed within the dcfaaned area which contribute to the urban redevelopment and economic development of the immediate area. The City has multiple TIFdistricts of this type with a total certified taxable valuation of$15.387,595 for levy year 201 0. The second type of tax increment financing was authorized by state legislative action in the amid-1980's. The area community° colleges can establish TIF districts by contract with specific local businesses and industries to provide _jobs training programming for new enap oyces of existing expanding businesses or employees of neve businesses. The revenues frorna then;job training TIF districts then retires the debt incurred from the issuance of jobs training certificates which finance the cost of jobs training programming over a maximum of ten v ears. Upon payment of all jobs training certificates. the district dissolves and the incremental value from the new or expanded business reverts to the general tax base... FINANCIAL INFORMATION Investment Policy Each investment made by the City must be authorized by applicable la-,N and the City's Investment Police (the, Policy''j. Only the Cit}' Clerk/Treaasurcr and Oeputy City Clerk. as limited by a special City resolution, and others authorized bv resolution of the City may invest City funds. The Cite Clerk/Treasurcr when investing or depositing public funds is required to exercise care, skill, prudence, and diligence. According to the Policy.. the primary objectives of all investment activities of the Cite are the; following: 5'crfet . The safety and preservation of principal in the overall portfolio is the foremost investment objective. Liquichti'. Maintaining the necessanr liquidity to match expected liabilities. Return. Obtaining a reasonable return. Under the Police, assets of the City mai be invested in the follovving: Interest bearing sayings accounts. interest bearing monel, market accounts and interest bearing checking accounts at any bank,savings and.loan association or credit union in the Mate of Iowa; Obligations of the United Mates government.. its agencies and instrumentalities., Certificates of deposit and other evidences of deposit at federafly insured Iowa depository institutions approved and secured pursuant to Chapter 12C of the lovva Code: Iowa Public Agency Investment Trust(If AIT); and Assets may not be invested in reverse repurchase agreements, futures and options. Assets of the City may not be invested pursuant to the trading of securities for speculation or short tenni ;gains. C'ompetitiv'e investment bids are: required Froin at least tvvo investment providers when investing any amount for longer than 397 day's. Operating funds of the Citi• are those fiends which are reasonably expected to be expended during the current budget v-car or within Fifteen months of receipt. Operating funds of the City array- only be invested in instruments authorized under the Investment Policy that mature within 397 days. Other than operating funds may be invested in investnnc.nts with maturities longer than 397 days: hovvcver. all investments of the City must have maturities that are consistent with the needs and use of the Cite. 16 Cir,of 1; a,.Linn CoP:ntr,.fovea Sa260.000drraaerm'01)1i-,wionCorpprcrie rrr�wseBonds,Stxie;;201/B Financial Reports The City's Financial statements in the past have been audited at the least every two vears by certified public accountants. Due to the growth in population the City will note have an audit prepared every year by certi0ed public accountants, The City's financial statements are completed on a basis of cash receipts and disbursements, which is a comprehensive basis of accounting other than generally accepted accounting principles. See APPENDI , for more detail. No Consent or Updated Information Requested of the Auditor The tables and excerpts (col.lcctively, the "Excerpted Financial Information") contained in this "FINANCIAL IAL INFORMATION" section and in APPENDIX A are from the audited financial statements of the City including the audited financial statements fon- the fiscal v°car ended lune 30, 2010 (the `2010 Audit"). The 2010 Audit has been prepared by Dietz, Donald &- Co.. Elkader, lova; (the "Auditor"),and approved by fonnal action of the City Council, The City has not requested the Auditor to update; information contained in the Excerpted Financial Inifonnation; nor has the City requested that the Auditor consent to the use of the Excerpted Financial Information in this Official Statement, Other than as expressly sett forth in this Official Staternnent, the financial information contained in the Excerpted. Financial Information has not been updated since the date of the 2010 Audit. The inclusion of the Excerpted Financial Information in, this Official Statement .in and of itself is not intended to demonstrate the fiscal condition of the City since the; date of the 2010 audit. Questions or inquiries relating to financial information of the City since the date of the 2010 Audit should be directed to the City. Summary Financial Information ire following tables are summaries and do not purport to be the complete audits, copies of which are available upon request. The Cit, anticipates an increase of approximately- $130,000 in the general fiend balance for fiscal year ended June 30, 201.1. The City anticipates decreasing the general fund cash balance by approximately $25,000 in fiscal year 2012. See: APPENDIX A for excerpts of the City=-s June 30, 2010 fiscal year audit. 17 refT"e u—fi4v, Linn C.'oaq.luivo 32260099("rene-alObli„utlprrBoneA enws?0213 Statement of Activities and Net Assets—Casa Basis Governmental Activities(”`) Audited Fiscal Year Ended June 30 2007 2008 2010 PROGR'AMSIFIvlNCTIONS Governmental Activities. Public Safety....... . .... $ (50.834) $ (18 979) 5 (51,926) Public"works..... ......... ....... .. ........,.,,....... .......-. (50,156) (177,981) (182,648) Culture and Recreation...... .......... ..... (943,426) (84„311) (144,469) Community and Economic Development ........ {4,174) (9'„487) (0) General Government. . .... ........ ................. (104,828) (123,;767) (132,665) Debt Service........ ....... _.......... ......... ... ........................ X21,970) f 1.646.7381 (661,24x) Total Governmental Activities.......... ............................ $(1,475398) $(2,065,„863) $(1,182,939) GENERAL RECEIPT'S: Property and Other City Tax levied For: General Purposes.....:.... .. .. . ...... .... $ 361,391 $ 293,911 $ 425,909 Tax Increment Financing.............. ........ .. ..... ............ 277,827 572„680 585,576 Local Option Sales Tax.......................... 9,413 0 210,614 Unrestricted Interest on Investments.. ..... ...................... 92,567 201,140 33,041 Note Proceeds......................... .... .......................... 798,355 0 0 Miscellaneous . .... ............ ... 12,973 6,171 7,164 .... ..... 000 (21,583) Transfers In{Oir# _�3 61� 3.0a9� Total General Revenues, Gains and Transfers $1,468,915 $ 1 942,,902 $1,240,916 CHANGE IN CASH BASIS NET ASSETS $ (6,483) $ (122''„961) $ 57,977 CASH BASIS NET ASSETS,BEGINNING OF YEAR....... $ 8Q3 375375 $ 7__ 966 2' 11,011,__894 CASH BASIS NET ASSETS,EMC OFYEAR....... $ 796,892 $ 673„1931 $ 1,069,871 CASH BASIS NET ASSET'S Restarted: Streets................. .... ....... ... ........ ... .. . ...... ....... ....... $ 190,006 $ 56,364 $ 92,997 Urban Renewal Purposes.. .. .......... 92,824 111,327 176,908 Library......... ........ ....... ..... . . ...... .... ..... 17,060 '17.568 0 Fire Department.....,.. ---_ ........... ........ . ........................ 14,545 18,964 0 DebtServloe....................................................................... C7 0 0 Other Purposes.................... . .... ....... ............................ 16,306 22',350 169,093 Unrestricted................... ....... 466151 _ 447„358 630.873 Total Cash Basis Net Assets.... ...... ... . .......... ........... $ 796,892 $ 673,1931 $ 1,069,871 Note: (1) Source:Audited financial statements of the City for the fiscal years ended June 30,2007.2008 and 2010. 1R Cloj oj,F<Anfirc,L iron County,roma 52,260,000General Obigcwon 'orpotcrtePtrtl'n.>eHae Series 2011B General Fund Statement of Wash Receipts,Disbursements and Charges in Cash Balances Unaudited Unaudited Financial Report Audited Fiscal Financial Report Audited Fiscal Year June 30 Year Ended June 30 June 30 Ended June 30 2005(13 RECEIPTS- 2007(2) 20080 2009(l) 2tSk10i(2} Property Taxes...................... ................................. $ 281,842 $ 316,348 $ 258,720 $ 345,313 $ 405,311 Tax Increment Financing Collections,............--..... 240,046 0 0 599,174 0 Other City Tuxes..................-......... ....................... 173,655 4.5043 32,029 55,521 0 Licenses and Pearnits.............................................. 24,104 57,387 35,845 30,876 33,„250 Use of Money and Property.................................... 14,445 14,044 20„533 25,029 33,586 Intergovernmental.................................................. 234,928 97,724 129„323 271,711 141,106 Charges for Service................................................ 5,986 4,215 6„271 7,375 0 Other Miscellaneous Sources.. ................. ............ 6,996 33,846 36,800 224,995 „731 ISCellane¢3uS............... . .................... ..... 86 .... 