Th
is P
reli
min
ary
Off
icia
l S
tate
me
nt
an
d t
he
in
form
ati
on
co
nta
ine
d h
ere
in a
re s
ub
jec
t to
co
mp
leti
on
an
d a
me
nd
me
nt.
T
he
se
se
cu
riti
es
ma
y n
ot
be
so
ld n
or
ma
y o
ffe
rs t
o b
uy
be
ac
ce
pte
d p
rio
r to
th
e t
ime
th
e O
ffic
ial
Sta
tem
en
t is
de
liv
ere
d i
n f
ina
l fo
rm.
Un
de
r
no
cir
cu
ms
tan
ce
s s
ha
ll t
his
Pre
lim
ina
ry O
ffic
ial S
tate
me
nt
co
ns
titu
te a
n o
ffe
r to
se
ll o
r th
e s
oli
cit
ati
on
of
an
off
er
to b
uy
th
es
e s
ec
uri
tie
s n
or
sh
all
th
ere
be
an
y s
ale
of
the
se
se
cu
riti
es
in
an
y ju
ris
dic
tio
n in
wh
ich
su
ch
off
er,
so
lic
ita
tio
n o
r s
ale
wo
uld
be
un
law
ful
pri
or
to r
eg
istr
ati
on
or
qu
ali
fic
ati
on
un
de
r th
e s
ec
uri
tie
s l
aw
s o
f a
ny
su
ch
ju
ris
dic
tio
n.
Th
is P
reli
min
ary
Off
icia
l S
tate
me
nt
is i
n a
fo
rm d
ee
me
d f
ina
l a
s o
f it
s d
ate
fo
r p
urp
os
es
of
SE
C R
ule
15
c2
-12
(b)
(1),
bu
t is
su
bje
ct
to r
ev
isio
n,
am
en
dm
en
t a
nd
co
mp
leti
on
in a
Fin
al
Off
icia
l S
tate
me
nt.
PRELIMINARY OFFICIAL STATEMENT DATED MAY 8, 2019
In the opinion of Quarles & Brady LLP, Bond Counsel, assuming continued compliance with the requirements of the Internal Revenue Code of 1986, as amended, under existing law interest on the Bonds is excludable from gross income and is not an item of tax preference for federal income tax purposes. See "TAX EXEMPTION" herein for a more detailed discussion of some of the federal income tax consequences of owning the Bonds. The interest on the Bonds is not exempt from present Wisconsin income or franchise taxes.
The City will designate the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended, relating to the ability of financial institutions to deduct from income for federal income tax purposes, interest expense that is allocable to carrying and acquiring tax-exempt obligations.
New Issue Non-Rated
CITY OF EVANSVILLE, WISCONSIN(Rock County)
$1,660,000* WATER AND ELECTRIC SYSTEM REVENUE BONDS, SERIES 2019A
BID OPENING: May 14, 2019, 11:00 A.M., C.T. CONSIDERATION: May 14, 2019, 6:30 P.M., C.T.
PURPOSE/AUTHORITY/SECURITY: The $1,660,000* Water and Electric System Revenue Bonds, Series 2019A (the"Bonds") of the City of Evansville, Wisconsin (the "City") are being issued pursuant to Section 66.0621, Wisconsin Statutes,to provide funds for the public purpose of financing improvements and extensions to the City’s Water and Electric System(the "Water and Electric System") and current refunding certain outstanding obligations of the City as more fully describedherein. The Bonds are not general obligations of the City but are payable only from and secured by a pledge of Net Revenues(defined herein) of the Water and Electric Systems. The Bonds are being issued on a parity with the City’s outstandingWater and Electric System Revenue Bonds, Series 2014A, dated July 2, 2014 and the Water and Electric System RevenueBonds, Series 2016A, dated July 21, 2016. Delivery is subject to receipt of an approving legal opinion of Quarles & BradyLLP, Milwaukee, Wisconsin.
DATE OF BONDS: June 6, 2019
MATURITY: May 1 as follows:
Year Amount* Year Amount* Year Amount*
2020 $100,000 2024 $145,000 2028 $145,000
2021 100,000 2025 155,000 2029 150,000
2022 100,000 2026 305,000
2023 150,000 2027 310,000
*MATURITYADJUSTMENTS:
The City reserves the right to increase or decrease the principal amount of the Bonds on theday of sale, in increments of $5,000 each. Increases or decreases may be made in anymaturity. If any principal amounts are adjusted, the purchase price proposed will be adjustedto maintain the same gross spread per $1,000.
TERM BONDS: See "Term Bond Option" herein.
INTEREST: November 1, 2019 and semiannually thereafter.
OPTIONALREDEMPTION:
Bonds maturing on May 1, 2027 and thereafter are subject to call for prior optionalredemption on May 1, 2026 or any date thereafter, at a price of par plus accrued interest.
MINIMUM BID: $1,639,250.
MAXIMUM BID: $1,759,600.
GOOD FAITH DEPOSIT: A good faith deposit in the amount of $33,200 shall be made by the winning bidder by wiretransfer of funds.
PAYING AGENT: City officer or a bank or trust company to be selected by the City.
BOND COUNSEL ANDDISCLOSURE COUNSEL: Quarles & Brady LLP.
MUNICIPAL ADVISOR: Ehlers and Associates, Inc.
BOOK-ENTRY-ONLY: See "Book-Entry-Only System" herein (unless otherwise specified by the purchaser).
REPRESENTATIONS
No dealer, broker, salesperson or other person has been authorized by the City to give any information or to make anyrepresentation other than those contained in this Preliminary Official Statement and, if given or made, such other information orrepresentations must not be relied upon as having been authorized by the City. This Preliminary Official Statement does notconstitute an offer to sell or a solicitation of an offer to buy any of the Bonds in any jurisdiction to any person to whom it isunlawful to make such an offer or solicitation in such jurisdiction.
This Preliminary Official Statement is not to be construed as a contract with the Syndicate Manager or Syndicate Members. Statements contained herein which involve estimates or matters of opinion are intended solely as such and are not to be construedas representations of fact. Ehlers and Associates, Inc. prepared this Preliminary Official Statement and any addenda theretorelying on information of the City and other sources for which there is reasonable basis for believing the information is accurateand complete. Quarles & Brady LLP will serve as Disclosure Counsel to the City with respect to the Bonds. Compensation ofEhlers and Associates, Inc., payable entirely by the City, is contingent upon the sale of the Bonds.
COMPLIANCE WITH S.E.C. RULE 15c2-12
Certain municipal obligations (issued in an aggregate amount over $1,000,000) are subject to Rule 15c2-12 promulgated by theSecurities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended (the "Rule").
Preliminary Official Statement: This Preliminary Official Statement was prepared for the City for dissemination to potentialinvestors. Its primary purpose is to disclose information regarding the Bonds to prospective underwriters in the interest ofreceiving competitive proposals in accordance with the sale notice contained herein. Unless an addendum is posted prior to thesale, this Preliminary Official Statement shall be deemed nearly final for purposes of the Rule subject to completion, revision andamendment in a Final Official Statement as defined below.
Review Period: This Preliminary Official Statement has been distributed to prospective bidders for review. Comments orrequests for the correction of omissions or inaccuracies must be submitted to Ehlers and Associates, Inc. at least two business daysprior to the sale. Requests for additional information or corrections in the Preliminary Official Statement received on or beforethis date will not be considered a qualification of a proposal received from an underwriter. If there are any changes, correctionsor additions to the Preliminary Official Statement, interested bidders will be informed by an addendum prior to the sale.
Final Official Statement: Copies of the Final Official Statement will be delivered to the underwriter (Syndicate Manager)within seven business days following the proposal acceptance.
Continuing Disclosure: Subject to certain exemptions, issues in an aggregate amount over $1,000,000 may be required tocomply with provisions of the Rule which require that underwriters obtain from the issuers of municipal securities (or otherobligated party) an agreement for the benefit of the owners of the securities to provide continuing disclosure with respect to thosesecurities. This Preliminary Official Statement describes the conditions under which the City is required to comply with the Rule.
CLOSING CERTIFICATES
Upon delivery of the Bonds, the underwriter (Syndicate Manager) will be furnished with the following items: (1) a certificate ofthe appropriate officials to the effect that at the time of the sale of the Bonds and all times subsequent thereto up to and includingthe time of the delivery of the Bonds, this Preliminary Official Statement did not and does not contain any untrue statement ofa material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances underwhich they were made, not misleading; (2) a receipt signed by the appropriate officer evidencing payment for the Bonds; (3) acertificate evidencing the due execution of the Bonds, including statements that (a) no litigation of any nature is pending, or tothe knowledge of signers, threatened, restraining or enjoining the issuance and delivery of the Bonds, (b) neither the corporateexistence or boundaries of the City nor the title of the signers to their respective offices is being contested, and (c) no authorityor proceedings for the issuance of the Bonds have been repealed, revoked or rescinded; and (4) a certificate setting forth facts andexpectations of the City which indicates that the City does not expect to use the proceeds of the Bonds in a manner that wouldcause them to be arbitrage bonds within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended, or withinthe meaning of applicable Treasury Regulations.
ii
TABLE OF CONTENTS
INTRODUCTORY STATEMENT. . . . . . . . . . . . . . . . . . . . 1
THE BONDS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1GENERAL. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1OPTIONAL REDEMPTION. . . . . . . . . . . . . . . . . . . . . 1AUTHORITY; PURPOSE. . . . . . . . . . . . . . . . . . . . . . . 2ESTIMATED SOURCES AND USES. . . . . . . . . . . . . . 2SECURITY. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3WATER AND ELECTRIC SYSTEM DEBT
OUTSTANDING. . . . . . . . . . . . . . . . . . . . . . . . . . 5HISTORIC/PROJECTED WATER DEBT SERVICE
COVERAGES. . . . . . . . . . . . . . . . . . . . . . . . . . . . 6DESCRIPTION OF THE WATER AND ELECTRICSYSTEM.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7WATER SYSTEM. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7ELECTRIC SYSTEM.. . . . . . . . . . . . . . . . . . . . . . . . . . 9RATING. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12CONTINUING DISCLOSURE. . . . . . . . . . . . . . . . . . 12LEGAL MATTERS. . . . . . . . . . . . . . . . . . . . . . . . . . . 13TAX EXEMPTION. . . . . . . . . . . . . . . . . . . . . . . . . . . 13ORIGINAL ISSUE DISCOUNT. . . . . . . . . . . . . . . . . 14BOND PREMIUM. . . . . . . . . . . . . . . . . . . . . . . . . . . . 15QUALIFIED TAX-EXEMPT OBLIGATIONS. . . . . . 15MUNICIPAL ADVISOR. . . . . . . . . . . . . . . . . . . . . . . 15MUNICIPAL ADVISOR AFFILIATED
COMPANIES.. . . . . . . . . . . . . . . . . . . . . . . . . . . 16INDEPENDENT AUDITORS. . . . . . . . . . . . . . . . . . . 16RISK FACTORS.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
VALUATIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18WISCONSIN PROPERTY VALUATIONS; PROPERTY
TAXES.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19CURRENT PROPERTY VALUATIONS. . . . . . . . . . 192018 EQUALIZED VALUE BY
CLASSIFICATION. . . . . . . . . . . . . . . . . . . . . . . 19TREND OF VALUATIONS.. . . . . . . . . . . . . . . . . . . . 19LARGER TAXPAYERS. . . . . . . . . . . . . . . . . . . . . . . 20
DEBT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22DIRECT DEBT.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22SCHEDULE OF GENERAL OBLIGATION
DEBT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22SCHEDULE OF SEWER REVENUE DEBT.. . . . . . . 24SCHEDULE OF STORM WATER REVENUE
DEBT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25SCHEDULE OF OTHER REVENUE DEBT.. . . . . . . 26DEBT LIMIT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27OVERLAPPING DEBT. . . . . . . . . . . . . . . . . . . . . . . . 27DEBT RATIOS.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28DEBT PAYMENT HISTORY. . . . . . . . . . . . . . . . . . . 28FUTURE FINANCING. . . . . . . . . . . . . . . . . . . . . . . . 28
TAX LEVIES AND COLLECTIONS. . . . . . . . . . . . . . . 29TAX LEVIES AND COLLECTIONS. . . . . . . . . . . 29PROPERTY TAX RATES. . . . . . . . . . . . . . . . . . . . 30LEVY LIMITS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
THE ISSUER. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32CITY GOVERNMENT. . . . . . . . . . . . . . . . . . . . . . 32EMPLOYEES; PENSIONS. . . . . . . . . . . . . . . . . . . 32OTHER POST EMPLOYMENT BENEFITS.. . . . . 33LITIGATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33MUNICIPAL BANKRUPTCY.. . . . . . . . . . . . . . . . 34FUNDS ON HAND. . . . . . . . . . . . . . . . . . . . . . . . . 35ENTERPRISE FUNDS. . . . . . . . . . . . . . . . . . . . . . . 36SUMMARY GENERAL FUND
INFORMATION. . . . . . . . . . . . . . . . . . . . . . . 37
GENERAL INFORMATION. . . . . . . . . . . . . . . . . . . . . 38LOCATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38LARGER EMPLOYERS. . . . . . . . . . . . . . . . . . . . . 38BUILDING PERMITS. . . . . . . . . . . . . . . . . . . . . . . 39U.S. CENSUS DATA. . . . . . . . . . . . . . . . . . . . . . . . 40EMPLOYMENT/UNEMPLOYMENT DATA.. . . . 40
FINANCIAL STATEMENTS. . . . . . . . . . . . . . . . . . . . A-1
FORM OF LEGAL OPINION. . . . . . . . . . . . . . . . . . . . B-1
BOOK-ENTRY-ONLY SYSTEM. . . . . . . . . . . . . . . . . C-1
FORM OF CONTINUING DISCLOSURE CERTIFICATE. . . . . . . . . . . . . . . . . . . . . . . . . . . . D-1
NOTICE OF SALE. . . . . . . . . . . . . . . . . . . . . . . . . . . . E-1
BID FORM
iii
CITY OF EVANSVILLECOMMON COUNCIL
Term Expires
Bill Hurtley Mayor April 2020
Jim Brooks Council President April 2021
Rick Cole Alderperson April 2020
Larry Dobbs Alderperson April 2021
Dianne Duggan Alderperson April 2021
Ben Ladick Alderperson April 2020
Jon Senn Alderperson April 2021
Joy Morrison Alderperson April 2020
Erika Stuart Alderperson April 2020
ADMINISTRATION
Ian Rigg, City Administrator/Finance Director
Judy Walton, City Clerk/Treasurer
PROFESSIONAL SERVICES
Mark Kopp, Consigny Law Firm, City Attorney, Janesville, Wisconsin
Quarles & Brady LLP, Bond Counsel and Disclosure Counsel, Milwaukee, Wisconsin
Ehlers and Associates, Inc., Municipal Advisors, Waukesha, Wisconsin(Other offices located in Roseville, Minnesota and Denver, Colorado)
iv
INTRODUCTORY STATEMENT
This Preliminary Official Statement contains certain information regarding the City of Evansville, Wisconsin (the"City") and the issuance of its $1,660,000* Water and Electric System Revenue Bonds, Series 2019A (the "Bonds"). Any descriptions or summaries of the Bonds, statutes, or documents included herein are not intended to be completeand are qualified in their entirety by reference to such statutes and documents and the form of the Bonds to beincluded in the resolution authorizing the issuance and sale of the Bonds ("Authorizing Resolution") to be adoptedby the Common Council on May 14, 2019.
Inquiries may be directed to Ehlers and Associates, Inc. ("Ehlers" or the "Municipal Advisor"), Waukesha, Wisconsin,(262) 785-1520, the City's Municipal Advisor. A copy of this Preliminary Official Statement may be downloadedfrom Ehlers’ web site at www.ehlers-inc.com by connecting to the Bond Sales link and following the directions atthe top of the site.
THE BONDS
GENERAL
The Bonds will be issued in fully registered form as to both principal and interest in denominations of $5,000 eachor any integral multiple thereof, and will be dated, as originally issued, as of June 6, 2019. The Bonds will matureon May 1 in the years and amounts set forth on the cover of this Preliminary Official Statement. Interest will bepayable on May 1 and November 1 of each year, commencing November 1, 2019, to the registered owners of theBonds appearing of record in the bond register as of the close of business on the 15th day (whether or not a businessday) of the immediately preceding month. Interest will be computed upon the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to rules of the Municipal Securities Rulemaking Board ("MSRB"). Therate for any maturity may not be more than 2.00% less than the rate for any preceding maturity. (Forexample, if a rate of 4.50% is proposed for the 2021 maturity, then the lowest rate that may be proposed forany later maturity is 2.50%.) All Bonds of the same maturity must bear interest from the date of issue until paidat a single, uniform rate. Each rate must be expressed in an integral multiple of 5/100 or 1/8 of 1%.
Unless otherwise specified by the purchaser, the Bonds will be registered in the name of Cede & Co., as nominee forThe Depository Trust Company, New York, New York ("DTC"). (See "Book-Entry-Only System" herein.) As longas the Bonds are held under the book-entry system, beneficial ownership interests in the Bonds may be acquired inbook-entry form only, and all payments of principal of, premium, if any, and interest on the Bonds shall be madethrough the facilities of DTC and its participants. If the book-entry system is terminated, principal of, premium, ifany, and interest on the Bonds shall be payable as provided in the Authorizing Resolution.
The City may select City officers or a bank or trust company to act as paying agent (the "Paying Agent"). If a bankor trust company is selected, the City will pay the charges for Paying Agent services. The City reserves the right toremove the Paying Agent and to appoint a successor.
OPTIONAL REDEMPTION
At the option of the City, the Bonds maturing on or after May 1, 2027 shall be subject to optional redemption priorto maturity on May 1, 2026 or any date thereafter, at a price of par plus accrued interest.
Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the selectionof the amounts and maturities of the Bonds to be redeemed shall be at the discretion of the City. If only part of theBonds having a common maturity date are called for redemption, then the City or Paying Agent, if any, will notify
*Preliminary, subject to change. 1
DTC of the particular amount of such maturity to be redeemed. DTC will determine by lot the amount of eachparticipant's interest in such maturity to be redeemed and each participant will then select by lot the beneficialownership interest in such maturity to be redeemed.
Notice of such call shall be given by sending a notice by registered or certified mail, facsimile or electronictransmission, overnight delivery service or in any other manner required by DTC, not less than 30 days nor more than60 days prior to the date fixed for redemption to the registered owner of each Bond to be redeemed at the addressshown on the registration books.
AUTHORITY; PURPOSE
The Bonds are being issued pursuant to Section 66.0621, Wisconsin Statutes, to provide funds for the public purposeof financing improvements and extensions to the City’s Water and Electric System and current refunding the City'sWater and Electric System Revenue Bonds, dated September 24, 2009 (the "Series 2009 Bonds") as follows:
Issue Being Refunded
Date ofRefunded
IssueCallDate
CallPrice
MaturitiesBeing
RefundedInterestRates
Principal to be
Refunded
CUSIPBase
299657
Series 2009 Bonds 9/24/2009 6/19/2019 Par 2022 4.10% $135,000 BT22025 4.50% 145,000 BU92026 4.60% 170,000 BV72027 4.70% 175,000 BW5
Total Series 2009 Bonds Being Refunded $625,000
ESTIMATED SOURCES AND USES*
Sources
Par Amount $1,660,000
Transfers from Series 2009 Bonds Debt Service Fund 7,150
Transfers from Debt Service Reserve Fund 525,287
Estimated Interest Earnings 4,750
Total Sources $2,197,187
Uses
Estimated Underwriter's Discount $20,750
Costs of Issuance 46,150
Deposit to Debt Service Reserve Fund 548,816
Deposit to Project Construction Fund 950,000
Deposit to Current Refunding Fund 628,747
Rounding Amount 2,723
Total Uses $2,197,187
*Preliminary, subject to change
2
SECURITY
This section is a summary of security provisions. A detailed explanation of the security provisions is contained inthe Authorizing Resolution, which is available upon request from Ehlers.
Source of Payment: THE BONDS ARE NOT GENERAL OBLIGATIONS OF THE CITY NOR A CHARGEAGAINST ITS GENERAL CREDIT OR TAXING POWER BUT ARE payable only out of “Net Revenues” thatare deposited into or pledged to the Special Redemption Fund provided for in the Authorizing Resolution. NetRevenues are defined as all revenues of the Water and Electric Systems derived from any source less current expenses,excluding depreciation, debt service, tax equivalents and capital expenditures. In the Authorizing Resolution, the Citycovenants to deposit Net Revenues in an amount sufficient to pay principal of and interest on the Bonds, the Waterand Electric System Revenue Bonds, Series 2014A, dated July 2, 2014 and the Water and Electric System RevenueBonds, Series 2016A, dated July 21, 2016 (collectively, the “Prior Bonds”) in the Special Redemption Fund and touse the funds in the Special Redemption Fund only for the purpose of paying principal and interest on the Prior Bondsand the Bonds. The claim of the owners of the Bonds with respect to the Special Redemption Fund is on a parity withthe claim granted to the owners of the Prior Bonds.
Rate Covenant: The City covenants to establish, charge and collect such lawfully established rates and charges forthe services provided by the Water and Electric Systems so that each year Net Revenues will be at least 1.25 timesthe amount of principal and interest coming due on all outstanding bonds payable from the income and revenues ofthe Water and Electric System in that same year.
Additional Bonds Test: The City reserves the right and privilege to issue additional revenue bonds, from time totime, payable from Net Revenues of the Water and Electric System and ranking on a parity with the Bonds and PriorBonds. Before such additional parity bonds are issued, the City must demonstrate that either (1) the Net Revenuesof the Water and Electric System during the fiscal year next preceding the issuance of such additional revenue bondswere equal to at least 1.25 times the average combined annual amount that will be required in any fiscal year forprincipal and interest on all outstanding bonds and the bonds then proposed to be issued, or (2) that for each of thethree fiscal years commencing with the fiscal year following that in which the projects financed by the additionalbonds are to be completed, the projected Net Revenues of the Water and Electric System will be in an amount not lessthan 125% of the projected maximum annual debt service on all outstanding bonds payable from the Net Revenuesof the Water and Electric System and on the bonds then to be issued.
