HomeMy WebLinkAboutA013 - Council Action Form dated October 25, 2022 - Series 2022A General Obligation Corporate Purpose Bonds - $13,400,000 ITEM # 16
DATE: 10/25/2022
COUNCIL ACTION FORM
SUBJECT: RESOLUTION APPROVING OFFICIAL STATEMENT FOR GENERAL
OBLIGATION CORPORATE PURPOSE BONDS, SERIES 2022A,
SETTING DATE OF SALE FOR NOVEMBER 8, 2022, AND
AUTHORIZING ELECTRONIC BIDDING FOR THE SALE
BACKGROUND:
The FY 2022/23 Budget includes General Obligation (G.O.) Bond-funded capital
improvement projects in the amount of $12,400,000. The City Council held a public
hearing on the issuance of these bonds on March 8, 2022. Separately, on September 14,
2021 , the City Council held a public hearing for the issuance of G.O. Bonds to fund a
capital improvement project for the Indoor Aquatic Center.
This action is to proceed with a total G.O. Bond issuance of$13,400,000, which includes
the $12,400,000 for capital improvement projects and $1 ,000,000 for a portion of the
Indoor Aquatic Center. Council action is required to approve the official statement, set the
date of sale for November 8, 2022, and authorize electronic bidding.
The Official Statement, or "Preliminary Official Statement," is the offering document for
municipal securities, in preliminary form, which does not contain pricing information. The
Statement provides several financial disclosures and information about the City. This
"Preliminary Official Statement" is on file in the City Clerk's Office and is attached to this
report.
Additionally, Council is asked to approve electronic bidding as the method to provide a
secure and highly competitive process for the sale of the bonds. The proposed issuance
is in compliance with the City Council approved debt policy. Projects to be funded by this
bond issue include the following:
Fire Apparatus Replacement $ 747,000
CyRide Route Pavement Improvements (Lincoln Way) 1,225,000
Concrete Pavement Improvements 3,600,000
Asphalt Street Pavement Improvements 3,000,000
Seal Coat Pavement Improvements 750,000
Alley Pavement Improvements 400,000
Downtown Pavement Improvements 250,000
Intelligent Transportation System 452,560
Bridge Rehabilitation (South Fourth St/loway Creek) 700,000
Indoor Aquatic Center- Essential Purpose URA 1,000,000
Fire Station 3 Concrete Rehabilitation -General Corporate Purpose 350,000
Downtown Plaza-General Corporate Purpose 700,000
Subtotal Tax Supported Bonds $13,174,560
Estimated Issuance Costs 225,440
Grand Total—2022/23 GO Issue $13,400,000
ALTERNATIVES:
1. Approve the Official Statement for General Obligation Corporate Purpose Bonds,
Series 2022A, setting the date of sale for November 8, 2022, and authorize
electronic bidding for the sale.
2. Refer the Official Statement back to City staff for modifications.
CITY MANAGER'S RECOMMENDED ACTION:
Issuance of these bonds is necessary in order to accomplish the City's approved Capital
Improvements Plan for the current fiscal year.
Therefore, it is the recommendation of the City Manager that the City Council adopt
Alternative No. 1 as stated above.
The City Council should note that the $13,174,560 of G.O. Bonds to be issued is
approximately $5,200,000 less than the $18,359,410 reflected in the currently
approved CIP for FY 2022/23. This difference is related to the Indoor Aquatics
Center project where delays in initiating the project due to the performance
environmental studies and deciding which site to pursue has reduced the amount
of revenue needed to fund the project in FY 2022/23. The $5,200,000 will be added
to FY 20023/24 CIP.
0 V
E -Z PRELIMINARY OFFICIAL STATEMENT DATED OCTOBER 25,2022
o
1 New Issue Rating: Moody's Investors Service` L'
O T
a In the opinion of Dorsey&Whitney LLP,Bond Counsel,according to present laws,rulings and decisions and assuming the accuracy of certain representations and compliance -
° with certain covenants,the interest on the Bonds(i)is excluded from gross income for federal income tax purposes under Section 103 ofthe Internal Revenue Code of 1986(the
2 "Code')and(ii)is not an item of tax preference for purposes ofthe federal alternative minimum tax imposed on noncorporate taxpayers by Section 55 ofthe Code.Interest on the
-9 Bonds may, however, be taken into account in determining adjusted financial statement income for purposes of the federal alternative minimum tax imposed on applicable
corporations(as defined in Section 59(k)ofthe Code)for tax years beginning after December 31,2022.In the opinion of Bond Counsel,the Bonds will NOT be "qualified tax-
exempt exempt obligations"within the meaning of Section 265(b)(3)ofthe Code.Interest on the Bonds is not exempt from the taxes imposed by Division II(Personal Net Income Tax)and
a Division III(Business Tax on Corporations)oflowa Code chapter 422,as amended, and will be included in "adjusted current earnings"to he used in computing the "state
o alternative minimum taxable income"of corporations for purposes oflowa Code section 422.33,as amended. Interest on the Bonds is subject to the taxes imposed by Division V
D (Taxation ofFinancialInstitutions)oflowa Code chapter 422,as amended. See"TAXEXEMPTIONAND RELATED TAXMATTER.S"herein.
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o o CITY OF AMES, IOWA
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c o b $13,400,000* General Obligation Corporate Purpose Bonds, Series 2022A .
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BIDS RECEIVED: Tuesday,November 8,2022, 10:00 A.M., Central Time
g AWARD: Tuesday,November 8, 2022, 6:00 P.M., Central Time
ti
Dated: Date of Delivery(November 22,2022) Principal Due: June 1,as shown inside front cover
c o 5
o —
c, o The 13,400,000* General Obligation Corporate Purpose Bonds, Series 2022A (the `Bonds") are being issued pursuant to
Division III of Chapters 384 of the Code of Iowa and a resolution to be adopted by the City Council of the City of Ames,
0 Iowa(the "City"). The Bonds are being issued for the purpose of paying the cost, to that extent, of constructing street,
= Y alley, bridge, sidewalk, storm water drainage and incidental infrastructure improvements; acquiring and installing street
Y r lighting, si na a and si nalization improvements; acquiring vehicles and equipment for the municipal fire department,
undertaking Downtown Plaza improvements and concrete surfacing improvements for a municipal fire station; and
-0undertaking a project in the Downtown Reinvestment District Urban Renewal Area consisting of constructing, furnishing
9 and equipping an indoor aquatic center and associated grounds and facilities.
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o �q The purchaser of the Bonds agrees to enter into a loan agreement(the"Loan Agreement")with the City pursuant to the authority
° w w contained in Section 384.24A of the Code of Iowa. The Bonds are issued in evidence of the City's obligations under the Loan
Agreement. The Bonds are general obligations of the City for which the City will pledge its power of levy direct ad valorem
.E [ taxes against all taxable property within the City without limitation as to rate or amount to the repayment of the Bonds.
o a N The Bonds will be issued as fully registered Bonds without coupons and,when issued,will be registered in the name of Cede&
a YEb
Co., as nominee of The Depository Trust Company("DTC"). DTC will act as securities depository for the Bonds. Individual
o o purchases may be made in book-entry-only form,in the principal amount of$5,000 and integral multiples thereof. The purchaser
will not receive certificates representing their interest in the Bonds purchased. The City's Treasurer as Registrar/Paying Agent
e (the"Registrar")will pay principal on the Bonds,payable annually on June 1,beginning June 1,2023,and interest on the Bonds
payable initially on June 1,2023 and thereafter on each December 1 and June 1 to DTC,which will in turn remit such principal
y and interest to its participants for subsequent disbursements to the beneficial owners of the Bonds as described herein. Interest
o b and principal shall be paid to the registered holder of a bond as shown on the records of ownership maintained by the Registrar
3 as of the 156'day of the month next preceding the interest payment date(the"Record Date").
_ �D
o o THE BONDS WILL MATURE AS LISTED ON THE INSIDE FRONT COVER
c 0 o
° ate
M .s = MINIMUM BID: $13,252,600
ew
GOOD FAITH DEPOSIT: $134,000 Required of Purchaser Only
.> o TAX MATTERS: Federal: Tax-Exempt
C O
State: Taxable
See"TAX EXEMPTION AND RELATED TAX
3 MATTERS"for more information. .
a ❑ The Bonds are offered, subject to prior sale, withdrawal or modification,when, as, and if issued subject to the legal opinion as
.o to legality, validi and tax exemption of Dorsey & WhitneyLP Bond Counsel Des Moines Iowa to be furnished upon
o w b n' p � Y Y p
o delivery of the Bonds.It is expected the Bonds will be available for delivery on or about November 22,2022 via Fast Automated
Securities Transfer delivery with the Registrar holding the Bonds on behalf of DTC. This Preliminary Official Statement in the
form presented is deemed final for purposes of Rule 15c2-12 of the Securities and Exchange Commission,subject to revisions,
a a b corrections of modifications as determined to be appropriate,and is authorized to be distributed in connection with the offering
of the Bonds for sale.
*Preliminary;subject to change.
CITY OF AMES, IOWA
S13,400,000* General Obligation Corporate Purpose Bonds Series 2022A
MATURITY: The Bonds will mature June 1 in the years and amounts as follows:
Year Amount*
2023 $1,010,000
2024 870,000
2025 915,000
2026 960,000
2027 1,010,000
2028 1,060,000
2029 1,115,000
2030 1,170,000
2031 1,225,000
2032 1,290,000
2033 1,355,000
2034 1,420,000
*PRINCIPAL
ADJUSTMENT: Preliminary; subject to change. The aggregate principal amount of the Bonds,and each scheduled .
maturity thereof, are subject to increase or reduction by the City or its designee after the
determination of the successful bidder. The City may increase or decrease each maturity in
increments of$5,000 but the total amount to be issued will not exceed$14,070,000. Interest rates
specified by the successful bidder for each maturity will not change. Final adjustments shall be in
the sole discretion of the City.
The dollar amount of the purchase price proposed by the successful bidder will be changed if the
aggregate principal amount of the Bonds is adjusted as described above. Any change in the
principal amount of any maturity of the Bonds will be made while maintaining, as closely as
possible, the successful bidder's net compensation, calculated as a percentage of bond principal.
The successful bidder may not withdraw or modify its bid as a result of any post-bid adjustment.
Any adjustment shall be conclusive and shall be binding upon the successful bidder.
INTEREST: Interest on the Bonds will be payable on June 1,2023 and semiannually thereafter.
REDEMPTION: Bonds due after June 1,2030 will be subject to call for prior redemption on said date or on any day
thereafter upon terms of par plus accrued interest to date of call. Written notice of such call shall
be given at least thirty(30) days prior to the date fixed for redemption to the registered owners of
the Bonds to be redeemed at the address shown on the registration books.
COMPLIANCE WITH S.E.C.RULE 15c2-12
Municipal obligations (issued in an aggregate amount over $1,000,000) are subject to General Rules and Regulations,
Securities Exchange Act of 1934,Rule 15c2-12 Municipal Securities Disclosure.
Preliminary Official Statement: This Preliminary Official Statement was prepared for the City for dissemination to
prospective bidders. Its primary purpose is to disclose information regarding the Bonds to prospective bidders in the
interest of receiving competitive bids in accordance with the "TERMS OF OFFERING" contained herein. Unless an
addendum is received prior to the sale,this document shall be deemed the final "Preliminary Official Statement".
Review Period: This Preliminary Official Statement has been distributed to City staff as well as to prospective bidders
for an objective review of its disclosure. Comments, omissions or inaccuracies must be submitted to PFM Financial
Advisors LLC(the"Municipal Advisor")at least two business days prior to the sale. Requests for additional information
or corrections in the Preliminary Official Statement received on or before this date will not be considered a qualification
of a bid received. If there are any changes, corrections or additions to the Preliminary Official Statement, prospective y
bidders will be informed by an addendum at least one business day prior to the sale.
Final Official Statement: Upon award of sale of the Bonds,the legislative body will authorize the preparation of a final
Official Statement that includes the offering prices, interest rates, selling compensation, aggregate principal amount,
principal amount per maturity, anticipated delivery date and other information required by law and the identity of the
underwriter(the "Syndicate Manager")and syndicate members. Copies of the final Official Statement will be delivered
to the Syndicate Manager within seven business days following the bid acceptance.
REPRESENTATIONS
No dealer,broker,salesman or other person has been authorized by the City,the Municipal Advisor or the underwriter to
give any information or to make any representations other than those contained in this Preliminary Official Statement or
the final Official Statement and,if given or made,such information and representations must not be relied upon as having
been authorized by the City, the Municipal Advisor or the underwriter. This Preliminary Official Statement or the final
Official Statement does not constitute an offer to sell or solicitation of an offer to buy, nor shall there be any sale of the
Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer,solicitation or sale. The
information set forth herein has been obtained from the City and other sources which are believed to be reliable, but it is
not to be construed as a representation by the Municipal Advisor or underwriter. The information and expressions of
opinion herein are subject to change without notice, and neither the delivery of this Preliminary Official Statement or the
final Official Statement, nor any sale made thereafter shall, under any circumstances, create any implication there has
been no change in the affairs of the City or in any other information contained herein, since the date hereof. This
Preliminary Official Statement is submitted in connection with the sale of the securities referred to herein and may not be
reproduced or used, in whole or in part,for any other purpose.
This Preliminary Official Statement and any addenda thereto were prepared relying on information from the City and
other sources,which are believed to be reliable.