373,150 0 0 1.261.357 0 Total Receipts............................................ $1,355,152 $ 568,607 519„521 $2,821,351 $ 6++99,;984 Public Safety--....................................................... $ 107,208 $ 138,184 $ 1108„726 $ 129,520 $ 153.167 Public Works.......--............. . .............................. 183,083 83,292 170,653 522,137 186,204 Culture and Recreation.,............... ......................... 189,551 976,642 1140„321 153,849 2116,350 Community and Economic Development................ 8,947 0 1'5,043 14,835 51054 General Government............................................... 1169,006 165,366 187781 178,703 198,174 Debt Service............................................................ 288.910 0 0 594.268 0 Total Disbursements............................................. $ 946,705 $1,363,484 $ 602,524 $1,593,312 $ 758,959 Excess(Deficiency)of Receipts Over (Under)Disbursements ........................................ $ 408,447 $ (794,877) $ (83„003) $1,228,039 $ (58„975) Other Financing Sources(Uses): Sale of Capital Assets......................................... .. $ 0 $ 0 $ 0 $ 0 $ 0 Bond and'Note Proceeds............--........................ 0 798,355 0 0 0 Operating Transfers(Net). ............--.........,.......... 457,625 (40.428) 8) 890.074 (34;859) Total Other(Financing Sources(Uses).................. $ 457,628 $ 757,927 $ (27,338) $ 890,074 $ (34:859) Net Change in Cash Balances.................-............. (49,181) (36,950) $ (1110,341) $ 337,965 $ (930834) Beginning Balance..... .......................... ................ 852 558 $ 653.532 $ 616,582 $ 673.931 E 724,707 Ending Balance.....................................................- $ 803,377 $ 616,582 $ 506,241 $1,011,896 $ 6.301;873 Notes: (11) Source: The City's State of Iowa Financial Report for fiscal years ending June 30,,,2006 and 2009. (2) Source: The City's audited financial statements for fiscal years ending June 30,2007„2008 and 2010. EMPLOYEE RETIREMENT BENEFIT OBLIGATIONS :See APPENDIX A - Note (5) herein for a .11irther discussion of the City's employee retirement benefit obligations. REGISTRATION,TRANSFER AND EXCHANGE Se: also APPENDIX B, .BOO -ENTRY SYSTEM for information on registration, transfer and exchange of book-l Bonds. The Bonds will be initially issued as book-cil Bonds. Tlae City shall cause books (the "Bond Register") for the registration and for the transfer of the Bonds to be kept at the principal corporate trust office of the Registrar in Des Moines, Iowa. 'Tlae City, will authorize to be prepared, aiad the registrar shall keep custody of, multiple Bond blanks executed by the Cite for use in the transfer and cNxchange of Bonds, 19 Cir°e�ffmi-fizv,Lmn Coiinrlv.Iowa S-1 O'dA)UGeneral Obl(vaiioii Corporate Pw-vose BondsSeries201113 Anv Bond may be transferred or exchanged, but only in the manner. subject to the limitations, and upon pad-went of the charges as set forth in the Bond Resolution. Upon surrender for transfer or exchange of anN Bond at the principal corporate trust office of the Registrar, duly endorsed by, or accompanied by a written instrument or instruments of transfer in form satisfactor-v to the Registrar and duly executed by the registered oNviier or such owner's attorney dLll%- authorized In writing, the City shall execute and the registrar shall authenticate, date and deliver in the name of the registered owner, transferee or transferees (as the case may be) a nev Earns. registered Bond or Bonds of the same maturity and interest rate of authorized de norni nations., for a like aggregate principal amount. The execution by the Citi of any fully registered Bond shall constitute full and due authorization of such Bond, and the Registrar shall thereby be authorized to authenticate, date and deliver Such Bond. provided, however. the principal amount of outstanding Bonds of each manin'tv authenticated by the Registrar shall not exceed the authorized principal amount of Bonds for such rriaturitNless Bonds previously paid. The Registrar -shall not be required to transfer or exchange any Bond followirig the close of business on the 15th day of the month next preceding an-,- interest payment date on such Bond. nor to transfer or exchange any Bond after notice calling such Bond for redemption has been mallod, nor during a period of fifteen days next preceding mailing of a notice of redemption of any Bonds. 'Me person in whose name any Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of the principal of or interest on any Bonds shall be made only to or upon the order of the registered owner thereof or such owneCs legal representative. All such payments shall be valid and effectual to satisf-, and discharge the liability upon such Bond to the extent of the sum or SLIMS so paid. No service charge shall be made for any transfcr or exchange of Bonds, but the City or the Registrar May require; payment of a sum Sufficient to cover anv tax or other governmental charge that may be imposed in connection with ane transfer or exchange of Bonds. TAX EXEMPTION Federal Income Tax Exemption The opinion of Bond Counsel will state that under present lases and rulings, interest on the Bonds are excluded from gross income for federal Income tax purposes and is not an Item of tax preference for purposes of the federal alteniative mirinnurn tax imposed on individuals and corporations tinder the Internal Revenue Code of 1986(the "Code"). Furdierniore. the opinion will state that for the Bonds, such interest need not be taken into account in determining adjusted current earnings for the purpose of computing the alternative rninnnurn tax imposed on corporations (as defined for federal income tax purposes). The opinions referred to In the preceding paragraph will be subject to the condition that the City comply with all requirements of the Code that Must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to be, excluded frorn gross income for federal income tax purposes. Failure to comply with certain of such requirements may Cause the inclusion of interest on the Bonds in gross income for federal income tax purposes to be retroactive to the date of issuance of the Bonds. In the resolutions authorizing the issuance of the Bonds, the City will covenant to comply with all such requirements. There may be certain other federal tax consequences to the ownership of the Bonds by certain taxpaycrs... including without limitation, corporations subject to the branch profits tax, financial institutions, certain insurance companies, certain S corporations., individual recipients of Social Security and Railroad Retirement benefits and taxpa-y-ers who may be deemed to have incurred (or continued) indebtedness to purchase or cam, tax-exempt obligations. Bond Counsel will express no opinloa with respect to other federal tax consequences to owners of the Bonds. Prospective purchasers of such bonds should consult with their tax advisors as to such matters. 20 CiN o"1' 'aahfta,Linn cowlh"Iow"I 82,260.1006GenendObii cttorjCorporateho-pose Boneht. 011B Bank Qualification In the resolutions authorizing the issuance of the Bonds, the Ciq, will designate such bonds as "qualified tax exempt obligations- within the meaning of Section 255(b)(3) of the. Code relating to the ability of financial institutions to deduct from income for federal income tax purposes a portion of the interest expense that is allocable to tax-exempt obligations. CONTINUING DISCLOSURE Because at the time of the delivery of the Bonds the City will be an"obligated person" (as such term is defined in Rule 15c2-12 (the "Rule"))with respect to less than $10,000,000 in aggregate amount of outstanding municipal securities, including, the Bonds. the City is required to provide to the Municipal Securities Rulemaking Board (the ­MSRl3"), as specified in the; Mule, annual financial information or operating data regarding,the City which annual financial information and operating data shall include; at a minimum, that annual financial inforrruation and operating data which is customarily prepared by the City and is publicly available. Consequently; pursuant to the Rule, the City will enter into a Contirnutijrg Disclosure Undertaking (the "Undertaking"") for the benefit of true beneficial owners of the Bonds to send certain annual financial information and operating data to the MSRB for purposes of the Rule and to provide notice of certain material events to true MSRB pursuant to the requirements of Section (b)(5) of the Rule adopted by the Securities and.Exchange Commission (tyre "Commission") tinder the Securities Exchange Act of 1934 (the "1934 Act"). No person, other than the City,has undertaken or is otherwise expected to provide, continuing disclosure with respect to the Bonds. Tlne infornnation.to be provided. the events which will be noticed on an.occurrence basis and a summary of other terms of the Undertaking, including termination, amendment and remedies., ire set forth in APPENDIX C — FORM OF CONTINUING DISCLOSURE CERTIFICATE, The City has represented that it is in compliance with each and every undertaking previously entered into by it pursuuant to the Rule. A failure by the City to comply with the Undertaking will not constitute a default under the F3orad Resolution and beneficial owners of the Bonds are limited to the