Service to City: The City is to pay the reasonable cost and value of any services rendered to the City by the Waterand Electric System in an amount which, together with other revenues of the Water and Electric System, will produceNet Revenues equivalent to not less than 1.25 times the annual debt service requirements on the Bonds and any otheroutstanding bonds payable from the Water and Electric System. Such payment by the City is subject to annualappropriation by the Common Council and other conditions set forth in the Authorizing Resolution.
Bond Reserve Account: The City covenants to establish and maintain a Reserve Account in an amount equal to theleast of (a) the amount required to be on deposit in the Reserve Account prior to the issuance of the Bonds, plus theamount permitted to be on deposit therein from proceeds of the Bonds under the Code; (b) maximum annual debtservice on the outstanding Bonds, the Prior Bonds and any outstanding parity bonds in any bond year; or (c) 125%of average annual debt service on the outstanding Bonds and the Prior Bonds. Upon issuance of the Bonds, an amountnecessary to make the amount on deposit in the Reserve Account equal to the reserve requirement will be depositedin the Reserve Account.
3
WATER AND ELECTRIC SYSTEM REVENUE DEBT OUTSTANDING
All outstanding bonds payable from the Net Revenues of the Water and Electric System are listed on the followingpage. The debt service coverage ratios on this page are calculated using Net Revenues for 2018 based on a draft ofthe audited financial statements. No guarantee can be given that the Net Revenues in future years will be the sameas the Net Revenues in 2018, and future Net Revenues may be materially different.
HISTORIC WATER AND ELECTRIC SYSTEM DEBT SERVICE COVERAGES
The exhibit on the Page 6 presents the three-year historic Net Revenues and debt service coverages of the Water andElectric System.
4
City of E
vansville, W
isconsin
Sche
dule of B
onde
d Inde
bted
ness
Revenu
e Deb
t Secured
by Water and
Electric
System Reven
ues
(As of 06/06
/201
9)
327263
328880
333410
Dated
Amou
nt
Maturity
Calend
ar
Year
Ending
Principa
lInterest
Principa
lInterest
Principa
l*Estim
ated
Interest*
Total Prin
cipa
l*To
tal Interest*
Total P
& I*
Principa
l Outstan
ding
*Projected
Coverage**
% Paid*
Calend
ar
Year
Ending
2019
26,303
27,593
19,861
73,756
73,756
6,460,000
.00%
2019
2020
320,000
49,405
195,000
54,064
100,000
48,060
615,000
151,529
766,529
5,845,000
2.55
9.52%
2020
2021
325,000
42,468
205,000
51,610
100,000
45,510
630,000
139,588
769,588
5,215,000
2.54
19.27%
2021
2022
335,000
34,543
230,000
48,610
100,000
42,885
665,000
126,038
791,038
4,550,000
2.48
29.57%
2022
2023
335,000
25,833
245,000
44,983
150,000
39,498
730,000
110,313
840,313
3,820,000
2.33
40.87%
2023
2024
350,000
16,235
255,000
40,791
145,000
35,369
750,000
92,395
842,395
3,070,000
2.32
52.48%
2024
2025
360,000
5,580
250,000
36,185
155,000
31,016
765,000
72,781
837,781
2,305,000
2.34
64.32%
2025
2026
360,000
30,210
305,000
24,079
665,000
54,289
719,289
1,640,000
2.72
74.61%
2026
2027
330,000
23,145
310,000
14,545
640,000
37,690
677,690
1,000,000
2.89
84.52%
2027
2028
85,000
18,639
145,000
7,306
230,000
25,945
255,945
770,000
7.65
88.08%
2028
2029
80,000
16,618
150,000
2,475
230,000
19,093
249,093
540,000
7.86
91.64%
2029
2030
80,000
14,658
80,000
14,658
94,658
460,000
20.69
92.88%
2030
2031
75,000
12,646
75,000
12,646
87,646
385,000
22.34
94.04%
2031
2032
70,000
10,653
70,000
10,653
80,653
315,000
24.28
95.12%
2032
2033
75,000
8,565
75,000
8,565
83,565
240,000
23.44
96.28%
2033
2034
80,000
6,240
80,000
6,240
86,240
160,000
22.71
97.52%
2034
2035
80,000
3,780
80,000
3,780
83,780
80,000
23.38
98.76%
2035
2036
80,000
1,260
80,000
1,260
81,260
024.10
100.00%
2036
2,025,000
200,365
2,775,000
450,248
1,660,000
310,603
6,460,000
961,216
7,421,216
* Prelim
inary, su
bject to chan
ge.
** The
debt service coverage ratio
s on this page are calculated using Net Revenues for 2018 from
a draft of the
aud
ited fin
ancial statem
ents. No guarantee can be
given
that th
e Net Revenues in future years will be the same
as th
e Net Reven
ues in 2018, and
future Net Reven
ues m
ay be materially differen
t.
Water & Elec Re
v Bo
nds
Serie
s 2019A
06/06/2019
$1,660,000*
05/01
Water & Elec Re
v Bo
nds
Serie
s 2016A
07/21/2016
$3,240,000
05/01
Water & Elec Re
v Bo
nds
Serie
s2014A
07/02/2014
$3,165,000
05/01
8,917,320
$ (7,851,212)
1,066,108
843,066
Plus: Interest Income
28,081
Plus: M
iscellaneou
s no
n‐op
erating revenue
21,140
1,958,395
$
Draft 2018 Aud
ited Water and
Electric
System Reven
ues
Total O
peratin
g Re
venus
Total O
peratin
g Exepnses
Operatin
g Income
Plus: D
epreciation
Net Reven
ues Available for D
ebt S
ervice
5
Evansville, Wisconsin
HISTORIC STATEMENT OF NET REVENUES
Audited Audited Draft Audit
2016 2017 2018
Operating Revenues
Water and Electric Service Fees 8,722,217$ 8,804,194$ 8,875,943$
Other Operating Revenues 19,765 57,221 41,377
Total Operating Revenues 8,741,982 8,861,415 8,917,320
Operating Expenses
Operation and Maintenance 6,940,278 7,273,462 7,008,146
Depreciation and Amortization 692,569 835,951 843,066
Total Operating Expenses 7,632,847 8,109,413 7,851,212
Operating Income 1,109,135 752,002 1,066,108
Plus: Depreciation and Amortization 692,569 835,951 843,066
Plus: Interest Income 68,933 24,688 28,081
Plus: Miscellaneous non-operating revenue 55,914 29,454 21,140
Net Revenues Available for Debt Service 1,926,551$ 1,642,095$ 1,958,395$
Debt Service
2005 Water/Electric Sys Rev Bonds 183,870$ -$ -$
2007 Water/Electric Sys Rev Bonds 2,478 122,475 -
2009 Water/Electric Sys Rev Bonds 78,473 76,896 70,325
2014 Water/Electric Sys Rev Bonds 180,905 363,795 365,010
2016 Water/Electric Sys Rev Bonds 16,549 124,283 253,113
Total Debt Service 462,274$ 687,448$ 688,448$
Debt Service Coverage 4.17 2.39 2.84
The following table sets for the historic comparison of Net Revenues and debt service secured by Net Revenues of the Water and Electric System for the three-year period ending December 31, 2018.
6
DESCRIPTION OF THE WATER AND ELECTRIC SYSTEM
The City’s Water and Electric System is a separate enterprise fund. It operates under service rules established by theWisconsin Public Service Commission (“PSC”) which regulates the rates charged. The Water and Electric System,established in 1906, is governed by the Municipal Services Committee (the “Committee”) which consists of threemembers appointed by the Mayor, subject to approval of the Common Council. The Committee is the policy makingbody of the Water and Electric Systems, overseeing all projects and programs, reviewing and approving the budget,and determining Water and Electric Systems projects. Water and Electric Systems operations are directed by theMunicipal Services Director.
WATER SYSTEM
The City owns, operates and maintains the municipal Water System and related appurtenance serving customerslocated within the City and the Township of Union. The Water System consists of three wells with electric pumpingequipment and a water distribution system. The wells have a yield of 3,168,000 gallons per day. The wells pumpedan average of 362,117 gallons per day in 2017. The maximum gallons pumped in any one day during 2017 was741,000 gallons and the minimum gallons pumped in any one day was 218,000 gallons. In addition, the Water Systemowns one steel elevated storage tank and one reservoir with a total storage capacity of 700,000 gallons.
The Water System includes other related appurtenances including 133,236 feet of various types of 2"-12" water mains;2,062 feet of various types of 1/4"-10" water pipe, 2,326 utility-owned meters; and 306 hydrants.
History of Water Customers
Year Residential CommercialOther
Customers1 Industrial Total
2014 2,020 173 37 13 2,2432015 1,955 127 32 13 2,1272016 1,980 132 36 13 2,1612017 2,045 176 77 21 2,3192018 2,081 164 27 15 2,287
History of Water Billings by Customer Type
Year Residential Commercial IndustrialOther
Services1Total
Billings
2014 $452,426 $42,466 $14,147 $316,570 $825,6092015 459,259 44,079 12,591 318,870 834,7992016 610,993 56,225 16,801 330,667 1,014,6862017 629,193 60,769 18,797 331,882 1,040,6412018 600,624 79,380 15,005 347,242 1,042,251
1 Includes all charges, including private fire protection services.
7
History of Water Sales
YearNo. of
CustomersGallons Sold
(in 000’s) Total Billings
2014 2,243 111,926 $825,609
2015 2,127 109,564 834,799
2016 2,161 120,763 1,014,686
2017 2,319 113,344 1,040,641
2018 2,287 98,883 1,042,251
2018 Larger Water Customers
Total 2018 Gallons Sold: 98,883,000
Total 2018 Billings: $1,042,251
Customer Gallons Sold Billings 1
% of TotalBillings
Evansville Manor 252,884 $6,194 0.59%
Baker Manufacturing - Foundry 184,300 4,538 0.44%
Who’s Crazy LLC 94,600 2,395 0.23%
Grange Store LLC 86,000 2,189 0.21%
Rock County Realty LLC 84,401 2,150 0.21%
Evansville School District - High School 77,500 1,974 0.19%
Helgesen Laundry LLC 67,829 1,753 0.17%
Baker Manufacturing 66,000 1,709 0.16%
Evansville School District 62,633 1,628 0.16%
Ultimate Shine Car Wash LLC 47,394 1,342 0.13%
1 Includes charges for private fire protection services.
8
Water Rates and Charges
Rates and charges for the Water System are subject to approval by the PSC. The following monthly/quarterly waterrates have been in effect since February 1, 2016.
General Service - Monthly Service Charge:5/8 inch meter $ 10.00 3 inch meter $ 53.003/4 inch meter 10.00 4 inch meter 78.00
1 inch meter 14.00 6 inch meter 130.001 1/4 inch meter 18.00 8 inch meter 190.001 1/2 inch meter 24.00 10 inch meter 270.00
2 inch meter 35.00 12 inch meter 348.00
Plus Volume Charge:First 1,300 cubic feet used each month $ 3.20 per 100 cubic feetNext 32,000 cubic feet used each month $ 2.40 per 100 cubic feetOver 33,300 cubic feet used each month $ 2.00 per 100 cubic feet
Bills for water service are rendered monthly and become due and payable upon issuance following the period for whichservice is rendered. A late payment charge of 3% but not less than $.50 will be added to bills not paid within 20 daysof issuance. This one time late payment charge will be applied only to any unpaid balance for the current billingperiod’s usage. This late payment charge is applicable to all customers. The utility customer may be given a writtennotice that the bill is overdue no sooner than 20 days after the bill is issued. Unless payment or satisfactory arrangementfor payment is made within the 10 days after written notice is given, service may be disconnected pursuant to ChapterPSC 185, Wisconsin Adm. Code. Under the Wisconsin statutes, delinquent charges may be placed on the tax roll andlevied as a special charge against the property.
ELECTRIC SYSTEM
The City owns and operates the Electric System consisting of 2 substations with 7 circuits, and a distribution plant forits service area which includes the City and the Townships of Albany, Brooklyn, Center, Magnolia, Porter and Union,totaling approximately 125 square miles of territory and 200 miles of line. The Electric System was established in1901. The City purchases all of its power and energy requirements from WPPI under a contract that expires in 2037.
The Electric System is operated by the City and reviewed by the Committee which consists of 3 members appointedby the Mayor, subject to approval of the Common Council. The Committee is the policy making body of the ElectricSystem overseeing all projects & programs, reviewing & approving the budget, and determining Electric Systemprojects. Electric System operations are directed by the Municipal Services Director.
History of Electric Sales (excluding sales for resale)
YearTotal kWh
(000’s) Total Billings
2014 61,125 $7,989,5912015 63,491 7,803,6882016 62,229 7,640,8552017 63,659 7,668,6012018 66,710 7,766,690
9
History of Electric Meter Connections by Customer Type
2014 2015 2016 2017 2018
Residential 3,268 3,090 3,090 3,260 3,851Commercial Yard Lights 100 0 0 0 0Small Commercial 15 16 16 21 22Large Commercial 11 10 10 12 13Public Street & Highway Lighting 3 0 304 41 56General Sale 534 611 647 621 651Industrial Service 1 1 1 1 1
Total 3,932 3,728 4,068 3,956 4,594
History of Electric Billings by Customer Type
2014 2015 2016 2017 2018
Residential 3,621,473 3,535,146 3,699,196 3,504,209 3,525,414Commercial Yard Lights 17,177 0 0 0 0Small Commercial 492,202 544,812 512,501 503,544 521,124Large Commercial 1,558,773 1,477,418 1,390,840 1,472,937 1,476,937
Public Street & Highway Lighting 18,454 18,421 18,386 39,527 51,196General Sale 1,297,848 1,246,818 1,255,753 1,223,527 1,315,355Industrial Service 983,664 981,073 764,179 924,857 876,664Total $7,989,591 7,803,688 7,640,855 7,668,601 7,766,690
History of Electricity Produced, Purchased and Cost
YearkWh Purchased
(000’s)Cost of kWhPurchased
2014 69,034 $5,821,1132015 67,124 5,529,5062016 66,806 5,406,8382017 67,468 5,544,6312018 69,778 5,428,731
History of Peak Demand
YearPeak Demand
(kW)
2014 14,5072015 14,3632016 15,1922017 14,5502018 15,195
10
2018 Larger Electric Customers
Total 2018 kWh Sold: 66,709,747
Total 2018 Billings: $7,766,690
Customer kWh Sold Billings% of Total
Billings
Baker Manufacturing 10,101,477 $676,435 8.71%Larson Acres 2,444,896 182,488 2.35%Stoughton Trailers 1,870,188 142,682 1.84%Evansville School District - High School 1,763,520 136,281 1.75%Blue Scope Buildings 1,483,680 115,046 1.48%Blue Scope Buildings 1,298,880 100,946 1.30%Piggly Wiggly 1,270,800 95,601 1.23%Landmark Services 882,240 65,202 0.84%McDonalds 249,800 19,782 0.25%Dave’s Ace Hardware 187,600 14,742 0.19%
Electric Rates and Charges
Electric rates are subject to approval by the PSC. The following electric rates and charges became effective September1, 2012. Billings for all customers are rendered monthly. A charge of 3% but not less than 50 cents will be added tobills not paid within 20 days from date of issuance. A late payment charge shall be applied only once to any givenamount outstanding. This charge is applicable to all customers. Under the Wisconsin statutes, if a municipality hasadopted an ordinance to do so, delinquent charges may be placed on the tax roll and levied as a special charge againstthe property. The City has adopted such ordinance for customers within City limits.
General Small Large Industrial Yard LightMonthly Charge Residential (a) Service (b) Power (c) Power (d) Power (e) Service (f)
Customer ChargeSingle Phase $7.00 $7.00 $40.00 $100.00 $200.00 n/aThree Phase $14.00 $14.00 n/a n/a n/a n/a
Distribution DemandCharge
per kW ofdemand
n/a n/a $1.50 $1.50 $1.50 n/a
Demand Chargeper kW of billeddemand n/a n/a $7.25 $7.75 $9.50 n/a
Energy Charge per kWh $0.1178 $0.1203 $0.0784 $0.0759 on-peak: $0.0806 n/aoff-peak: $0.0536
11
Investment Charge175 W MV $7.00250 W MV $7.00400 W MV $7.25100 W HPS $7.00150 W HPS $7.25250 W HPS $7.75
Energy Charge per kWh $0.0630
(a) Residential single-phase customers for ordinary household purposes(b) Commercial, institutional, government, farm and other customers(c) Maximum Measured Demand in excess of 45 kW(d) Monthly Maximum Measured Demand is in excess of 200 kW(e) Monthly Maximum Measured Demand in excess of 1,000 kW(f) per lamp per month
PCAC (Purchase Power Cost Adjustment Clause): All metered rates are subject to a positive or negative power costadjustment charge equivalent to the amount by which the current cost of power (per kilowatt-hour of sales) is greateror lesser than the base cost of power purchased (per kilowatt-hour of sales).
The current cost per kilowatt-hour of energy billed is equal to the adjusted cost of power purchased for the most recentmonth divided by the kilowatt-hours of energy sold. The monthly adjustment is equal to the current cost less the basecost.
RATING
None of the outstanding bonds payable from Net Revenues of the Water and Electric System are currently rated, andthe City has not requested a rating on the Bonds. A rating for the Bonds may not be requested without contactingEhlers and receiving the permission of the City.
CONTINUING DISCLOSURE
In order to assist brokers, dealers, and municipal securities dealers, in connection with their participation in the offeringof the Bonds, to comply with Rule 15c2-12 promulgated by the Securities and Exchange Commission, pursuant to theSecurities and Exchange Act of 1934, as amended (the "Rule"), the City shall agree to provide certain information tothe Municipal Securities Rulemaking Board (MSRB) through its Electronic Municipal Market Access (EMMA)system, or any system that may be prescribed in the future. The Rule was last amended, effective February 27, 2019,to include an expanded list of material events. The Disclosure Undertaking includes two new material events effectiveFebruary 27, 2019 under the Rule.
On the date of issue and delivery, the City shall execute and deliver a Continuing Disclosure Certificate, under whichthe City will covenant for the benefit of holders including beneficial holders, to provide electronically, or in a mannerotherwise prescribed, certain financial information annually and to provide notices of the occurrence of certain eventsenumerated in the Rule (the "Disclosure Undertaking"). The details and terms of the Disclosure Undertaking for theCity are set forth in Appendix D. Such Disclosure Undertaking will be in substantially the form attached hereto.
A failure by the City to comply with the Disclosure Undertaking will not constitute an event of default on the Bonds. However, such a failure may adversely affect the transferability and liquidity of the Bonds and their market price.
12
The City’s operating data filings for the fiscal years ended December 31, 2015, December 31, 2016 and December 31,2017 did not include certain information required under prior continuing disclosure undertakings. Except to the extentthe preceding is deemed to be material, in the previous five years, the City believes it has not failed to comply in allmaterial respects with its prior undertakings under the Rule. The City has reviewed its continuing disclosureresponsibilities, including the two new material events, to help ensure compliance. Ehlers is currently engaged asdissemination agent for the City.
LEGAL MATTERS
An opinion as to the validity of the Bonds and the exemption from federal taxation of the interest thereon will befurnished by Quarles & Brady LLP, Bond Counsel to the City, and will be available at the time of delivery of theBonds. The legal opinion will be issued on the basis of existing law and will state that the Bonds are valid and bindingspecial obligations of the City; provided that the rights of the owners of the Bonds and the enforceability of the Bondsmay be limited by bankruptcy, insolvency, reorganization, moratorium, and other similar laws affecting creditors' rightsand by equitable principles (which may be applied in either a legal or equitable proceeding). (See “FORM OF LEGALOPINION” found in Appendix B.)
Quarles & Brady LLP has also been retained by the City to serve as Disclosure Counsel to the City with respect to theBonds. Although, as Disclosure Counsel to the City, Quarles & Brady LLP has assisted the City with certain disclosurematters, Quarles & Brady LLP has not undertaken to independently verify the accuracy, completeness or sufficiencyof this Official Statement or other offering material relating to the Bonds and assumes no responsibility whatsoevernor shall have any liability to any other party for the statements or information contained or incorporated by referencein this Official Statement. Further, Quarles & Brady LLP makes no representation as to the suitability of the Bondsfor any investor.
TAX EXEMPTION
Quarles & Brady LLP, Milwaukee, Wisconsin, Bond Counsel, will deliver a legal opinion with respect to the federalincome tax exemption applicable to the interest on the Bonds under existing law substantially in the following form:
"The interest on the Bonds is excludable for federal income tax purposes from the gross income of the ownersof the Bonds. The interest on the Bonds is not an item of tax preference for purposes of the federal alternativeminimum tax imposed by Section 55 of the Internal Revenue Code of 1986, as amended (the "Code") onindividuals. The Code contains requirements that must be satisfied subsequent to the issuance of the Bondsin order for interest on the Bonds to be or continue to be excludable from gross income for federal income taxpurposes. Failure to comply with certain of those requirements could cause the interest on the Bonds to beincluded in gross income retroactively to the date of issuance of the Bonds. The City has agreed to complywith all of those requirements. The opinion set forth in the first sentence of this paragraph is subject to thecondition that the City comply with those requirements. We express no opinion regarding other federal taxconsequences arising with respect to the Bonds."
The interest on the Bonds is not exempt from present Wisconsin income or franchise taxes.
Prospective purchasers of the Bonds should be aware that ownership of the Bonds may result in collateral federalincome tax consequences to certain taxpayers. Bond Counsel will not express any opinion as to such collateral taxconsequences. Prospective purchasers of the Bonds should consult their tax advisors as to collateral federal incometax consequences.
From time to time legislation is proposed, and there are or may be legislative proposals pending in the Congress of theUnited States that, if enacted, could alter or amend the federal tax matters referred to above or adversely affect themarket value of the Bonds. It cannot be predicted whether, or in what form, any proposal that could alter one or more
13
of the federal tax matters referred to above or adversely affect the market value of the Bonds may beenacted. Prospective purchasers of the Bonds should consult their own tax advisors regarding any pending or proposedfederal tax legislation. Bond Counsel expresses no opinion regarding any pending or proposed federal tax legislation.