The Bonds are being offered when, and if issued by the City and accepted by the underwriter, subject to receipt of an
opinion as the legality, validity and tax exemption by Dorsey & Whitney LLP, Des Moines, Iowa, Bond Counsel. It is
expected that the Bonds in the definitive form will be available on or about November 22, 2022 via Fast Automated
Securities Transfer delivery with the Registrar holding the Bonds on behalf of DTC.
Compensation of the Municipal Advisor,payable entirely by the City,is contingent upon the sale of the Bonds.
References to website addresses presented herein are for informational purposes only and may be in the form of a
hyperlink solely for the reader's convenience. Unless specified otherwise, such websites and the information or links -
contained therein are not incorporated into, and are not part of, this Preliminary Official Statement for purposes of, and
as that term is defined in, Securities and Exchange Commission Rule 15c2-12.
City of Ames, Iowa
Mayor/City Council
Member Office Initial Term Commenced Term Expires
John Haila Mayor January 02, 2018 December 31,2025
Gloria Betcher Council Member— 1"Ward January 02, 2014 December 31,2025
Tim Gartin Council Member—2"d Ward January 02, 2014 December 31, 2023
Anita Rollins Council Member—3rd Ward January 03, 2022 December 31, 2025
Rachel Junck Council Member—41h Ward January 02, 2020 December 31, 2023
Bronwyn Beatty-Hansen Council Member—At Large January 01, 2016 December 31,2023
Amber Corrieri Council Member—At Large January 02, 2014 December 31,2025
Bryce Garman Ex-Officio
Administration
Steven Schainker, City Manager
Vacant,Director of Finance
Renee Hall,City Clerk
Roger Wisecup II, City Treasurer
John Dunn,Director of Water and Pollution Control
John Joiner, Director of Public Works
Donald Kom, Director of Electric Utility
City Attorney
Mark Lambert
Ames,Iowa
Bond Counsel
Dorsey& Whitney LLP
Des Moines, Iowa
Municipal Advisor
PFM Financial Advisors LLC
Des Moines, Iowa
TABLE OF CONTENTS
TERMSOF OFFERING................................................................................................................. ..i
SCHEDULE OF BOND YEARS....................................................................................................vii
EXHIBIT 1 -FORMS OF ISSUE PRICE CERTIFICATES
PRELIMINARY OFFICIAL STATEMENT
Introduction.........................................................................................................................................................I
AuthorityAnd Purpose........................................................................................................................................I
r
InterestOn The Bonds.........................................................................................................................................I
OptionalRedemption...........................................................................................................................................I
Payment Of And Security For The Bonds...........................................................................................................2
Book-Entry-Only Issuance..................................................................................................................................2
FutureFinancing..................................................................................................................................................4
Litigation.............................................................................................................................................................4
DebtPayment History.........................................................................................................................................4
LegalMatters.......................................................................................................................................................4
Tax Exemption And Related Tax Matters...........................................................................................................5
Bondholder's Risks..............................................................................................................................................6
Rating................................................................................................................................................................10
MunicipalAdvisor.............................................................................................................................................I I
ContinuingDisclosure.......................................................................................................................................I 1
FinancialStatements..........................................................................................................................................I I
Certification.......................................................................................................................................................12
APPENDIX A-GENERAL INFORMATION ABOUT THE CITY OF AMES,IOWA
APPENDIX B- FORM OF LEGAL OPINION
APPENDIX C-JUNE 30, 2021 ANNUAL COMPREHENSIVE FINANCIAL REPORT
APPENDIX D- FORM OF CONTINUING DISCLOSURE CERTIFICATE
OFFICIAL BID FORM
TERMS OF OFFERING
CITY OF AMES, IOWA
Bids for the purchase of the City of Ames, Iowa's (the "City") $13,400,000* General Obligation Corporate Purpose
Bonds, Series 2022A (the "Bonds") will be received on Tuesday, November 8, 2022, before 10:00 A.M., Central Time,
after which time they will be tabulated. The City Council will consider award of the Bonds at 6:00 P.M., Central Time,
on the same day. Questions regarding the sale of the Bonds should be directed to the City's Municipal Advisor, PFM
Financial Advisors LLC(the"Municipal Advisor"), 801 Grand Avenue, Suite 3300,Des Moines,Iowa,50309,telephone
515-724-5734. Information may also be obtained from Mr. Roger Wisecup, City Treasurer, City of Ames, 515 Clark
Avenue,Ames,Iowa, 50010,telephone 515-239-5119.
The following section sets forth the description of certain terms of the Bonds, as well as the "TERMS OF OFFERING"
with which all bidders and bid proposals are required to comply.
DETAILS OF THE BONDS a
GENERAL OBLIGATION CORPORATE PURPOSE BONDS,SERIES 2022A,in the principal amount of$13,400,000*
to be dated the date of delivery(anticipated to be November 22,2022),in the denomination of$5,000 or multiples thereof,
will mature on June 1 as follows:
Year Amount*
2023 $1,010,000
2024 870,000
2025 915,000
2026 960,000
2027 1,010,000
2028 1,060,000
2029 1,115,000
2030 1,170,000
2031 1,225,000
2032 1,290,000
2033 1,355,000
2034 1,420,000
*Preliminary;subject to change.
ADJUSTMENT TO BOND MATURITY AMOUNTS
The aggregate principal amount of the Bonds, and each scheduled maturity thereof, are subject to increase or reduction
by the City or its designee after the determination of the successful bidder. The City may increase or decrease each
maturity in increments of$5,000 but the total amount to be issued will not exceed $14,070,000. Interest rates specified
by the successful bidder for each maturity will not change. Final adjustments shall be in the sole discretion of the City.
The dollar amount of the purchase price proposed by the successful bidder will be changed if the aggregate principal
amount of the Bonds is adjusted as described above. Any change in the principal amount of any maturity of the Bonds
will be made while maintaining,as closely as possible,the successful bidder's net compensation,calculated as a percentage
of bond principal. The successful bidder may not withdraw or modify its bid as a result of any post-bid adjustment. Any
adjustment shall be conclusive and shall be binding upon the successful bidder.
i
INTEREST ON THE BONDS
Interest on the Bonds will be payable on June 1, 2023 and semiannually on the I"day of December and June thereafter.
Principal and interest shall be paid to the registered holder of a bond as shown on the records of ownership maintained by
the Registrar as of the 151h day of the month preceding the interest payment date (the "Record Date"). Interest will be
computed on 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.
OPTIONAL REDEMPTION
Bonds due after June 1, 2030 will be subject to call prior to maturity in whole, or from time to time in part, in any order
of maturity and within a maturity by lot on said date or on any date thereafter at the option of the City, upon terms of par
plus accrued interest to date of call. Written notice of such call shall be given at least thirty (30) days prior to the date
fixed for redemption to the registered owners of the Bonds to be redeemed at the address shown on the registration books.
TERM BOND OPTION
Bidders shall have the option of designating the Bonds as serial bonds or term bonds, or both. The bid must designate
whether each of the principal amounts shown above represent a serial maturity or a mandatory redemption requirement
for a term bond maturity. (See the "OFFICIAL BID FORM" for more information.) In any event, the above principal
amount scheduled shall be represented by either serial bond maturities or mandatory redemption requirements, or a
combination of both.
GOOD FAITH DEPOSIT
A good faith deposit in the amount of$134,000 (the "Deposit") is required from the lowest bidder only. The lowest
bidder is required to submit such Deposit payable to the order of the City,not later than 12:00 P.M.,Central Time,on the
day of the sale of the Bonds and in the form of either(i)a cashier's check provided to the City or its Municipal Advisor,
or(ii)a wire transfer as instructed by the City's Municipal Advisor. If not so received,the bid of the lowest bidder may
be rejected and the City may direct the second lowest bidder to submit a deposit and thereafter may award the sale of the
Bonds to the same. No interest on a deposit will accrue to the successful bidder(the "Purchaser"). The Deposit will be
applied to the purchase price of the Bonds. In the event a Purchaser fails to honor its accepted bid proposal, any deposit
will be retained by the City.
FORM OF BIDS AND AWARD
All bids shall be unconditional for the entire issue of Bonds for a price not less than $13,252,600, plus accrued interest,
and shall specify the rate or rates of interest in conformity to the limitations as set forth in the "BIDDING
PARAMETERS" section herein. Bids must be submitted on or in substantial compliance with the "OFFICIAL BID
FORM"provided by the City. The Bonds will be awarded to the bidder offering the lowest interest rate to be determined
on a true interest cost(the "TIC")basis assuming compliance with the"ESTABLISHMENT OF ISSUE PRICE"herein,
and "GOOD FAITH DEPOSIT"herein. The TIC shall be determined by the present value method, i.e., by ascertaining
the semiannual rate, compounded semiannually,necessary to discount to present value as of the dated date of the Bonds,
the amount payable on each interest payment date and on each stated maturity date or earlier mandatory redemption, so
that the aggregate of such amounts will equal the aggregate purchase price offered therefore. The TIC shall be stated in _
terms of an annual percentage rate and shall be that rate of interest which is twice the semiannual rate so ascertained(also
known as the Canadian Method). The TIC shall be as determined by the Municipal Advisor based on the "TERMS OF
OFFERING" and all amendments, and on the bids as submitted. The Municipal Advisor's computation of the TIC of
each bid shall be controlling. In the event of tie bids for the lowest TIC,the Bonds will be awarded by lot.
The City will reserve the right to: (i)waive non-substantive informalities of any bid or of matters relating to the receipt
of bids and award of the Bonds,(ii)reject all bids without cause,and(iii)reject any bid which the City determines to have
failed to comply with the terms herein.
ii
BIDDING PARAMETERS
Each bidder's proposal must conform to the following limitations:
1. Each annual maturity must bear a single rate of interest from the dated date of the Bonds to the date of maturity.
2. Rates of interest bid must be in multiples of one-eighth or one-twentieth of one percent.
3. The initial price to the public for each maturity must be 98%or greater.
RECEIPT OF BIDS
Forms of Bids: Bids must be submitted on or in substantial compliance with the "TERMS OF OFFERING" and
"OFFICIAL BID FORM" provided by the City or through PARITY® competitive bidding system (the "Internet Bid
System"). The City shall not be responsible for malfunction or mistake made by any person, or as a result of the use of
an electronic bid or the means used to deliver or complete a bid. The use of such facilities or means is at the sole risk of
the prospective bidder who shall be bound by the terms of the bid as received.
No bid will be accepted after the time specified in the"OFFICIAL BID FORM". The time as maintained by the Internet
Bid System shall constitute the official time with respect to all bids submitted. A bid may be withdrawn before the bid
deadline using the same method used to submit the bid. If more than one bid is received from a bidder, the last bid
received shall be considered.
Sealed Bidding: Sealed bids may be submitted and will be received at the office of the City's Treasurer, City Hall, 515
Clark Avenue,Ames, Iowa 50010.
Electronic Internet Bidding: Electronic internet bids will be received at the office of the City's Municipal Advisor,PFM
Financial Advisors LLC, Des Moines, Iowa, and at the office of the City's Treasurer. Electronic internet bids must be
submitted through the Internet Bid System. Information about the Internet Bid System may be obtained by calling
212-849-5021.
Each bidder shall be solely responsible for making necessary arrangements to access the Internet Bid System for purposes
of submitting its electronic internet bid in a timely manner and in compliance with the requirements of the"TERMS OF
OFFERING"and"OFFICIAL BID FORM". The City is permitting bidders to use the services of the Internet Bid System
solely as a communication mechanism to conduct the electronic internet bidding and the Internet Bid System is not an
agent of the City. Provisions of the "TERMS OF OFFERING" and "OFFICIAL BID FORM" shall control in the event
of conflict with information provided by the Internet Bid System.
BOOK-ENTRY-ONLY ISSUANCE
The Bonds will be issued by means of a book-entry-only system with no physical distribution of bond certificates made
to the public. The Bonds will be issued in fully registered form and one bond certificate, representing the aggregate
principal amount of the Bonds maturing in each year, will be registered in the name of Cede & Co. as nominee of The
Depository Trust Company ("DTC"), New York, New York, which will act as securities depository of the Bonds.
Individual purchases of the Bonds may be made in the principal amount of$5,000 or any multiple thereof of a single
maturity through book entries made on the books and records of DTC and its participants. Principal and interest are
payable by the Registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest
payments to participants of DTC will be the responsibility of DTC;transfer of principal and interest payments to beneficial
owners by participants will be the responsibility of such participants and other nominees of beneficial owners. The
Purchaser, as a condition of delivery of the Bonds, will be required to deposit the bond certificates with DTC.
Ill
MUNICIPAL BOND INSURANCE AT PURCHASER'S OPTION
If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefore at the option of the
bidder,the purchase of any such insurance policy or the issuance of any such commitment shall be at the sole option and
expense of the Purchaser. Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall
be paid by the Purchaser, except that, if the City has requested and received a rating on the Bonds from a rating agency,
the City will pay that initial rating fee. Any other rating agency fees shall be the responsibility of the Purchaser. Failure
of the municipal bond insurer to issue the policy after the Bonds have been awarded to the Purchaser shall not constitute
cause for failure or refusal by the Purchaser to accept delivery on the Bonds. The City reserves the right in its sole
discretion to accept or deny changes to the financing documents requested by the insurer selected by the Purchaser.
DELIVERY
The Bonds will be delivered to the Purchaser through DTC in New York,New York,against full payment in immediately
available cash or federal funds. The Bonds are expected to be delivered within forty-five days after the sale. Should
delivery be delayed beyond sixty days from the date of sale for any reason except failure of performance by the Purchaser, <
the Purchaser may withdraw their bid and thereafter their interest in and liability for the Bonds will cease. When the
Bonds are ready for delivery,the City will give the Purchaser five working days' notice of the delivery date and the City
will expect payment in full on that date; otherwise reserving the right at its option to determine that the Purchaser failed
to comply with the offer of purchase.