remedies described in the Undertaking. Bond Counsel expresses no opinion as to whether the Undertaking, complies with the requirements of Section (b)(5)of the Rule. OPTIONAL REDEMPTION .Bonds due June L 2013 - 2019,inclusive, are non-callable. Bonds dine Juune 1, 2020 -2021, inclusive, are callable in whole or in part on any date on or after June 1; 2019, at a price of par and accrued interest. If less than all the Bonds are called, they shall be redeemed in such principal amounts and from such maturities as determined by the City and within any maturity by lot. The Bond Registrar will give notice of redemption, identifying the Bonds (or portions thereof)to be redeemed by mailing a copy of the redemption notice by electronic means or by first class snail not less than thirty (30) days nor more than sixty (60) days prior to the date fixed for redemption.to the registered owner of each Bond (or portion thereof)to be redeemed at the; address shown on the registration books maintained by the Bond Registrar. Unless moneys sufficient to pay true redemption price of the Bonds to be redeemed are received by the: Bond registrar prior to the giving of such notice; of redemption, such notice may, at the option of the City, state that said redemption will be conditional upon the receipt of such moneys by the Bond Registrar on or prior to the date fixed fou° redemption. If such moneys are not received, such notice will be of no.force and effect,the. C'ilyr,vv ill not redeem ;such bonds;and the Bond Registrar will give notice;, in the same manner in which the notice of redemption has been given, that such mon cys were not so received and that such Bonds will not be redeemed. Otherwise, prior to any redemptioen date, the City will deposit with the Bond Registrar an amount of money sufficient to pay the redemption prig; of all the Bonds or portions of Bonds which are to be redeemed on the date. 21 Crtt of F-Lull,at.Linn Couruv.Iowa '52,2150.C,00G'.TenerulONiocdtlonCorporate Purpose Bonds,Series?0.1R Subject to the provisions for a conditional redemption described above, notice of redemption having been given as described above and in the Bond Resolution, the Bonds or portions of Bonds so to be redeemed will, on the redemption data, become due and pax-able at the redemption prig: therein specified. and from and after Such date (unless the City shall default in the payment of the redemption prig;) such Bonds or portions of Bonds shall cease to bear interest. Upon surrender of such :Bonds for redemption in accordance with said notice;, sa€dh Bands will be paid by the Bond Registrar at the redemption price. L,ITIGATIOIV There is no litigation of any nature noir pending or threatened restraining or enjoining the issuance, sale,. execration or dclivcry of the Bonds. or in anv vvav contesting or affecting the validity of the Bonds or arnv" proceedings of the City taken with respect to the issuance or sale thereof. LEGAL MATTERS The; Bonds arc subject to approval as to certain legal matters by horse's: & Whitney, LISP, Des Moines, Iowa, as Bond Counsel, Bond Counsel has not participated in the preparation of this Official Statement except for guidance concerning the section regarding "TAX EXEMPTION," said 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 staternents,or data contained in this Official Statement, and will express no opinion with respect thereto. The legal opinions to be delivered concurrently with the delivery of thea Bonds express the professional judgment of the attorneys rendering the opinions as to legal issues expressly addressed therein. By rendering a legal opinion, the opinion giver noes not become an insurer or guarantor of the result indicated by that expression of professional judgment, or of the transaction on which the opinion is rendered, or of the fature performance of parties to die transaction. Nor does the rendering of an opinion guarantee the outcome of any legal dispute that may.. arise out of the transaction. OFFICIAL STATEMENT AUTHORIZATION pais Official Statement has been authorized for distribution to prospective purchasers of the Bonds. All stateme€its- inforaiiation, and statistics herein arc believed to be correct but are not guaranteed by the consultants or by the Citi°-and all expressions of opinion, whether or not so stated, are; intended only as such. UNDERWRITING The Bonds were offered for sale, by the City at a public. competitive sale on Tucsdav, October 11, 2011. The best bid submitted at the sale was submitted bv- (the ."Underwriter"), The City awarded the; contract for sale of the Bonds to the Undervv r ter at a price of S The Uundcrvv riter has represented to the Cite that the Bonds have been subsequently re-offered to the public initially at the yields or prices set forth in the addendurn to this Official Statement. 22 City of'f"ceuyLimn Cortnij�,losva S'L,260,100 6eneral Obligcaffoft Co;,--'Qte Pttrpove F un(ks Ser;es 201 JB FINANCIAL ADVISO The City has engaged Speer Financial, Inc. as financial advisor(the `Financial Advisor") in connection with the issuance and sale of the Bonds. Ahe Financial Advisor will not participate in the €cndenvriting of the Bonds. The financial information included in the Official Statement has been compiled by the Financial Advisor. Such information does not purport to be a review, audit or certified forecast of future events and may not conforral with accounting principles applicable to compilations of financial information. `The Financial advisor is not obligated to undertake any independent verification of or to assume any responsibility for the acc€3racy, completeness or fairness of the information contained in this Official Statement, nor is the Financial Advisor obligated by the City's continuing disclosure undertaking, CERTIFICATION We have examined this Official Statement dated September 27, 2011, for the $2,260,000 General. Obligation Corporate Purpose Bonds, Series 201113,,believe it to be true and correct and will provide to the purchaser of the Bonds at the time of delivery a certificate confi ming to the purchaser that to the best of our knowledge and belief information in the Official Statement was at the time of acceptance of the bid for the Bonds and; including any addenda thereto, was at the tirzre of delivery of the Bonds true acid correct in all. material respects and does not include any untrue statement of a material fact. nor does it omit the statement of any material fact required to be, stated therein. or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. /,V CY TFIIA ST,IMSON /V JASON T A E C"itr, C'lerklTreasurer }1liryor C iT4' OF FAIRFAX CITY OF FAIRFAX Linn County, Iowa Linn County, Iowa I i 23 cavo �Iw Colmoz. Serres 2011B APPENDIX A CITY OF FAIRFAX LINN COUNTY,IOWA EXCERPTS FROM THE AUDITED FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDING JUNE 30,2010 $2,260,000 tJeneral Obltgatton Corporate Purpose Rona"s Series 211113 +.✓��'� i in m Q rn 0,'0 svi•;�s� sn v m +p t`m 1ti g}-,,-�C,1 M� ©w r[},-�I Ca ra t{t a,4�'x.-i c sn C3 dna ev c�i w-In a� try�y sPi p.3 sX}VJ •3'u5 tYs m 1,4err c+r ea C, - .� 1 vi «u wm. +ca " 7 lo c i clz r•to 1 c -F a cn of m xo c w 00 Us b� V)to N cV ad*Y.. rq;!Ca i'N rK tb H✓T V) 00 ITj vt r+�m M try M "-7 4CS I V1 Qt E } I]p1 g 0 vH" 1-4410.^F 0"4, rn C�Ip'1 IX7 C5 w-iC rs'"'t a�� tI 191 S ti(71-0-r aztisa tQ G+ '1 Clr7`ti`L § iY'F71 C1 06 C17 i u is a ero �r cMa�4m n �r r4c�n w u E" d n kr ui v ca c7® .4 n r� J�! -e:sy• o m IA mr int 41 c"IM1 4x7 f G9 iq M c" I N ;i 1 h eA.a c7 0 W co S H to NN 1f -y Ncc �'y W dx1 ri�e-1 N.�-1 N sA n3 MQQ } r4nILO h�i � c+ �° v1� ,� r.comrn ' v w 7r"iaw a7 t� �Ln ss77 a ul 61 M w 4 w •�-i U "e� 'S" U tl ani °4 't-+ ei i tlai '114alQ U� a' aaV n(5 1114 �wy. } i, d•13 N 'tl'f 3� d il-1 c.i rl ul Y.Y •ri . cJ Ul C S�✓( N�{ i �y ar �' .. �,•yea q G7 cy 0u cd m m �✓ rCJi P Q7 a C,. ° d ,�y yy as.a rs N ,i ry .4 t� 4', y-+ jjy .d m� ado �' Q tG• W dl DI 6U1 .-R-d ;rtON cQ3y*` .a e�-z�i oocC�tss..0aUuy`�E+ uaql��1 'y7 t}o p! 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G FU E-+' mrl V s O O xa N r W F�Pa U' lJ qy N A-1 City�f`,cnrfa,Linn Coio?01,lowo s2,260,000 General OblW11,00 CO7OI-ltL l:'WTO1•e R'wick,Series 207ITJ - n 1-I is a •N r €+ '-''� j_ N � g � 6 N� ua k9., '.,3 Y�i4 3 �i S' � R }1•ri utl .'P-1 x4- �y a(l N U Ul tJ U3 1' ry �' N' N ®r, Jp 4.1 G' >✓.t"!.n' 4a � rl,13 �,y N Q Grn m114 o cn c3 m A < i- V wir"� �•,' .� ti R. m p.� N ii 1"' .` H ,•d w � ri pl 41,t•7 � Gt ;`H"p"' �+1� 33 G � N A 1 ❑�' C; 4Y 4 ]-r N U N 5 Am.� N a} N N iVc N Sje y� p U ofi W•'.rM g -- O � tG � �u b•rrs} xll t0 eF1 d � 43 � r} � YOM yj �+ G.� F�1 o J JJ "� i> .rt � La A, M t'J N 41 O U �,N W � Gn !Fn 7' U �, rte" N >� G e.,I N "V N Fx N t) Ye [ -SI8• '�zi �) p n1 142 ?.`� •.i Ul �I" UY G tll 4-1 �1 � A N � a) 4; ys , }.., 4: W In -L•�3 fes. t} G N 1 N H3 ;]y� 1 �; ki U 'd R 4-i h, "• F' ¢S C a d "'b 3 J s frS'4'wP TCJ dl s b 1-a H U r Or9 yj[i oj U epi W, C pl r i r�.r' N r€ "i (S rtf ,, p w�; •c� C a >, - U t•Y Li R1 A��"1'1 G.Pu •ti3 O' [a Po.1p 1-1 0; N S; V] 63 n a:i-m P^ f] N [ax ;rad r •49 N CA N I��kggy I -i• ll rib atl�% PJ �#-t fl] W CL•rl r� J{ Q' L IA J3 W'!� "C l?G Ll O'p 1� �N 7 QI m 0•�u ti u r, n r'f a r•-u P-a w ti ti F'z, �n J � r-y .r v � r. of ra..,A as rn m r. dui^r ,a;; c; a Ul b•n{, l w w„ 3 O wu_,,n W w, OW �1.PY G~ri.,�-I•Lk,'(,.3 u .