ORIGINAL ISSUE DISCOUNT
To the extent that the initial public offering price of certain of the Bonds is less than the principal amount payable atmaturity, such Bonds ("Discounted Bonds") will be considered to be issued with original issue discount. The originalissue discount is the excess of the stated redemption price at maturity of a Discounted Bond over the initial offeringprice to the public, excluding underwriters or other intermediaries, at which price a substantial amount of suchDiscounted Bonds were sold (issue price). With respect to a taxpayer who purchases a Discounted Bond in the initialpublic offering at the issue price and who holds such Discounted Bond to maturity, the full amount of original issuediscount will constitute interest that is not includible in the gross income of the owner of such Discounted Bond forfederal income tax purposes and such owner will not, subject to the caveats and provisions herein described, realizetaxable capital gain upon payment of such Discounted Bond upon maturity.
Original issue discount is treated as compounding semiannually, at a rate determined by reference to the yield tomaturity of each individual Discounted Bond, on days that are determined by reference to the maturity date of suchDiscounted Bond. The amount treated as original issue discount on a Discounted Bond for a particular semiannualaccrual period is generally equal to (a) the product of (i) the yield to maturity for such Discounted Bond (determinedby compounding at the close of each accrual period) and (ii) the amount that would have been the tax basis of suchDiscounted Bond at the beginning of the particular accrual period if held by the original purchaser; and less (b) theamount of any interest payable for such Discounted Bond during the accrual period. The tax basis is determined byadding to the initial public offering price on such Discounted Bond the sum of the amounts that have been treated asoriginal issue discount for such purposes during all prior periods. If a Discounted Bond is sold or exchanged betweensemiannual compounding dates, original issue discount that would have been accrued for that semiannual compoundingperiod for federal income tax purposes is to be apportioned in equal amounts among the days in such compoundingperiod. For federal income tax purposes, the amount of original issue discount that is treated as having accrued with respectto such Discounted Bond is added to the cost basis of the owner in determining gain or loss upon disposition of aDiscounted Bond (including its sale, exchange, redemption, or payment at maturity). Amounts received upondisposition of a Discounted Bond that are attributable to accrued original issue discount will be treated as tax-exemptinterest, rather than as taxable gain.
The accrual or receipt of original issue discount on the Discounted Bonds may result in certain collateral federal incometax consequences for the owners of such Discounted Bonds. The extent of these collateral tax consequences willdepend upon the owner's particular tax status and other items of income or deduction.
The Code contains additional provisions relating to the accrual of original issue discount. Owners who purchaseDiscounted Bonds at a price other than the issue price or who purchase such Discounted Bonds in the secondary marketshould consult their own tax advisors with respect to the tax consequences of owning the Discounted Bonds. Underthe applicable provisions governing the determination of state and local taxes, accrued interest on the DiscountedBonds may be deemed to be received in the year of accrual even though there will not be a corresponding cash paymentuntil a later year. Owners of Discounted Bonds should consult their own tax advisors with respect to the state and localtax consequences of owning the Discounted Bonds.
BOND PREMIUM
To the extent that the initial offering price of certain of the Bonds is more than the principal amount payable atmaturity, such Bonds ("Premium Bonds") will be considered to have bond premium.
14
Any Premium Bond purchased in the initial offering at the issue price will have "amortizable bond premium" withinthe meaning of Section 171 of the Code. The amortizable bond premium of each Premium Bond is calculated on adaily basis from the issue date of such Premium Bond until its stated maturity date (or call date, if any) on the basisof a constant interest rate compounded at each accrual period (with straight line interpolation between the compoundingdates). An owner of a Premium Bond that has amortizable bond premium is not allowed any deduction for theamortizable bond premium; rather the amortizable bond premium attributable to a taxable year is applied against (andoperates to reduce) the amount of tax-exempt interest payments on the Premium Bonds. During each taxable year, suchan owner must reduce his or her tax basis in such Premium Bond by the amount of the amortizable bond premium thatis allocable to the portion of such taxable year during which the holder held such Premium Bond. The adjusted taxbasis in a Premium Bond will be used to determine taxable gain or loss upon a disposition (including the sale,exchange, redemption, or payment at maturity) of such Premium Bond.
Owners of Premium Bonds who did not purchase such Premium Bonds in the initial offering at the issue price shouldconsult their own tax advisors with respect to the tax consequences of owning such Premium Bonds. Owners ofPremium Bonds should consult their own tax advisors with respect to the state and local tax consequences of owningthe Premium Bonds.
QUALIFIED TAX-EXEMPT OBLIGATIONS
The City will designate the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Coderelating to the ability of financial institutions to deduct from income for federal income tax purposes, interest expensethat is allocable to carrying and acquiring tax-exempt obligations.
MUNICIPAL ADVISOR
Ehlers has served as municipal advisor to the City in connection with the issuance of the Bonds. The MunicipalAdvisor cannot participate in the underwriting of the Bonds. The financial information included in this OfficialStatement has been compiled by the Municipal Advisor. Such information does not purport to be a review, audit orcertified forecast of future events and may not conform with accounting principles applicable to compilations offinancial information. Ehlers is not a firm of certified public accountants. Ehlers is registered with the Securities andExchange Commission and the Municipal Securities Rulemaking Board as a Municipal Advisor.
MUNICIPAL ADVISOR AFFILIATED COMPANIES
Bond Trust Services Corporation ("BTSC") and Ehlers Investment Partners, LLC ("EIP") are affiliate companies ofEhlers. BTSC is chartered by the State of Minnesota and authorized in Minnesota, Wisconsin, Colorado, and Illinoisto transact the business of a limited purpose trust company. BTSC provides paying agent services to debt issuers. EIPis a Registered Investment Advisor with the Securities and Exchange Commission. EIP assists issuers with theinvestment of bond proceeds or investing other issuer funds. This includes escrow bidding agent services. Issuers,such as the City, have retained or may retain BTSC and/or EIP to provide these services. If hired, BTSC and/or EIPwould be retained by the City under an agreement separate from Ehlers.
15
INDEPENDENT AUDITORS
The basic financial statements of the City for the fiscal year ended December 31, 2017 have been audited by JohnsonBlock & Company, Inc., Madison, Wisconsin, independent auditors (the "Auditor"). The report of the Auditor, togetherwith the basic financial statements, component units financial statements, and notes to the financial statements areattached hereto as "APPENDIX A – FINANCIAL STATEMENTS". The Auditor has not been engaged to performand has not performed, since the date of its report included herein, any procedures on the financial statements addressedin that report. The Auditor also has not performed any procedures relating to this Official Statement.
RISK FACTORS
Following is a description of possible risks to holders of the Bonds without weighting as to probability. Thisdescription of risks is not intended to be all-inclusive, and there may be other risks not now perceived or listed here.
System Revenues: Should rates set be inadequate to cover expenses, an unusual number of delinquencies occur, ora major breakdown or other disaster cause the Water and Electric Systems to be inoperable, a shortfall of revenuescould result in a delay of debt payments.
Larger Users: Should larger users increase or decrease usage of the water and electric services currently provided,the revenues of the Water and Electric Systems will be affected proportionately.
Interest Rates: In the future, interest rates for this type of obligation may rise generally, possibly resulting in areduction in the value of the Bonds for resale prior to maturity.
Tax Exemption: If the federal government taxes all or a portion of the interest on municipal bonds or notes or if theState government increases its tax on interest on bonds and notes, directly or indirectly, or if there is a change in federalor state tax policy, then the value of these Bonds may fall for purposes of resale. Noncompliance by the City with thecovenants in the Authorizing Resolution relating to certain continuing requirements of the Code may result in inclusionof interest to be paid on the Bonds in gross income of the recipient for United States income tax purposes, retroactiveto the date of issuance.
Continuing Disclosure: A failure by the City to comply with the Disclosure Undertaking for continuing disclosure(see "CONTINUING DISCLOSURE") will not constitute an event of default on the Bonds. Any such failure mustbe reported in accordance with the Rule and must be considered by any broker, dealer, or municipal securities dealerbefore recommending the purchase or sale of the Bonds in the secondary market. Such a failure may adversely affectthe transferability and liquidity of the Bonds and their market price.
Book-Entry-Only System: The timely credit of payments for principal and interest on the Bonds to the accounts ofthe Beneficial Owners of the Bonds may be delayed due to the customary practices, standing instructions or for otherunknown reasons by DTC participants or indirect participants. Since the notice of redemption or other notices toholders of these obligations will be delivered by the City to DTC only, there may be a delay or failure by DTC, DTCparticipants or indirect participants to notify the Beneficial Owners of the Bonds.
Depository Risk: Wisconsin Statutes direct the local treasurer to immediately deposit upon receipt thereof, the fundsof the municipality in a public depository designated by the governing body. A public depository means a federal orstate credit union, federal or state savings and loan association, state bank, savings and trust company, mutual savingsbank or national bank in Wisconsin or the local government pooled investment fund operated by the State InvestmentBoard. It is not uncommon for a municipality to have deposits exceeding limits of federal and state insuranceprograms. Failure of a depository could result in loss of public funds or a delay in obtaining them. Such a loss or delaycould interrupt a timely payment of municipal debt.
Economy: A combination of economic, climatic, political or civil disruptions or terrorist actions outside of the control
16
of the City, including loss of major taxpayers or major employers, could affect the local economy and result in reducedtax collections and/or increased demands upon local government. Real or perceived threats to the financial stabilityof the City may have an adverse effect on the value of the Bonds in the secondary market.
Secondary Market for the Bonds: No assurance can be given that a secondary market will develop for the purchaseand sale of the Bonds or, if a secondary market exists, that such Bonds can be sold for any particular price. Theunderwriters are not obligated to engage in secondary market trading or to repurchase any of the Bonds at the requestof the owners thereof. Prices of the Bonds as traded in the secondary market are subject to adjustment upward anddownward in response to changes in the credit markets and other prevailing circumstances. No guarantee exists as tothe future market value of the Bonds. Such market value could be substantially different from the original purchaseprice.
Bankruptcy: The rights and remedies of the holders may be limited by and are subject to the provisions of federalbankruptcy laws, to other laws, or equitable principles that may affect the enforcement of creditors’ rights, to theexercise of judicial discretion in appropriate cases and to limitations on legal remedies against local governments. Theopinion of Bond Counsel to be delivered with respect to the Bonds will be similarly qualified. See "MUNICIPALBANKRUPTCY" herein.
Cybersecurity: The City is dependent on electronic information technology systems to deliver services. Thesesystems may contain sensitive information or support critical operational functions which may have value forunauthorized purposes. As a result, the electronic systems and networks may be targets of cyberattack. There can beno assurance that the City will not experience an information technology breach or attack with financial consequencesthat could have a material adverse impact.
Rates: State or federal action to create oversight on rate setting by municipal utilities could affect the ability of theWater and Electric Systems to produce future revenues. No such regulations are currently proposed or anticipated.
Electric Utility Industry: The electric utility industry is constantly changing in the face of market forces andregulatory actions. Changes in the electric utility industry may impact the financial condition of the Electric System. Such changes include, but are not limited to, (a) the effects of competition from other suppliers of electricity, (b) theeffects of compliance with rapidly changing environmental, safety, licensing, and regulatory requirements, (c) thechanges resulting from conservation and demand side management programs on the timing and use of electric energy,and (d) the challenges to the Electric System's ability to issue tax exempt obligations. Any of these factors could havean impact on the financial condition of the Electric System.
17
VALUATIONS
WISCONSIN PROPERTY VALUATIONS; PROPERTY TAXES
Equalized Value
Section 70.57, Wisconsin Statutes, requires the Department of Revenue to annually determine the equalized value (alsoreferred to as full equalized value or aggregate full value) of all taxable property in each county and taxation district. The equalized value is an independent estimate of value used to equate individual local assessment policies so thatproperty taxes are uniform throughout the various subdivisions in the State. Equalized value is calculated based onthe history of comparable sales and information about value changes or taxing status provided by the local assessor. A comparison of the State-determined equalized value and the local assessed value, expressed as a percentage, isknown as the assessment ratio or level of assessment. The Department of Revenue notifies each county and taxingjurisdiction of its equalized value on August 15; school districts are notified on October 1. The equalized value of eachcounty is the sum of the valuations of all cities, villages, and towns within its boundaries. Taxing jurisdictions lyingin more than one municipality, such as counties, school districts, or special taxing districts, use the equalized value ofthe underlying units in calculating and levying their respective levies. Equalized values are also used to apportion stateaids and calculate municipal general obligation debt limits.
Assessed Value
The "assessed value" of taxable property in a municipality is determined by the local assessor, except for manufacturingproperties which are valued by the State. Each city, village or town retains its own local assessor, who must becertified by the State Department of Revenue. Assessed value is used by these municipalities to determine tax levymill rates and to apportion levies among individual property owners. Each taxing district must assess property at fullvalue at least once in every five-year period. The State requires that the assessed values must be within 10% of Stateequalized values at least once every four years. The local assessor values property as of January 1 each year andsubmits those values to each municipality by the second Monday in June. The assessor also reports any value changestaking place since the previous year, to the Department of Revenue, by the second Monday in June.
18
CURRENT PROPERTY VALUATIONS
2018 Equalized Value $407,994,600
2018 Equalized Value Reduced by Tax Increment Valuation $393,037,700
2018 Assessed Value $359,483,300
2018 EQUALIZED VALUE BY CLASSIFICATION
2018 Equalized Value1
Percent of TotalEqualized Value
Residential $ 334,622,700 82.016%
Commercial 58,865,200 14.428%
Manufacturing 9,296,600 2.279%
Agricultural 99,300 0.024%
Undeveloped 23,000 0.006%
Ag Forest 1,500 0.000%
Personal Property 5,086,300 1.247%
Total $ 407,994,600 100.000%
TREND OF VALUATIONS
YearAssessed
ValueEqualized
Value1
PercentIncrease/Decreasein Equalized Value
2014 $ 338,175,300 $ 318,725,500 0.23%
2015 342,331,700 333,992,400 4.79%
2016 348,363,500 351,338,400 5.19%
2017 353,957,000 370,948,600 5.58%
2018 359,483,300 407,994,600 9.99%
Source: Wisconsin Department of Revenue, Bureau of Equalization and Local Government Services Bureau.
1Includes tax increment valuation.
19
LARGER TAXPAYERS
Taxpayer Type of Business/Property
2018Equalized
Value1
Percent of City's Total
Equalized Value
Landmark Services Commercial $ 8,182,636 2.01%
Grove Partners LLC Commercial/Residential 4,432,313 1.09%
Stoughton Trailer Inc Manufacturing 4,371,934 1.07%
Blue Scope (Varco Pruden) Manufacturing/Commercial 3,662,478 0.90%
Battery EVH LLC Commercial 3,161,058 0.77%
Prairie Crossing LLC Residential 3,142,445 0.77%
Battery EVM LLC Commercial 2,977,764 0.73%
Triple B Investments Commercial/Residential 2,866,085 0.70%
Berg Trust Commercial/Residential 2,671,782 0.65%
Adevco LLC Commercial 2,506,420 0.61%
Total $ 37,974,915 9.31%
City's Total 2018 Equalized Value2 $407,994,600
Source: The City.
1Calculated by dividing the 2018 Assessed Values by the 2018 Aggregate Ratio of assessment for theCity.
2Includes tax increment valuation.
20
DEBT
DIRECT DEBT1
General Obligation Debt (see schedules following)
Total General Obligation Debt (includes the Concurrent Obligations, as definedherein)* $ 8,816,870
Revenue Debt
Total revenue debt secured by water and electric revenues (includes the Bonds)(see page five)* $ 6,460,000
Total revenue debt secured by sewer revenues (see schedules following) $ 6,676,270
Total revenue debt secured by storm water revenues (see schedules following) $ 589,500
Other Obligations (see schedules following)
Total Other Long-Term Debt $ 220,610
*Preliminary, subject to change.
1Outstanding debt is as of the dated date of the Bonds and excludes the obligations to be refunded.
21
City of E
vansville, W
isconsin
Sche
dule of B
onde
d Inde
bted
ness
Gen
eral Obligation Deb
t Secured
by Taxes
(As o
f 06/06
/201
9)
3843
138
940
3279
0332
9849
3309
15Dated
Amou
nt
Maturity
Calend
ar
Year
Ending
Principa
lInterest
Principa
lInterest
Principa
lInterest
Principa
lInterest
Principa
lInterest
2019
4,54
84,78
54,91
016
,000
2020
30,000
8,72
024
5,00
08,10
090
,000
9,10
018
0,00
030
,200
64,239
20,421
2021
30,000
7,83
524
5,00
04,91
590
,000
7,66
017
5,00
026
,650
66,543
18,117
2022
30,000
6,81
520
0,00
01,60
090
,000
6,08
520
0,00
022
,900
68,872
15,788
2023
30,000
5,79
590
,000
4,37
520
0,00
018
,900
71,282
13,378
2024
35,000
4,69
080
,000
2,64
020
0,00
014
,900
73,748
10,913
2025
35,000
3,41
380
,000
880
210,00
010
,800
76,359
8,30
220
2635
,000
2,04
820
5,00
06,65
079
,031
5,62
920
2735
,000
683
230,00
02,30
081
,797
2,86
320
2820
29
260,00
044
,545
690,00
019
,400
520,00
035
,650
1,60
0,00
014
9,30
058
1,87
095
,410
(Con
tinued on
next p
age)
Taxable GO Ref Bon
dsSerie
s 201
2A
05/24/20
12$4
60,000
04/01
GO Notes
Serie
s 201
3A
01/24/20
13$2
,035
,000
04/01
GO Notes
Serie
s 201
5A
05/28/20
15$9
60,000
04/01
GO Ref Bon
dsSerie
s 201
7A
08/30/20
17$1
,855
,000
04/01
State Trust F
und
Loan
09/19/20
17$7
17,920
03/15
22
City of E
vansville, W
isconsin
Sche
dule of B
onde
d Inde
bted
ness
Gen
eral Obligation Deb
t Secured
by Taxes
(As o
f 06/06
/201
9)
3316
6033
3411
Dated
Amou
nt
Maturity
Calend
ar
Year
Ending
Principa
lInterest
Principa
l*Estim
ated
Interest*
Total Prin
cipa
l*To
tal Interest*
Total P
& I*
Principa
l Outstan
ding*
% Paid*
Calend
ar
Year
Ending
2019
47,125
9,84
287
,210
87,210
8,81
6,87
0.00%
2019
2020
385,00
090
,400
160,00
029
,210
1,15
4,23
919
6,15
11,35
0,39
07,66
2,63
113
.09%
2020
2021
390,00
082
,455
140,00
026
,140
1,13
6,54
317
3,77
21,31
0,31
56,52
6,08
925
.98%
2021
2022
400,00
073
,860
140,00
023
,165
1,12
8,87
215
0,21
31,27
9,08
55,39
7,21
738
.79%
2022
2023
420,00
064
,425
145,00
020
,065
956,28
212
6,93
81,08
3,22
04,44
0,93
449
.63%
2023
2024
425,00
054
,284
145,00
016
,803
958,74
810
4,22
91,06
2,97
63,48
2,18
760
.51%
2024
2025
435,00
043
,531
150,00
013
,335
986,35
980
,260
1,06
6,61
92,49
5,82
871
.69%
2025
2026
445,00
032
,089
155,00
09,63
691
9,03
156
,051
975,08
31,57
6,79
782
.12%
2026
2027
455,00
019
,936
155,00
05,76
195
6,79
731
,543
988,34
062
0,00
092
.97%
2027
2028
480,00
06,84
065
,000
2,92
454
5,00
09,76
455
4,76
475
,000
99.15%
2028
2029
75,000
1,03
175
,000
1,03
176
,031
010
0.00
%20
29
3,83
5,00
051
4,94
51,33
0,00
015
7,91
28,81
6,87
01,01
7,16
29,83
4,03
2
* Prelim
inary, su
bject to change.