ESTABLISHMENT OF ISSUE PRICE
In order to establish the issue price of the Bonds for federal income tax purposes,the City requires bidders to agree to the
following, and by submitting a bid, each bidder agrees to the following.
If a bid is submitted by a potential underwriter, the bidder confirms that(i)the underwriters have offered or reasonably
expect to offer the Bonds to the public on or before the date of the award at the offering price(the"initial offering price")
for each maturity as set forth in the bid and(ii)the bidder, if it is the winning bidder, shall require any agreement among
underwriters, selling group agreement, retail distribution agreement or other agreement relating to the initial sale of the
Bonds to the public to which it is a party to include provisions requiring compliance by all parties to such agreements
with the provisions contained herein. For purposes hereof, Bonds with a separate CUSIP number constitute a separate
"maturity," and the public does not include underwriters of the Bonds (including members of a selling group or retail
distribution group)or persons related to underwriters of the Bonds.
If,however, a bid is submitted for the bidder's own account in a capacity other than as an underwriter of the Bonds, and
the bidder has no current intention to sell, reoffer, or otherwise dispose of the Bonds, the bidder shall notify the City to
that effect at the time it submits its bid and shall provide a certificate to that effect in place of the certificate otherwise
required below.
If the winning bidder intends to act as an underwriter,the City shall advise the winning bidder at or prior to the time of
award whether(i)the competitive sale rule or(ii)the"hold-the-offering price"rule applies. <
If the City advises the Purchaser that the requirements for a competitive sale have been satisfied and that the competitive
sale rule applies,the Purchaser will be required to deliver to the City at or prior to closing a certification, substantially in
the form attached hereto as EXHIBIT 1-A, as to the reasonably expected initial offering price as of the award date.
If the City advises the Purchaser that the requirements for a competitive sale have not been satisfied and that the hold-the-
offering price rule applies,the Purchaser shall(1)upon the request of the City confirm that the underwriters did not offer
or sell any maturity of the Bonds to any person at a price higher than the initial offering price of that maturity during the
period starting on the award date and ending on the earlier of(a)the close of the fifth business day after the sale date or
(b)the date on which the underwriters have sold at least 10%of that maturity to the public at or below the initial offering
price; and (2) at or prior to closing, deliver to the City a certification substantially in the form attached hereto as
EXHIBIT 1-B,together with a copy of the pricing wire.
iv
Any action to be taken or documentation to be received by the City pursuant hereto may be taken or received on behalf
of the City by Municipal Advisor.
Bidders should prepare their bids on the assumption that the Bonds will be subject to the"hold-the-offering-price"
rule. Any bid submitted pursuant to the "TERMS OF OFFERING" and "OFFICIAL BID FORM" shall be
considered a firm offer for the purchase of the Bonds, and bids submitted will not be subject to cancellation or
withdrawal.
OFFICIAL STATEMENT
The City has authorized the preparation of a Preliminary Official Statement containing pertinent information relative to
the Bonds. The Preliminary Official Statement will be further supplemented by offering prices, interest rates, selling
compensation, aggregate principal amount, principal amount per maturity, anticipated delivery date and underwriter,
together with any other information required by law or deemed appropriate by the City, shall constitute a final Official
Statement of the City with respect to the Bonds, as that term is defined in Rule 15c2-12 promulgated by the Securities
and Exchange Commission under the Securities Exchange Act of 1934,as amended(the"Rule"). By awarding the Bonds
to any underwriter or underwriting syndicate submitting an "OFFICIAL BID FORM"therefore, the City agrees that no
more than seven (7) business days after the date of such award, it shall provide without cost to the senior managing
underwriter of the syndicate to which the Bonds are awarded up to 25 copies of the final Official Statement to permit each
"Participating Underwriter"(as that term is defined in the Rule)to comply with the provisions of the Rule. The City shall
treat the senior managing underwriter of the syndicate to which the Bonds are awarded as its designated agent for purposes
of distributing copies of the final Official Statement to the Participating Underwriter. Any underwriter executing and
delivering an"OFFICIAL BID FORM"with respect to the Bonds, agrees thereby, if its bid is accepted by the City, (i)it
shall accept such designation, and(ii) it shall enter into a contractual relationship with all Participating Underwriters of
the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the final Official Statement.
ELECTRONIC EXECUTED DOCUMENTS
Purchaser consents to the receipt of electronic transcripts and acknowledges the City's intended use of electronically
executed documents. Chapter 554D of the Iowa Code establishes electronic signatures have the full weight and legal
authority as manual signatures.
CONTINUING DISCLOSURE
The City will covenant in a Continuing Disclosure Certificate for the benefit of the Owners and Beneficial Owners of the
Certificates to provide annually certain financial information and operating data relating to the City(the"Annual Report"),
and to provide notices of the occurrence of certain enumerated events. The Annual Report is to be filed by the City not
later than June 30th after the close of each fiscal year,commencing with the close of the fiscal year ending June 30,2022,
with the Municipal Securities Rulemaking Board, at its internet repository named"Electronic Municipal Market Access"
("EMMA"). The notices of events, if any, are also to be filed with EMMA. See "APPENDIX D — FORM OF
CONTINUING DISCLOSURE CERTIFICATE". The specific nature of the information to be contained in the Annual
Report or the notices of events, and the manner in which such materials are to be filed, are summarized in"APPENDIX
D—FORM OF CONTINUING DISCLOSURE CERTIFICATE". These covenants have been made in order to assist the
Purchaser in complying with section(b)(5)of the Rule.
In accordance with the reporting requirements of paragraph(f)(3)of the Rule,within the past five years,the City has not
failed to comply, in all material respects, with any previous undertakings it has entered into with respect to the Rule.
Regarding the Mary Greeley Medical Center's (the "Medical Center") the quarterly financials for the quarter ended
September 30, 2019 were filed one day late. In addition, the Medical Center's Annual Financial Information and
Operating Data Report for the Fiscal Year ending June 30,2021 was not timely filed.
Breach of the undertakings will not constitute a default or an"Event of Default"under the Bonds or the resolution for the
Bonds.A broker or dealer is to consider a known breach of the undertakings,however,before recommending the purchase
v
or sale of the Bonds in the secondary market. Thus, a failure on the part of the City to observe the undertakings may
adversely affect the transferability and liquidity of the Bonds and their market price.
CUSIP NUMBERS
It is anticipated that Committee on Uniform Security Identification Procedures("CUSIP")numbers will be printed on the
Bonds and the Purchaser must agree in the bid proposal to pay the cost thereof. In no event will the City, Bond Counsel
or Municipal Advisor be responsible for the review or express any opinion that the CUSIP numbers are correct. Incorrect
CUSIP numbers on said Bonds shall not be cause for the Purchaser to refuse to accept delivery of said Bonds.
BY ORDER OF THE CITY COUNCIL
City of Ames, Iowa
/s/Roger Wisecup, City Treasurer
vi
SCHEDULE OF BOND YEARS
$13,400,000*
City of Ames, Iowa
General Obligation Corporate Purpose Bonds, Series 2022A
Bonds Dated: November 22,2022
Interest Due: June 1,2023 and each December 1 and June 1 to maturity
Principal Due: June 1,2023-2034
Cumulative
Year Principal * Bond Years Bond Years
2023 $1,010,000 530.25 530.25
2024 870,000 1,326.75 1,857.00
2025 915,000 2,310.38 4,167.38
2026 960,000 3,384.00 7,551.38
2027 1,010,000 4,570.25 12,121.63
2028 1,060,000 5,856.50 17,978.13
2029 1,115,000 7,275.38 25,253.50
2030 1,170,000 8,804.25 34,057.75
2031 1,225,000 10,443.13 44,500.88
2032 1,290,000 12,287.25 56,788.13
2033 1,355,000 14,261.38 71,049.50
2034 1,420,000 16,365.50 87,415.00
Average Maturity(dated date): 6.524 Years
* Preliminary;subject to change.
vii
EXHIBIT I
FORMS OF ISSUE PRICE CERTIFICATES
Exhibit 1-A to Terms of Offering
EXHIBIT I-A
COMPETITIVE SALES WITH AT LEAST THREE BIDS FROM ESTABLISHED
UNDERWRITERS
$13,400,000
CITY OF AMES,IOWA
GENERAL OBLIGATION CORPORATE PURPOSE BONDS, SERIES 2022A
ISSUE PRICE CERTIFICATE
(Competitive sale 3 bids)
The undersigned, on behalf of [NAME OF UNDERWRITER] ("[SHORT NAME OF
UNDERWRITER]"), hereby certifies as set forth below with respect to the sale of the obligations named
above(the"Bonds").
1. Reasonably Expected Initial Offering Price.
(a) As of the Sale Date, the reasonably expected initial offering prices of the Bonds to the
Public by [SHORT NAME OF UNDERWRITER] are the prices listed in Schedule A (the "Expected
Offering Prices"). The Expected Offering Prices are the prices for the Maturities of the Bonds used by
[SHORT NAME OF UNDERWRITER]in formulating its bid to purchase the Bonds. Attached as Schedule
B is a true and correct copy of the bid provided by [SHORT NAME OF UNDERWRITER]to purchase the
Bonds.
(b) [SHORT NAME OF UNDERWRITER]was not given the opportunity to review other bids
prior to submitting its bid.
(c) The bid submitted by [SHORT NAME OF UNDERWRITER] constituted a firm offer to
purchase the Bonds.
2. Defined Terms. For purposes of this Issue Price Certificate:
(a) Issuer means City of Ames, Iowa.
(b) Maturity means Bonds with the same credit and payment terms. Any Bonds with different
maturity dates, or with the same maturity date but different stated interest rates, are treated as separate
Maturities.
(c) Member of the Distribution Group means (i) any person that agrees pursuant to a written
contract with the Issuer (or with the lead underwriter to form an underwriting syndicate)to participate in
the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract
directly or indirectly with a person described in clause(i)of this paragraph to participate in the initial sale
of the Bonds to the Public(including a member of a selling group or a party to a retail distribution agreement
participating in the initial sale of the Bonds to the Public).
(d) Public means any person (i.e., an individual, trust, estate, partnership, association, -
company,or corporation)other than a Member of the Distribution Group or a related party to a Member of
the Distribution Group. A person is a"related party"to a Member of the Distribution Group if the Member
of the Distribution Group and that person are subject, directly or indirectly, to (i) at least 50% common
ownership of the voting power or the total value of their stock, if both entities are corporations (including
direct ownership by one corporation of another), (ii) more than 50% common ownership of their capital
interests or profits interests,if both entities are partnerships(including direct ownership by one partnership
of another), or (iii) more than 50% common ownership of the value of the outstanding stock of the
Exhibit 1-A to Terms of Offering
corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a
corporation and the other entity is a partnership (including direct ownership of the applicable stock or
interests by one entity of the other).
(e) Sale Date means the first day on which there is a binding contract in writing for the sale of
the respective Maturity. The Sale Date of each Maturity was November 8, 2022.
The representations set forth in this certificate are limited to factual matters only. Nothing in this
certificate represents [SHORT NAME OF UNDERWRITER]'s interpretation of any laws, including
specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury
Regulations thereunder. The undersigned understands that the foregoing information will be relied upon
by the Issuer with respect to certain of the representations set forth in the Tax Certificate and with respect
to compliance with the federal income tax rules affecting the Bonds, and by Dorsey&Whitney LLP,Des
Moines,Iowa in connection with rendering its opinion that the interest on the Bonds is excluded from gross
income for federal income tax purposes,the preparation of the Internal Revenue Service Form 8038-G,and
p rP
other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds.
[UNDERWRITER]
By:
Name:
Dated: November 22, 2022
Exhibit 1-A to Terms of Offering
SCHEDULE A
EXPECTED OFFERING PRICES
(Attached) H
Exhibit 1-A to Terms of Offering
SCHEDULE B
COPY OF UNDERWRITER'S BID
(Attached)
Exhibit I-B to Terms of Offering
EXHIBIT 1-B
COMPETITIVE SALES WITH FEWER THAN THREE BIDS FROM ESTABLISHED UNDERWRITERS
$13,400,000
CITY OF AMES,IOWA
GENERAL OBLIGATION CORPORATE PURPOSE BONDS,SERIES 2022A
ISSUE PRICE CERTIFICATE
(Form -Fewer than 3 bids)
The undersigned, on behalf of [NAME OF UNDERWRITER/REPRESENTATIVE] (["[SHORT NAME OF
UNDERWRITER]")][the "Representative")][, on behalf of itself and [NAMES OF OTHER UNDERWRITERS]
(together,the"Underwriting Group"),]hereby certifies as set forth below with respect to the sale of the obligations named
above(the"Bonds").
1. Initial Offering Price of the Bonds. [SHORT NAME OF UNDERWRITER][The Underwriting Group]
offered the Bonds to the Public for purchase at the specified initial offering prices listed in Schedule A (the "Initial -
Offering Prices") on or before the Sale Date. A copy of the pricing wire for the Bonds is attached to this certificate as
Schedule B.
2. First Price at which Sold to the Public. On the Sale Date, at least 10% of each Maturity [listed in
Schedule C] was first sold to the Public at the respective Initial Offering Price [or price specified [therein][in Schedule
C], if different].