�-1 W F a eU.' -1 O r r.�{ MI�C-.: Z 4{ •1' .`,�g .� '„.� !~ u -a sem+ a•%i A .,� .� 040 2 r: e-!^Ybu 0+eH., ., g n N ul ,y v vsi P o b cJ 44 O Ne G U F: N 1w rW r-1 O � mB d3 �,W dl ' tl t49 N 4" a AFH U Ea a o G q y ;�. w ,�•}$ c.N P, ❑ ro N N U O p M rf.,-y{:} w U :i U] 9 Y F' 4 r] .yys W e-t j] V V3 rJ ., W i G �¢3 ri b5 "H ttlL.7 • 10 � • G FA44 a sK"r, n v °H.�!i3 a> yr a m :.f a Ln wa .`° o,� I ,�•-., w y o q U •M M Y} {�. C__ {i N M 11., JM '+-M G..A .. j 64 '-iI c 1 N N ir' ay� 03 '64 V '.0 a,, 1 U 410 41 ami p, u cn F. `n .aw "� (v a .�; >•J 5� �" �m;y ay ns m r: o z� H �J' }t.� � q i' N � 0 W.� � N ^+7 j o S�"-1 V' .d J w £} m u W 7-1 t6 o c� a x nl ad ''a e•� w u ' Yom.. III O LS H U rA .7 rvW --6 p.I.P O Sw Ye L N 3= 4'Yy b4.t.. �@ ri d< Fi (i 'sl al U m 65 N xY*rtf•r3 �Y O �' L' " R `a L H,� u' ri 'Y !^a 4 W. Hf-r b3 N H W O L3 A L9 r-p '+l U b n7 ��-{{ ' 411 0,1 .11 3 "5p U €+ O"�r3 Ae �.�, �V r V�r! H :4 R' t>? ai 3 N g..'?-d �,� U bd 3 a SJ � E-+ W A.�.q•rl r-!'. �rN as m w >u A-4 Crit o/Fadakv,Lim.,Coanv,fcnv�7 S2.260.000 General Obfiguti�n coiporcjte[,jjj-p,)ye Rcmds, Series 201'.13 TAW ItL ' S ; RM lap MZ *=W!Q u ; mq a 4 1 0 a gv Of E 19 1 I 1 15.0 B W RINI % wWaL M, Dnt oCH, 5 W A m Z 0 Q a Q c 1 U a 0 iq� ky RJ a 0 q 0 - "t 900 of 1AMAQ Ell pig tin IA I- , was^ Jx Cl G7 9 6 wow M"m M� W I Om U Win bills a a, vp I I I!jq,l 4 A A I ANN �HO 'PH u A o i0 1_ Fa w 4 jfQ E amAN lonw 8 NA 60- o MW 26 u gv SW 0 Q 11904 a I m to yj 05 "t m 0 m 3 SO mm 1 WIN A-5 T -I'G N rC .'�z.� �[➢ VA1 fr r.. � r� ;r `` y tooY t-'t-' I d•''P1 .-� ,y �;fU y til >< Sw w.le l ut L� F� N x�'W �' r •',�. Y -f o Fi,n 2 t' 14.1 L'i td � - ro � VIM , m i ' lip ar � w � �.j V.1 Ili cn }..N M N F'• �i r.'J.� '� rf�'.) w'� P 1`:r CI 1^ tII 7 IC, rr a 4rti � ..Q• 0 6' fQ � -'J y �V - i•� Y. 1: }..,r E�i � `'-'F� `] � � O D�w fR�� � u rte"' � .w` 1 ry, ra � i-1 F'y � w � � r � Ih m � �;� � �• o n � {i =' Y m I 1 •-' � W :' 'y .., .�'V% a �'�'�.� fill 7 m n w z £tI(Oc`s'a'}a�.ci��.lo�7c'o ?,irlatn.tor�.r aro_i7r>�rjq{12�'��u�J000'09�'5 n:{st `r�cfnr�uurj:tiz�l:uz�.�{_larfl{�� I ja I call City ofPairfcra',Linn C'oursfy,101vcF S2,260,000Genera1ObligerrioratbrporrriePatrpase Bonds,Serie.s 201.1E APPENDIX B )ESCRIBING BOOK-ENTRY-ONLY ISSUANCE i. The Repository Trust Company ("DTC"),New York,New Fork, will act as securities depository for the Bonds (the "Securities"), The Securities will be issued as faally-registered securities registered in the name of Cede c& Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully- registered Security certificate will be issued for each issue of the Securities, each in the aggregate principal amount of such issue, and will be deposited with DTC. 2. DTC, the worlds largest securities depository, is a limited-purpose trust company organized render the New York Banking La`v, a"banking organizations" within the meaning of the Now York Banking Law, a inember of the Federal Reserve Systems, 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 helaange pct of 1931. LTC 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 systema is also available to others such as both U.S. and n.on-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"). DTC has a Standard � Poor's rating of AA , The DTC Rules applicable to its Participants arre on file €�rith the Securities and Fxchange Commission. More infomaation about DTC can. be found at L,,Lv _Atcc.corn. 3. Purchases of Securities tinder the DTC system naust be made by or through Direct Participants,which will 's records. The o��°r?ership interest of each actual purchaser of each Security a credit for the Securities on DTC ("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 Owner entered into the transaction. Transfers of ownership interests in Indirect Participant through which the Beneficial Ow the Securities are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial. Owners, Beneficial Owners will not receive certificates representing their ownership interests in Securities, except in the event that use of the book-entry system for the Securities is discontinued. 4, To facilitate subsequent transfers, all Securities deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Securities; DTC's records reflect only the identity of the Direct Participants to whose accounts such Securities are credited,which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. B-1 "ftsof Fuirfu..Llrrrs C01n£v,] �i 52.260.000 General(�hli adon Corpnrcete Purpose Bonds,Series 20]1 B >. 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 thein, subject to any statutori or regulatory requirements as may be in effect from time to time. Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Securities, such as redemptions, tenders, defaults_ and proposed amendments to the Security documents. For example, Beneficial Owners of Securities €alav wish to ascertain that the nominee holding the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative. Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them. 5. Redemption notices shall be sent to :DTC, If less than all of the Securities within an issue are being redeemed, DTC"s practice is to determine by lot the amount of the interest of each Direct .Participant in such issue to be redeemed. 7. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote evith respect to Securities unless authorized 6y a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, .DTC` mails an Omnibus Proxy to the Citi as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts Securities are credited on the record date (identified in a listing attached to the Omnibus Proxy). 8, Redemption proceeds, distributions, and dividend paymcnts on the Securities will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from the City or the Paying Agent, on payable date in accordance; with their respective holdings Shove n on FTC's records. Payments by Participants to Beneficial Owners wIIt be governed by standing instructions and customary- practices. as is the case withsecurities 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,the Pad inl; gent,or the Citi subject to an-y statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds. distributions. mid dividend payments to Cede &. Co. (or such other nornmee as may be requested by an authorized representative of DTC) is the responsibility of the Citv or the Paying Agent. disbursement of such payments to Direct participants will be the responsibility of DTC, and disbursement of srach payments to the Beneficial Owners will be the responsibility of Direct and Ind irect.Participants. q. A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered. through its Participant_ to any Tender/Remarketing Ag€;nt, and shall effect delivery of such Securities by causing tlae Direct Participant to transfer the Participant's interest in the Securities. on DTC's records, to any Tender/Remarketing Agent. The requirement for physical deliv,en.of Securities in connection with an optional tender or a mandatory purchase will be deemed satisfied when the ownership rights in the Securities are transferred by Direct Participants on DTC's records and followed by a book-entry credit of tendered Securities to any Tinder/Remarketing Agent's DTC account. 10. DTC may discontinue providing its services as depository with respect to the Securities at any time by giving reasonable notice to the Cit-1 or the .Paying Agent. Under such circumstances, in the event that a successor depositors" is not obtained, Security certificates are required to be printed and delivered. 11. The City may decide to discontinue use of the system of book-entry-only transfers through :DTC (or a successor securities depositon). In that event. Security certificates will. be printed and delivered to DTC. 12. The information in this section concerning DTC and DTC's book-cntrv' system has been obtained from sources that the City believes to be reliable, but the City takes no responsibility for the accuracv thereof. B-2 C.it�%nf.Faifcrr,Ltrin Coanty,1oi-ci S2,260,000 Ge�aet-al C7hdigcrilota corpot,or Pwpore Bods,Serfe0118 APP.ENDI C *[Form ofl CONTINUING DISCLOSURE CERTIFICATE This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed and delivered by the City of Fairfax., Iowa (the "Issuer"), in connection with the issuance of$2,260.000 Cireneral Obligation Corporate Purpose Bonds, Series 201 113 (the '-Bonds"),dated November 10, 2011. T7re Bonds are being issued pursuant to a resolution of the Issuer approved on October 24, 2011 (tire "Resolution"). The Issuer covenants and agrees as follows: Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Issuer for the benefit of the Holders and Beneficial Owners of the Bonds and in order to assist the Participating Underwriters in complying with S.E.C. Rule 15c2-12. Section 2. Definitions. In addition to the definitions set forth in the Resolution, 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. Deport'' shall mean any Annual Report provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate: i "Beneficial ®Loner" shall rnean any person �vhich (a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries),or(b) is treated as tyre owner of any Bonds for federal income tax purposes. "Dissemination Agent" shall mean the Disseminations Agent, if any, designated