GO Notes
Serie
s 201
8A
05/30/20
18$4
,180
,000
04/01
GO Notes
Serie
s 201
9B
06/06/20
19$1
,330
,000
*
04/01
23
City of E
vansville, W
isconsin
Sche
dule of B
onde
d Inde
bted
ness
Revenu
e Deb
t Secured
by Sewer Reven
ues
(As o
f 06/06
/201
9)
3270
3032
7031
3318
5133
1718
3322
26Dated
Amou
nt
Maturity
Calend
ar
Year
Ending
Principa
lInterest
Principa
lInterest
Principa
lInterest
Principa
lInterest
Principa
lInterest
Total Prin
cipa
lTo
tal Interest
Total P
& I
Principa
l Outstan
ding
% Paid
Calend
ar
Year
Ending
2019
6,64
125
,530
1,27
64,70
829
,056
67,210
67,210
5,95
5,44
4.00%
2019
2020
88,222
12,239
169,50
848
,798
18,500
2,36
927
,000
8,89
313
7,72
556
,823
440,95
512
9,12
357
0,07
85,51
4,48
97.40
%20
2020
2190
,308
10,128
174,03
144
,215
18,500
2,00
427
,000
7,84
714
0,30
054
,224
450,13
911
8,41
956
8,55
85,06
4,34
914
.96%
2021
2022
92,444
7,96
717
8,67
439
,510
18,500
1,64
027
,000
6,80
114
2,92
451
,576
459,54
210
7,49
456
7,03
64,60
4,80
722
.68%
2022
2023
94,630
5,75
518
3,44
134
,680
18,500
1,27
627
,000
5,75
414
5,59
748
,878
469,16
896
,343
565,51
04,13
5,64
030
.56%
2023
2024
96,868
3,49
118
8,33
529
,720
18,500
911
27,000
4,70
814
8,31
946
,130
479,02
384
,960
563,98
33,65
6,61
738
.60%
2024
2025
99,159
1,17
319
3,36
024
,628
18,500
547
27,000
3,66
215
1,09
343
,330
489,11
273
,340
562,45
23,16
7,50
546
.81%
2025
2026
198,51
919
,401
18,500
182
27,000
2,61
615
3,91
840
,478
397,93
762
,677
460,61
42,76
9,56
853
.50%
2026
2027
203,81
514
,034
27,000
1,56
915
6,79
737
,573
387,61
253
,176
440,78
82,38
1,95
660
.00%
2027
2028
209,25
38,52
327
,000
523
159,72
934
,614
395,98
243
,660
439,64
21,98
5,97
566
.65%
2028
2029
214,83
62,86
616
2,71
631
,599
377,55
134
,465
412,01
61,60
8,42
372
.99%
2029
2030
165,75
828
,528
165,75
828
,528
194,28
61,44
2,66
575
.78%
2030
2031
168,85
825
,399
168,85
825
,399
194,25
71,27
3,80
778
.61%
2031
2032
172,01
622
,212
172,01
622
,212
194,22
81,10
1,79
181
.50%
2032
2033
175,23
318
,965
175,23
318
,965
194,19
892
6,55
884
.44%
2033
2034
178,50
915
,658
178,50
915
,658
194,16
774
8,04
987
.44%
2034
2035
181,84
712
,288
181,84
712
,288
194,13
656
6,20
190
.49%
2035
2036
185,24
88,85
618
5,24
88,85
619
4,10
438
0,95
393
.60%
2036
2037
188,71
25,35
918
8,71
25,35
919
4,07
219
2,24
196
.77%
2037
2038
192,24
11,79
719
2,24
11,79
719
4,03
90
100.00
%20
38
561,63
247
,394
1,91
3,77
029
1,90
512
9,50
010
,205
243,00
047
,081
3,10
7,54
161
3,34
35,95
5,44
41,00
9,92
86,96
5,37
2
Sewer Rev
Bon
dsCW
FL
07/27/20
05$1
,800
,000
05/01
Sewer Rev
Bon
dsCW
FL
11/25/20
09$3
,456
,286
05/01
Sewer Rev
Bon
dsBa
nk Note
07/29/20
16$1
85,000
05/01
Sewer Rev
Bon
dsBa
nk Note
05/30/20
18$2
70,000
05/01
Sewer Rev
Bon
dsCW
FL
06/27/20
18$3
,994
,925
05/01
24
City of E
vansville, W
isconsin
Sche
dule of B
onde
d Inde
bted
ness
Revenu
e Deb
t Secured
by Storm W
ater Reven
ues
(As o
f 06/06
/201
9)
3317
19Dated
Amou
nt
Maturity
Calend
ar
Year
Ending
Principa
lInterest
Total Prin
cipa
lTo
tal Interest
Total P
& I
Principa
l Outstan
ding
% Paid
Calend
ar
Year
Ending
2019
11,422
11,422
11,422
589,50
0.00%
2019
2020
65,500
21,574
65,500
21,574
87,074
524,00
011
.11%
2020
2021
65,500
19,036
65,500
19,036
84,536
458,50
022
.22%
2021
2022
65,500
16,498
65,500
16,498
81,998
393,00
033
.33%
2022
2023
65,500
13,960
65,500
13,960
79,460
327,50
044
.44%
2023
2024
65,500
11,422
65,500
11,422
76,922
262,00
055
.56%
2024
2025
65,500
8,88
365
,500
8,88
374
,383
196,50
066
.67%
2025
2026
65,500
6,34
565
,500
6,34
571
,845
131,00
077
.78%
2026
2027
65,500
3,80
765
,500
3,80
769
,307
65,500
88.89%
2027
2028
65,500
1,26
965
,500
1,26
966
,769
010
0.00
%20
28
589,50
011
4,21
658
9,50
011
4,21
670
3,71
6
Storm W
ater Rev
Bon
dsBa
nk Note
05/30/20
18$6
55,000
05/01
25
City of E
vansville, W
isconsin
Sche
dule of O
ther Bon
ded Inde
bted
ness
(As of 06/06/2019)
3281
4332
8144
3291
09Dated
Amou
nt
Maturity
Calend
ar
Year
Ending
Principa
lInterest
Principa
lInterest
Principa
lInterest
Total Prin
cipa
lTo
tal Interest
Total P
& I
Principa
l Outstan
ding
% Paid
Calend
ar
Year
Ending
2019
9,42
70
1,98
30
17,757
029
,167
029
,167
191,44
313
.22%
2019
2020
5,38
70
3,39
90
30,441
039
,227
039
,227
152,21
631
.00%
2020
2021
2,55
00
30,441
032
,991
032
,991
119,22
545
.96%
2021
2022
30,441
030
,441
030
,441
88,785
59.75%
2022
2023
30,441
030
,441
030
,441
58,344
73.55%
2023
2024
30,441
030
,441
030
,441
27,904
87.35%
2024
2025
27,904
027
,904
027
,904
010
0.00
%20
25
14,814
07,93
20
197,86
40
220,61
00
220,61
0
WPP
ILoan
03/09/10
$161
,600
Mon
thly
WPP
ILoan
09/06/20
11$3
3,99
4
Mon
thly
WPP
ILoan
11/30/20
15$3
04,406
Mon
thly
26
DEBT LIMIT
The constitutional and statutory general obligation debt limit for Wisconsin municipalities, including towns, cities,villages, and counties (Article XI, Section 3 of the Wisconsin Constitution and Section 67.03, Wisconsin Statutes) is5% of the current equalized value.
Equalized Value $ 407,994,600
Multiply by 5% 0.05
Statutory Debt Limit $ 20,399,730
Less: General Obligation Debt (includes the ConcurrentObligations)* (8,816,870)
Unused Debt Limit* $ 11,582,860
*Preliminary, subject to change.
OVERLAPPING DEBT1
Taxing District
2018Equalized
Value2% In City
TotalG.O. Debt3
City'sProportionate Share
Rock County $ 11,530,222,000 3.54% $ 37,075,000 $ 1,312,455
Blackhawk Technical College District 13,701,734,694 2.98% 42,575,000 1,268,735
Evansville School District 807,059,222 50.55% 37,895,000 19,155,923
City's Share of Total Overlapping Debt $21,737,113
1Overlapping debt is as of the dated date of the Bonds. Only those taxing jurisdictions with generalobligation debt outstanding are included in this section.
2Includes tax increment valuation.
3Outstanding debt based on information obtained on EMMA and the Municipal Advisor's records.
27
DEBT RATIOS
G.O. Debt
Debt/EqualizedValue
$407,994,600
Debt/ PerCapita5,3171
Total General Obligation Debt* $ 8,816,870 2.16% $ 1,658.24
City's Share of Total Overlapping Debt 21,737,113 5.33% 4,088.23
Total* $ 30,553,983 7.49% $ 5,746.47
DEBT PAYMENT HISTORY
The City has no record of default in the payment of principal and interest on its debt.
FUTURE FINANCING
Concurrently with the Bonds, the City expects to issue $1,330,000* General Obligation Promissory Notes, Series2019B (the “Concurrent Obligations”). Aside from the Concurrent Obligations, the City has no current plans foradditional financing in the next 12 months.
*Preliminary, subject to change.
1Estimated 2018 population.
28
TAX LEVIES AND COLLECTIONS
TAX LEVIES AND COLLECTIONS
Tax YearLevy for City
Purposes Only % Collected
Levy/Equalized Value Reduced by Tax
Increment Valuation in Dollars per $1,000
2014/15 $2,211,336 100% $7.15
2015/16 2,231,116 100% 6.91
2016/17 2,357,993 100% 6.95
2017/18 2,383,483 100% 6.64
2018/19 2,756,829 In process 7.01
Property tax statements are distributed to taxpayers by the town, village, and city treasurers in December of the levyyear. Current state law requires counties to pay 100% of the real property taxes levied to cities, villages, towns,school districts and other taxing entities on or about August 20 of the collection year.
Personal property taxes, special assessments, special charges and special taxes must be paid to the town, city or villagetreasurer in full by January 31, unless the municipality, by ordinance, permits special assessments to be paid ininstallments. Real property taxes must be paid in full by January 31 or in two equal installments by January 31 andJuly 31. Alternatively, municipalities may adopt a payment plan which permits real property taxes to be paid in threeor more equal installments, provided that the first installment is paid by January 31, one-half of the taxes are paid byApril 30 and the remainder is paid by July 31. Amounts paid on or before January 31 are paid to the town, city orvillage treasurer. Amounts paid after January 31, are paid to the county treasurer unless the municipality hasauthorized payment in three or more installments in which case payment is made to the town, city or village treasurer. On or before January 15 and February 20 the town, city or village treasurer settles with other taxing jurisdictions forall collections through December and January, respectively. In municipalities which have authorized the paymentof real property taxes in three or more installments, the town, city or village treasurer settles with the other taxingjurisdictions on January 15, February 20 and on the fifteenth day of each month following the month in which aninstallment payment is required. On or before August 20, the county treasurer must settle in full with the underlyingtaxing districts for all real property taxes and special taxes. Any county board may authorize its county treasurer toalso settle in full with the underlying taxing districts for all special assessments and special charges. The county maythen recover any tax delinquencies by enforcing the lien on the property and retain any penalties or interest on thedelinquencies for which it has settled. Uncollected personal property taxes owed by an entity that has ceasedoperations or filed a petition for bankruptcy, or are due on personal property that has been removed from the nextassessment roll are collected from each taxing entity in the year following the levy year.
29
PROPERTY TAX RATES
Full value rates for property taxes expressed in dollars per $1,000 of equalized value (excluding tax incrementvaluation) that have been collected in recent years have been as follows:
Year Levied/Year Collected Schools1 County Local Other2 Total
2014/15 $14.73 $6.67 $7.15 $0.18 $28.73
2015/16 14.40 6.66 6.91 0.18 28.15
2016/17 13.08 6.58 6.95 0.18 26.79
2017/18 12.70 6.38 6.64 0.00 25.72
2018/19 11.99 6.07 7.01 0.00 25.07
Source: Property Tax Rates were extracted from Statement of Taxes prepared by the Wisconsin Department ofRevenue, Division of State and Local Finance.
LEVY LIMITS
Section 66.0602 of the Wisconsin Statutes, imposes a limit on property tax levies by cities, villages, towns andcounties. No city, village, town or county is permitted to increase its tax levy by a percentage that exceeds itsvaluation factor (which is defined as a percentage equal to the greater of either the percentage change in the politicalsubdivision's January 1 equalized value due to new construction less improvements removed between the previousyear and the current or zero percent). The base amount in any year to which the levy limit applies is the actual levyfor the immediately preceding year. In 2018, and in each year thereafter, the base amount is the actual levy for theimmediately preceding year plus the amount of the payment from the State under Section 79.096 of the WisconsinStatutes (an amount equal to the property taxes formerly levied on certain items of personal property), and the levylimit is the base amount multiplied by the valuation factor, minus the amount of the payment from the State underSection 79.096 of the Wisconsin Statutes. This levy limitation is an overall limit, applying to levies for operationsas well as for other purposes.
A political subdivision that did not levy its full allowable levy in the prior year can carry forward the differencebetween the allowable levy and the actual levy, up to a maximum of 1.5% of the prior year's actual levy. The use ofthe carry forward levy adjustment needs to be approved by a majority vote of the political subdivision's governingbody (except in the case of towns) if the amount of carry forward levy adjustment is less than or equal to 0.5% andby a super majority vote of the political subdivision's governing body (three-quarters vote if the governing body iscomprised of five or more members, two-thirds vote if the governing body is comprised of fewer than five members)(except in the case of towns) if the amount of the carry forward levy adjustment is greater than 0.5% up to themaximum increase of 1.5%. For towns, the use of the carry forward levy adjustment needs to be approved by amajority vote of the annual town meeting or special town meeting after the town board has adopted a resolution infavor of the adjustment by a majority vote if the amount of carry forward levy adjustment is less than or equal to 0.5%
1The Schools tax rate reflects the composite rate of all local school districts and technical college district.
2Includes the state reforestation tax which is apportioned to each county on the basis of its full value. Counties, in turn, apportion the tax to the tax districts within their borders on the basis of full value. It alsoincludes taxes levied for special purpose districts such as metropolitan sewerage districts, sanitary districts,and public inland lake protection districts. Tax increment values are not included. State property taxes wereeliminated in the State's 2017 - 2019 budget act.
30
or by two-thirds vote or more if the amount of carry forward levy adjustment is greater than 0.5% up to the maximumof 1.5%.
Beginning with levies imposed in 2015, if a political subdivision does not make an adjustment in its levy as describedin the above paragraph in the current year, the political subdivision may increase its levy by the aggregate amountof the differences between the political subdivision’s valuation factor in the previous year and the actual percentincrease in a political subdivision’s levy attributable to the political subdivision’s valuation factor in the previous year,for the five years before the current year, less any amount of such aggregate amount already claimed as an adjustmentin any of the previous five years. The calculation of the aggregate amount available for such adjustment may notinclude any year before 2014, and the maximum adjustment allowed may not exceed 5%. The use of the adjustmentdescribed in this paragraph requires approval by a two-thirds vote of the political subdivision’s governing body, andthe adjustment may only be used if the political subdivision’s level of outstanding general obligation debt in thecurrent year is less than or equal to the political subdivision’s level of outstanding general obligation debt in theprevious year.
Special provisions are made with respect to property taxes levied to pay general obligation debt service. Those aredescribed below. In addition, the statute provides for certain other exclusions from and adjustments to the tax levylimit. Among the items excluded from the limit are amounts levied for any revenue shortfall for debt service on arevenue bond issued under Section 66.0621. Among the adjustments permitted is an adjustment applicable when atax increment district terminates, which allows an amount equal to the prior year's allowable levy multiplied by 50%of the political subdivision's percentage growth due to the district's termination.
With respect to general obligation debt service, the following provisions are made:
(a) If a political subdivision's levy for the payment of general obligation debt service, including debt service on debtissued or reissued to fund or refund outstanding obligations of the political subdivision and interest on outstandingobligations of the political subdivision, on debt originally issued before July 1, 2005, is less in the current year thanin the previous year, the political subdivision is required to reduce its levy limit in the current year by the amount ofthe difference between the previous year's levy and the current year's levy.
(b) For obligations authorized before July 1, 2005, if the amount of debt service in the preceding year is less than theamount of debt service needed in the current year, the levy limit is increased by the difference between the twoamounts. This adjustment is based on scheduled debt service rather than the amount actually levied for debt service(after taking into account offsetting revenues such as sales tax revenues, special assessments, utility revenues, taxincrement revenues or surplus funds). Therefore, the levy limit could negatively impact political subdivisions thatexperience a reduction in offsetting revenues.
(c) The levy limits do not apply to property taxes levied to pay debt service on general obligation debt authorizedon or after July 1, 2005.
With respect to revenue bonds, such as the Bonds, any taxes levied to pay debt service on the Bonds due to a revenueshortfall would be excluded from the levy limits.
31
THE ISSUER
CITY GOVERNMENT
The City was incorporated in 1896 and is governed by a Mayor and an eight-member Common Council. The Mayordoes not vote except in the case of a tie. All Council Members are elected to two-year terms. The appointed CityAdministrator/Finance Director and City Clerk/Treasurer are responsible for administrative details and financialrecords.
EMPLOYEES; PENSIONS
The City employs a staff of 39 full-time, 15 part-time, and 20 seasonal employees. All eligible employees in the Cityare covered under the Wisconsin Retirement System ("WRS") established under Chapter 40 of the Wisconsin Statutes("Chapter 40"). The WRS is a cost-sharing multiple-employer defined benefit pension plan. The Department ofEmployee Trust Funds ("ETF") administers the WRS. Required contributions to the WRS are determined by the ETFBoard pursuant to an annual actuarial valuation in accordance with Chapter 40 and the ETF's funding policies. TheETF Board has stated that its funding policy is to (i) ensure funds are adequate to pay benefits; (ii) maintain stableand predictable contribution rates for employers and employees; and (iii) maintain inter-generational equity to ensurethe cost of the benefits is paid for by the generation that receives the benefits.
City employees are generally required to contribute half of the actuarially determined contributions, and the Citygenerally may not pay the employees' required contribution. During the fiscal year ended December 31, 2015 ("FiscalYear 2015"), the fiscal year ended December 31, 2016 ("Fiscal Year 2016") and the fiscal year ended December 31,2017 ("Fiscal Year 2017"), the City’s portion of contributions to WRS (not including any employee contributions)totaled $167,258, $159,269 and $159,425, respectively.
The City implemented Governmental Accounting Standards Board Statement No. 68 ("GASB 68") for Fiscal Year2015.
GASB 68 requires calculation of a net pension liability for the pension plan. The net pension liability is calculatedas the difference between the pension plan's total pension liability and the pension plan's fiduciary net position. Thepension plan's total pension liability is the present value of the amounts needed to pay pension benefits earned by eachparticipant in the pension plan based on the service provided as of the date of the actuarial valuation. In other words,it is a measure of the present value of benefits owed as of a particular date based on what has been earned only up tothat date, without taking into account any benefits earned after that date. The pension plan's fiduciary net positionis the market value of plan assets formally set aside in a trust and restricted to paying pension plan benefits. If thepension plan's total pension liability exceeds the pension plan's fiduciary net position, then a net pension liabilityresults. If the pension plan's fiduciary net position exceeds the pension plan's total pension liability, then a net pensionasset results.
As of December 31, 2016, the total pension liability of the WRS was calculated as $93.4 billion and the fiduciary netposition of the WRS was calculated as $92.6 billion, resulting in a net pension liability of $0.8 billion.
Under GASB 68, each participating employer in a cost-sharing pension plan must report the employer's proportionateshare of the net pension liability or net pension asset of the pension plan. Accordingly, for Fiscal Year 2017, the Cityreported a liability of $138,122 for its proportionate share of the net pension liability of the WRS. The net pensionliability was measured as of December 31, 2016, based on the City’s share of contributions to the pension plan relativeto the contributions of all participating employers. The City’s proportion was 0.01675753% of the aggregate WRSnet pension liability, as of December 31, 2016.
32
The calculation of the total pension liability and fiduciary net position are subject to a number of actuarialassumptions, which may change in future actuarial valuations. Such changes may have a significant impact on thecalculation of net pension liability of the WRS, which may also cause the ETF Board to change the contributionrequirements for employers and employees. For more detailed information regarding the WRS and such actuarialassumptions, see Note IV.A in "APPENDIX A - FINANCIAL STATEMENTS" attached hereto.
Recognized and Certified Bargaining Units
All eligible City personnel are covered by the Municipal Employment Relations Act ("MERA") of the WisconsinStatutes. Pursuant to that law, employees have rights to organize and collectively bargain with municipal employers. MERA was amended by 2011 Wisconsin Act 10 (the "Act") and by 2011 Wisconsin Act 32, which altered thecollective bargaining rights of public employees in Wisconsin.
As a result of the 2011 amendments to MERA, the City is prohibited from bargaining collectively with municipalemployees, other than public safety and transit employees, with respect to any factor or condition of employmentexcept total base wages. Even then, the City is limited to increasing total base wages beyond any increase in theconsumer price index since 180 days before the expiration of the previous collective bargaining agreement (unlessCity were to seek approval for a higher increase through a referendum). Ultimately, the City can unilaterallyimplement the wages for a collective bargaining unit.
Under the changes to MERA, impasse resolution procedures were removed from the law for municipal employeesof the type employed by the City, including binding interest arbitration. Strikes by any municipal employee or labororganization are expressly prohibited. As a practical matter, it is anticipated that strikes will be rare. Furthermore,if strikes do occur, they may be enjoined by the courts. Additionally, because the only legal subject of bargainingis the base wage rates, all bargaining over items such as just cause, benefits, and terms of conditions of employmentare prohibited and cannot be included in a collective bargaining agreement. Impasse resolution for public safetyemployees and transit employees is subject to final and binding arbitration procedures, which do not include a rightto strike. Interest arbitration is available for transit employees if certain conditions are met.
The following bargaining unit represents employees of the City:
Bargaining UnitExpiration Date of Current Contract
WPPA December 31, 2019
OTHER POST EMPLOYMENT BENEFITS
The City does not offer any other post-employment benefits. However, the City does participate in the Local RetireeLife Insurance Fund ("LRLIF"), which is a cost-sharing multiple-employer defined benefit plan established byChapter 40. The ETF and the Group Insurance Board have statutory authority for program administration andoversight, including establishing contribution requirements for employers.
LITIGATION
There is no litigation threatened or pending questioning the organization or boundaries of the City or the right of anyof its officers to their respective offices or in any manner questioning their rights and power to execute and deliverthe Bonds or otherwise questioning the validity of the Bonds.
33
MUNICIPAL BANKRUPTCY
Municipalities are prohibited from filing for bankruptcy under Chapter 11 (reorganization) or Chapter 7 (liquidation)of the U.S. Bankruptcy Code (11 U.S.C. §§ 101-1532) (the "Bankruptcy Code"). Instead, the Bankruptcy Codepermits municipalities to file a petition under Chapter 9 of the Bankruptcy Code, but only if certain requirements aremet. These requirements include that the municipality must be "specifically authorized" under State law to file forrelief under Chapter 9. For these purposes, "State law" may include, without limitation, statutes of generalapplicability enacted by the State legislature, special legislation applicable to a particular municipality, and/orexecutive orders issued by an appropriate officer of the State’s executive branch.
As of the date hereof, Wisconsin law contains no express authority for municipalities to file for bankruptcy reliefunder Chapter 9 of the Bankruptcy Code.