3. Hold the Offering Price Rule. [SHORT NAME OF UNDERWRITER][The Underwriting Group] has
agreed in writing that, (i) for each Maturity less than 10%of which was first sold to the Public at a single price as of the -
Sale Date, it would neither offer nor sell any of the Bonds of such Maturity to any person at a price that is higher than the
Initial Offering Price for such Maturity during the Holding Period for such Maturity(the"Hold-the-Offering-Price Rule"),
and (ii) any agreement among underwriters, selling group agreement, or third-party distribution agreement contains the
agreement of each underwriter, dealer, or broker-dealer who is a party to such agreement to comply with the Hold-the-
Offering-Price Rule. Based on the [SHORT NAME OF UNDERWRITER][Representative]'s own knowledge and,in the
case of sales by other Members of the Distribution Group, representations obtained from the other Members of the
Distribution Group, no Member of the Distribution Group has offered or sold any such Maturity at a price that is higher
than the respective Initial Offering Price during the respective Holding Period. -
4. Defined Terms. For purposes of this Issue Price Certificate:
(a) Holding Period means the period starting on the Sale Date and ending on the earlier of(i)the close of the
fifth business day after the Sale Date(November 16,2022),or(ii)the date on which Members of the Distribution Group
have sold at least 10% of such Maturity to the Public at one or more prices, none of which is higher than the Initial
Offering Price for such Maturity.
(b) Issuer means City of Ames, Iowa. -
(c) Maturity means Bonds with the same credit and payment terms. Any Bonds with different maturity dates,
or with the same maturity date but different stated interest rates, are treated as separate Maturities.
(d) Member of the Distribution Group means (i) any person that agrees pursuant to a written contract with
the Issuer(or with the lead underwriter to form an underwriting syndicate)to participate in the initial sale of the Bonds to
the Public, and(ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in
Exhibit 1-B to Terms of Offering
clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling
group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public).
(e) Public means any person (i.e., an individual, trust, estate, partnership, association, company, or
corporation)other than a Member of the Distribution Group or a related party to a Member of the Distribution Group. A
person is a"related party"to a Member of the Distribution Group if the Member of the Distribution Group and that person
are subject, directly or indirectly, to (i) at least 50% common ownership of the voting power or the total value of their
stock, if both entities are corporations (including direct ownership by one corporation of another), (ii) more than 50%
common ownership of their capital interests or profits interests, if both entities are partnerships (including direct
ownership by one partnership of another),or(iii)more than 50%common ownership of the value of the outstanding stock
of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation
and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the
other).
(f) Sale Date means the first day on which there is a binding contract in writing for the sale of the respective
Maturity. The Sale Date of each Maturity was November 8,2022.
The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate
represents [SHORT NAME OF UNDERWRITER][The Underwriting Group]'s interpretation of any laws, including
specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations
thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to
certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax
rules affecting the Bonds, and by Dorsey & Whitney LLP, Des Moines, Iowa in connection with rendering its opinion
that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the
Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to
time relating to the Bonds.
By:
Name:
Dated:November 22,2022
Exhibit I-B to Terms of Offering
SCHEDULE A
INITIAL OFFERING PRICES OF THE BONDS
(Attached)
Exhibit 1-B to Terms of Offering
SCHEDULE B
PRICING WIRE
(Attached)
Exhibit I-B to Terms of Offering
SCHEDULE C
SALES OF AT LEAST 10% OF MATURITY TO THE PUBLIC ON THE SALE DATE
AT THE INITIAL OFFERING PRICE
(Attached)
PRELIMINARY OFFICIAL STATEMENT
CITY OF AMES,IOWA
$13,400,000* General Obligation Corporate Purpose Bonds, Series 2022A
INTRODUCTION <
This Preliminary Official Statement contains information relating to the City of Ames, Iowa(the"City")and its issuance
of$13,400,000* General Obligation Corporate Purpose Bonds, Series 2022A (the "Bonds"). This Preliminary Official
Statement has been authorized by the City and may be distributed in connection with the sale of the Bonds authorized
therein. Inquiries may be made to the City's Municipal Advisor,PFM Financial Advisors LLC(the"Municipal Advisor"),
801 Grand Avenue, Suite 3300, Des Moines, Iowa, 50309,telephone 515-724-5734. Information may also be obtained
from Mr.Roger Wisecup,City Treasurer,City of Ames,515 Clark Avenue,Ames,Iowa,50010,telephone 515-239-5119.
AUTHORITY AND PURPOSE '
The Bonds are being issued pursuant to Division III of Chapters 384 of the Code of Iowa and a resolution to be adopted
by the City Council of the City. The Bonds are being issued for the purpose of paying the cost, to that extent, of
constructing street, alley, bridge, sidewalk, storm water drainage and incidental infrastructure improvements; acquiring
and installing street lighting,signage and signalization improvements;acquiring vehicles and equipment for the municipal
fire department, undertaking Downtown Plaza improvements and concrete surfacing improvements for a municipal fire
station;and undertaking a project in the Downtown Reinvestment District Urban Renewal Area consisting of constructing,
furnishing and equipping an indoor aquatic center and associated grounds and facilities.
The estimated sources and uses of the Bonds are as follows:
Sources of Funds*
Par Amount of Bonds $13,400,000.00
Uses of Funds*
Deposit to Project Fund $13,174,560.00
Underwriter's Discount 147,400.00
Cost of Issuance and Contingency 78,040.00
Total Uses $13,400,000.00
*Preliminary;subject to change.
INTEREST ON THE BONDS
Interest on the Bonds will be payable on June 1, 2023 and semiannually on the lst day of December and June thereafter.
Principal and interest shall be paid to the registered holder of a bond as shown on the records of ownership maintained by
the Registrar as of the 15th day of the month preceding the interest payment date (the "Record Date"). Interest will be
computed on 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.
OPTIONAL REDEMPTION
Bonds due after June 1, 2030 will be subject to call prior to maturity in whole, or from time to time in part, in any order
of maturity and within a maturity by lot on said date or on any date thereafter at the option of the City, upon terms of par
plus accrued interest to date of call. Written notice of such call shall be given at least thirty(30) days prior to the date
fixed for redemption to the registered owners of the Bonds to be redeemed at the address shown on the registration books.
1
PAYMENT OF AND SECURITY FOR THE BONDS
The Bonds are general obligations of the City and the unlimited taxing powers of the City are irrevocably pledged for -
their payment. Upon issuance of the Bonds, the City will levy taxes for the years and in amounts sufficient to provide
100% of annual principal and interest due on the Bonds. If, however, the amount credited to the debt service fund for
payment of the Bonds is insufficient to pay principal and interest,whether from transfers or from original levies,the City
must use funds in its treasury and is required to levy ad valorem taxes upon all taxable property in the City without limit
as to rate or amount sufficient to pay the debt service deficiency.
Nothing in the resolution authorizing the Bonds prohibits or limits the ability of the City to use legally available moneys
other than the proceeds of the general ad valorem property taxes levied, as described in the preceding paragraph,to pay all or any portion of the principal of or interest on the Bonds. If and to the extent such other legally available moneys are
used to pay the principal of or interest on the Bonds,the City may, but shall not be required to, (a)reduce the amount of
taxes levied for such purpose, as described in the preceding paragraph; or(b) use proceeds of taxes levied, as described
in the preceding paragraph, to reimburse the fund or account from which such other legally available moneys are
withdrawn for the amount withdrawn from such fund or account to pay the principal of or interest on the Bonds.
The resolution authorizing the Bonds does not restrict the City's ability to issue or incur additional general obligation
debt,although issuance of additional general obligation debt is subject to the same constitutional and statutory limitations
that apply to the issuance of the Bonds. For a further description of the City's outstanding general obligation debt upon
issuance of the Bonds and the annual debt service on the Bonds, see"DIRECT DEBT"under"CITY INDEBTEDNESS"
included in APPENDIX A to this Preliminary Official Statement. For a description of certain constitutional and statutory
limits on the issuance of general obligation debt, see "DEBT LIMIT" under "CITY INDEBTEDNESS" included in
APPENDIX A to this Preliminary Official Statement.
BOOK-ENTRY-ONLY ISSUANCE
The information contained in the following paragraphs of this subsection "BOOK-ENTRY-ONLY ISSUANCE"has been
extracted from a schedule prepared by Depository Trust Company ("DTC') entitled "SAMPLE OFFERING
DOCUMENT LANGUAGE DESCRIBING BOOK-ENTRY-ONLY ISSUANCE". The information in this section
concerning DTC and DTC's book-entry-only system has been obtained from sources that the City believes to be reliable,
but the City takes no responsibility for the accuracy thereof.
The Depository Trust Company ("DTC"), New York, NY, 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 aggregate principal 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 principal amount, and an additional certificate
will be issued with respect to any remaining principal amount of such issue.
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 the Federal Reserve
System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing
agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and
provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt
issues,and money market instruments from over 100 countries that DTC's participants(the"Direct Participants")deposit
with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities
transactions in deposited securities, through electronic computerized book-entry-only transfers and pledges between
Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct
Participants include both U.S. and non-U.S. securities brokers and dealers,banks,trust companies,clearing corporations,
and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation
("DTCC"). DTCC is the holding company for DTC,National Securities Clearing Corporation and Fixed Income Clearing
Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries.
Access to the DTC system is also available to others such as both U.S.and non-U.S.securities brokers and dealers,banks, -
2
trust companies,and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant,
either directly or indirectly(the"Indirect Participants"). DTC has S&P Global Ratings:AA+. The DTC Rules applicable
to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found
at www.dtcc.com. -
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 (the `Beneficial
Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive
written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written
confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or
Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in
the Securities are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of
Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Securities,
except in the event that use of the book-entry-only system for the Securities is discontinued.
To facilitate subsequent transfers, all Securities deposited by Direct Participants with DTC are registered in the name of
DTC's partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of
DTC. The deposit of Securities with DTC and their registration in the name of Cede&Co. or such other DTC nominee
do not affect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the
Securities;DTC's records reflect only the identity of the Direct Participants to whose accounts such Securities are credited,
which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping
account of their holdings on behalf of their customers.
Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect
Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements
among them,subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners
of Securities may wish to take certain steps to augment the transmission to them of notices of significant events with
respect to the Securities, such as redemptions, tenders, defaults, and proposed amendments to the Security documents.
For example, Beneficial Owners of Securities may wish to ascertain that the nominee holding the Securities for their
benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish
to provide their names and addresses to the registrar and request that copies of notices be provided directly to them. -
Redemption notices shall be sent to DTC. If less than all of the Securities within an issue are being redeemed, DTC's
practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed.
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, DTC mails
an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s
consenting or voting rights to those Direct Participants to whose accounts Securities are credited on the record date -
identified in a listing attached to the Omnibus Proxy.
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 Direct Participants'
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 Participants to Beneficial Owners will
be governed by standing instructions and customary practices, as is the case with securities held for the accounts of
customers in bearer form or registered in"street name,"and will be the responsibility of such Participant and not of DTC,
Agent, or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of -
redemption proceeds,distributions,and dividend payments to Cede&Co.,or such other nominee as may be requested by
an authorized representative of DTC, is the responsibility of the City or Agent, disbursement of such payments to Direct
Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the
responsibility of Direct and Indirect Participants.
A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through its Participant, to
Remarketing Agent, and shall effect delivery of such Securities by causing the Direct Participant to transfer the
3
Participant's interest in the Securities, on DTC's records, to Remarketing Agent. The requirement for physical delivery
of Securities in connection with an optional tender or a mandatory purchase will be deemed satisfied when the ownership
rights in the Securities are transferred by Direct Participants on DTC's records and followed by a book-entry-only credit
of tendered Securities to Remarketing Agent's DTC account.
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 not obtained, Security
certificates are required to be printed and delivered.
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.
The information in this section concerning DTC and DTC's book-entry-only system has been obtained from sources that
the City believes to be reliable,but the City takes no responsibility for the accuracy thereof.
FUTURE FINANCING
The City does not anticipate issuing any additional general obligation debt within 90 days of this Official Statement.
However,the City does anticipate issuing a sewer revenue loan agreement with the Iowa Finance Authority via the State
Revolving Fund clean water loan program, in the approximate amount of$8,000,000. The loan agreement will be repaid
solely with net revenues of the City's sanitary sewer utility system.
LITIGATION
The City is not aware of any threatened or pending litigation affecting the validity of the Bonds or the City's ability to
meet its financial obligations.
At closing, the City will certify that no controversy or litigation is pending, prayed or threatened involving the
incorporation, organization, existence or boundaries of the Bonds, or the titles of the City officers to their respective
positions, or the validity of the Bonds, or the power and duty of the Bonds to provide and apply adequate taxes for the
full and prompt payment of the principal and interest of the Bonds,and that no measure or provision for the authorization
or issuance of the Bonds has been repealed or rescinded."
DEBT PAYMENT HISTORY
The City knows of no instance in which they have defaulted in the payment of principal and interest on its debt.
LEGAL MATTERS
Legal matters incident to the authorization, issuance and sale of the Bonds and with regard to the tax-exempt status of the
interest thereon(see"TAX EXEMPTION AND RELATED TAX MATTERS"herein)are subject to the approving legal
opinion of Dorsey&Whitney LLP,Des Moines,Iowa,Bond Counsel,a form of which is attached hereto as APPENDIX B
to this Preliminary Official Statement. Signed copies of the opinion, dated and premised on law in effect as of the date
of original delivery of the Bonds, will be delivered to the purchaser at the time of such original delivery. The Bonds are
offered subject to prior sale and to the approval of legality of the Bonds by Bond Counsel.Dorsey&Whitney LLP is also
serving as Disclosure Counsel to the Issuer in connection with the issuance of the Bonds.