in writing by the Issuer and which has filed with the Issuer a written acceptance of such designation. "Holders" shall mean the registercd holders of the Bonds, as recorded in the registration.books of the Registrar. "Listed Events" shall mean anv of the events listed lin Section 5(a) of this Disclosure Certificate. "Municipal Securities Rulemaking Board" or -MSRB" shall mean the Municipal Securities Rulernaking Board, 1900 Dube Street, Suite 600,Alexandria,SIA 22314. "National Repository" shall mean, at any point in time, a nationally recognized municipal securities infornaation repository which is thea recognized as such by the SEC; as of the date of this Disclosure Certificate, tl�e sole National Repository is the MSRB, which accepts filings via its .Electronic Municipal Market Access (EMMA) system at hapalusrrnra.,nrsrb.orR. "Participating Underwriter" shall mean any of the original undcrwniters of the Bonds required to comply with the Rule; in connection with offering of the Bonds. ",.Repository"shall mean each National Repository- and each State Repository. "Rule" shall mean Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange ,Act of 1934, as the sarne may be amended from time to time. "State" shall mean the State of Iowa. C-1 Citi gfFcrrrfi_r.LCnunh;Iowa $2,260.000 General OhliIutian CornoratO Purpose H(mds,Seng 201 IR "State Repository" shall mean aa�y public or private repositor- or entity designated by the State as a state repository for the purpose of the Rule and recognized as such by the Securities and Exchange Coni€ fission. As of the date of this Certificate,there is no State Repository. Section 3. Provision of Re orfs and Aradited rinaaicial Stateanents. (a) To the extent such information is customarily prepared by the Issuer and is publicly available, the issuer, as soon as available but not later than 12 months after the end of the Issuer's fiscal year (presently Juno 30), coni€nencing with the report for the 2WO-201�1 fiscal year, shall, or shall cause the .Dissemination Agent (if any) to. provide to each National Depositor, an electronic copy of its Annual Report Nv°h.ich is consistent with the requirements of Section 4 of this Disclosure Certificate and which Annual Report is in a format and accompanied by, such identifying information as prescribed by the MSRB. The Annual Report €nay be submitted as a single document or as separate documents comprising a package.. and may cross-reference oilier in.forination as provided in Section 4 of this Disclosure Certificate; provided that the audited financial statements of the Issuer may be submitted separately from the balance of the Annual Report and later than the date required above for the filing of the Annual Report if they arc not available by that date. If the .Issuer's fiscal year changes, it shall give notice of such change in the same, manner as for a Listed Event under Section 5(c). (b) if the Issuer has designated a Dissemination Agent, then not later than fifteen (15) business dais prior to the filing date; in Section 3(a), the Issuer shall provide the Annual Report to the Dissemination Agent. Section 4. Content of Annual Reports. The Issuer's Annual Report shall contain or include by reference the following: (a) the: audited financial statements of the Issuer for the prior fiscal year, prepared in accordance with generally accepted accounting principles promulgated by the Financial Accounting Standards Board as modified sal accordance with the governmental accounting standards promulgated by the Governmental Accounting Standards Board or as otheni ise provided under State; lav_ as in effect from time to time_ or, if and to the extent such financial statements have not been prepared in accordance with generally accepted accounting principles, noting the discrepancies therefrom and the effect thereof. (b) other financial information and operating data regarding the Issuer of the ttipe presented in the final official statement distributed in connection vvith the primary offering of the Bonds, Any or all of the items listed above €nav be included by specific reference to other documents, including official statements of debt issues of the Issuer or related pr€blic entities, which are available to the public on the MSRBs web site or are filed with the Securities and Exchange Commission. If the document included by reference is a final official statement, it must be available from the Municipal Securities Rulemaking Board. The issuer shall clearly identify each such other document so included by reference. Section 5. Reporting of Si nificant Events. (a) Pursuant to the provisions of this Section >, the issuer shall give, or cause to be given, notice of the occurrence; of any of the follm� ing events with respect to the Bonds: (.1) Principal and interest payment delinquencies_ (2) lion-payment related defaults. .if material; (3) Unscheduled draws on debt service reserves reflecting financial difficulties,- (4) ifficulties_(4) Unscheduled draws on credit enhancements reflecting financial difficulties; C-2 C'iiy o'fail frrc-lsirsn Ct;frrly,Ji»wa $2,261,!}OD.iennrQd O¢�iigcr[iorr Corporate Pr�r'pcz+e Bon 1�',5erie�s 201 1B (5) Substitution of credit or liquidity providers, or their failure to perform, f .ce of or (, adverse tax opinions, the issuance by the :lnternallRevenue ar other material notices or de�r€��nationstNv th tameability, ?notices of Proposed Issue ([ S Form 570 ) respect to the tai.status of the security,or other rnatcrial events affecti�rg the tax status of the security, p (7) Modifications to rights of security holders, if rnaterial; (9) Bond calls, if material, and tender offers; (9) Defeasances; perty securing repaymel t Of tlre securities, if material; ( 1(3)Release- substitution,or sate of pro (l t)Rating changes, (:12) Bankruptcy,insolvency, receivership or similar eventof the obligated person; the cv�nt is considered to Note to ara rah 12 : For the purposes the ident�orfdarrecesubparagraph p rra i agent or similar officer s to or occur when any of the following occur. Pp obligated person in a proceeding under the C�.S• Bankruptcy asassatm d jurisdiction overesubstantially all of the assets federal law in which a court or governmental authority ing he ng governing or business o f the obli ated person, or if such jurisdiction has been assumed and ordersofatco rrt orrgo`e e ntal body and officials or officers i1] posessron but plan t to Of TCorga€ihe zat on, arrangement or liquidation by a court or authority, or the entry of an order confirming a p governmental authority having srtpervision or jurisdictian over substantially all of the assets or business of the obligated person: erson of le ale f all (l3) The consummation of a merger; consolidation; or acquisition involving the o diiiary coursels , of business, entry or substantially all of the assets of tle obligated person, other than into a definitive agreement to undertake such an action.or the ten minatian of a definitive agreement.relating to any such actions,other than purszrant to its terms, if material-. Appointment of a successor or additional trustee or the change of nate of a trustee, if material;and (14) pp (b) If a Listed Event described in paragraph (2), (7)7 (g) (but only �,Yith respect to band calls under (SW (10), e has occurred and the Issuer has determined that such Listed Event s daysrafterttleal under occurrencpeplof such Listed (13) or(l4) ahoy , securities laws,tie Issuer sllalof such timely aeeurren ce�viter�leach National l�eposito��. Event_, promptly file a notrcc. Event described in paragraph (a), (3), (I), (5), (6)= (8) (but only with respect to tender offers (e) If a Listed in a er than ten siness days- (9), (t 1) or (1.2) above has occurred the issuer shall>icc of�such occurrencet with each National uRepository Under (8)), ( ) promptly tly file a notgiven under aftei the occurrence of such Listed E�ent; p p g and (9) need not be g Notwithstanding the foregoing, notice of Listed E entsof thedaande by uned derlying tSubso st given to(1 oldcrs of affected Bonds pursuant this subsection any earlier than the notice ( any) to the Resolution. C-3 7rygF'airfar.Linn Cvuirtjc Iosrcr 2,60.000( O neral Oh]i anon r'or1 crate Pa rpos'f'Bc:n ls..'eries<(�1113 Section 6. Termination of.Re orcin 7 (�bli anon. The Issuer's obligations under this Disclosure shall terminate upon the legal defcaasancc, prior rcdemptioaa or payanent in hall of all of the Bonds or u receipt of an opinion of nationally recognized bond counsel to the e f#ect that, because of legislative actionc rttfcatc action or administrative actions or proceedings, tlae failure, of the Issuer to comply �r�ifla alae tem Upon flee Issuer's al Participating Underwriters to be in �,iolation of the Rule or other applicable regtaireaaWi is of the or ileal t eau e Of 1934, as amended. If Stich termination occurs prior to the final rnaturit� of the as hereof'IN-ill not cause such termination in the same manner as for a Listed Event under Se i Securities Exchange Act Bonds, the Issuer,shall give notice of Section �(c), Section 7. D19 out its o n .A tut. The Issuer may. from tinac to time, appoint or engage a Diss Agent to assist it in carr`iaag out its obligations Under this Disclosure Certificate;. and tmav dischar e any Such >> or avithout appointing a