Nevertheless, there can be no assurance (a) that State law will not change in the future, while the Bonds areoutstanding, in a way that would allow the City to file for bankruptcy relief under Chapter 9 of the Bankruptcy Code;or (b) even absent such a change in State law, that an executive order or other executive action could not effectivelyauthorize the City to file for relief under Chapter 9. If, in the future, the City were to file a bankruptcy case underChapter 9, the relevant bankruptcy court would need to consider whether the City could properly do so, which wouldinvolve questions regarding State law authority as well as other questions such as whether the City is a municipalityfor bankruptcy purposes. If the relevant bankruptcy court concluded that the City could properly file a bankruptcycase, and that determination was not reversed, vacated, or otherwise substantially altered on appeal, then the rightsof holders of the Bonds could be modified in bankruptcy proceedings. Such modifications could be adverse toholders of the Bonds, and there could ultimately be no assurance that holders of the Bonds would be paid in full orin part on the Bonds. Further, under such circumstances, there could be no assurance that the Bonds would not betreated as general, unsecured debt by a bankruptcy court, meaning that claims of holders of the Bonds could be viewedas having no priority (a) over claims of other creditors of the City; (b) to any particular assets of the City, or (c) torevenues otherwise designated for payment to holders of the Bonds. Moreover, if the City were determined not to be a "municipality" for the purposes of the Bankruptcy Code, norepresentations can be made regarding whether it would still be eligible for voluntary or involuntary relief underChapters of the Bankruptcy Code other than Chapter 9 or under similar federal or state law or equitable proceedingregarding insolvency or providing for protection from creditors. In any such case, there can be no assurance that theconsequences described above for the holders of the Bonds would not occur.
34
FUNDS ON HAND (as of February 28, 2019)
FundTotal Cash
and Investments
City General Fund/W&L $ 1,240,434
WWTP DNR Replacement 790,930
Police - Vehicle Registration 8,031
LGIP Investments 161,714
Hometown Bank - EMS Billing 20,972
Library - Capital Fundraiser 415,228
Revolving Fund Account 88,367
Combined Checking 173,500
BMO Harris 173,922
Greenwood State Bank 194,591
Wells Fargo/US Treasury 921,130
Insured Cash Sweep (ICS) 4,776,570
CD 14219 471,790
Total Funds on Hand $ 9,437,180
35
ENTERPRISE FUNDS
Revenues available for debt service on the City's enterprise funds have been as follows as of December 31 each year:
2016Audit
2017Audit
2018Draft Audit
Electric and Water
Total Operating Revenues $ 8,741,982 $ 8,861,415 $ 8,917,320
Less: Operating Expenses (7,632,847) (8,109,413) (7,851,212)
Operating Income $ 1,109,135 $ 752,002 $ 1,066,108
Plus: Depreciation 692,569 835,951 843,066
Interest Income 68,933 24,688 28,081
Miscellaneous non-operating revenue 55,914 29,454 21,140
Revenues Available for Debt Service $ 1,926,551 $ 1,642,095 $ 1,958,395
Sewer
Total Operating Revenues $ 831,268 $ 869,681 $ 1,072,246
Less: Operating Expenses (807,903) (797,560) (918,587)
Operating Income $ 23,365 $ 72,121 $ 153,659
Plus: Depreciation 395,046 403,820 413,429
Interest Income 14,973 9,799 23,578
Miscellaneous non-operating revenue 26,972 1,166 1,593
Revenues Available for Debt Service $ 460,356 $ 486,906 $ 592,259
36
SUMMARY GENERAL FUND INFORMATION
Following are summaries of the revenues and expenditures and fund balances for the City's General Fund. These summaries arenot purported to be the complete audited financial statements of the City, and potential purchasers should read the includedfinancial statements in their entirety for more complete information concerning the City. Copies of the complete audited financialstatements are available upon request. See Appendix A for the City's 2017 audited financial statements.
FISCAL YEAR ENDING DECEMBER 31
COMBINED STATEMENT2015
Audited2016
Audited2017
Audited2018
Unaudited
2019AdoptedBudget1
RevenuesTaxes $ 1,244,584 $ 1,288,632 $ 1,442,116 $ 1,463,515 $ 1,506,605Intergovernmental 746,576 723,240 679,611 698,092 714,199Licenses and permits 94,285 92,244 125,889 270,511 256,665Penalties and forfeitures 86,136 74,187 65,684 77,991 82,000Public charges for services 398,715 409,595 391,566 437,165 466,846Interest 14,077 26,569 18,489 32,030 0Miscellaneous general revenues 60,401 62,741 44,480 95,928 78,800
Total Revenues $ 2,644,774 $ 2,677,208 $ 2,767,835 $ 3,075,232 $ 3,105,115
ExpendituresCurrent:
General government $ 455,403 $ 439,809 $ 402,598 $ 422,638 $ 427,216Public safety 1,441,830 1,484,126 1,636,214 1,682,729 1,720,456Public works 758,756 766,798 811,361 925,920 945,824Health and social services 36,110 36,133 36,110 275,811 38,760Culture and recreation 268,601 273,639 283,838 97,256 302,315Conservation and development 101,466 106,703 88,243 73,251 111,423
Total Expenditures $ 3,062,166 $ 3,107,208 $ 3,258,364 $ 3,477,605 $ 3,545,994
Excess of revenues over (under) expenditures $ (417,392) $ (430,000) $ (490,529) $ (402,373) $ (440,879)Other Financing Sources (Uses)
Operating transfers in 440,375 419,384 414,379 425,390 440,879Operating transfers out 0 (116,082) 0 0 0
Total Other Financing Sources (Uses) $ 440,375 $ 303,302 $ 414,379 $ 425,390 $ 440,879
Excess of revenues and other financing sourcesover (under) expenditures and other financinguses
$ 22,983 $ (126,698) $ (76,150) $ 23,017 $ 0
General Fund Balance January 1 2,209,807 2,232,790 2,106,092 2,029,942 2,052,959General Fund Balance December 31 $ 2,232,790 $ 2,106,092 $ 2,029,942 $ 2,052,959 $ 2,052,959
DETAILS OF DECEMBER 31 FUND BALANCENonspendable 696,283 710,649 721,191Restricted 85,961 83,900 88,874Committed 0 0 0Assigned 0 0 0Unassigned 1,450,546 1,311,543 1,219,877Total $ 2,232,790 $ 2,106,092 $ 2,029,942
1 The 2019 budget was adopted on November 13, 2018.
37
GENERAL INFORMATION
LOCATION
The City, with a 2010 U.S. Census population of 5,012 and a current estimated population of 5,317 comprises an areaof 2,112 acres and is located approximately 23 miles south of Madison.
LARGER EMPLOYERS1
Larger employers in the City include the following:
Firm Type of Business/ProductEstimated No.of Employees
Land Mark Service Co-op Agronomy center/grain storage 400
Vacro-Pruden Buildings Manufacturing 250
Evansville Community School District Elementary and secondary education 235
Baker Manufacturing Co. Manufacturing 160
Stoughton Trailer Manufacturing 1552
Evansville Manor Nursing home 150
City of Evansville Municipal government and services 74
Piggly Wiggly Grocery store 65
Evansville Auto Auction Wholesale auto auction 50
Union Bank and Trust Co. Commercial bank 49
Source: ReferenceUSA, written and telephone survey (May 2019), Wisconsin Manufacturers Register, and theWisconsin Department of Workforce Development.
1This does not purport to be a comprehensive list and is based on available data obtained through a surveyof individual employers, as well as the sources identified above. Some employers do not respond to inquiriesfor employment data.
2This is the number for the Evansville location only.
38
BUILDING PERMITS
2015 20161 2017 2018 20192
New Single Family Homes
No. of building permits 25 34 22 32 5
Valuation $3,300,000 $4,361,500 $4,000,000 $6,368,000 $1,050,000
New Multiple Family Buildings
No. of building permits 5 0 2 1 2
Valuation $950,000 $0 $525,000 $950,000 $560,000
New Commercial/Industrial
No. of building permits 1 0 3 4 1
Valuation $70,000 $0 $3,000,000 $3,238,000 $780,000
All Building Permits(including additions and remodelings)
No. of building permits 203 34 203 366 55
Valuation $6,067,474 $4,361,500 $11,037,000 $14,613,000 $3,926,500
Source: The City.
1 City records only pertain to new single family building permits.
2 As of As of April 24, 2019.
39
U.S. CENSUS DATA
Population Trend: City
2000 U.S. Census 4,039
2010 U.S. Census 5,012
2018 Estimated Population 5,317
Percent of Change 2000 - 2010 24.09%
Income and Age Statistics
City Rock CountyState of
WisconsinUnitedStates
2017 per capita income $26,330 $26,954 $30,557 $31,177
2017 median household income $58,870 $53,410 $56,759 $57,652
2017 median family income $81,964 $64,322 $72,542 $70,850
2017 median gross rent $802 $782 $813 $982
2017 median value owner occupied units $165,100 $135,000 $169,300 $193,500
2017 median age 33.5 yrs. 39.3 yrs. 39.2 yrs. 37.8 yrs.
State of Wisconsin United States
City % of 2017 per capita income 86.17% 84.45%
City % of 2017 median family income 112.99% 115.69%
Housing Statistics
City
2000 2017 Percent of Change
All Housing Units 1,635 2,207 34.98%
Source: 2000 and 2010 Census of Population and Housing, and 2017 American Community Survey (Based on afive-year estimate), U.S. Census Bureau (www.factfinder2.census.gov).
EMPLOYMENT/UNEMPLOYMENT DATA
Rates are not compiled for individual communities with populations under 25,000.
Average Employment Average Unemployment
Year Rock County Rock County State of Wisconsin
2015 79,023 5.2% 4.6%
2016 80,583 4.4% 4.0%
2017 82,318 3.7% 3.3%
2018 82,631 3.2% 3.0%
2019, March1 82,802 3.6% 3.3%1 PreliminarySource: Wisconsin Department of Workforce Development.
40
APPENDIX A
FINANCIAL STATEMENTS
Potential purchasers should read the included financial statements in their entirety for more complete informationconcerning the City’s financial position. Such financial statements have been audited by the Auditor, to the extentand for the periods indicated thereon. The City has not requested or engaged the Auditor to perform, and the Auditorhas not performed, any additional examination, assessments, procedures or evaluation with respect to such financialstatements since the date thereof or with respect to the Official Statement, nor has the City requested that the Auditorconsent to the use of such financial statements in this Official Statement. Although the inclusion of the financialstatements in this Official Statement is not intended to demonstrate the fiscal condition of the City since the date ofthe financial statements, in connection with the issuance of the Bonds, the City represents that there have been nomaterial adverse change in the financial position or results of operations of the City, nor has the City incurred anymaterial liabilities, which would make such financial statements misleading.
Copies of the complete audited financial statements for the past three years and the current budget are available uponrequest from Ehlers.
A-1
A-2
A-3
Management’s Responsibility for the Financial Statements
Auditor’s Responsibility
A-4
Opinions
Other Matters
Required Supplementary Information
Supplementary Information
A-5
Stat
emen
t of
Net
Pos
ition
Stat
emen
t of
Act
iviti
es
state
men
t of n
et p
ositi
on
state
men
t of a
ctiv
ities
A-6
Gov
ernm
enta
l fu
nds
Prop
rieta
ry f
unds
Fidu
ciar
y fu
nds
not
unre
stri
cted
net
ass
ets
A-7
gove
rnm
enta
l fun
dssp
enda
ble
unas
sign
ed fu
nd b
alan
ce
A-8
A-9
o o o o o o o
A-10
City of Evansville, Wisconsin
Statement of Net PositionDecember 31, 2017
Governmental Activities
Business-type Activities Total
ASSETSCash and Investments 3,272,677$ 1,207,014$ 4,479,691$ Receivables 3,602,787 1,454,971 5,057,758 Internal Balances (931,212) 931,212 - Inventories - 212,052 212,052 Other assets 31,781 197,144 228,925 Restricted Assets
Cash and Investments - 2,241,706 2,241,706 Capital Assets
Land, improvements, and construction in progress 904,566 984,491 1,889,057 Other Capital Assets, net of depreciation 6,765,580 28,636,592 35,402,172
Net Capital Assets 7,670,146 29,621,083 37,291,229 Total Assets 13,646,179 35,865,182 49,511,361
DEFERRED OUTFLOWS OF RESOURCESDeferred Pension Outflows 759,909 310,687 1,070,596
Total Deferred Outflows of Resources 759,909 310,687 1,070,596
Total Assets and Deferred Outflows of Resources 14,406,088$ 36,175,869$ 50,581,957$
LIABILITIESAccounts Payable and Accrued Expenses 270,389$ 633,766$ 904,155$ Net Pension Liability 98,039 40,083 138,122 Long-Term Liabilities
Due Within One YearBonds and Notes 622,328 1,045,106 1,667,434 Accrued Interest 31,271 43,295 74,566 Compensated Absences 57,517 26,171 83,688
Due in More Than One YearBonds and Notes 3,873,342 10,154,318 14,027,660 Compensated Absences 230,187 72,248 302,435
Total liabilities 5,183,073 12,014,987 17,198,060
DEFERRED INFLOWS OF RESOURCES 3,353,728 627,811 3,981,539
NET POSITIONNet Investment in Capital Assets 3,174,476 19,146,436 22,320,912 Restricted for:
Other Purposes 383,850 1,346,706 1,730,556 Unrestricted 2,310,961 3,039,929 5,350,890
Total Net Position 5,869,287 23,533,071 29,402,358 Total Liabilities, Deferred Inflows of Resources, and Net Position 14,406,088$ 36,175,869$ 50,581,957$
See acccompanying notes to the basic financial statements.
A-11
Cit
y of
Eva
nsv
ille,
Wis
con
sin
Sta
tem
ent
of A
ctiv
itie
sF
or t
he
Yea
r E
nd
ed D
ecem
ber
31,
201
7
Pro
gram
Rev
enu
e
Fu
nct
ion
s/P
rogr
ams
Exp
ense
sC
har
ges
for
Ser
vice
s
Op
erat
ing
Gra
nts
an
d
Con
trib
uti
ons
Cap
ital
Gra
nts
an
d
Con
trib
uti
ons
Gov
ern
men
tal
Act
ivit
ies
Bu
sin
ess-
typ
e A
ctiv
itie
sT
otal
Pri
mar
y go
vern
men
tG
over
nmen
tal A
ctiv
ities
Gen
eral
Gov
ernm
ent
471,
787
$
121,
789
$
-$
-$
(349
,998
)$
(3
49,9
98)
$
Pub
lic S
afet
y2,
212,
060
48
4,26
5
24
,294
-
(1
,703
,501
)
(1,7
03,5
01)
P
ublic
Wor
ks1,
321,
059
52
1,97
8
24
5,97
9
331,
324
(2
21,7
78)
(221
,778
)
H
ealth
, Wel
fare
and
San
itatio
n15
2,13
7
28
,540
-
-
(1
23,5
97)
(123
,597
)
C
ultu
re a
nd R
ecre
atio
n79
7,99
2
36
5,17
8
56
,969
34
,164
(3
41,6
81)
(341
,681
)
C
onse
rvat
ion
and
Dev
elop
men
t14
2,77
5
16
,081
2,
038
-
(124
,656
)
(1
24,6
56)
Inte
rest
on
Lon
g-te
rm d
ebt
185,
671
-
-
-
(1
85,6
71)
(185
,671
)
T
otal
gov
ernm
enta
l act
iviti
es5,
283,
481
1,
537,
831
32
9,28
0
365,
488
(3
,050
,882
)
(3,0
50,8
82)
Bus
ines
s-ty
pe a
ctiv
ities
:E
lect
ric
and
Wat
er8,
288,
615
8,
887,
864
-
67
,904
-
66
7,15
3$
66
7,15
3
Sew
er88
4,77
4
84
2,83
6
22
,092
64
,624
-
44
,778
44
,778
T
otal
bus
ines
s-ty
pe a
ctiv
ities
9,17
3,38
9
9,73
0,70
0
22,0
92
132,
528
-
71
1,93
1
71
1,93
1
Tot
al p
rim
ary
gove
rnm
ent
14,4
56,8
70$
11
,268
,531
$
351,
372
$
49
8,01
6$
(3,0
50,8
82)
71
1,93
1
(2
,338
,951
)
Gen
eral
rev
enu
es:
Tax
es:
Pro
pert
y ta
xes,
levi
ed f
or g
ener
al p
urpo
ses
2,44
0,58
6
-
2,
440,
586
Pro
pert
y ta
xes,
levi
ed f
or d
ebt s
ervi
ce23
3,85
0
-
23
3,85
0
Oth
er ta
xes
25,8
64
-
25
,864
G
rant
s an
d co
ntri
butio
ns n
ot r
estr
icte
d to
spe
cifi
c pr
ogra
ms
464,
641
-
464,
641
U
nres
tric
ted
inve
stm
ent e
arni
ngs
32,3
88
34,4
87
66,8
75
Mis
cella
neou
s41
,075
32
,542
73
,617
Sp
ecia
l ite
m -
gai
n (l
oss)
on
disp
osal
of
asse
t(1
2,00
3)
-
(1
2,00
3)
Spec
ial i
tem
- w
rite
-dow
n of
inte
rest
on
adva
nces
815,
328
(5
22,9
07)
292,
421
T
rans
fers
414,
379
(4
14,3
79)
-
Tot
al g
ener
al r
even
ues
and
tran
sfer
s4,
456,
108
(8
70,2
57)
3,58
5,85
1
C
hang
e in
Net
pos
ition
1,40
5,22
6
(158
,326
)
1,
246,
900
Net
pos
ition
- b
egin
ning
4,46
4,06
1
23,6
91,3
97
28,1
55,4
58
Net
pos
ition
- e
ndin
g5,
869,
287
$
23
,533
,071
$
29
,402
,358
$
Pri
mar
y G
over
nm
ent
Net
(E
xpen
se)
Rev
enu
e an
d C
han
ges
in N
et p
osit
ion
See
acco
mpa
nyin
g no
tes
to th
e ba
sic
fina
ncia
l sta
tem
ents
.
2
A-12
Gen
eral
Fu
nd
Deb
t S
ervi
ceT
IF 5
Non
-Maj
or
Fu
nd
s
Tot
al
Gov
ern
men
tal
Fu
nd
sA
SSE
TS
Cas
h an
d C
ash
Equ
ival
ents
1,51
5,99
6$
15
6,48
5$
-
$
1,60
0,19
6$
3,
272,
677
$
Rec
eiva
bles
:T
axes
1,46
3,21
1
33
6,03
2
11
4,52
5
787,
969
2,
701,
737
Spe
cial
Ass
essm
ents
340,
449
14
5,69
2
-
27,5
1351
3,65
4
Acc
ount
s7,
233
- -
30,9
4238
,175
Loa
ns23
5,20
0
- -
- 23
5,20
0
Oth
er
46,8
20
- 67
,200
-
114,
020
Pre
paid
Exp
ense
s22
,999
-
-8,
782
31,7
81A
dvan
ces
Rec
eiva
ble
649,
510
-
--
649,
510
Tot
al A
sset
s4,
281,
418
$
638,
209
$
181,
725
$
2,
455,
402
$
7,55
6,75
4$
LIA
BIL
ITIE
S, D
EF
ER
RE
D I
NF
LO
WS
, AN
D F
UN
D B
AL
AN
CE
SL
iabi
liti
es:
Acc
ount
s P
ayab
le12
7,53
5$
-$
67
6$
43,4
43$
17
1,65
4$
Acc
rued
Lia
bili
ties
84,5
53
- -
14,1
8398
,736
Sho
rt-T
erm
Deb
t Obl
igat
ions
- -
- -
- A
dvan
ces
Pay
able
- -
1,52
3,39
4
57
,328
1,58
0,72
2
T
otal
Lia
bili
ties
212,
088
-
1,52
4,07
0
114,
954
1,
851,
112
Def
erre
d In
flow
s of
Res
ourc
es2,
039,
388
452,
297
181,
725
78
7,96
9
3,46
1,37
9
Fun
d B
alan
ces
(Def
icit
)N
onsp
enda
ble
721,
191
-
- 8,
782
729,
973
R
estr
icte
d88
,874
-
- 29
4,97
6
383,
850
C
omm
itted
- -
- 1,
144,
157
1,14
4,15
7
A
ssig
ned
- 18
5,91
2
- 10
4,56
429
0,47
6
Una
ssig
ned
1,21
9,87
7
-
(1,5
24,0
70)
-
(304
,193
)
Tot
al F
und
Bal
ance
s (D
efic
it)
2,02
9,94
2
18
5,91
2
(1
,524
,070
)
1,
552,
479
2,24
4,26
3
T
otal
Lia
bili
ties
, Def
erre
d In
flow
s an
d F
und
Bal
ance
s (D
efic
it)
4,28
1,41
8$
63
8,20
9$
18
1,72
5$
2,45
5,40
2$
7,
556,
754
$
Dec
emb
er 3
1, 2
017
Cit
y of
Eva
nsv
ille
, Wis
con
sin
Bal
ance
Sh
eet
Gov
ern
men
tal F
un
ds
See
acc
ompa
nyin
g no
tes
to th
e ba
sic
fina
ncia
l sta
tem
ents
.
3
A-13
City of Evansville, Wisconsin
Reconciliation of the Governmental Funds Balance Sheet to the Statement of Net Position
December 31, 2017
Total fund balance, governmental funds 2,244,263$
Amounts reported for governmental activities in the Statement of Net Position are different because:
Capital assets used in governmental activities are not current financial resources and therefore are not reported in the fund financial statement, but are reported in the governmental activities of the Statement of Net Position. 7,670,146
The net pension liability is not a current financial usage and is, therefore, not reported in the fund statements. (98,039)
Pension deferred outflows of resources and inflows of resources are actuarially determined by the defined benefit pension plan. These items are reflected in the Statement of Net Position and are being amortized with pension expense in the Statement of Activities. The deferred outflows of resources and inflows of resources are not financial resources and therefore are not reported in the fund statements.
Deferred Outflows of Resources 759,909 Deferred Inflows of Resources (311,014)
Special assessment and loan receivables are fully accrued and recognized as revenue when the receivable is established for the governmental activities of the Statement of Net Position. They are reported as deferred inflows in the fund financial statements to the extent they are not available. 418,667
Some liabilities (such as Notes Payable, Long-term Compensated Absences, and Bonds Payable) are not due and payable in the current period and are not included in the fund financial statement, but are included in the governmental activities of the Statement of Net Position.