The legal opinion to be delivered will express the professional judgment of Bond Counsel, and by rendering a legal
opinion,Bond Counsel does not become an insurer or guarantor of the result indicated by that expression of professional
judgment of the transaction or the future performance of the parties to the transaction."
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TAX EXEMPTION AND RELATED TAX MATTERS
Federal Income Tax Exemption: The opinion of Bond Counsel will state that under present laws and rulings, interest on
the Bonds (including any original issue discount properly allocable to an owner thereof) is excluded from gross income
for federal income tax purposes, and is not treated as a preference item in calculating the federal alternative minimum tax
imposed under the Internal Revenue Code of 1986 (the"Code").
The opinion set forth in the preceding sentence will be subject to the condition that the City comply with all requirements
of the Code that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to
be, excluded from gross income for federal income tax purposes. Failure to comply with certain of such requirements
may cause the inclusion of interest on the Bonds in gross income for federal income tax purposes to be retroactive to the
date of issuance of the Bonds. In the resolution authorizing the issuance of the Bonds,the City will covenant to comply
with all such requirements.
There may be certain other federal tax consequences to the ownership of the Bonds by certain taxpayers,including without
limitation, corporations subject to the branch profits tax, financial institutions, certain insurance companies, certain S
corporations,individual recipients of Social Security and Railroad Retirement benefits and taxpayers who may be deemed
to have incurred(or continued) indebtedness to purchase or carry tax-exempt obligations. Bond Counsel will express no -
opinion with respect to other federal tax consequences to owners of the Bonds. Prospective purchasers of the Bonds
should consult with their tax advisors as to such matters.
State of Iowa Income Taxes: The interest on the Bonds is NOT exempt from present Iowa income taxes.
Proposed Changes in Federal and State Tax Law: From time to time,there are Presidential proposals,proposals of various
federal committees, and legislative proposals in the Congress and in the states that, if enacted, could alter or amend the
federal and state tax matters referred to herein or adversely affect the marketability or market value of the Bonds or
otherwise prevent holders of the Bonds from realizing the full benefit of the tax exemption of interest on the
Bonds. Further,such proposals may impact the marketability or market value of the Bonds simply by being proposed. No
prediction is made whether such provisions will be enacted as proposed or concerning other future legislation affecting
the tax treatment of interest on the Bonds. In addition, regulatory actions are from time to time announced or proposed
and litigation is threatened or commenced which, if implemented or concluded in a particular manner, could adversely
affect the market value, marketability or tax exempt status of the Bonds. It cannot be predicted whether any such
regulatory action will be implemented, how any particular litigation or judicial action will be resolved, or whether the
Bonds would be impacted thereby.
Purchasers of the Bonds should consult their tax advisors regarding any pending or proposed legislation, regulatory
initiatives or litigation. The opinions expressed by Bond Counsel are based upon existing legislation and regulations as
interpreted by relevant judicial and regulatory authorities as of the date of issuance and delivery of the Bonds, and Bond
Counsel has expressed no opinion as of any date subsequent thereto or with respect to any proposed or pending legislation,
regulatory initiatives or litigation.
NOT Qualified Tax-Exempt Obligations: In the resolution authorizing the issuance of the Bonds, the City will NOT
designate the Bonds as "qualified tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code relating
to the ability of financial institutions to deduct from income for federal income tax purposes a portion of the interest
expense that is allocable to tax-exempt obligations. In the opinion of Bond Counsel, the Bonds are NOT"qualified tax- -
exempt obligations"within the meaning of Section 265(b)(3)of the Code.
Original Issue Discount: The Bonds maturing in the years (collectively, the "Discount Bonds") are
being sold at a discount from the principal amount payable on such Discount Bonds at maturity. The difference between
the price at which a substantial amount of the Discount Bonds of a given maturity is first sold to the public (the "Issue
Price") and the principal amount payable at maturity constitutes "original issue discount" under the Code. The amount
of original issue discount that accrues to a holder of a Discount Bond under section 1288 of the Code is excluded from
federal gross income to the same extent that stated interest on such Discount Bond would be so excluded. The amount of
the original issue discount that accrues with respect to a Discount Bond under section 1288 is added to the owner's federal
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tax basis in determining gain or loss upon disposition of such Discount Bond(whether by sale, exchange, redemption or
payment at maturity).
Interest in the form of original issue discount accrues under section 1288 pursuant to a constant yield method that reflects
semiannual compounding on dates that are determined by reference to the maturity date of the Discount Bond. The
amount of original issue discount that accrues for any particular semiannual accrual period generally is equal to the excess
of(1)the product of(a) one-half of the yield on such Discount Bonds (adjusted as necessary for an initial short period)
and (b) the adjusted issue price of such Discount Bonds, over (2) the amount of stated interest actually payable. For
purposes of the preceding sentence,the adjusted issue price is determined by adding to the Issue Price for such Discount
Bonds the original issue discount that is treated as having accrued during all prior semiannual accrual periods. If a
Discount Bond is sold or otherwise disposed of between semiannual compounding dates,then the original issue discount
that would have accrued for that semiannual accrual period for federal income tax purposes is allocated ratably to the days
in such accrual period.
An owner of a Discount Bond who disposes of such Discount Bond prior to maturity should consult owner's tax advisor
as to the amount of original issue discount accrued over the period held and the amount of taxable gain or loss upon the
sale or other disposition of such Discount Bond prior to maturity.
Owners who purchase Discount Bonds in the initial public offering but at a price different than the Issue Price should
consult their own tax advisors with respect to the tax consequences of the ownership of the Discount Bonds.
The Code contains provisions relating to the accrual of original issue discount in the case of subsequent purchasers of -
bonds such as the Discount Bonds. Owners who do not purchase Discount Bonds in the initial offering should consult
their own tax advisors with respect to the tax consequences of the ownership of the Discount Bonds.
Original issue discount that accrues in each year to an owner of a Discount Bond may result in collateral federal income
tax consequences to certain taxpayers. No opinion is expressed as to state and local income tax treatment of original issue
discount. All owners of Discount Bonds should consult their own tax advisors with respect to the federal,state,local and
foreign tax consequences associated with the purchase, ownership, redemption, sale or other disposition of Discount
Bonds. -
Original Issue Premium: The Bonds maturing in the years are being issued at a premium to the principal
amount payable at maturity. Except in the case of dealers, which are subject to special rules, Bondholders who acquire
the Bonds at a premium must,from time to time,reduce their federal tax bases for the Bonds for purposes of determining
gain or loss on the sale or payment of such Bonds. Premium generally is amortized for federal income tax purposes on
the basis of a bondholder's constant yield to maturity or to certain call dates with semiannual compounding. Bondholders
who acquire any Bonds at a premium might recognize taxable gain upon sale of the Bonds, even if such Bonds are sold
for an amount equal to or less than their original cost. Amortized premium is not deductible for federal income tax
purposes. Bondholders who acquire any Bonds at a premium should consult their tax advisors concerning the calculation -
of bond premium and the timing and rate of premium amortization, as well as the state and local tax consequences of
owning and selling the Bonds acquired at a premium.
BONDHOLDER'S RISKS
An investment in the Bonds involves an element of risk. In order to identify risk factors and make an informed investment
decision,potential investors should be thoroughly familiar with this entire Preliminary Official Statement(including the
appendices hereto)in order to make a judgment as to whether the Bonds are an appropriate investment.
Global Health Emergency Risk: The City is monitoring daily developments and directives of federal, state and local -
officials to determine what precautions and procedures may need to be implemented by the City in the event of the
continued spread of COVID-19. Some procedures and precautions resulting from the spread of COVID-19 with respect
to operations,personnel and services may be mandated by federal and/or state entities. The continued spread of COVID-
19 in the future and the continued financial impact specifically on the City,and financial markets generally,may have the
following adverse financial impacts: (i) limit the ability of the City to conduct its operations and provide services on a
timely basis, if at all, (ii) significantly increase the cost of operations of the City, (iii) significantly impact the ability of
the City to provide personnel to carry out the services routinely provided by the City; (iv) affect financial markets and
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consequently materially adversely affect the returns on and value of the City's investment portfolio, and (v) affect the
secondary market with respect to the Bonds. Finally, the current spread of COVID-19 is altering the behavior of
businesses and people in a manner that may have negative effects on economic activity,and therefore adversely affect the
financial condition of the City,either directly or indirectly.
Tax Levy Procedures: The Bonds are general obligations of the City, payable from and secured by a continuing ad-
valorem tax levied against all of the taxable property within the boundaries of the City. As part of the budgetary process
of the City, each fiscal year the City will have an obligation to request a debt service levy to be applied against all of the
taxable property within the boundaries of the City. A failure on the part of the City to make a timely levy request, or a
levy request by the City that is inaccurate or is insufficient to make full payments of the debt service on the Bond for a
particular fiscal year, may cause Bondholders to experience delay in the receipt of distributions of principal of and/or
interest on the Bonds.
Changes in Property Taxation: The Bonds are general obligations of the City secured by an unlimited ad valorem property
tax as described more fully in the"PAYMENT OF AND SECURITY FOR THE BONDS"herein. -
From time to time the Iowa General Assembly has altered the method of property taxation and could do so again. Any
alteration in property taxation structure could affect property tax revenues available to pay the Bonds. Historically, the
Iowa General Assembly has applied changes in property taxation structure on a prospective basis; however, there is no
assurance that future changes in property taxation structure by the Iowa General Assembly will not be retroactive. It is
impossible to predict the outcome of future property tax changes by the Iowa General Assembly or their potential impact
on the Bonds and the security for the Bonds.
Matters Relating to Enforceability of Agreements: Bondholders shall have and possess all the rights of action and -
remedies afforded by the common law, the Constitution and statutes of the State of Iowa and of the United States of
America for the enforcement of payment of the Bonds,including,but not limited to,the right to a proceeding in law or in
equity by suit, action or mandamus to enforce and compel performance of the duties required by Iowa law and the
resolution for the Bonds.
The practical realization of any rights upon any default will depend upon the exercise of various remedies specified in the
Resolution or the Loan Agreement. The remedies available to the Bondholders upon an event of default under the
Resolution or the Loan Agreement, in certain respects, may require judicial action, which is often subject to discretion
and delay. Under existing law,including specifically the federal bankruptcy code,certain of the remedies specified in the -
Loan Agreement or the Resolution may not be readily available or may be limited. A court may decide not to order the
specific performance of the covenants contained in these documents. The legal opinion to be delivered concurrently with
the delivery of the Bonds will be qualified as to the enforceability of the various legal instruments by limitations imposed
by general principles of equity and public policy and by bankruptcy, reorganization, insolvency or other similar laws
affecting the rights of creditors generally.
No representation is made,and no assurance is given,that the enforcement of any remedies will result in sufficient funds
to pay all amounts due under the resolution for the Bonds or the Loan Agreement, including principal of and interest on
the Bonds. -
Secondary Market: There can be no guarantee there will be a secondary market for the Bonds or, if a secondary market
exists,that such Bonds can be sold for any particular price. Occasionally,because of general market conditions or because
of adverse history of economic prospects connected with a particular issue, secondary marketing practices in connection
with a particular note or bond issue are suspended or terminated. Additionally,prices of bond or note issues for which a
market is being made will depend upon then prevailing circumstances. Such prices could be substantially different from
the original purchase price of the Bonds.
EACH PROSPECTIVE PURCHASER IS RESPONSIBLE FOR ASSESSING THE MERITS AND RISKS OF AN -
INVESTMENT IN THE BONDS AND MUST BE ABLE TO BEAR THE ECONOMIC RISK OF SUCH
INVESTMENT. THE SECONDARY MARKET FOR THE BONDS,IF ANY, COULD BE LIMITED.
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Rating Loss: Moody's Investors Service ("Moody's") has assigned a rating of`_' to the Bonds. Generally, a rating
agency bases its rating on the information and materials furnished to it and on investigations, studies and assumptions of
its own.There is no assurance the rating with continue for any given period of time,or that such rating will not be revised,
suspended or withdrawn,if, in the judgment of Moody's,circumstances so warrant.A revision,suspension or withdrawal
of a rating may have an adverse effect on the market price of the Bonds.
Bankruptcy and Insolvency The rights and remedies provided in the Resolution for the Bonds may be limited by and are
subject to the provisions of federal bankruptcy laws,to other laws or equitable principles that may affect the enforcement
of creditor's rights,to the exercise of judicial discretion in appropriate cases and to limitations in legal remedies against
exercise of judicial discretion in appropriate cases and to limitations on legal remedies against municipal corporations in
the State of Iowa. The various opinions of counsel to be delivered with respect to the Bonds, the Loan Agreement and
the Resolution for the Bonds, including the opinion of Bond Counsel,will be similarly qualified. If the City were to file
a petition under chapter nine of the federal bankruptcy code,the owners of the Bonds could be prohibited from taking any
steps to enforce their rights under the Resolution for the Bonds. In the event the City fails to comply with its covenants
under the Resolution for the Bonds or fails to make payments on the Bonds,there can be no assurance of the availability
of remedies adequate to protect the interests of the holders of the Bonds.