successor Dissemination Agent. T[ae Dissemination Agent shall not be responsible Dissemination for the content of any notice or report prepared by the. Issuer pursuant to this all nots a s Ch A,gc cit with I3isseiminatron Agetat shall be the Issuer. poaasible iia any manner Disclosure Certificate. Tlae initial Section 8. Amendment- Waiver, Notwithstanding am other provision of this Disclosure Certif Isstaer naay amend this DisclOsurc', Certificate, and ani° Provision of this Disclosure Certificate tatav be waived.that the folloj.N�ing conditions are. satisfied: cite, the _ �€,d, prow.idc;d (a) If the amendment or waiver relates to the provisions of Sections �, . connection N�ith a change in circumstances1or 5 that arises from a clean, egal (a), it array onlIl be Heade in identity, nature or status of all obligated person Ivith respect to the Bonds, OF thetypereuirelaofabu iness conducte . than gc in the d. (b) The undecounsel, as amended or tak11ag into account such Iva- a, would, iia the opinion of n recognized bond counsel have co.ntplicd s .ith the requirements of the: Rule at the time would, of the original issue Bonds, after taking into account any amendments or interpretations of the tile - the hell as f the any claw�re i ataonallol and 'ince Of flee, g n circumstances, (c) `Ilac amendment or waiver either (i) is approved bY the Holders of the B provided .in the Resolution for amendments to the. Resolution with the consent of Holders. or ii of nationally recognized bond counsel,mate riall� impair the interests of the Holders Duds in the same manner as { ) does not,. in the opinion s or Besaeficial Dpi°Hers of the Bonds. In flee event of any amendment or waiver of a provision of this Disclosua-e C'ertig'rcate;, the IS51aLr shall amendment in the nest Annual Report_ and shall include. as applicable, a narrative ex lanati amendment or waiver and its impact on alae tvpc (or in the case of a change� describe; stash of financial information or operating data being p oza of die reason for the ge of accounting principles_ 012 the presentation) accounting p ' p g presented by the Issuer. Ica addition if the amendment relates to the rnci Ics to be followed i.n preparing financial statements (i) notice of such clean manner as for a Listed Event Lander Section 5(c), and as the Annual Report for the rear in which the change is made present a comparison or other discussion in narrative)form (and also, if fe asibl be shall be given to the same ills€strafing flee material differences between the financial statements as prepared on the basis of the g c � t[1 c, in quant' foam) describing or principles and those prepared on the basis of the former accounting principles, e. new accounting Section 9. Additional Information. Nothing in this Disclosure Certificate shall be decaaaed to rev Issuer fro.am disseminating any other informatioca, using tlae means of disseaniaaation set.forth in this Disclosure OF any other means of conanatanication or including any other inforzmatiota in aaav Report or notice of Prevent the Fisted Evcnte in addition to that which is required d bti' this .Disclosure Certificate. If the I sure Certificate inforaaation an any Deport or notice of occurrence of a Listed Event in addition to that which is occurrence ar a this Disclosure Certificate. the Iss€ter shall have no obligation suer chooses to include arta dation under dais C e rtilicate to tapdate such Information orreqtinclude ired by it an ani•future Deport ar notice of occurrence of a Listed Event. C-4 C';ty ofFaufa,Linn County,Iowa $2,26Qf 600 GeneFZII Ohli,ac&O n Corpur rta Purpose Ronds,Serie.S 2011B Section 10. Default. In the event of a failure of the Issuer to comp]) with any provision of this Disclosure 'Certificate, any Holder or Beneficial Owner of the Bonds may take such actions as may be necessary acid appropriate. including seeking mandate or specific performance by court order,to cause the Issuer to complywit1r.i.ts obligations under this Disclosure Certificsatc, Direct, indirect, consequential and punitive, damages shall not be recoverable by any person for any default hereunder and are hereby waived to the extent permitted by law. A default under this Disclosure Certificate shall not be deemed an event of default under the Resolution, and the sole remedy under this Disclosure Certificate in the event of any failure of the Issuer to comply with this Disclosure Certificate shall be an action to compel performance. Section 11. Duties, Immunities and Liabilities of Dissemination Agent. Tho Dissemination Agent. if any, shall have only such duties as are specifically- set forth in this Disclosure Certificate, and the Issuer agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of.its powers and duties laererrndLr, including the costs and expenses (including attorneys' fees) of defending against any claim of liability; but excluding liabilities due lful misconduct. The obligations of the Issuer under this Section shall to the Dissemination Agent's negligence or wil survive; resignation or removal of the Dissemination .Ngent and payment of the Bonds. Section 1.2, Beneficiaries, This Disclosure Certificate shall inure solely to the benefit of the Issuer, the Dissemination Agent, the Participating Underwriters and Holders and Beneficial Owners fTorn time to time of the Bonds, and shall create no rights in any other person or entity. Dated: November 10, 2011.. CITY"OF FAIR AX. IOWA By Mayor Attest City Clerk/Treasurer C-5 Caj,�f Pcurtcty,Linn County,A)wu 5?. h0,p00 0ener611 O)b"gatian Corporate Purpose 9ondY.Series 2W 113 APPENDIX D "Worm of Bond Counsel Opinion] We hereby certify that we have examined certified copies of the proceedings (the "Proceedings") of the City Council of the City of Fairfax (the "Issuer"), in Linn County, Iowa, passed preliminary to the issue by the Issuer of its General Obligation Corporate Purpose Bonds, Series 2011 B (the "Bonds") in the amount of $2,260,000, dated November 10, 2011, in the denomination of$5,000 each, or any integral multiple thereof, in evidence of the issuer's obligation under a certain loan agreement (the "Loan Agreement"), dated as of November 10, 2011. The .Bonds mature on June I in each of the respective years and in the principal amounts and bear interest payable semiannually, commencing,Tune 1, 2012, at the respective rates as follows: Principal Interest Rate p .Principal interest Rate Year Amount Per Annum Year Amount Per Annum 2013 $175,000 % 2019 $185,000 ,o 2014 $175,000 °0 2020 $190,000 2015 $175,000 °1° 2021 $195,000 2016 $175,000 °'° 2022 $200,000 ©/o 2017 $150,000 % 2023 $210,000 2018 $185,000 % 2024 $215,000 �of° but the Bonds maturing in each of the years 2020 to 2024, inclusive, are subject to redemption prior to maturity on ,Tune 1, 2019 or any date thereafter, upon terms of par and accrued interest. Based upon our examination, we are of the opinion, as of the date hereof, that: I. The Proceedings show lawful authority for such issue under the laws of the State of Iowa. 2. The Bonds and the Loan Agreement are valid and binding general obligations of the Issuer. 3. All taxable property within the corporate boundaries of the Issuer is subject to the levy of taxes to pay the principal of and interest, on the Bonds without constitutional or statutory limitation as to rate or amount. 4. The interest on the Bands (including any original issue discount properly allocable to an owner thereof) is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations; it should be noted, however, that for the purpose of computing the alternative minimum tax imposed on corporations (as defined for federal income tax purposes), such interest is taken into account in determining adjusted current earnings. The opinions set forth in the preceding sentence are subject to the condition that the Issuer comply with all requirements of the Internal Revenue Code of 1986 (the "Code") that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to be, excluded froth gross income for federal income tax purposes. The issuer has covenanted to comply with each such requirement. Failure to comply with certain of such requirements may cause the inclusion of interest on the Bonds in gross income for federal income tax purposes to be retroactive to the date of issuance of the Bonds. D-1 Cit-ofFaof m `Jnn Cornty,Iowa S2,'260,000 General Oblrgaiinn Cotporale Pu pave Bond-Y,Series 2011B 5. The Bonds are "qualified tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code. The opinion set forth in the preceding sentence is subject to the condition that.the Issuer comply with all requirements of the Code that trust be satisfied subsequent to the issuance of the Bonds in order that the Bonds be, or continue to be, qualified tax-exempt obligations. The Issuer has covenanted to comply with each such requirement, We express no opinion regarding other federal tax consequences arising with respect to the Bonds. The rights of the owners of the Bonds and the enforceability thereof may be subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted to the extent constitutionally applicable, and their enforcement may also be subject to the exercise of judicial discretion in appropriate cases. DORSEY & WHITNEY LLP *This form at bond counsel opinion is subject to change pending the results of the sale of the Bonds contemplated herein. I D-2 OFFICIAL BID FORM S2,260,000 General Obligation Corporate Purpose Bonds,Series 201 Eli Citi'c)1'FairfaxOctober l L 2011 1'0 I3ox 337. Sj3eer Firrasrcial.Lrc. Fairfax,IA 52228-0337 Facsimile: f 319) 291-8628 Mayor&Council Mernbers: For the $2,260,000 General Obligation Carla)rate Purpose and Bonds. Series 201113 jhe -13onds"), of the Citi° of I°airl<ax, I.'inn Count}°, Iowa, (the -`City-") as descrit.d in the annexed Official-ternis of Of ennu, v,hich is expressly made a part of this laid, we will pay YOU$ (no less than$2,241,920)bearing.Interest as folio-,�s(each rate as M1.11tiple of tllflCt or Ili of 1°/;). MATURITIES*—JUNE 1 $175,000..........,.2013 % $180,000.....,....,,2017 % $195,000............ 