Bonds and notes - due within one year 622,328Bonds and notes - due in more than one year 3,873,342Compensated absences - current 57,517Compensated absences - non-current 230,187Accrued interest 31,271
(4,814,645) Net Position of Governmental Activities in the Statement of Net Position 5,869,287$
See accompanying notes to the basic financial statements.
A-14
Cit
y of
Eva
nsv
ille
, Wis
con
sin
Sta
tem
ent
of R
even
ues
, Exp
end
itu
res
and
Ch
ange
s in
Fu
nd
Bal
ance
sG
over
nm
enta
l Fu
nd
sF
or t
he
Yea
r E
nd
ed D
ecem
ber
31,
201
7
Gen
eral
Fu
nd
Deb
t S
ervi
ceT
IF 5
Non
-Maj
or F
un
ds
Tot
al
Gov
ern
men
tal
Fu
nd
s R
EV
EN
UE
SP
rope
rty
Tax
es1,
436,
852
$
233,
850
$
11
7,80
4$
88
4,88
5$
2,67
3,39
1$
O
ther
Tax
es5,
264
-
-
22
,564
27
,828
S
peci
al A
sses
smen
t Rev
enue
-
39,1
69
-
33
1,20
3
370,
372
In
terg
over
nmen
tal
679,
611
-
1,
570
17
2,52
1
853,
702
L
icen
se a
nd P
erm
its
125,
889
-
-
-
125,
889
Fi
nes,
For
feit
s an
d P
enal
ties
65,6
84
-
-
-
65
,684
P
ublic
Cha
rges
for
Ser
vice
s39
1,56
6
-
-
57
1,09
1
962,
657
In
tere
st I
ncom
e18
,489
5,
570
661
12,4
26
37,1
46
Mis
cella
neou
s In
com
e44
,480
23
,000
17
,010
32
9,97
5
414,
465
T
otal
Rev
enue
s2,
767,
835
301,
589
13
7,04
5
2,
324,
665
5,53
1,13
4
EX
PE
ND
ITU
RE
SC
urre
nt:
Gen
eral
Gov
ernm
ent
402,
598
1,
800
2,16
1
1,90
2
40
8,46
1
Pub
lic S
afet
y1,
636,
214
-
-
41
7,90
7
2,05
4,12
1
P
ublic
Wor
ks81
1,36
1
-
-
12
7,45
7
938,
818
H
ealth
and
Hum
an S
ervi
ces
36,1
10
-
-
10
7,84
5
143,
955
C
ultu
re, R
ecre
atio
n an
d E
duca
tion
283,
838
-
-
313,
659
59
7,49
7
Con
serv
atio
n an
d D
evel
opm
ent
88,2
43
-
-
13
,840
10
2,08
3
Cap
ital
Out
lay
-
-
617
533,
892
53
4,50
9
Pri
ncip
al R
epay
men
t-
3,
258,
147
-
-
3,
258,
147
Int
eres
t Exp
ense
-
214,
130
-
47,9
86
262,
116
T
otal
Exp
endi
ture
s3,
258,
364
3,47
4,07
7
2,
778
1,
564,
488
8,29
9,70
7
E
xces
s (D
efic
ienc
y) o
f R
even
ues
Ove
r E
xpen
ditu
res
(490
,529
)
(3
,172
,488
)
134,
267
760,
177
(2
,768
,573
)
OT
HE
R F
INA
NC
ING
SO
UR
CE
S (
US
ES
)P
roce
eds
from
Lon
g-T
erm
Deb
t-
-
-
968,
920
96
8,92
0
Ref
undi
ng B
onds
Iss
ued
-
-
895,
000
960,
000
1,
855,
000
Wri
te-o
ff o
f in
tere
st o
n ad
vanc
es-
-
81
5,32
8
-
81
5,32
8
Tra
nsfe
rs I
n41
4,37
9
3,24
8,47
7
-
-
3,66
2,85
6
T
rans
fers
Out
-
-
(1,0
43,0
54)
(2
,205
,423
)
(3,2
48,4
77)
T
otal
Oth
er F
inan
cing
Sou
rces
and
Use
s41
4,37
9
3,24
8,47
7
66
7,27
4
(2
76,5
03)
4,05
3,62
7
Net
Cha
nge
in F
und
Bal
ance
s(7
6,15
0)
75,9
89
801,
541
483,
674
1,
285,
054
Fund
Bal
ance
s (D
efic
its)
- B
egin
ning
2,
106,
092
109,
923
(2
,325
,611
)
1,06
8,80
5
95
9,20
9
Fund
Bal
ance
s (D
efic
its)
- E
ndin
g2,
029,
942
$
185,
912
$
(1
,524
,070
)$
1,55
2,47
9$
2,
244,
263
$
See
acc
ompa
nyin
g no
tes
to th
e ba
sic
fina
ncia
l sta
tem
ents
.
5
A-15
City of Evansville, Wisconsin
Reconciliation of the Statement of Revenues, Expenditures, and Changes in Fund Balances of Governmental Funds to the Statement of Activities
For the Year Ended December 31, 2017
Net change in fund balances - total governmental funds: 1,285,054$
Amounts reported for Governmental Activities in the Statement of Activities are different because:
The acquisition of capital assets are reported in the governmental funds as expenditures. However, for governmental activities those costs are shown in the statement of Net Position and allocated over their estimated useful lives as annual depreciation expenses in the statement of activities. Capital outlay reported in governmental fund statements 392,873 Loss on disposal (17,077) Depreciation expenses reported in the statement of activities (615,951)
Amount by which capital outlays are greater (less) than depreciation in the current period. (240,155)
Compensated absences are reported in the governmental funds as an expenditure when paid, but are reported as a liability in long-term debt in the statement of Net Position when incurred. Amount by which the compensated abscences liability decreased 15,544
Governmental funds report bond proceeds as current financial resources. In contrast, the Statement of Activities treats such issuance of debt as a liability. Governmental funds report repayment of bond principal as an expenditure. In contrast, the Statement of Activities treats such repayments as a reduction in long-term liabilities. This is the amount by which repayments exceeded proceeds. Debt proceeds for the year (2,822,920) The amount of long-term debt principal payments in the current year is: 3,304,355
In governmental funds, interest payments on outstanding debt are reported as an expenditure when paid. In the statement of activities, interest is reported as incurred.
Interest accrual change 19,030
In governmental funds, revenues are reported when measurable and available. In the statements of activities, revenue is reported when earned.
Special assessments revenue accrued in previous years on government-wide (65,371) Developer revenue accrued on government-wide but not on the fund financials 9,312
Pension expense reported in the governmental funds represents current year required contributions into the defined benefit pension plan. Pension expense in the Statement of Activities is actuarially determined by the defined benefit pension plan as the difference between the net pension asset from the prior year to the current year, with some adjustments. (99,623)
Change in Net Position of governmental activities 1,405,226$
See accompanying notes to the basic financial statements.
A-16
Electric and Water Sewer Total
ASSETSCurrent Assets:
Cash and Cash Equivalents 1,145,421$ 61,593$ 1,207,014$
ReceivablesTaxes 27,770 - 27,770 Special Assessments 1,788 - 1,788Accounts 1,425,413 - 1,425,413
Due from Other Funds 43,078 - 43,078 Inventories 212,052 - 212,052 Prepaid Expenses 16,633 3,926 20,559
Total Current Assets 2,872,155 65,519 2,937,674
Restricted:Restricted Cash and Cash Equivalents 1,440,336 801,370 2,241,706
Total Restricted Assets 1,440,336 801,370 2,241,706
Capital Assets:Land and Improvements 76,448 94,914 171,362 Construction Work in Progress 589,178 223,951 813,129 Other Capital Assets 28,674,306 16,597,021 45,271,327
Less Accumulated Depreciation (11,677,222) (4,957,513) (16,634,735) Net Capital Assets 17,662,710 11,958,373 29,621,083
Noncurrent AssetsAdvances Receivable 838,799 92,413 931,212 Other Deferred Debits 176,585 - 176,585
Total Noncurrent Assets 1,015,384 92,413 1,107,797
Total Assets 22,990,585 12,917,675 35,908,260
DEFERRED OUTFLOWS OF RESOURCESDeferred Pension Outflows 258,656 52,031 310,687
Total Deferred Outflows of Resources 258,656 52,031 310,687 TOTAL ASSETS AND DEFERRED OUTFLOWS OF RESOURCES 23,249,241$ 12,969,706$ 36,218,947$
December 31, 2017
City of Evansville, Wisconsin
Statement of Net PositionProprietary Funds
Enterprise Funds
See accompanying notes to the basic financial statements.
A-17
Electric and Water Sewer Total
LIABILITIESCurrent Liabilities:
Accounts Payable 481,058$ 26,892$ 507,950$ Accrued Liabilities 149,733 19,378 169,111 Due to Other Funds - 43,078 43,078 Compensated Absences 26,171 - 26,171 Bonds and Notes Payable 755,441 289,665 1,045,106
Total Current Liabilities 1,412,403 379,013 1,791,416
Non-Current Liabilities:Long-Term Debt
Bonds and Notes Payable 7,038,083 3,116,235 10,154,318 Total Long-Term Debt 7,038,083 3,116,235 10,154,318
Other LiabilitiesCompensated Absences 72,248 - 72,248 Net Pension Liability 33,370 6,713 40,083
Total Other Liabilities 105,618 6,713 112,331 Total Non-Current Liabilities 7,143,701 3,122,948 10,266,649
Total Liabilities 8,556,104 3,501,961 12,058,065
DEFERRED INFLOWS OF RESOURCES 497,616 130,195 627,811
NET POSITION Net Investment in Capital Assets 10,593,963 8,552,473 19,146,436 Restricted Assets 545,336 801,370 1,346,706 Unrestricted 3,056,222 (16,293) 3,039,929
Total Net Position 14,195,521 9,337,550 23,533,071
TOTAL LIABILITIES, DEFERRED INFLOWS OF RESOURCES, & NET POSITION 23,249,241$ 12,969,706$ 36,218,947$
December 31, 2017
City of Evansville, Wisconsin
Statement of Net PositionProprietary Funds
Enterprise Funds
See accompanying notes to the basic financial statements.
A-18
City of Evansville, Wisconsin
Statement of Revenues, Expenses and Changes in Fund Net PositionProprietary Funds
For the Year Ended December 31, 2017
Electric and Water Sewer TotalOPERATING REVENUESCharges for Services 8,804,194$ 842,836$ 9,647,030$ Other Operating Revenues 57,221 26,845 84,066
Total Operating Revenues 8,861,415 869,681 9,731,096
OPERATING EXPENSESOperation and Maintenance 7,273,462 393,740 7,667,202 Depreciation 835,951 403,820 1,239,771
Total Operating Expenses 8,109,413 797,560 8,906,973 Operating Income (Loss) 752,002 72,121 824,123
NON-OPERATING REVENUES (EXPENSES)Interest and Investment Revenue 24,688 9,799 34,487 Miscellaneous Non-Operating Revenue 29,454 1,166 30,620 Interest Expense (157,646) (87,214) (244,860) Miscellaneous Non-Operating Expenses (387,343) (135,564) (522,907) Net Amortization Revenue (Expense) 6,814 - 6,814
Total Non-Operating Revenue (Expenses) (484,033) (211,813) (695,846)
Income (Loss) Before Contributions and Transfers 267,969 (139,692) 128,277
Capital Contributions 67,904 59,872 127,776 Transfers Out (414,379) - (414,379)
Change in Net Position (78,506) (79,820) (158,326)
Total Net Position - Beginning 14,274,027 9,417,370 23,691,397 Total Net Position - Ending 14,195,521$ 9,337,550$ 23,533,071$
Enterprise Funds
See accompanying notes to the basic financial statements.
A-19
Electric &Water Sewer
Cash Flows From Operating Activities:
Receipts from customers 8,825,794$ 869,681$ Payments to suppliers (6,253,423) (252,484) Payments to employees (959,857) (186,408)
Net cash provided (used) by operating activities 1,198,135 430,789
Cash Flows From Capital and Related Financing Activities:Acquisition and construction of plant assets (1,134,208) (168,905) Principal payments on long-term debt (750,441) (278,541) Deferred charges 52,678 - Interest and fiscal charges (157,646) (88,870) Connection fees - 59,872 Contributions for plant 59,400 -
Net cash provided (used) for capital and related financing activities (1,930,217) (476,444)
Cash Flows From Investing Activities:Interest on investments 24,688 9,799
Net cash provided (used) for investing activities 24,688 9,799
Net increase (decrease) in cash and equivalents (707,394) (35,856)
Cash and equivalents - beginning of year 3,293,151 898,819 Cash and equivalents - end of year 2,585,757$ 862,963$
City of Evansville, Wisconsin
Statement of Cash FlowsProprietary Funds
For the Year Ended December 31, 2017
See accompanying notes to the basic financial statements.
A-20
Electric &Water Sewer
Reconciliation of operating income (loss) to net cashprovided (used) by operating activitiesOperating income (loss) 752,002$ 72,121$ Adjustments to reconcile operating income (loss) to net cash provided (used) by operating activities:
Non-Operating Revenues 29,454 1,165 Amortization - (19,800) Depreciation 835,951 403,820 Joint meter allocation 18,258 (18,258)
Due to/from other funds (8,922) 8,922 Prepaids (2,558) 352 Accounts payable (72,545) 879 Other Accrued liabilities 96,307 (28,462)
Net cash provided (used) by operating activities 1,198,135$ 430,789$
Reconciliation of cash and cash equivalents to balance sheet accounts
Cash and investments 1,145,421$ 61,593$ Restricted assets 1,440,336 801,370
Total Cash and Investments 2,585,757 862,963 Cash and cash equivalents- End of year 2,585,757$ 862,963$
City of Evansville, Wisconsin
Statement of Cash FlowsProprietary Funds
For the Year Ended December 31, 2017
See accompanying notes to the basic financial statements.
A-21
City of Evansville, Wisconsin
Statement of Fiduciary Net PositionFiduciary Funds
December 31, 2017
Tax AgencyASSETSCash and Cash Equivalents $ 2,696,232 Receivables:
Taxes Receivable 4,151,657 Total Assets $ 6,847,889
LIABILITIES Due to Other Governments $ 6,847,889
Total Liabilities $ 6,847,889
See accompanying notes to the basic financial statements.
A-22
A-23
A-24
A-25
A-26
A-27
A-28
A-29
A-30
A-31
A-32
A-33
A-34
A-35
A-36
Plan
des
crip
tion.
Vesti
ng.
Bene
fits p
rovi
ded.
Post-
Retir
emen
t Adj
ustm
ents
Cont
ribut
ions
Pens
ion
Liab
ilitie
s, Pe
nsio
n Ex
pens
e, a
nd D
efer
red
Out
flows
of
Reso
urce
s an
d D
efer
red
Inflo
ws o
f Re
sour
ces R
elat
ed to
Pen
sions
A-37
Actu
aria
l as
sum
ptio
ns.
* N
o po
st-r
etir
emen
t adj
ustm
ent i
s gu
aran
teed
. Act
ual a
djus
tmen
ts ar
e ba
sed
on r
ecog
nize
d in
vest
men
t re
turn
, act
uari
al e
xper
ienc
e an
d ot
her
fact
ors.
2.1
% i
s th
e as
sum
ed a
nnua
l ad
just
men
t ba
sed
on t
he
inve
stm
ent r
etur
n as
sum
ptio
n an
d th
e po
st-r
etir
emen
t dis
coun
t rat
e.
Long
-term
exp
ecte
d Re
turn
on
Plan
Ass
ets.
A-38
Sing
le D
iscou
nt ra
te.
Sens
itivi
ty o
f the
City
’s p
ropo
rtion
ate
shar
e of
the
net p
ensio
n lia
bilit
y (a
sset
) to
chan
ges i
n th
e di
scou
nt
rate
.
Pens
ion
plan
fidu
ciar
y ne
t pos
ition
.
A-39
A-40
A-41
Cha
nges
of b
enef
it te
rms.
Cha
nges
of
assu
mpt
ions
.
A-42
Cit
y of
Eva
nsv
ille,
Wis
con
sin
Non
-Maj
or F
un
dsC
ombi
nin
g B
alan
ce S
hee
t D
ecem
ber
31, 2
017
EM
SL
ibra
ryC
emet
ery
Tou
rism
C
omm
issi
onS
torm
wat
erC
apit
al
Pro
ject
sT
IF 6
TIF
7T
IF 8
Non
-Maj
or
Fu
nds
AS
SE
TS
Cas
h an
d C
ash
Equ
ival
ents
298,
902
$
47
4,64
4$
88,3
09$
38
,181
$
335,
575
$
13
5,30
3$
32,8
07$
48
,074
$
148,
401
$
1,
600,
196
$
Rec
eiva
bles
:T
axes
102,
480
25
5,59
8
71,7
04
- -
159,
900
67
,596
52,8
17
77
,874
78
7,96
9
Spe
cial
Ass
essm
ents
- -
- -
- -
- 27
,513
- 27
,513
A
ccou
nts
30,9
42
- -
- -
--
- -
30,9
42
Pre
paid
Exp
ense
s5,
687
53
8
1,50
9
- 1,
048
-
- -
- 8,
782
T
otal
Ass
ets
438,
011
$
73
0,78
0$
161,
522
$
38
,181
$
336,
623
$
29
5,20
3$
10
0,40
3$
12
8,40
4$
22
6,27
5$
2,45
5,40
2$
LIA
BIL
ITIE
S, D
EF
ER
RE
D I
NF
LO
WS,
AN
D F
UN
D B
AL
AN
CE
S
Lia
bilit
ies:
Acc
ount
s P
ayab
le9,
503
$
1,72
0$
38
3$
-
$
1,09
8$
30
,739
$
-$
-
$
-$
43
,443
$
Acc
rued
Lia
bilit
ies
4,97
5
5,67
5
2,03
5
- 1,
498
-
- -
- 14
,183
S
hort
-Ter
m D
ebt O
blig
atio
ns-
- -
- -
- -
- -
Adv
ance
s P
ayab
le30
,083
-
- -
27,2
45
- -
- -
57,3
28
Tot
al L
iabi
litie
s44
,561
7,
395
2,
418
-
29,8
41
30,7
39
- -
- 11
4,95
4
Def
erre
d In
flow
s of
Res
ourc
es10
2,48
0
255,
598
71
,704
-
- 15
9,90
0
67,5
96
52
,817
77,8
74
787,
969
Fund
Bal
ance
:
Non
spen
dabl
e5,
687
53
8
1,50
9
- 1,
048
-
- -
- 8,
782
R
estr
icte
d-
- -
38,1
81
- -
32,8
07
75
,587
148,
401
29
4,97
6
Com
mitt
ed28
5,28
3
467,
249
85
,891
-
305,
734
-
- -
- 1,
144,
157
Ass
igne
d-
- -
104,
564
- -
- 10
4,56
4
Tot
al F
und
Bal
ance
290,
970
46
7,78
7
87,4
00
38,1
81
306,
782
10
4,56
4
32
,807
75,5
87
14
8,40
1
1,55
2,47
9
T
otal
Lia
bilit
ies,
Def
erre
d In
flow
s, a
nd F
und
Bal
ance
s43
8,01
1$
730,
780
$
16
1,52
2$
38,1
81$
33
6,62
3$
295,
203
$
100,
403
$
128,
404
$
226,
275
$
2,
455,
402
$
Spe
cial
Rev
enu
e F
un
dsC
apit
al P
roje
cts
Fu
nds
51
A-43
Com
bini
ng S
tate
men
t of
Rev
enue
s, E
xpen
ditu
res
and
Cha
nges
in F
und
Bal
ance
s
EM
SL
ibra
ryC
emet
ery
Tou
rism
C
omm
issi
onSt
orm
wat
erC
apit
al
Pro
ject
sT
IF 6
TIF
7T
IF 8
Non
-Maj
or F
unds
RE
VE
NU
ES
Prop
erty
Tax
es10
2,48
0$
24
1,71
6$
77
,344
$
-
$
-$
26
5,75
0$
66,6
70$
55,2
93$
75,6
32$
884,
885
$
Oth
er T
axes
-
-
-
22
,564
-
-
-
22,5
64
Spec
ial A
sses
smen
t Rev
enue
-
-
-
-
-
-
30
5,00
0
26
,203
-
331,
203
Inte
rgov
ernm
enta
l61
,820
56,9
69
-
-
-
48
,131
522
3,52
8
1,55
1
172,
521
Publ
ic C
harg
es f
or S
ervi
ces
306,
123
23,0
90
27,0
25
-
21
4,85
3
-
-
-
-
571,
091
Inte
rest
Inc
ome
2,13
4
1,97
6
419
183
2,
337
984
919
1,99
3
1,48
1
12,4
26
Mis
cell
aneo
us I
ncom
e2,
495
26
6,26
8
4,
409
75
1,
006
42,4
96
9,
688
1,
500
2,
038
32
9,97
5
T
otal
Rev
enue
s47
5,05
2
59
0,01
9
10
9,19
7
22
,822
21
8,19
6
35
7,36
1
382,
799
88,5
17
80,7
02
2,32
4,66
5
EX
PE
ND
ITU
RE
SC
urre
nt:
Gen
eral
Gov
ernm
ent
-
-
-
-
-
-
1,
902
-
-
1,
902
P
ubli
c Sa
fety
417,
907
-
-
-
-
-
-
-
-
41
7,90
7
P
ubli
c W
orks
-
-
-
-
127,
457
-
-
-
-
12
7,45
7
H
ealt
h an
d H
uman
Ser
vice
s-
-
10
6,66
9
-
-
1,
176
-
-
-
107,
845
Cul
ture
, Rec
reat
ion
and
Edu
cati
on-
313,
659
-
-
-
-
-
-
-
313,
659
Con
serv
atio
n an
d D
evel
opm
ent
-
-
-
12
,299
-
1,54
1
-
-
-
13
,840
C
apit
al O
utla
y-
-
-
-
-
513,
323
30
5
10
,003
10
,261
53
3,89
2
D
ebt S
ervi
ce I
nter
est E
xpen
se1,
778
-
-
-
46,2
08
-
-
-
-
47
,986
T
otal
Exp
endi
ture
s41
9,68
5
31
3,65
9
10
6,66
9
12
,299
17
3,66
5
51
6,04
0
2,20
7
10,0
03
10,2
61
1,56
4,48
8
Exc
ess
(Def
icie
ncy)
of
Rev
enue
s O
ver
Exp
endi
ture
s55
,367
276,
360
2,52
8
10,5
23
44,5
31
(158
,679
)
380,
592
78,5
14
70,4
41
760,
177
OT
HE
R F
INA
NC
ING
SO
UR
CE
S (U
SES)
Proc
eeds
fro
m L
ong-
Ter
m D
ebt
-
-
-
-
-
25
0,00
0
269,
220
449,
700
-
96
8,92
0
R
efun
ding
Bon
ds I
ssue
d-
-
-
-
-
-
370,
000
590,
000
-
96
0,00
0
T
rans
fers
Out
-
-
-
-
-
-
(1
,044
,613
)
(1
,103
,042
)
(5
7,76
8)
(2
,205
,423
)
T
otal
Oth
er F
inan
cing
Sou
rces
and
Use
s-
-
-
-
-
250,
000
(4
05,3
93)
(6
3,34
2)
(5
7,76
8)
(2
76,5
03)
Net
Cha
nge
in F
und
Bal
ance
s55
,367
276,
360
2,52
8
10,5
23
44,5
31
91,3
21
(2
4,80
1)
15
,172
12
,673
48
3,67
4
Fund
Bal
ance
s (D
efic
it)-
Beg
inni
ng
235,
603
191,
427
84,8
72
27,6
58
262,
251
13,2
43
57
,608
60
,415
13
5,72
8
1,
068,
805
Fu
nd B
alan
ces
(Def
icit
) -
End
ing
290,
970
$
467,
787
$
87,4
00$
38,1
81$
306,
782
$
104,
564
$ 32
,807
$
75
,587
$
14
8,40
1$
1,
552,
479
$
Cit
y of
Eva
nsvi
lle,
Wis
cons
in
Non
-Maj
or F
unds
For
the
Yea
r E
nded
Dec
embe
r 31
, 201
7
Spec
ial R
even
ue F
unds
Cap
ital
Pro
ject
s F
und
52
A-44
APPENDIX B
FORM OF LEGAL OPINION
(See following pages.)