Under Iowa Code Chapter 76 sections 76.16 and 76.16A of the Act, as amended, a city, county, or other political
subdivision may become a debtor under Chapter 9 of the Federal bankruptcy code, if it is rendered insolvent, as defined
in 11 U.S.C. §101(32)(c), as a result of a debt involuntarily incurred. As used therein,"debt"means an obligation to pay
money, other than pursuant to a valid and binding collective bargaining agreement or previously authorized bond issue,
as to which the governing body of the city, county, or other political subdivision has made a specific finding set forth in
a duly adopted resolution of each of the following: (1)all or a portion of such obligation will not be paid from available
insurance proceeds and must be paid from an increase in general tax levy; (2) such increase in the general tax levy will
result in a severe,adverse impact on the ability of the city,county,or political subdivision to exercise the powers granted
to it under applicable law, including without limitation providing necessary services and promoting economic
development; (3)as a result of such obligation,the city,county,or other political subdivision is unable to pay its debts as -
they become due;and(4)the debt is not an obligation to pay money to a city,county,entity organized pursuant to chapter
28E of the Code of Iowa, or other political subdivision.
Forward-Looking Statements: This Preliminary Official Statement contains statements relating to future results that are
"forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. When used in this
Preliminary Official Statement,the words"anticipated,""plan,""expect,""projected,""estimate,""budget,""pro forma,"
"forecast," "intend," and similar expressions identify forward-looking statements. Any forward-looking statement is
subject to uncertainty. Accordingly, such statements are subject to risks that could cause actual results to differ,possibly
materially, from those contemplated in such forward-looking statements. Inevitably, some assumptions used to develop
forward-looking statements will not be realized or unanticipated events and circumstances may occur. Therefore,
investors should be aware that there are likely to be differences between forward-looking statements and the actual results.
These differences could be material and could impact the availability of funds of the City to pay debt service when due
on the Bonds.
Cybersecurity: The City, like many other public and private entities, relies on a large and complex technology
environment to conduct its operations. As such, it may face multiple cybersecurity threats including but not limited to,
hacking, viruses, malware and other attacks on computer or other sensitive digital systems and networks. There can be
no assurances that any security and operational control measures implemented by the City will be completely successful
to guard against and prevent cyber threats and attacks. Failure to properly maintain functionality, control, security, and
integrity of the City's information systems could impact business operations and/or digital networks and systems and the
costs of remedying any such damage could be significant. Along with significant liability claims or regulatory penalties,
any security breach could have a material adverse impact on the City's operations and financial condition.
The City maintains insurance policies in the amount of$15,000,000 for the aggregate limit of liability to cover aspects of
a cyber-attack. The City cannot predict whether these policies would be sufficient in the event of a cyber
breach. However, the Bonds are secured by an unlimited ad valorem property tax as described more fully in the
"PAYMENT OF AND SECURITY FOR THE BONDS"herein.
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Tax Matters and Loss of Tax Exemption: As discussed under"TAX EXEMPTION AND RELATED TAX MATTERS"
herein, the interest on the Bonds could become includable in gross income for purposes of federal income taxation
retroactive to the date of delivery of the Bonds,as a result of acts or omissions of the City in violation of its covenants in
the resolution for the Bonds. Should such an event of taxability occur, the Bonds would not be subject to a special
redemption and would remain outstanding until maturity or until redeemed under the redemption provisions contained in
the Bonds,and there is no provision for an adjustment of the interest rate on the Bonds.
It is possible that actions of the City after the closing of the Bonds will alter the tax-exempt status of the Bonds, and, in
the extreme, remove the tax-exempt status from the Bonds. In that instance, the Bonds are not subject to mandatory
prepayment, and the interest rate on the Bonds does not increase or otherwise reset. A determination of taxability on the
Bonds,after closing of the Bonds, could materially adversely affect the value and marketability of the Bonds.
DTC-Beneficial Owners: Beneficial Owners of the Bonds may experience some delay in the receipt of distributions of
principal of and interest on the Bonds since such distributions will be forwarded by the Paying Agent to DTC and DTC
will credit such distributions to the accounts of the Participants which will thereafter credit them to the accounts of the
Beneficial Owner either directly or indirectly through indirect Participants. Neither the City nor the Paying Agent will
have any responsibility or obligation to assure that any such notice or payment is forwarded by DTC to any Participants
or by any Participant to any Beneficial Owner.
In addition,since transactions in the Bonds can be effected only through DTC Participants,indirect participants and certain
banks, the ability of a Beneficial Owner to pledge the Bonds to persons or entities that do not participate in the DTC
system, or otherwise to take actions in respect of such Bonds, may be limited due to lack of a physical certificate.
Beneficial Owners will be permitted to exercise the rights of registered Owners only indirectly through DTC and the
Participants. See"BOOK-ENTRY-ONLY ISSUANCE"herein.
Proposed Federal Tax Legislation: From time to time, Presidential proposals, federal legislative committee proposals or
legislative proposals are made that would, if enacted, alter or amend one or more of the federal tax matters described
herein in certain respects or would adversely affect the market value of the Bonds. It cannot be predicted whether or in
what forms any of such proposals that may be introduced, may be enacted and there can be no assurance that such
proposals will not apply to the Bonds. See"TAX EXEMPTION AND RELATED TAX MATTERS"herein.
Pension and Other Post-Employment Benefits("OPEB") Information: The City contributes to the Iowa Public
Employees' Retirement System ("IPERS"), which is a state-wide, multiple-employer, cost-sharing defined benefit
pension plan administered by the State of Iowa. IPERS provides retirement and death benefits which are established by
State statute to plan members and beneficiaries. All full-time employees of the City are required to participate in IPERS.
IPERS plan members are required to contribute a percentage of their annual salary, in addition to the City being required
to make annual contributions to IPERS. Contribution amounts are set by State statute. The IPERS Annual Comprehensive
Financial Report for its Fiscal Year ended June 30,2021 (the"IPERS ACFR")indicates that as of June 30,2021,the date
of the most recent actuarial valuation for IPERS, the funded ratio of IPERS was 88.34%, and the unfunded actuarial
liability was $4.960 billion. The IPERS ACFR identifies the IPERS Net Pension Liability/(Asset) at June 30, 2021, at
approximately ($345) million, while its net pension liability at June 30, 2020 was approximately $7.024 billion. The
IPERS ACFR is available on the IPERS website,or by contacting IPERS at 7401 Register Drive,Des Moines,IA 50321.
See the City's JUNE 30,2021 ANNUAL COMPREHENSIVE FINANCIAL REPORT for the Fiscal Year ended June 30,
2021 included in APPENDIX C to this Preliminary Official Statement for additional information on IPERS.
In the Fiscal Year ended June 30, 2021, the City's IPERS contribution totaled approximately $9,131,127. The City is
current in its obligations to IPERS.
Pursuant to Governmental Accounting Standards Board Statement No. 68, IPERS has allocated the net pension liability
among its members, with the City's identified portion at June 30, 2021 at approximately $84,204,424. While the City's
contributions to IPERS are controlled by state law,there can be no assurance the City will not be required by changes in
State law to increase its contribution requirement in the future, which may have the effect of negatively impacting the
finances of the City. See "EMPLOYEES AND PENSIONS" included in APPENDIX A to this Preliminary Official
Statement, and"JUNE 30, 2021 ANNUAL COMPREHENSIVE FINANCIAL REPORT" included in APPENDIX C to
this Preliminary Official Statement for additional information on pension and liabilities of the City.
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Bond Counsel, the Municipal Advisor and the City undertake no responsibility for and make no representations as to the
accuracy or completeness of the information available from the IPERS discussed above or included on the IPERS website,
including, but not limited to, updates of such information on the State Auditor's website or links to other Internet sites
accessed through the IPERS website.
The City contributes to Municipal Fire and Police Retirement System of Iowa("MFPRSI"),which is a multiple-employer
cost-sharing defined benefit pension plan for fire fighters and police officers,administered under Chapter 411 of the Code
of Iowa. MFPRSI plan members are required to contribute a percentage of their annual salary, in addition to the City
being required to make annual contributions to MFPRSI. Contribution amounts are set by State statute. The MFPRSI
Actuarial Valuation Report indicates that as of July 1, 2021,the date of the most recent actuarial valuation for MFPRSI,
the funded ratio of MFPRSI was 81%, and the unfunded actuarial liability was $600 million. The MFPRSI Financial
Statements for its Fiscal Year ended June 30,2021 (the"MFPRSI Report")identifies the MFPRSI Net Pension Liability
at June 30, 2021, at approximately $224.4 million, while its net pension liability at June 30, 2020 was approximately
$797.6 million. The MFPRSI Report is available on the MFPRSI website. See "EMPLOYEES AND PENSIONS"
included in APPENDIX A to this Preliminary Official Statement, and"JUNE 30, 2021 ANNUAL COMPREHENSIVE
FINANCIAL REPORT" included in APPENDIX C to this Preliminary Official Statement for additional information on
MFPRSI.
In the Fiscal Year ended June 30, 2021, the City's MFPRSI contribution totaled approximately $2,200,185. The City is
current in its obligations to MFPRSI.
Pursuant to Governmental Accounting Standards Board Statement No.68,MFPRSI has allocated the net pension liability
among its members, with the City's identified portion at June 30, 2021 at approximately $21,356,506. While the City's
contributions to MFPRSI are controlled by state law,there can be no assurance the City will not be required by changes
in State law to increase its contribution requirement in the future,which may have the effect of negatively impacting the
finances of the City. See "EMPLOYEES AND PENSIONS" included in APPENDIX A to this Preliminary Official
Statement, and"JUNE 30, 2021 ANNUAL COMPREHENSIVE FINANCIAL REPORT" included in APPENDIX C to
this Preliminary Official Statement for additional information on pension and liabilities of the City.
Bond Counsel, the Municipal Advisor and the City undertake no responsibility for and make no representations as to the
accuracy or completeness of the information available from the MFPRSI discussed above or included on the MFPRSI
website, including, but not limited to, updates of such information on the State Auditor's website or links to other Internet
sites accessed through the MFPRSI website.
The City and hospital provide health and dental care benefits for retirees and their beneficiaries through a single-employer,
defined benefit plan. The hospital also provides a life insurance benefit. The City has the authority to establish and amend
benefit provisions of the plan. Participants must be age 55 or older. The contribution requirements of the City are
established and may be amended by the City. Plan members are currently not required to contribute. The City funds on
a pay-as-you-go basis. For additional information, see "OTHER POST-EMPLOYMENT BENEFITS" included in
APPENDIX A to this Preliminary Official Statement,and"JUNE 30,2021 ANNUAL COMPREHENSIVE FINANCIAL -
REPORT"included in APPENDIX C to this Preliminary Official Statement.
Summary: The foregoing is intended only as a summary of certain risk factors attendant to an investment in the Bonds.
In order for potential investors to identify risk factors and make an informed investment decision, potential investors
should become thoroughly familiar with this entire Preliminary Official Statement and the appendices hereto.
RATING
The Bonds have been rated' by Moody's. Currently,Moody's rates the City's outstanding General Obligation long-
term debt`_'. The existing rating on long-term debt reflects only the view of the rating agency and any explanation of
the significance of such rating may only be obtained from Moody's. The ratings described above are not recommendations
to buy, sell or hold the Bonds. There is no assurance that any such rating will continue for any period of time or that it
will not be revised downward or withdrawn entirely if,in the judgment of Moody's,circumstances so warrant. Therefore,
after the date hereof, investors should not assume that the ratings are still in effect. A downward revision or withdrawal
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of either rating is likely to have an adverse effect on the market price and marketability of the Bonds. The Issuer has not
assumed any responsibility either to notify the owners of the Bonds of any proposed change in or withdrawal of any rating
subsequent to the date of this Preliminary Official Statement,except in connection with the reporting of events as provided
in the Continuing Disclosure Certificate,or to contest any revision or withdrawal.
MUNICIPAL ADVISOR
The City has retained PFM Financial Advisors LLC, Des Moines, Iowa as Municipal Advisor in connection with the
preparation of the issuance of the Bonds. In preparing the Preliminary Official Statement, the Municipal Advisor has
relied on government officials and other sources to provide accurate information for disclosure purposes. The Municipal
Advisor is not obligated to undertake, and has not undertaken, an independent verification of the accuracy,completeness
or fairness of the information contained in this Preliminary Official Statement. PFM Financial Advisors LLC is an
independent advisory firm and is not engaged in the business of underwriting,trading or distributing municipal securities
or other public securities.
CONTINUING DISCLOSURE
The City will covenant in a Continuing Disclosure Certificate for the benefit of the owners and beneficial owners of the
Bonds to provide annually certain financial information and operating data relating to the City(the"Annual Report"),and
to provide notices of the occurrence of certain enumerated events. The Annual Report is to be filed by the City no later
than June 30ffi after the close of each fiscal year,commencing with the fiscal year ending June 30,2022,with the Municipal
Securities Rulemaking Board, at its internet repository named "Electronic Municipal Market Access" ("EMMA"). The
notices of events, if any, are also to be filed with EMMA. See "FORM OF CONTINUING DISCLOSURE
CERTIFICATE"included in APPENDIX D to this Preliminary Official Statement The specific nature of the information
to be contained in the Annual Report or the notices of events,and the manner in which such materials are to be filed, are
summarized in the "FORM OF CONTINUING DISCLOSURE CERTIFICATE." These covenants have been made in
order to assist the Underwriter in complying with SEC Rule 15c2-12(b)(5)(the"Rule").
In accordance with the reporting requirements of paragraph(f)(3)of the Rule,within the past five years,the City has not
failed to comply, in all material respects,with any previous undertakings it has entered into with respect to the Rule.