2021 % 175,000............2014 % 185,000............2018 _% 200,000............ 2022 % 175,000............2015 °6 185,000............2099 °/v 210,000......,..... 2023 % 175,000..... 2016 °k 190;000...........,2020 % 215,000............ 2024 % -1 11Ycdaatseculive 11whirities araad},be aggregated into terra bonds at the option of the bidder, in which erase the maandlatory redlenipfion provisions shall he oil fig e same schedule as above llatttrities: Term;llatttrity° Maturities: Tertaa:llaturiV .1,Marines: Term.lfatadridB 1latttrities: 7erara 1{crttrritl, Maharities: -Terrra:1Lcttarrit Vatitrifies: Term.11.atadriq The Bonds Eire to be cxeeated and delivered to its in accordance with the terms of this bid accompanied by the approving legal opinion of Dorsey & whitricv-11,11,Des Moines,Ia> wi. The City %�III pa} for the.legall opinion. The Purchaser aagrees. to aappkv for C SIP numbers and pati) the tc a charged d by the CLISII' Service Bureau and wwill accept the Bonds�t ith the Ci TSIP riumbers as entered on the Bonds. As evidence of our good faith,, ;ve have Mre transferred or enclose herewith as check or Surety Bond pa ah(e to the order of the I reasurer of the C;itv in the <aniourit of TWO PERCENT OF PAR (ihe "l3eposit"'t under the terms provided iu e olu' Official berms of Offering. Attached hereto is a list of inembers of our account on whose behalf this bid is made. Form to#,Deposit Account Manager Informa[14ala Bidde rstusuraancc Check One: rch:35f''d l�liltlit'. 11'[)PBa: Certified/C:aashier's C.'heck � �Finwiciat Surety Bond [ ] Address nsurer Vv ire l rautster ( isa} I3s Alnotutt: $45.200 Citi' Stater ip Y a'saaaia�an: Direct Mimic Maturities; (Check One) FAX Number d'e'ars All Eanail Address 'File foregoing hid was accepted and the Bonds sold by resolution of the c' on October 1 1, 2011, and receipt is hereb-, acknowledged of the good faith 1.7ep)sit tivhich is being held in aacoiclauace with the tenni of the annexed Official Terms of Offering. CITY OF F AIR AX UNN Cot..`NF Y.IOWA City Clerk Treasurer 1.k or• (Colculat,on oftrue int_,y.tt cos[) CSroas tnierest y 1.,es,s Premium Phis Discount � True tntere5t Com S . 1 r1w filtered Rafe p. TC)]Al.,BON1)YE:�RS I6.1t�1.83 Ay` 'R,WE t_IF'E 7.2)_3 vea rs C;tygffwiftre,Linn Counr iv Iowa $2,260,000 General OLli;otlrn CorPot'are Psirpore}3ancls,Series 201113 OFFICIAL TERMS OF OFFERING $2,260,000 � CITY OF F'AIRFAX Linn County, Iowa General Obligation Corporate Purpose Fronds,Series 2011 B The City of Fairfax, Linn County, Iowa will receive sealed bids for the Bonds, on an all or none basis, at City Hall, 525 Vanderbilt St., :Fairfax, Iowa, until :9.1:00 A.M., C.D.T., Tuesday, October 11, 2011. The City will also receive facsimile bids for the Bonds at the facsimile numbers listed below, on an all or none basis, at City Hall, 525 Vanderbilt St., Fairfax, Iowa until 11:00 A,M,, C.D.T., "Tuesday, October 11, 2011. Upon receipt, facsimile bids will be sealed and treated as sealed bids, mid along with all other sealed bids will be publicly opened and read. Award will be made or all bids rejected at a meeting of the City on that date. The City reserves die right to reject all proposals, to reject any bid proposal not conforming to this Official Terms of Offering,and to waive ally irregularity or informality with respect to any proposal. Additionally, the City reserves the right to modify or amend this Official Teras of Offering;however,any such modification or amendment shall not be made less than twenty-four(24) hours prior to the date and time for receipt of bids on the Bonds and any such modification or amendment will be announced on the Speer Financial webpage and through Thompson Municipal News. The Bonds are general obligations payable as to both principal and interest from ad valorem taxes levied against all taxable property of the City without limitation as to rate or amount, all except as limited by bankruptcy, insolvency, moratorium, reorganization and other similar laws relating to the enforcement of creditors" rights generally and except that enforcement by equitable and similar remedies, such as mandainus, is subject to the exercise of judicial discretion, The Bonds Nwill be in fully registered form in the denominations of$5,000 and 'integral multiples thereof in the name of Cede & Co, as nominee of The Repository Trust Company ("DTC"), Nese Fork, New York. to which principal and interest payments on the Bonds will be paid. Individual purchases will be in book-entry form only, Interest on each Bond shall be paid by check or draft of the Bond Registrar to the person in whose name such Bond is registered at the close of business on the fifteenth day of the month next preceding an interest payn ent date. The principal of the Bonds shall be payable in lawful money of the United States of America at the principal office maintained for the purpose by the Bond Registrar in Des Moines. Iowa. Semiannual interest is due June I and December I of each year, commencing June 1, 2012. and is payable by Banker's 'frust Company, Des Moines, Iowa (the `-Bond Registrar"). The Bonds are dated the date of delivery, which is expected to be on or about November 10, 2011.. MATURITIES* —JUNE I $175,000 ................2013 $130,000................ 2017 $195.000.................2021 175,000 ................2014 185,000................ 2018 200,000.............,...2022 175,000 ................2015 185,000................ 2019 210,000.................2023 175,000 ................2016 190,000................ 2020 215,000.................2024 consecutive maturities way be aggregaeted into term bonds at the option of the bidder, in which case the nPand atory redeityption provisions '. shaft be on the same schedfide as above. The Bonds due Junc .1, 2013 - 2019, inclusive, are non-callable. Bonds due June 1, 2020 - 2024, inclusive, are callable in whole or in part and on any date on or after June 1. 2019, at a price of par and accrued interest. If less than all the Bonds are called,they shall be redeemed in any order of maturity as determined by the City and within any.maturity by lot. y of Pc irr%cr.Linn lowu 2._7O0.000(.;eneroi o7 i;otion rjpoa e Bonds.Series?)l 1-5 Page 2of# Electronic Facsimile, Bidding: Bids inav be submitted via facsimile at (3 19) 291-8628 or (3 19) 319-846-3480. Electronic facsimile bids will be sealed and treated as sealed bids. Neither the Citi;, nor its agents will assume liability for the inability of the: bidder to reach the above narncd fax numbers prior to the time of sale specified above. Transmissions received after the deadline will be rejected. Bidders electing to submit bids via facsimile transmission bear fisll and complete; responsibility for the transmission of such bid. Neither the Citi' nor its agents will assume responsibility- for the inability of the bidder to reach the above specified fax number prior to the tinic of sale_ Time of receipt shall be the time recorded by the facsimile operator. Bid Parameters and Award of the Bonds The interest ratc(s) in a bid must be in multiples of one-eighth or one one-hundredth of one percent(1/8 or .1/100 of I%). The rates shall be in non-descending order. The differential between the highest rate and the lowest rate shall not exceed five percent(5%). All bids must be for all of the Bonds, trust be for not less than $2,24L.920.. must be signed and made upon the: Official Bid Form and delivered at the tinse and place set forth above. Award of theBonds: The .Bands will be awarded on the basis of true interest interest cost, determined in the followving manner. True interest cost shall be computed by determining the annual interest rate (compounded semi-annually) srcccssary to discount the debt service payments on the Bonds from the payment date thereof to the dated date and to the; bid pace. For die Purpose of calci€latirag true; interest cost, the; Bonds shall be deemed to become dui in the; principal amounts and at the times set forth in the table of maturities set forth above. The Bonds v,ill be awarded to the purchaser complying with the terms of this Official Terms of Offering whose bid produces the lowest true interest cost rate to the City as detemuncd by the Cit'v's Financial Advisor. whichdetermination shall be conclusive and binding on all prospective purchasers: provided, that the City reserves the right to reject all bids or any non-conforming bid and reserves the right to wwaivc any informality in any bid. 