B-1
QB\57351806.1
Quarles & Brady LLP 411 East Wisconsin Avenue
Milwaukee, WI 53202
June 6, 2019
Re: City of Evansville, Wisconsin ("Issuer") $1,660,000 Water and Electric System Revenue Bonds, Series 2019A, dated June 6, 2019 ("Bonds")
We have acted as bond counsel to the Issuer in connection with the issuance of the Bonds. In such capacity, we have examined such law and such certified proceedings, certifications, and other documents as we have deemed necessary to render this opinion.
Regarding questions of fact material to our opinion, we have relied on the certified proceedings and other certifications of public officials and others furnished to us without undertaking to verify the same by independent investigation.
The Bonds are issued pursuant to Section 66.0621, Wisconsin Statutes, and a resolution adopted by the Common Council of the Issuer on May 14, 2019 (the "Bond Resolution"). Pursuant to the Bond Resolution, the Bonds are issued on a parity with the Issuer's outstanding Water and Electric System Revenue Bonds, Series 2014A, dated July 2, 2014 and the Water and Electric System Revenue Bonds, Series 2016A, dated July 21, 2016 (collectively, the "Prior Bonds"). The Issuer covenanted in the Bond Resolution that revenues of the Water and Electric System (the "System") of the Issuer which are deposited in the Special Redemption Fund provided by the Bond Resolution (the "Revenues") shall at all times be sufficient to pay the principal of and interest on the Prior Bonds and the Bonds as the same falls due.
The Bonds are numbered from R-1 and upward; bear interest at the rates set forth below; and mature on May 1 of each year, in the years and principal amounts as follows:
Year Principal Amount Interest Rate
2020 $100,000 ___% 2021 100,000 ___ 2022 100,000 ___ 2023 150,000 ___ 2024 145,000 ___ 2025 155,000 ___ 2026 305,000 ___ 2027 310,000 ___ 2028 145,000 ___ 2029 150,000 ___
Interest is payable semi-annually on May 1 and November 1 of each year commencing on November 1, 2019.
B-2
QB\57351806.1
The Bonds maturing on May 1, 2027 and thereafter are subject to redemption prior to maturity, at the option of the Issuer, on May 1, 2026 or on any date thereafter. Said Bonds are redeemable as a whole or in part, and if in part, from maturities selected by the Issuer, and within each maturity by lot, at the principal amount thereof, plus accrued interest to the date of redemption.
[The Bonds maturing in the years _______________ are subject to mandatoryredemption by lot as provided in the Bond Resolution, at the redemption price of par plus
accrued interest to the date of redemption and without premium.]
We further certify that we have examined a sample of the Bonds and find the same to be in proper form.
Based upon and subject to the foregoing, it is our opinion under existing law that:
1. The Issuer is duly created and validly existing under the Constitution and laws ofthe State of Wisconsin with the power to adopt the Bond Resolution, perform the agreements on its part contained therein and issue the Bonds.
2. The Bond Resolution has been duly adopted by the Issuer and constitutes a validand binding obligation of the Issuer enforceable upon the Issuer.
3. The Bonds have been lawfully authorized and issued by the Issuer pursuant to thelaws of the State of Wisconsin now in force and are valid and binding special obligations of the Issuer in accordance with their terms payable solely from the Revenues of the System. The Bonds, together with interest thereon, do not constitute an indebtedness of the Issuer nor a charge against its general credit or taxing power.
4. The interest on the Bonds is excludable for federal income tax purposes from thegross income of the owners of the Bonds. The interest on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed by Section 55 of the Internal Revenue Code of 1986, as amended (the "Code") on individuals. The Code contains requirements that must be satisfied subsequent to the issuance of the Bonds in order for interest on the Bonds to be or continue to be excludable from gross income for federal income tax purposes. Failure to comply with certain of those requirements could cause the interest on the Bonds to be included in gross income retroactively to the date of issuance of the Bonds. The Issuer has agreed to comply with all of those requirements. The opinion set forth in the first sentence of this paragraph is subject to the condition that the Issuer comply with those requirements. We express no opinion regarding other federal tax consequences arising with respect to the Bonds.
We express no opinion regarding the accuracy, adequacy, or completeness of the Official Statement or any other offering material relating to the Bonds. Further, we express no opinion regarding tax consequences arising with respect to the Bonds other than as expressly set forth herein.
B-3
QB\57351806.1
We express no opinion regarding the creation, perfection or priority of any security interest in the Revenues or other funds created by the Bond Resolution or on the sufficiency of the Revenues.
The rights of the owners of the Bonds and the enforceability thereof may be subject to bankruptcy, insolvency, reorganization, moratorium and similar laws affecting creditors' rights and may be subject to the exercise of judicial discretion in accordance with general principles of equity, whether considered at law or in equity.
This opinion is given as of the date hereof, and we assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that may hereafter come to our attention, or any changes in law that may hereafter occur.
QUARLES & BRADY LLP
B-4
APPENDIX C
BOOK-ENTRY-ONLY SYSTEM
1. The Depository Trust Company ("DTC"), New York, New York, will act as securities depository for the securities(the "Securities"). The Securities will be issued as fully-registered securities registered in the name of Cede & Co.(DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered Security certificate will be issued for [each issue of] the Securities, [each] in the aggregateprincipal amount of such issue, and will be deposited with DTC. [If, however, the aggregate principal amount of[any] issue exceeds $500 million, one certificate will be issued with respect to each $500 million of principalamount, and an additional certificate will be issued with respect to any remaining principal amount of such issue.]
2. DTC, the world's largest securities depository, is a limited-purpose trust company organized under the New York
Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of theFederal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code,and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues,corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC'sparticipants ("Direct Participants") deposit with DTC. DTC also facilitates the post-trade settlement among DirectParticipants of sales and other securities transactions in deposited securities, through electronic computerizedbook-entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physicalmovement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers anddealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-ownedsubsidiary 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 registeredclearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is alsoavailable to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, andclearing corporations that clear through or maintain a custodial relationship with a Direct Participant, eitherdirectly or indirectly ("Indirect Participants"). DTC has a Standard & Poor's rating of AA+. The DTC Rulesapplicable to its Participants are on file with the Securities and Exchange Commission. More information aboutDTC can be found at www.dtcc.com.
3. Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive
a credit for the Securities on DTC's records. The ownership interest of each actual purchaser of each Security("Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Ownerswill not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected toreceive written confirmations providing details of the transaction, as well as periodic statements of their holdings,from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfersof ownership interests in the Securities are to be accomplished by entries made on the books of Direct and IndirectParticipants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representingtheir ownership interests in Securities, except in the event that use of the book-entry system for the Securities isdiscontinued.
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 authorizedrepresentative of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. orsuch other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actualBeneficial Owners of the Securities; DTC's records reflect only the identity of the Direct Participants to whoseaccounts such Securities are credited, which may or may not be the Beneficial Owners. The Direct and IndirectParticipants will remain responsible for keeping account of their holdings on behalf of their customers.
C-1
5. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to IndirectParticipants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed byarrangements among them, subject to any statutory or regulatory requirements as may be in effect from time totime. [Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them ofnotices of significant events with respect to the Securities, such as redemptions, tenders, defaults, and proposedamendments to the Security documents. For example, Beneficial Owners of Securities may wish to ascertain thatthe 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 requestthat copies of notices be provided directly to them.]
6. 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 beredeemed.
7. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to Securities unless
authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, DTCmails an Omnibus Proxy to City as soon as possible after the record date. The Omnibus Proxy assigns Cede &Co.'s consenting or voting rights to those Direct Participants to whose accounts Securities are credited on therecord date (identified in a listing attached to the Omnibus Proxy).
8. Redemption proceeds, distributions, and dividend payments on the Securities will be made to Cede & Co., or such
other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit DirectParticipants' accounts upon DTC's receipt of funds and corresponding detail information from the City or Agent,on payable date in accordance with their respective holdings shown on DTC's records. Payments by Participantsto Beneficial Owners will 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 theresponsibility of such Participant and not of DTC, Agent, or the City, subject to any statutory or regulatoryrequirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividendpayments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) isthe responsibility of the City or Agent, disbursement of such payments to Direct Participants will be theresponsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility ofDirect and Indirect Participants.
9. A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through its Participant,
to [Tender/Remarketing] Agent, and shall effect delivery of such Securities by causing the Direct Participant totransfer the Participant's interest in the Securities, on DTC's records, to [Tender/Remarketing] Agent. Therequirement for physical delivery of Securities in connection with an optional tender or a mandatory purchase willbe deemed satisfied when the ownership rights in the Securities are transferred by Direct Participants on DTC'srecords and followed by a book-entry credit of tendered Securities to [Tender/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 City or Agent. Under such circumstances, in the event that a successor depository is notobtained, 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 depository). In that event, Security certificates will be printed and delivered to DTC. 12. The information in this section concerning DTC and DTC's book-entry system has been obtained from sources
that the City believes to be reliable, but the City takes no responsibility for the accuracy thereof.
C-2
APPENDIX D
FORM OF CONTINUING DISCLOSURE CERTIFICATE
(See following pages.)
D-1
QB\57351822.1
CONTINUING DISCLOSURE CERTIFICATE This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed and
delivered by the City of Evansville, Rock County, Wisconsin (the "Issuer") in connection with the issuance of $1,660,000 Water and Electric System Revenue Bonds, Series 2019A, dated June 6, 2019 (the "Securities"). The Securities are being issued pursuant to a resolution adopted on May 14, 2019 (the "Resolution") and delivered to _____________________________ (the "Purchaser") on the date hereof. Pursuant to the Resolution, the Issuer has covenanted and agreed to provide continuing disclosure of certain financial information and operating data and timely notices of the occurrence of certain events. In addition, the Issuer hereby specifically covenants and agrees as follows:
Section 1(a). Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Issuer for the benefit of the holders of the Securities in order to assist the Participating Underwriters within the meaning of the Rule (defined herein) in complying with SEC Rule 15c2-12(b)(5). References in this Disclosure Certificate to holders of the Securities shall include the beneficial owners of the Securities. This Disclosure Certificate constitutes the written Undertaking required by the Rule.
Section 1(b). Filing Requirements. Any filing under this Disclosure Certificate must be
made solely by transmitting such filing to the MSRB (defined herein) through the Electronic Municipal Market Access ("EMMA") System at www.emma.msrb.org in the format prescribed by the MSRB. All documents provided to the MSRB shall be accompanied by the identifying information prescribed by the MSRB.
Section 2. Definitions. In addition to the defined terms 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 Report" means any annual report provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate.
"Audited Financial Statements" means the Issuer's annual financial statements, which are
currently prepared in accordance with generally accepted accounting principles (GAAP) for governmental units as prescribed by the Governmental Accounting Standards Board (GASB) and which the Issuer intends to continue to prepare in substantially the same form.
"Final Official Statement" means the Final Official Statement dated May 15, 2019 delivered in connection with the Securities, which is available from the MSRB. "Financial Obligation" means a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) guarantee of (i) or (ii). The term Financial Obligation shall not include municipal securities as to which a final official statement has been provided to the MSRB consistent with the Rule.
D-2
QB\57351822.1
"Fiscal Year" means the fiscal year of the Issuer.
"Governing Body" means the Common Council of the Issuer or such other body as may hereafter be the chief legislative body of the Issuer.
"Issuer" means the City of Evansville, Rock County, Wisconsin, which is the obligated person with respect to the Securities.
"Issuer Contact" means the City Administrator of the Issuer who can be contacted at 31 S. Madison Street, Evansville, Wisconsin 53536, phone (608) 882-2266, fax (608) 882-2282.
"Listed Event" means any of the events listed in Section 5(a) of this Disclosure Certificate.
"MSRB" means the Municipal Securities Rulemaking Board.
"Participating Underwriter" means any of the original underwriter(s) of the Securities (including the Purchaser) required to comply with the Rule in connection with the offering of the Securities.
"Rule" means SEC Rule 15c2-12(b)(5) promulgated by the SEC under the Securities Exchange Act of 1934, as the same may be amended from time to time, and official interpretations thereof.
"SEC" means the Securities and Exchange Commission.
Section 3. Provision of Annual Report and Audited Financial Statements.
(a) The Issuer shall, not later than 365 days after the end of the Fiscal Year,commencing with the year ended December 31, 2018, provide the MSRB with an Annual Report filed in accordance with Section 1(b) of this Disclosure Certificate and which is consistent with the requirements of Section 4 of this Disclosure Certificate. The Annual Report may be submitted as a single document or as separate documents comprising a package, and may cross-reference other information as provided in Section 4 of this Disclosure Certificate; provided that the Audited Financial Statements of the Issuer may be submitted separately from the balance of the Annual Report and that, if Audited Financial Statements are not available within 365 days after the end of the Fiscal Year, unaudited financial information will be provided, and Audited Financial Statements will be submitted to the MSRB when and if available.
(b) If the Issuer is unable or fails to provide to the MSRB an Annual Report by thedate required in subsection (a), the Issuer shall send in a timely manner a notice of that fact to the MSRB in the format prescribed by the MSRB, as described in Section 1(b) of this Disclosure Certificate.
Section 4. Content of Annual Report. The Issuer's Annual Report shall contain or incorporate by reference the Audited Financial Statements and updates of the following sections
D-3
QB\57351822.1
of the Final Official Statement to the extent such financial information and operating data are not included in the Audited Financial Statements:
1. DEBT - Direct Debt 2. DEBT - Debt Limit 3. VALUATIONS - Current Property Valuations 4. THE BONDS - Description of the Water and Electric Systems Any or all of the items listed above may be incorporated by reference from other
documents, including official statements of debt issues of the Issuer or related public entities, which are available to the public on the MSRB’s Internet website or filed with the SEC. The Issuer shall clearly identify each such other document so incorporated by reference.
Section 5. Reporting of Listed Events. (a) This Section 5 shall govern the giving of notices of the occurrence of any of the
following events with respect to the Securities: 1. Principal and interest payment delinquencies; 2. Non-payment related defaults, if material; 3. Unscheduled draws on debt service reserves reflecting financial difficulties; 4. Unscheduled draws on credit enhancements reflecting financial difficulties; 5. Substitution of credit or liquidity providers, or their failure to perform; 6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed
or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the Securities, or other material events affecting the tax status of the Securities;
7. Modification to rights of holders of the Securities, if material; 8. Securities calls, if material, and tender offers; 9. Defeasances; 10. Release, substitution or sale of property securing repayment of the Securities, if
material; 11. Rating changes; 12. Bankruptcy, insolvency, receivership or similar event of the Issuer;
D-4
QB\57351822.1
13. The consummation of a merger, consolidation, or acquisition involving the Issuer or the sale of all or substantially all of the assets of the Issuer, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material;
14. Appointment of a successor or additional trustee or the change of name of a
trustee, if material; 15. Incurrence of a Financial Obligation of the Issuer, if material, or agreement to
covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the Issuer, any of which affect holders of the Securities, if material; and
16. Default, event of acceleration, termination event, modification of terms, or other
similar events under the terms of the Financial Obligation of the Issuer, any of which reflect financial difficulties.
For the purposes of the event identified in subsection (a)12. above, the event is
considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for the Issuer in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Issuer, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Issuer.
(b) When a Listed Event occurs, the Issuer shall, in a timely manner not in excess of
ten business days after the occurrence of the Listed Event, file a notice of such occurrence with the MSRB. Notwithstanding the foregoing, notice of Listed Events described in subsections (a) (8) and (9) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to holders of affected Securities pursuant to the Resolution.
(c) Unless otherwise required by law, the Issuer shall submit the information in the
format prescribed by the MSRB, as described in Section 1(b) of this Disclosure Certificate.
Section 6. Termination of Reporting Obligation. The Issuer's obligations under the Resolution and this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all the Securities.
Section 7. Issuer Contact; Agent. Information may be obtained from the Issuer Contact.
Additionally, the Issuer may, from time to time, appoint or engage a dissemination agent to assist it in carrying out its obligations under the Resolution and this Disclosure Certificate, and may discharge any such agent, with or without appointing a successor dissemination agent.
D-5
QB\57351822.1
Section 8. Amendment; Waiver. Notwithstanding any other provision of the Resolution
or this Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, if the following conditions are met:
(a)(i) The amendment or waiver is made in connection with a change in circumstances
that arises from a change in legal requirements, change in law, or change in the identity, nature, or status of the Issuer, or the type of business conducted; or
(ii) This Disclosure Certificate, as amended or waived, would have complied with the
requirements of the Rule at the time of the primary offering, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and
(b) The amendment or waiver does not materially impair the interests of beneficial
owners of the Securities, as determined and certified to the Issuer by an underwriter, financial advisor, bond counsel or trustee.
In the event this Disclosure Certificate is amended for any reason other than to cure any
ambiguities, inconsistencies, or typographical errors that may be contained herein, the Issuer agrees the next Annual Report it submits after such amendment shall include an explanation of the reasons for the amendment and the impact of the change, if any, on the type of financial statements or operating data being provided.
If the amendment concerns the accounting principles to be followed in preparing
financial statements, then the Issuer agrees that it will give an event notice and that the next Annual Report it submits after such amendment will include a comparison between financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles.
Section 9. Additional Information. Nothing in this Disclosure Certificate shall be
deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the Issuer chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the Issuer shall have no obligation under this Disclosure Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event.
Section 10. Default. (a) Except as described in the Final Official Statement, in the
previous five years, the Issuer has not failed to comply in all material respects with any previous undertakings under the Rule to provide annual reports or notices of events.
(b) In the event of a failure of the Issuer to comply with any provision of this
Disclosure Certificate any holder of the Securities may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the
D-6
QB\57351822.1
Issuer to comply with its obligations under the Resolution and this Disclosure Certificate. A default under this Disclosure Certificate shall not be deemed an event of default with respect to the Securities 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. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of
the Issuer, the Participating Underwriters and holders from time to time of the Securities, and shall create no rights in any other person or entity.
IN WITNESS WHEREOF, we have executed this Certificate in our official capacities
effective the 6th day of June, 2019. _____________________________
William C. Hurtley Mayor
(SEAL) _____________________________ Judy L. Walton City Clerk/Treasurer
D-7
APPENDIX E
NOTICE OF SALE
$1,660,000* WATER AND ELECTRIC SYSTEM REVENUE BONDS, SERIES 2019ACITY OF EVANSVILLE, WISCONSIN
Bids for the purchase of $1,660,000* Water and Electric System Revenue Bonds, Series 2019A (the "Bonds") of theCity of Evansville, Wisconsin (the "City") will be received at the offices of Ehlers and Associates, Inc. ("Ehlers"),3060 Centre Pointe Drive, Roseville, Minnesota 55113-1105, Municipal Advisors to the City, until 11:00 A.M.,Central Time, and ELECTRONIC PROPOSALS will be received via PARITY, in the manner described below,until 11:00 A.M. Central Time, on May 14, 2019, at which time they will be opened, read and tabulated. The bidswill be presented to the Common Council for consideration for award by resolution at a meeting to be held at 6:30P.M., Central Time, on the same date. The bid offering to purchase the Bonds upon the terms specified herein andmost favorable to the City will be accepted unless all bids are rejected.
PURPOSE
The Bonds are being issued pursuant to Section 66.0621, Wisconsin Statutes, to provide funds for the public purposeof financing improvements and extensions to the City’s Water and Electric Systems (the "Water and ElectricSystems") and current refunding certain outstanding obligations of the City as more fully described herein. The Bondsare not general obligations of the City but are payable only from and secured by a pledge of Net Revenues (as definedherein) of the Water and Electric Systems. The Bonds are being issued on a parity with the City's outstanding Waterand Electric System Revenue Bonds, Series 2014A, dated July 2, 2014 and the Water and Electric System RevenueBonds, Series 2016A, dated July 21, 2016.