Regarding the Mary Greeley Medical Center's (the "Medical Center") the quarterly financials for the quarter ended
September 30, 2019 were filed one day late. In addition, the Medical Center's Annual Financial Information and
Operating Data Report for the Fiscal Year ending June 30,2021 was not timely filed.
Breach of the undertakings will not constitute a default or an"Event of Default"under the Bonds or the resolution for the
Bonds.A broker or dealer is to consider a known breach of the undertakings,however,before recommending the purchase
or sale of the Bonds in the secondary market. Thus, a failure on the part of the City to observe the undertakings may
adversely affect the transferability and liquidity of the Bonds and their market price.
FINANCIAL STATEMENTS
The City's"JUNE 30, 2021 ANNUAL COMPREHENSIVE FINANCIAL REPORT", as prepared by City management
and audited by a certified public accountant, is reproduced as APPENDIX C. The City's certified public accountant has
not consented to distribution of the audited financial statements and has not undertaken added review of their presentation.
Further information regarding financial performance and copies of the City's prior Comprehensive Annual Financial
Report may be obtained from PFM Financial Advisors LLC.
11
CERTIFICATION
The City has authorized the distribution of this Preliminary Official Statement for use in connection with the initial sale
of the Bonds. I have reviewed the information contained within the Preliminary Official Statement prepared on behalf of
the City by PFM Financial Advisors LLC, Des Moines, Iowa, and to the best of my knowledge, information and belief,
said Preliminary Official Statement does not contain any untrue statement of a material fact or omit to state a material fact
required to be stated therein or necessary in order to make the statements made therein,in light of the circumstances under
which they were made, not misleading regarding the issuance of$13,400,000* General Obligation Corporate Purpose
Bonds, Series 2022A.
CITY OF AMES,IOWA
/s/Roger Wisecup,City Treasurer
*Preliminary;subject to change.
12
APPENDIX A
GENERAL INFORMATION ABOUT THE CITY OF AMES, IOWA
The $13,400,000* GENERAL OBLIGATION CORPORATE PURPOSE BONDS, SERIES 2022A (the "Bonds') are -
general obligations of the City of Ames, Iowa (the "City')for which the City will pledge its power to levy direct ad
valorem taxes against all taxable property within the City without limitation as to rate or amount to the repayment of the
Bonds.
*Preliminary,subject to change.
CITY PROPERTY VALUATIONS
IOWA PROPERTY VALUATIONS
In compliance with Section 441.21 of the Code of Iowa,the State Director of Revenue annually directs the county auditors
to apply prescribed statutory percentages to the assessments of certain categories of real property. The Story County
Auditor adjusted the final Actual Values for 2021. The reduced values, determined after the application of rollback
percentages, are the Taxable Values subject to tax levy. For assessment year 2021, the taxable value rollback rate was
54.1302% of actual value for residential property; 89.0412% of actual value for agricultural property; 63.7500% of the
actual value for multiresidential property;90%of actual value for commercial,industrial and railroad property;and 100%
of the actual value of utility property.
The Legislature's intent has been to limit the growth of statewide taxable valuations for the specific classes of property to
3%annually. Political subdivisions whose taxable values are thus reduced or are unusually low in growth are allowed to
appeal the valuations to the State Appeal Board, in order to continue to fund present services.
PROPERTY VALUATIONS(1/1/2021 Valuations for Taxes Payable July 1,2022 through June 30,2023)
Taxable Value
100%Actual Value (With Rollback)
Residential $3,892,489,600 $2,107,012,157
Commercial 1,032,739,726 925,371,686
Industrial 171,694,100 152,892,690
Multiresidential 307,293,600 195,899,734
Railroads 11,956,080 10,760,472
Utilities w/o Gas &Electric 2,942,917 2,942,917
Gross valuation $5,419,116,023 $3,394,879,656
Less military exemption (1,972,380) (1,972,380)
Net valuation $5,417,143,643 $3,392,907,276
TIF Increment $57,260,674 ') $57,260,674 ')
Taxed separately
Ag.Land&Building $4,132,012 $3,678,561
Gas&Electric Utilities $37,635,515 $6,794,115
1) Excludes$5,788 of Ag Increment.
2021 GROSS TAXABLE VALUATION BY CLASS OF PROPERTY')
Taxable Valuation Percent of Total
Residential $2,107,012,157 61.94%
Multiresidential 195,899,734 5.76% -
Gas&Electric Utilities 6,794,115 0.20%
Commercial, Industrial, Railroads, Utility 1,091,967,765 32.10%
Total Gross Taxable Valuation $3,401,673,771 100.00%
1)Excludes Taxable TIF Increment and Ag.Land&Buildings.
A-1
TREND OF VALUATIONS
Assessment Payable 100% Taxable Valuation Taxable
Year Fiscal Year Actual Valuation (With Rollback) TIF Increment
2017 2018-19 $4,637,521,835 $2,914,741,622 $34,554,637
2018 2019-20 4,842,735,118 3,079,908,598 45,584,078
2019 2020-21 5,026,796,234 3,112,286,020 75,857,137
2020 2021-22 5,191,529,367 3,257,725,869 81,120,190
2021 2022-23 5,516,177,632 3,399,701,391 57,260,674
The 100% Actual Valuation, before rollback and after the reduction of military exemption, includes Ag. Land &
Buildings, TIF Increment and Gas& Electric Utilities. The Taxable Valuation, with the rollback and after the reduction
of military exemption, includes Gas&Electric Utilities and excludes Ag. Land&Buildings and Taxable TIF Increment.
Iowa cities certify operating levies against Taxable Valuation excluding Taxable TIF Increment and debt service levies
are certified against Taxable Valuation including the Taxable TIF Increment.
LARGER TAXPAYERS
Set forth in the following table are the persons or entities which represent larger taxpayers within the boundaries of the
City, as provided by the Story County Auditor's office. No independent investigation has been made of and no
representation is made herein as to the financial condition of any of the taxpayers listed below or that such taxpayers will
continue to maintain their status as major taxpayers in the City. With the exception of the electric and natural gas provider
noted below (which is subject to an excise tax in accordance with Iowa Code chapter 437A), the City's mill levy is
uniformly applicable to all of the properties included in the table,and thus taxes expected to be received by the City from
such taxpayers will be in proportion to the assessed valuations of the properties. The total tax bill for each of the properties
is dependent upon the mill levies of the other taxing entities which overlap the properties.
1/l/2021 z>
Taxpayer') Type of Property/Business Taxable Valuation
Iowa State University Research Park Commercial $67,098,301
Barilla America Inc. Industrial 49,627,090
Clinic Building Company Inc. Commercial 37,204,290
Campus Investors IS LLC Commercial 36,348,640
FPA6 University West LLC Commercial 26,153,040
Spirit Realty LP Commercial 23,447,160
SZ Ames Apartments LLC Multiresidential 21,516,346
GW Land Holdings LLC Commercial 20,239,127
Dayton Park LLC Commercial 20,060,756
West Towne Apartments LC Multiresidential 19,884,828
1) This list represents some of the larger taxpayers in the City,not necessarily the 10 largest taxpayers.
2) The January 1,2021 Taxable valuations listed represents only those valuations associated with the title holder and may not
necessarily represent the entire taxable valuation.
Source: Story County Auditor
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CITY INDEBTEDNESS
DEBT LIMIT
Article XI, Section 3 of the State of Iowa Constitution limits the amount of debt outstanding at any time of any county,
municipality or other political subdivision to no more than 5% of the Actual Value of all taxable property within the
corporate limits, as taken from the last state and county tax list. The debt limit for the City, based on its 2021 Actual
Valuation currently applicable to the Fiscal Year 2022-23, is as follows:
2021 Gross Actual Valuation of Property $5,516,177,632
Legal Debt Limit of 5% 0.05
Legal Debt Limit $275,808,881
Less: G.O. Debt Subject to Debt Limit (75,970,000)*
Less: Other Debt Subject to Debt Limit (1,512,423)2)
Net Debt Limit $198,326,458 *
1) Actual Valuation of property as reported by the Iowa Department of Management for the Fiscal Year 2022-23.
2) Other Debt Subject to Debt Limit includes TIF rebate agreement payments appropriated for Fiscal Year 2022-23.
DIRECT DEBT
General Obligation Debt Paid by Taxes and Other Sources ')(Includes the Bonds)
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturily As of 11/22/2022
9/14 $9,695,000 Corporate Purpose Improvements 6/26 $3,120,000
9/15A 18,445,000 Corporate Purpose Improvements&Refunding 6/35 6,580,000
9/16A 11,650,000 Corporate Purpose Improvements&Refunding 6/28 4,735,000
9/17A 10,975,000 Corporate Purpose Improvements&Refunding 6/29 4,395,000
9/18A 7,490,000 Corporate Purpose Improvements 6/30 5,360,000
9/19A 10,775,000 Corporate Purpose Improvements 6/31 8,330,000
9/20A 17,865,000 Corporate Purpose Improvements &Refunding 6/32 12,415,000
9/21A 19,640,000 Corporate Purpose Improvements&Refunding 6/33 17,635,000
11/22A 13,400,000* Corporate Purpose Improvements 6/34 13,400,000
Total $75,970,000
1) The City's general obligation debt is abated by tax increment reimbursements,water revenues,sewer revenues,airport revenues,
resource recovery revenues and special assessments.
*Preliminary;subject to change.
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Annual Fiscal Year Debt Service Payments(Includes the Bonds)
Existing Debt The Bonds Total Outstanding
Fiscal Principal Principal Principal
Year Principal and Interest Principal* and Interest* Principal* and Interest*
2022-23 $8,635,000 $10,823,131 $1,010,000 1,361,750 $9,645,000 $12,184,881
2023-24 8,330,000 10,170,606 870,000 1,489,500 9,200,000 11,660,106
2024-25 7,730,000 9,224,131 915,000 1,491,000 8,645,000 10,715,131
2025-26 7,360,000 8,523,881 960,000 1,490,250 8,320,000 10,014,131
2026-27 6,865,000 7,738,006 1,010,000 1,492,250 7,875,000 9,230,256
2027-28 5,830,000 6,435,906 1,060,000 1,491,750 6,890,000 7,927,656
2028-29 5,120,000 5,565,081 1,115,000 1,493,750 6,235,000 7,058,831
2029-30 4,600,000 4,869,081 1,170,000 1,493,000 5,770,000 6,362,081
2030-31 3,945,000 4,085,881 1,225,000 1,489,500 5,170,000 5,575,381
2031-32 3,005,000 3,077,244 1,290,000 1,493,250 4,295,000 4,570,494
2032-33 1,030,000 1,050,325 1,355,000 1,493,750 2,385,000 2,544,075
2033-34 60,000 63,900 1,420,000 1,491,000 1,480,000 1,554,900
2034-35 60,000 61,950 60,000 61,950
Total $62,570,000 $13,400,000* $75,970,000*
*Preliminary;subject to change.
OTHER DEBT
Water Revenue Debt
The City has water revenue debt paid solely from the net revenues of the Water Utility as follows:
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturily As of 11/22/2022
1115 $61,482,718 Water Revenue Bonds(SRF) 6/37 $47,277,000
8/22 3,500,000 Water Revenue Bonds(SRF) 6/42 3,500,000
Total $50,777,000
Sewer Revenue Debt
The City has sewer revenue debt paid solely from the net revenues of the Sewer Utility as follows:
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturily As of 11/22/2022
11/12 $2,474,250 Sewer Revenue Bonds(SRF) 6/33 $1,375,000
9/16 641,332 Sewer Revenue Bonds (SRF) 6/36 458,000
2/18-1 767,771 Sewer Revenue Bonds(SRF) 6/38 619,000
10/18-2 5,206,055 Sewer Revenue Bonds (SRF) 6/38 4,275,000
Total $6,727,000
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Electric Revenue Debt
The City has electric revenue debt paid solely from the net revenues of the Electric Utility as follows:
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturity As of 11/22/2022
12/15B $9,500,000 Electric Revenue Bonds 6/27 $4,460,000
Hospital Revenue Debt
The City has hospital revenue debt paid solely from the net revenues of Mary Greeley Medical Center as follows:
Principal
Date Original Final Outstanding
of Issue Amount Purpose Maturity As of 11/22/2022
11/12 $26,000,000 Mary Greeley Medical Center&Refunding 6/27 $2,360,000
06/16 64,790,000 Mary Greeley Medical Center&Refunding 6/36 60,285,000
11/19 35,000,000 Mary Greeley Medical Center 6/34 29,370,000
Total $92,015,000
OVERLAPPING DEBT
Portion of City's
1/1/2021 Taxable Valuation Percent Proportionate
Taxing District Taxable Valuation 's Within the City Applicable G.O. Debt z> Share
Story County $5,817,554,657 $3,460,646,414 s) 59.49% $4,707,059 $2,800,229
Ames CSD 3,160,036,833 3,110,241,109 3) 98.42% 89,015,000 87,608,563
Gilbert CSD 655,132,884 335,150,647 51.16% 24,085,000 12,321,886
Nevada CSD 555,409,304 1,308,4128 0.24% 10,483,000 25,159
United CSD 383,213,791 13,946,240 3.64% 1,535,000 55,874
DMACC 60,138,654,472 3,460,646,4143) 5.75% 96,175,000 5,530,063
City's share of total overlapping debt: $108,341,774
1) Taxable Valuation excludes military exemption and includes Ag Land,Ag Buildings,all Utilities and TIF Increment. .
2) Includes general obligation bonds,PPEL notes,certificates of participation and new jobs training certificates.
3) Portion of taxable valuation within the City includes Ag TIF Increment in the amount of$5,788.