'Bre winning purchaser will be required to make the; standard filings and maintain the appropriate records routinelw required pursuant to MSRB Rules Ci-8. Cr-I1 and Ci-36. The wwinning purchaser will be required to pad the standard MSRB charge for Bonds purchased. In addition. the ,vin.ning purchaser who is a member of the Securities Industry- and Financial Markets Association (-',SI MA')will be required to pad SIFMA's standard charge per Bond. Good Faith Deposit and Other Matters Each bid shall be accompanied by a certified or cashier's check on.. or a v ire;transfer from, a solvent bank or trustcompanti or a Financial SuretyBond for TWO PERCENT OFPAR payable to the Treasurer of the Citv as evidence of good faith of the prospective purchaser ( he -Deposit"). The Deposit of the successful purchaser v,ill be retained by the: Citi pending delivery of the Bonds and all others will be promptly returned. Should the srrccessfi€l purchaser fail to take Lip and pay for the Bonds when tendered in accordance with this Official Terms of Offering and said bide said Deposit shall be retained as full and li u.idatcd damages to the City q caused by failure of the purchaser to carr,, out flys off ;r of purchase. Such Deposit will otherwise be applied on the purchase price upon dchvcn of the Bonds. No interest on the Deposit will accrue to the purchaser. If a wyire transfer is used for the; Deposit. it must be sent according to the followying wire instnictions: Amalgamated Bank of Chicago One W. Monroe Street Chicago, Illinois 6060') ABA. � 07100340- Credit to: 1853281001 Speer Bidding Escrow RE: [nanwe of prospective purchaser] bid for [name of bond issue I Cif) of Ferir jeu,Le'n E Corn2#p,Iorver $2,26f),OC(i Cellerad Obligadort C"nlporcriePuipose Borrd�s,Set'ies?�}.11I3 .d'age 3 af=1 The wire shall arrive in such account no later than 30 minutes prior to tl-e date and time of the sale of the Bonds. Contemporaneously with such wire transfer° the prospective -purchaser shall send an email to biddingescrowv cr aboc.eom ,with the following information: (1) indication that a wire transfer has been made, (2) the amount of the wire transfer, (3) the issue to which it applies; and (4) the return wire irrst€actions if such prospective purchaser is not awarded the Bonds. The City and any prospective purchaser vdio chooses to wire the Deposit hereby agree irrevocably that Speer Financial; Inc. ("Speer") shall be the escrow holder of the Ileposit wired to such account subject only to these conditions and duties: (i) if the bid is not accepted, Speer shall, at its expense; promptly return the Deposit amount to the unsuccessful Prospective purchaser, (ii) if the bid is accepted, the Deposit shall be forwarded to the City, (iii) Speer shall bear all costs of maintaining the escrow account and returning the funds to the prospective purchaser; (iv) Speer shall not be an insurer of the Deposit amount and shall have no liability except if it'Wil1Fi€lly Fails to perform. or recklessly disregards; its duties specified herein, and(v)income earned on the Deposit, if any, shall be retained by Speer. If a Financial Surety- Bond is used for the Deposit- it must be from an insurance company licensed to issue such a itted to Speer prior to the opening of the bids. The Financial Surety bond in the State of Iowa and such bond must be subm Bond must identify each prospective purchaser whose deposit is guaranteed by such Financial Surety Bond, If the Bonds are awarded to a purchaser using a Financial Surety Bond,then that purchaser is required to submit its Deposit to the City in the Form of a certified or cashier's check or wire transfer as instructed by Speer, or the City not later than 3:00 P.M. on the next business day ved by that time,the Financial Surety Bond may be following the award. If such. Deposit is not recei drawn by the City to satisfy the Deposit requirement. The City covenants and agrees to enter into a written agreement, certificate or contract, constituting art provide ongoing disclosure about the City for the benefit of the beneficial owners of undertaking (the "Undertaking") to the Bonds on or before the date of delivery of the Bonds as required under Section (b)(5) of Rule lc2-12 (tire "Rule"} ission under the Securities Exchange Act of 1931. The Undertaking shall adopted by the Securities and 1✓xchange Contnr be as described in the Official Statement, withsuch changes as may be agreed in writing by the Underwriter. The City, represents that it is in substantial compliance with each and every undertaking previously entered into by it pursuantto the Mule. The Underwriter's obligation to purchase the Bonds shall be conditioned upon the City delivering the Undertaking on or before the date of delivery of the Bonds. The Bonds will be delivered to the successful purchaser against full payment in immediately available funds as soon as they can be prepared and executed, which is expected to be on or about November 10; 2011. Should delivery be delayed beyond sixty (60) days from the date of sale for anv reason beyond the control of the City except failure of el the award or the purchaser may withdraw the good faith deposit and performance by the purchaser, the Cite' may canc thereafter the purchaser's interest in and liability for the Bonds will cease. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal aan.o€tnts, and interest rates of the Bonds, and any other information required by late or deemed appropriate by the City, shall constitute a-'Final Official Statement" of the City- with respect to the Bonds, as that tern is defined in the Rule. By awarding the Bonds to any underwriter or underwriting syndicate, the City agrees that no more than seven (7) business days after the date of such award, it shall provide, without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded, up to 50 copies of the Final Official Statement to permit each "Participating Underwriter" (as that terra is defined in the Rule) to comply with the provisions of such Rule. The City underwriter tohatreat the of senior managing underriter of the syndicate to which the Bonds are awarded as its designated agentpurposes distributing copies of the Final Official Statement to each Participating Underwriter, Any underwriter executing and delivering an Official Bid Form with respect to the Bonds agrees thereby that if its bid is accepted by the City it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. ��1tu of r''gllf[L7,L.i.nit�'U3Lrtl}!,jo19'�1 '?Z 260.000 General(Jhhoaf;o y("'WIX r ate plupc)se Fav ds.S a ies?01lf3 Page 4 of'4 By submission of its bid, the senior managing underwriter of the successful purchaser agrees to supple all necessary pricing information and any Participating Undenvriter identification uccessar` to complete the Official Statement within 24 hours after award of the Bonds. Additional copies 0fthe Final Oficial Statement may be obtained by Participating Underwriters from the printer at cost. The City will, at its expense, dcliver the Bonds to the purchaser in New Fork. New York (or arrange for --FAST" delivery) through the facilities of DTC and v%III pae, for the bond attornc -'s opinion. At the time of closing. the Cite will also ftimish to the purchaser the following documents, each dated as of tine date of delivery of the Bonds: (1) the legal opinion of Dorsey & Whitney, LLP, Ides Moines. Iowa, that the Bonds are lawful and enforceable obligations of the Citi in accordance with their terms; (2) the opinion of said attorneys that the interest on the Bonds is exempt from federal tncorne taxes as and to the extent set forth in the Official Statement for the Bonds. and (3) a no litigation certificate by the City. Tlic City has authorized the printing and distribution of an Official Statement containing pertinent information relative to the Cite and the Bonds. Copies of such Official Statement or additional information may be obtained from IVIS. Cynthia Stimson, City Clerk/Treasurer, City of Fairfax, 525 Vanderbilt St., PO Box 337., Fairfax. IA 52233 or an electronic cope of this Official Statement is available from the vvvvvv-.speertinancial.com vvc6site under "Official Statement Sales Calendar" or from the Independent Public Finance; Consultants to the CIV,'. Speer Financial, Inc.. 531 1 Commercial Street.. Suite, 608. Waterloo. fovea 5070.1 (telephone (.319) 291-2077) and One. North LaSalle Street, Suite 410 . Chicago, Illinois 60602 (telephone (312) 346-3700). /s/ CJNTHIA STl<MS A, lrk,7�easitre)- Linn coulity,lok-a RESOLUTION NO. 2011-69 RESOLUTION APPROVING STREET FINANCE REPORT FOR FISCAL YEAR 2010-2011 WHEREAS, the Code of Iowa, Chapter 312, Section 14,requires that all cities prepare and submit an annual Street Finance Report of expenditures and receipts to the Iowa Department of Transportation. NOW, THEREFORE BE IT RESOLVED, by the City Council of the City of Fairfax, Iowa: Section 1. The Council has reviewed all forms required by this report and found them to be in compliance with the requirements of the Iowa Code. Section 2. The City Clerk is directed to submit these forms to the Iowa Department of Transportation before September 30,2011. BE IT FURTHER RESOLVED, by the City Council of Fairfax, Iowa, that the Mayor and the City Clerk are hereby authorized and directed to execute said Resolution. Passed and approved this 26ffi day of September, 2011. 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