DATES AND MATURITIES
The Bonds will be dated June 6, 2019, will be issued as fully registered Bonds in the denomination of $5,000 each,or any integral multiple thereof, and will mature on May 1 as follows:
Year Amount* Year Amount* Year Amount*
2020 $100,000 2024 $145,000 2028 $145,000
2021 100,000 2025 155,000 2029 150,000
2022 100,000 2026 305,000
2023 150,000 2027 310,000
ADJUSTMENT OPTION
* The City reserves the right to increase or decrease the principal amount of the Bonds on the day of sale, inincrements of $5,000 each. Increases or decreases may be made in any maturity. If any principal amounts areadjusted, the purchase price proposed will be adjusted to maintain the same gross spread per $1,000.
TERM BOND OPTION
Bids for the Bonds may contain a maturity schedule providing for any combination of serial bonds and term bonds,subject to mandatory redemption, so long as the amount of principal maturing or subject to mandatory redemptionin each year conforms to the maturity schedule set forth above. All dates are inclusive.
E-1
INTEREST PAYMENT DATES AND RATES
Interest will be payable on May 1 and November 1 of each year, commencing November 1, 2019, to the registeredowners of the Bonds appearing of record in the bond register as of the close of business on the 15th day (whether ornot a business day) of the immediately preceding month. Interest will be computed upon the basis of a 360-day yearof twelve 30-day months and will be rounded pursuant to rules of the Municipal Securities Rulemaking Board. Therate for any maturity may not be more than 2.00% less than the rate for any preceding maturity. (Forexample, if a rate of 4.50% is proposed for the 2021 maturity, then the lowest rate that may be proposed forany later maturity is 2.50%.) All Bonds of the same maturity must bear interest from date of issue until paid at asingle, uniform rate. Each rate must be expressed in an integral multiple of 5/100 or 1/8 of 1%.
BOOK-ENTRY-ONLY FORMAT
Unless otherwise specified by the purchaser, the Bonds will be designated in the name of Cede & Co., as nomineefor The Depository Trust Company, New York, New York ("DTC"). DTC will act as securities depository for theBonds, and will be responsible for maintaining a book-entry system for recording the interests of its participants andthe transfers of interests between its participants. The participants will be responsible for maintaining recordsregarding the beneficial interests of the individual purchasers of the Bonds. So long as Cede & Co. is the registeredowner of the Bonds, all payments of principal and interest will be made to the depository which, in turn, will beobligated to remit such payments to its participants for subsequent disbursement to the beneficial owners of the Bonds.
PAYING AGENT
The City will select City officers or a bank or trust company to act as paying agent (the "Paying Agent"). If a bankor trust company is selected, the City will pay the charges for Paying Agent services. The City reserves the right toremove the Paying Agent and to appoint a successor.
OPTIONAL REDEMPTION
At the option of the City, the Bonds maturing on or after May 1, 2027 shall be subject to optional redemption priorto maturity on May 1, 2026 or any date thereafter, at a price of par plus accrued interest.
Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the selectionof the amounts and maturities of the Bonds to be redeemed shall be at the discretion of the City. If only part of theBonds having a common maturity date are called for redemption, then the City or Paying Agent, if any, will notifyDTC of the particular amount of such maturity to be redeemed. DTC will determine by lot the amount of eachparticipant's interest in such maturity to be redeemed and each participant will then select by lot the beneficialownership interest in such maturity to be redeemed.
Notice of such call shall be given by sending a notice by registered or certified mail, facsimile or electronictransmission, overnight delivery service or in any other manner required by DTC, not less than 30 days nor more than60 days prior to the date fixed for redemption to the registered owner of each Bond to be redeemed at the addressshown on the registration books.
DELIVERY
On or about June 6, 2019, the Bonds will be delivered without cost to the winning bidder at DTC. On the day ofclosing, the City will furnish to the winning bidder the opinion of bond counsel hereinafter described, an arbitragecertification, and certificates verifying that no litigation in any manner questioning the validity of the Bonds is thenpending or, to the best knowledge of officers of the City, threatened. Payment for the Bonds must be received by theCity at its designated depository on the date of closing in immediately available funds.
E-2
LEGAL MATTERS
An opinion as to the validity of the Bonds and the exemption from federal taxation of the interest thereon will befurnished by Quarles & Brady LLP, Bond Counsel to the City, and will be available at the time of delivery of theBonds. The legal opinion will be issued on the basis of existing law and will state that the Bonds are valid andbinding special obligations of the City; provided that the rights of the owners of the Bonds and the enforceability ofthe Bonds may be limited by bankruptcy, insolvency, reorganization, moratorium, and other similar laws affectingcreditors' rights and by equitable principles (which may be applied in either a legal or equitable proceeding). (See“FORM OF LEGAL OPINION” found in Appendix B of the Preliminary Official Statement.)
Quarles & Brady LLP has also been retained by the City to serve as Disclosure Counsel to the City with respect tothe Bonds. Although, as Disclosure Counsel to the City, Quarles & Brady LLP has assisted the City with certaindisclosure matters, Quarles & Brady LLP has not undertaken to independently verify the accuracy, completeness orsufficiency of this Official Statement or other offering material relating to the Bonds and assumes no responsibilitywhatsoever nor shall have any liability to any other party for the statements or information contained or incorporatedby reference in this Official Statement. Further, Quarles & Brady LLP makes no representation as to the suitabilityof the Bonds for any investor.
SUBMISSION OF BIDS
Bids must not be for less than $1,639,250 nor more than $1,759,600 plus accrued interest on the principal sum of$1,660,000 from date of original issue of the Bonds to date of delivery. Prior to the time established above for theopening of bids, interested parties may submit a bid as follows:
1) Electronically to [email protected]; or
2) Electronically via PARITY in accordance with this Notice of Sale until 11:00 A.M. Central Time, but no bidwill be received after the time for receiving bids specified above. To the extent any instructions or directionsset forth in PARITY conflict with this Notice of Sale, the terms of this Notice of Sale shall control. Forfurther information about PARITY, potential bidders may contact Ehlers or i-Deal LLC at 1359 Broadway,2nd Floor, New York, New York 10018, Telephone (212) 849-5021.
Bids must be submitted to Ehlers via one of the methods described above and must be received prior to the timeestablished above for the opening of bids. Each bid must be unconditional except as to legality. Neither the City norEhlers shall be responsible for any failure to receive a facsimile submission.
A good faith deposit ("Deposit") in the amount of $33,200 shall be made by the winning bidder by wire transferof funds. Such Deposit shall be received by Ehlers no later than two hours after the bid opening time. Wiretransfer instructions will be provided to the winning bidder by Ehlers after the tabulation of bids. The Cityreserves the right to award the Bonds to a winning bidder whose wire transfer is initiated but not received by such timeprovided that such winning bidder’s federal wire reference number has been received by such time. In the event theDeposit is not received as provided above, the City may award the Bonds to the bidder submitting the next best bidprovided such bidder agrees to such award. The Deposit will be retained by the City as liquidated damages if the bidis accepted and the Purchaser fails to comply therewith.
The City and the winning bidder who chooses to so wire the Deposit hereby agree irrevocably that Ehlers shall bethe escrow holder of the Deposit wired to such account subject only to these conditions and duties: 1) All incomeearned thereon shall be retained by the escrow holder as payment for its expenses; 2) If the bid is not accepted, Ehlersshall, at its expense, promptly return the Deposit amount to the winning bidder; 3) If the bid is accepted, the Depositshall be returned to the winning bidder at the closing; 4) Ehlers shall bear all costs of maintaining the escrow accountand returning the funds to the winning bidder; 5) Ehlers shall not be an insurer of the Deposit amount and shall haveno liability hereunder except if it willfully fails to perform or recklessly disregards, its duties specified herein; and6) FDIC insurance on deposits within the escrow account shall be limited to $250,000 per bidder.
E-3
No bid can be withdrawn after the time set for receiving bids unless the meeting of the City scheduled for award ofthe Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made.
AWARD
The Bonds will be awarded to the bidder offering the lowest interest rate to be determined on a True Interest Cost(TIC) basis. The City’s computation of the interest rate of each bid, in accordance with customary practice, will becontrolling. In the event of a tie, the sale of the Bonds will be awarded by lot. The City reserves the right to rejectany and all bids and to waive any informality in any bid.
BOND INSURANCE
If the Bonds are qualified for any bond insurance policy, the purchase of such policy shall be at the sole option andexpense of the winning bidder. Any cost for such insurance policy is to be paid by the winning bidder, except that,if the City requested and received a rating on the Bonds from a rating agency, the City will pay that rating fee. Anyrating agency fees not requested by the City are the responsibility of the winning bidder.
Failure of the municipal bond insurer to issue the policy after the Bonds are awarded to the winning bidder shall notconstitute cause for failure or refusal by the winning bidder to accept delivery of the Bonds.
CUSIP NUMBERS
The City will assume no obligation for the assignment or printing of CUSIP numbers on the Bonds or for thecorrectness of any numbers printed thereon, but will permit such numbers to be printed at the expense of the winningbidder, if the winning bidder waives any delay in delivery occasioned thereby.
QUALIFIED TAX-EXEMPT OBLIGATIONS
The City will designate the Bonds as qualified tax-exempt obligations for purposes of Section 265(b)(3) of the InternalRevenue Code of 1986, as amended.
CONTINUING DISCLOSURE
In order to assist the Underwriters in complying with the provisions of Rule 15c2-12 promulgated by the Securitiesand Exchange Commission under the Securities Exchange Act of 1934 the City will enter into an undertaking for thebenefit of the holders of the Bonds. A description of the details and terms of the undertaking is set forth in AppendixD of the Preliminary Official Statement.
NEW ISSUE PRICING
The winning bidder will be required to provide, in a timely manner, certain information necessary to compute theyield on the Bonds pursuant to the provisions of the Internal Revenue Code of 1986, as amended, and to provide acertificate which will be provided by Bond Counsel upon request.
(a) The winning bidder shall assist the City in establishing the issue price of the Bonds and shall execute anddeliver to the City at closing an "issue price" or similar certificate satisfactory to Bond Counsel setting forth thereasonably expected initial offering price to the public or the sales price or prices of the Bonds, together with thesupporting pricing wires or equivalent communications. All actions to be taken by the City under this Notice of Saleto establish the issue price of the Bonds may be taken on behalf of the City by the City’s municipal advisor identifiedherein and any notice or report to be provided to the City may be provided to the City’s municipal advisor.
E-4
(b) The City intends that the provisions of Treasury Regulation Section 1.148-1(f)(3)(i) (defining "competitivesale" for purposes of establishing the issue price of the Bonds) will apply to the initial sale of the Bonds (the"competitive sale requirements") because:
(1) The City shall disseminate this Notice of Sale to potential underwriters in a manner that is reasonablydesigned to reach potential investors;
(2) all bidders shall have an equal opportunity to bid;
(3) the City may receive bids from at least three underwriters of municipal bonds who have establishedindustry reputations for underwriting new issuances of municipal bonds; and
(4) the City anticipates awarding the sale of the Bonds to the bidder who submits a firm offer to purchasethe Bonds at the highest price (or lowest interest cost), as set forth in this Notice of Sale.
Any bid submitted pursuant to this Notice of Sale shall be considered a firm offer for the purchase of the Bonds, asspecified in this bid.
(c) If all of the requirements of a "competitive sale" are not satisfied, the City shall advise the winning bidderof such fact prior to the time of award of the sale of the Bonds to the bidder. In such event, any bid submitted willnot be subject to cancellation or withdrawal and the City agrees to use the rule selected by the bidder on its bid formto determine the issue price for the Bonds. On its bid form, each bidder must select one of the following two rulesfor determining the issue price of the Bonds: (1) the first price at which 10% of a maturity of the Bonds (the "10%test") is sold to the public as the issue price of that maturity or (2) the initial offering price to the public as of the saledate as the issue price of each maturity of the Bonds (the "hold-the-offering-price rule").
(d) If all of the requirements of a "competitive sale" are not satisfied and the bidder selects the hold-the-offering-price rule, the winning bidder shall (i) confirm that the underwriters have offered or will offer the Bonds to the publicon or before the date of award at the offering price or prices (the "initial offering price"), or at the corresponding yieldor yields, set forth in the bid submitted by the winning bidder and (ii) agree, on behalf of the underwriters participatingin the purchase of the Bonds, that the underwriters will neither offer nor sell unsold Bonds of any maturity to whichthe hold-the-offering-price rule shall apply to any person at a price that is higher than the initial offering price to thepublic during the period starting on the sale date and ending on the earlier of the following:
(1) the close of the fifth (5th) business day after the sale date; or
(2) the date on which the underwriters have sold at least 10% of that maturity of the Bonds to the public ata price that is no higher than the initial offering price to the public.
The winning bidder will advise the City promptly after the close of the fifth (5th) business day after the sale whetherit has sold 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering priceto the public.
The City acknowledges that in making the representation set forth above, the winning bidder will rely on:
(i) the agreement of each underwriter to comply with requirements for establishing issue price of the Bonds,including, but not limited to, its agreement to comply with the hold-the-price rule, if applicable to the Bonds, as setforth in an agreement among underwriters and the related pricing wires,
(ii) in the event a selling group has been created in connection with the initial sale of the Bonds to the public,the agreement of each dealer who is a member of the selling group to comply with the requirements for establishingissue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule,if applicable to the Bonds, as set forth in a selling group agreement and the related pricing wires, and
E-5
(iii) in the event that an underwriter or dealer who is a member of the selling group is a party to a third-partydistribution agreement that was employed in connection with the initial sale of the Bonds to the public, the agreementof each broker-dealer that is party to such agreement to comply with the requirements for establishing issue price ofthe Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicableto the Bonds, as set forth in the third-party distribution agreement and the related pricing wires. The City furtheracknowledges that each underwriter shall be solely liable for its failure to comply with its agreement regarding therequirements for establishing issue price rule of the Bonds, including, but not limited to, its agreement to comply withthe hold-the-offering-price rule, if applicable to the Bonds, and that no underwriter shall be liable for the failure ofany other underwriter, or of any dealer who is a member of a selling group, or of any broker-dealer that is a party toa third-party distribution agreement to comply with its corresponding agreement to comply with the requirements forestablishing issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule as applicable to the Bonds.
(e) If all of the requirements of a "competitive sale" are not satisfied and the bidder selects the 10% test, thebidder agrees to promptly report to the City, Bond Counsel and Ehlers the prices at which the Bonds have been soldto the public. That reporting obligation shall continue, whether or not the closing date has occurred, until either (i)all Bonds of that maturity have been sold or (ii) the 10% test has been satisfied as to each maturity of the Bonds,provided that, the winning bidder’s reporting obligation after the Closing Date may be at reasonable periodic intervalsor otherwise upon request of the City or bond counsel.
(f) By submitting a bid, each bidder confirms that:
(i) any agreement among underwriters, any selling group agreement and each third-party distributionagreement (to which the bidder is a party) relating to the initial sale of the Bonds to the public, together with therelated pricing wires, contains or will contain language obligating each underwriter, each dealer who is a member ofthe selling group, and each broker-dealer that is party to such third-party distribution agreement, as applicable, to:
(A) report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whetheror not the Closing Date has occurred until either all securities of that maturity allocated to it have been sold or it isnotified by the winning bidder that either the 10% test has been satisfied as to the Bonds of that maturity, providedthat, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon requestof the City or bond counsel.
(B) comply with the hold-the-offering-price rule, if applicable, in each case if and for so long as directed bythe winning bidder and as set forth in the related pricing wires, and
(ii) any agreement among underwriters or selling group agreement relating to the initial sale of the Bondsto the public, together with the related pricing wires, contains or will contain language obligating each underwriter,each dealer who is a member of the selling group and each broker dealer that is a party to a third-party distributionagreement to be employed in connection with the initial sale of the Bonds to the public to require each broker-dealerthat is a party to such third-party distribution agreement to:
(A) to promptly notify the winning bidder of any sales of Bonds that, to its knowledge, are made to apurchaser who is a related party to an underwriter participating in the initial sale of the Bonds to the public (each suchterm being used as defined below), and
(B) to acknowledge that, unless otherwise advised by the underwriter, dealer or broker-dealer, the winningbidder shall assume that each order submitted by the underwriter, dealer or broker-dealer is a sale to the public.
(g) Sales of any Bonds to any person that is a related party to an underwriter participating in the initial sale ofthe Bonds to the public (each term being used as defined below) shall not constitute sales to the public for purposesof this Notice of Sale. Further, for purposes of this Notice of Sale:
E-6
(i) "public" means any person other than an underwriter or a related party,
(ii) "underwriter" means (A) any person that agrees pursuant to a written contract with the City (or withthe lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bondsto the public and (B) any person that agrees pursuant to a written contract directly or indirectly witha person described in clause (A) to participate in the initial sale of the Bonds to the public (includinga member of a selling group or a party to a third-party distribution agreement participating in theinitial sale of the Bonds to the public),
(iii) a purchaser of any of the Bonds is a "related party" to an underwriter if the underwriter and thepurchaser are subject, directly or indirectly, to (A) more than 50% common ownership of the votingpower or the total value of their stock, if both entities are corporations (including direct ownershipby one corporation of another), (B) more than 50% common ownership of their capital interests orprofits interests, if both entities are partnerships (including direct ownership by one partnership ofanother), or (C) more than 50% common ownership of the value of the outstanding stock of thecorporation or the capital interests or profit interests of the partnership, as applicable, if one entityis a corporation and the other entity is a partnership (including direct ownership of the applicablestock or interests by one entity of the other), and
(iv) "sale date" means the date that the Bonds are awarded by the City to the winning bidder.
PRELIMINARY OFFICIAL STATEMENT
Bidders may obtain a copy of the Preliminary Official Statement relating to the Bonds prior to the bid opening byrequest from Ehlers at www.ehlers-inc.com by connecting to the Bond Sales link. The Syndicate Manager will beprovided with an electronic copy of the Final Official Statement within seven business days of the bid acceptance. Up to 10 printed copies of the Final Official Statement will be provided upon request. Additional copies of the FinalOfficial Statement will be available at a cost of $10.00 per copy.
Information for bidders and bid forms may be obtained from Ehlers at 3060 Centre Pointe Drive, Roseville, Minnesota55113-1105, Telephone (651) 697-8500.
By Order of the Common Council
Ian Rigg, City Administrator/Finance DirectorCity of Evansville, Wisconsin
E-7
BID FORM
The Common Council May 14, 2019City of Evansville, Wisconsin
RE: $1,660,000* Water and Electric System Revenue Bonds, Series 2019ADATED: June 6, 2019
For all or none of the above Bonds, in accordance with the Notice of Sale and terms of the Global Book-Entry System (unless otherwise specified bythe Purchaser) as stated in this Official Statement, we will pay you $__________________ (not less than $1,639,250 nor more than $1,759,600) plusaccrued interest to date of delivery for fully registered Bonds bearing interest rates and maturing in the stated years as follows:
% due 2020 % due 2024 % due 2028
% due 2021 % due 2025 % due 2029
% due 2022 % due 2026
% due 2023 % due 2027
* The City reserves the right to increase or decrease the principal amount of the Bonds on the day of sale, in increments of $5,000 each. Increases ordecreases may be made in any maturity. If any principal amounts are adjusted, the purchase price proposed will be adjusted to maintain the same grossspread per $1,000.
The rate for any maturity may not be more than 2.00% less than the rate for any preceding maturity. (For example, if a rate of 4.50% isproposed for the 2021 maturity, then the lowest rate that may be proposed for any later maturity is 2.50%.) All Bonds of the same maturity mustbear interest from date of issue until paid at a single, uniform rate. Each rate must be expressed in an integral multiple of 5/100 or 1/8 of 1%.
None of the outstanding water and electric systems indebtedness of the City is currently rated, and the City has not requested a rating on this issue. Arating for this issue may not be requested without contacting Ehlers and receiving the permission of the City.
A good faith deposit ("Deposit") in the amount of $33,200 shall be made by the winning bidder by wire transfer of funds. Such Deposit shallbe received by Ehlers no later than two hours after the bid opening time. Wire transfer instructions will be provided to the winning bidder byEhlers after the tabulation of bids. The City reserves the right to award the Bonds to a winning bidder whose wire transfer is initiated but not receivedby such time provided that such winning bidder’s federal wire reference number has been received by such time. In the event the Deposit is not receivedas provided above, the City may award the Bonds to the bidder submitting the next best bid provided such bidder agrees to such award. The Depositwill be retained by the City as liquidated damages if the bid is accepted and the Purchaser fails to comply therewith. We agree to the conditions andduties of Ehlers and Associates, Inc., as escrow holder of the Deposit, pursuant to the Notice of Sale. This bid is for prompt acceptance and is conditionalupon delivery of said Bonds to The Depository Trust Company, New York, New York, in accordance with the Notice of Sale. Delivery is anticipatedto be on or about June 6, 2019.
This bid is subject to the City’s agreement to enter into a written undertaking to provide continuing disclosure under Rule 15c2-12 promulgated by theSecurities and Exchange Commission under the Securities Exchange Act of 1934 as described in the Preliminary Official Statement for the Bonds.
We have received and reviewed the Official Statement and have submitted our requests for additional information or corrections to the Final OfficialStatement. As Syndicate Manager, we agree to provide the City with the reoffering price of the Bonds within 24 hours of the bid acceptance.
This bid is a firm offer for the purchase of the Bonds identified in the Notice of Sale, on the terms set forth in this bid form and the Notice of Sale, andis not subject to any conditions, except as permitted by the Notice of Sale.
By submitting this bid, we confirm that we are an Underwriter and have an established industry reputation for underwriting new issuances of municipalbonds. YES: ____ NO: ____.
If the competitive sale requirements are not met, we elect to use the (circle one): 10% test / hold-the-offering-price rule to determine the issue price ofthe Bonds.
Account Manager: By:
Account Members:
Award will be on a true interest cost basis. According to our computations (the correct computation being controlling in the award), the total dollarinterest cost (including any discount or less any premium) computed from June 6, 2019 of the above bid is $_______________and the true interest cost(TIC) is __________%.
The foregoing offer is hereby accepted by and on behalf of the Common Council of the City of Evansville, Wisconsin, on May 14, 2019.
By: By:
Title: Title:
Top Related