DEBT RATIOS
Debt/Actual
Market Value Debt/66,427
G.O.Debt ($5 516,177,632)') Population 2>
Total General Obligation Debt $75,970,000* 1.38%* $1,143.66*
City's Share of Overlapping Debt $108,341,774 1.96% $1,630.99
1) Based on the City's 1/l/2021 100%Actual Valuation; includes Ag Land,Ag Buildings,all Utilities and TIF Increment.
2) Population based on the City's 2020 U.S.Census.
*Preliminary;subject to change.
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LEVIES AND TAX COLLECTIONS
Collected During Percent
Fiscal Year Levy Collection Year Collected -
2018-19 $29,467,293 $28,805,839 97.76%
2019-20 31,041,345 30,109,340 97.00%
2020-21 31,838,345 30,756,123 96.60%
2021-22 32,418,857 --------In Process of Collection--------
2022-23 33,603,968 --------In Process of Collection--------
Collectionsinclude delinquent taxes from all prior years. Taxes in Iowa are delinquent each October 1 and April 1 and a
late payment penalty of 1%per month of delinquency is enforced as of those dates. If delinquent taxes are not paid,the
property may be offered at the regular tax sale on the third Monday of June following the delinquency date. Purchasers
at the tax sale must pay an amount equal to the taxes, special assessments, interest and penalties due on the property and
funds so received are applied to taxes. A property owner may redeem from the regular tax sale but, failing redemption
within three years,the tax sale purchaser is entitled to a deed,which in general conveys the title free and clear of all liens
except future tax installments.
Source: The City's Annual Comprehensive Financial Report for the Fiscal Year ended June 30, 2021 and the City's Adoption of
Budget and Certification of City Taxes Form 85-811 for FY 2022-23.
TAX RATES -
FY 2018-19 FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23
/ 1 000 $/ 1 000 / 1 000 / 1 000 / 1 000
Story County 5.06487 5.12714 5.02778 4.95627 4.50207
Story County Hospital 0.85000 0.94500 0.90891 0.87250 0.93350
County Ag. Extension 0.08154 0.07784 0.07960 0.07582 0.11527
City of Ames 10.06857 10.02557 10.14681 9.87363 9.82936
City Assessor 0.29989 0.35032 0.34504 0.38331 0.33790
Ames Comm. School District 14.34179 14.34142 14.34107 14.34470 14.28616 -
Gilbert Comm. School District 18.90141 18.87279 18.08785 17.20522 17.05730
Nevada Comm. School District 16.81478 16.81278 14.71656 14.91083 14.71344
United Comm. School District 10.10152 12.49845 12.00008 10.44720 9.76510
Des Moines Area Comm. College 0.69468 0.65249 0.63533 0.67789 0.69448
State of Iowa 0.00290 0.00280 0.00270 0.00260 0.00240
Total Tax Rate:
Ames CSD Resident 31.40424 31.52258 31.48724 31.18672 30.70114
Gilbert CSD Resident 35.96386 36.05395 35.23402 34.04724 33.47228
Nevada CSD Resident 33.87723 33.99394 31.86273 31.75285 31.12841 -
United CSD Resident 27.16397 29.67961 29.14625 27.28922 26.18008
LEVY LIMITS
A city s general fund tax levy is limited to $8.10 per$1,000 of taxable value, with provision for an additional $0.27 per
$1,000 levy for an emergency fund which can be used for general fund purposes(Code of Iowa,Chapter 384,Division I).
Cities may exceed the $8.10 limitation upon authorization by a special levy election. Further, there are limited special y
purpose levies, which may be certified outside of the above-described levy limits (Code of Iowa, Section 384.12). The
amount of the City's general fund levy subject to the $8.10 limitation is $5.51359 for Fiscal Year 2022-23, and the City
has levied no emergency levy. The City has certified special purpose levies outside of the above described levy limits as
follows:$0.64337 for police and fire retirement and$0.59831 for the operation and maintenance of a public transit system.
Debt service levies are not limited.
A-6
FUNDS ON HAND(CASH AND INVESTMENTS AS OF AUGUST 31,2022)
Governmental
General Fund $10,278,236.43
Debt Service Fund 2,219,597.13
Capital Projects Fund 21,836,859.74
Other Governmental Funds 38,195,150.45
Business-type
Mary Greeley Medical Center $384,246,924.00
Electric Utility 52,013,287.51
Sewer Utility 9,312,451.63
Water Utility 18,793,911.32
Other Enterprise Funds 30,196,300.12
Internal Service Funds 25,853,714.46
Total all funds $592,946,432.79
GENERAL FUND BUDGETS(ACCRUAL BASIS)
The table below represents a comparison between the final Fiscal Year 2020-21 actual financial performance,the amended
Fiscal Year 2021-22 budget,and the adopted Fiscal Year 2022-23 budget on an accrual basis.
Actual Amended Adopted
FY 2020-21 FY 2021-22 FY 2022-23
Revenues: -
Property taxes $20,097,508 $20,024,911 $20,748,159
Other City taxes 1,780,750 2,067,142 2,063,533
Licenses and permits 1,128,682 1,555,902 1,658,440
Use of money and property 494,771 835,989 787,105
Intergovernmental 4,047,600 3,284,640 3,072,696
Charges for fees and services 1,751,680 2,028,912 2,076,885
Miscellaneous 205,179 123,463 120,034
Transfers in 10,862,976 11,701,287 10,715,961 -
Proceeds of Capital Asset Sales 0 0 0
Total revenues $40,369,146 $41,622,246 $41,242,813
Expenditures:
Public safety $19,169,236 $20,266,259 21,675,603
Public works 1,129,956 1,416,932 1,272,275
Health and social services 1,500 0 0
Culture and recreation 7,708,639 9,043,721 9,144,506
Community&economic development 1,135,374 1,301,174 1,257,179
General government 2,501,895 3,322,913 3,074,251 -
Capital projects 818,946 4,210,857 0
Transfers out 6,613,693 7,388,211 4,818,999
Total expenditures $39,079,239 $46,950,067 $41,242,813
Excess(deficiency)of revenues over
1,289,907 (5,327,821) 0
(under)expenditures
Fund balance at beginning of year $14,289,732 $15,579,639 $10,251,818
Fund balance at end of year $15,579,639 $10,251,818 $10,251,818
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THE CITY
CITY GOVERNMENT
The City of Ames, Iowa(the"City") is governed under and operates under a Mayor-Council form of government with a
City Manager. The principle of this type of government is that the Council sets policy and the City Manager carries it
out. The six members of the Council are elected for staggered four-year terms. One member is elected from each of the
four wards and two are elected at large. The Council appoints the City Manager as well as the City Attorney. The City
Manager is the chief administrative officer of the City. The Mayor is elected for a four-year term, presides at Council
meetings and appoints members of various City boards, commissions and committees with the approval of the Council.
EMPLOYEES AND PENSIONS
The City currently has 1,468 full-time employees of which 505 are governmental employees and 963 are employees of
the Mary Greeley Medical Center, and 1,364 part-time employees (including seasonal employees) of which 747 are
governmental employees and 617 are employees of the Mary Greeley Medical Center. Included in the City's full-time
employees are 52 sworn police officers and 57 firefighters.
The City participates in two statewide employee retirement systems, the Iowa Public Employees Retirement System
("IPERS") and the Municipal Fire and Police Retirement System of Iowa ("MFPRSI"). The State of Iowa administers
IPERS and a nine-member board of trustees governs the MFPRSI. Though separate and apart from state government,the
MFPRSI board is authorized by state legislature,which also establishes by statute the pension and disability benefits and
the system's funding mechanism. All full-time employees must participate in either IPERS or MFPRSI.
Iowa Public Employees Retirement System: The City contributes to IPERS, which is a cost-sharing,multiple-employer,
contributory defined benefit public employee retirement system administered by the State of Iowa. IPERS provides
retirement and death benefits, which are established by state statute, to plan members and beneficiaries. IPERS is
authorized to adjust the total contribution rate up or down each year,by no more than 1 percentage point,based upon the
actuarially required contribution rate. The City's contributions to IPERS for the past three fiscal years, as shown below,
equal the required contributions for each year.
FY 2018-19 FY 2019-20 FY 2020-21
IPERS City Contribution $8,567,465 $9,139,672 $9,131,127
Pursuant to Governmental Accounting Standards Board ("GASB") Statement No. 68, the City reported a liability of
$84,204,424 within its Annual Comprehensive Financial Report(ACFR) as of June 30, 2021 for its proportionate share
of the net pension liability. The net pension liability is the amount by which the total actuarial liability exceeds the pension
plan's net assets or fiduciary net position (essentially the market value) available for paying benefits. The net pension
liability was measured as of June 30, 2020, and the total pension liability used to calculate the net pension liability was
determined by an actuarial valuation as of that date. The City's proportion of the net pension liability was based on the
City's share of contributions to the pension plan relative to the contributions of all IPERS participating employers. At
June 30, 2020, the City's collective proportion was 1.1987%, which was an increase of 0.0296% from its proportion
measured as of June 30,2019.
For additional information on IPERS,refer to Section IV,Note F,beginning on page 55 of the City's June 30,2021 ACFR
contained in APPENDIX C to this Preliminary Official Statement.
Bond Counsel, the City and the Municipal Advisor undertake no responsibility for and make no representations as to the
accuracy or completeness of the information available from the IPERS discussed above or included on the IPERS website,
including, but not limited to, updates of such information on the State Auditor's website or links to other Internet sites
accessed through the IPERS website.
Municipal Fire and Police Retirement System of Iowa: The City contributes to MFPRSI,which is a cost-sharing,multiple-
employer defined benefit pension plan. MFPRSI provides retirement, disability, and death benefits to firefighters and
police offers. Benefit provisions are established by state statute, and vest after four years of credited service. .
A-8
MFPRSI plan members are required to contribute a percentage of their annual covered salary, and the City is required to
contribute at an actuarially determined rate of annual covered payroll. The contribution requirements of plan members
and the City are established,and may be amended by state statute. The City's contributions to MFPRSI for the past three -
fiscal years, as shown below,equal the required contributions for each year.
FY 2018-19 FY 2019-20 FY 2020-21
MFPRSI City Contribution $2,097,820 $2,076,217 $2,200,185
Pursuant to GASB Statement No. 68, the City reported a liability of$21,356,506 with its ACFR as of June 30, 2021 for
its proportionate share of the net pension liability. The net pension liability is the amount by which the total actuarial
liability exceeds the pension plan's net assets or fiduciary net position(essentially the market value)available for paying
benefits. The net pension liability was measured as of June 30, 2020, and the total pension liability used to calculate the -
net pension liability was determined by an actuarial valuation as of that date. The City's proportion of the net pension
liability was based on the City's share of contributions to the pension plan relative to the contributions of all MFPRSI
participating employers. At June 30,2020,the City's collective proportion was 2.68%,which was an increase of 0.0141%
from its proportion measured as of June 30,2019.
Bond Counsel, the City and the Municipal Advisor undertake no responsibility for and make no representations as to the
accuracy or completeness of the information available from MFPRSI discussed above or included on the MFPRSI
websites, including, but not limited to, updates ofsuch information on the State Auditor's website or links to other Internet
sites accessed through the MFPRSI websites.
For additional information on MFPRSI, refer to Section IV, Note F, beginning on page 60 of the City's June 30, 2021
ACFR contained in APPENDIX C to this Preliminary Official Statement.
OTHER POST-EMPLOYMENT BENEFITS("OPEB")
The City provides health and dental care benefits for retired employees and their beneficiaries through a single-employer,
defined benefit plan. The hospital also provides a life insurance benefit. The City has the authority to establish and amend
benefit provisions of the plan. The post-employment benefit is limited to the implied subsidy since retirees pay 100%of
the premium for the insurance benefits, since the premium rates are based on the entire pool of covered members, the
retirees receive an implied subsidy since their rate are not risk adjusted. As of June 30, 2021 there were 580 active
employees and 28 inactive employees or beneficiaries receiving benefits.
The following table shows the components of the City's annual OPEB cost for the Fiscal Year ended June 30, 2021,
the amount actually contributed to the plan,and changes in the City's annual OPEB obligation.
City-
Balance,beginning of Year $2,501,421
Changes for the year:
Service Cost 177,816
Interest 57,031
Difference between expected and actual experience
Change in Assumptions or other inputs 11,592
Benefit Payments (197,291)
Net Changes 49,148
Net OPEB obligation, end of year 2.550.569 .
For additional information regarding the City's Other Post-Employment Benefits, refer to Section IV,Note G,beginning
on page 63 of the City's June 30,2021 ACFR contained in APPENDIX C to this Preliminary Official Statement.
A-9
UNION CONTRACTS
City employees are represented by the following five bargaining units:
Bargaining Unit Contract Expiration Date
International Association of Firefighters June 30,2025
Public,Professional and Maintenance Employees June 30, 2023
International Brotherhood of Electrical Workers June 30, 2023
International Union of Operating Engineers(Local 234C) June 30, 2025
International Union of Operating Engineers(Local 234D) June 30, 2025
INSURANCE
The City's insurance coverage is as follows:
Tyne of Insurance All Limits
General Liability $2,000,000
Auto Liability $2,000,000
Wrongful Acts $2,000,000
Excess(over all other coverage except Iowa liquor liability) $13,000,000
Law Enforcement $2,000,000
Public Official $2,000,000
Employee Benefit $1,000,000
Medical Malpractice $15,000,000
Underinsured Motorist $1,000,000
Uninsured Motorist $1,000,000
Commercial Property
Commercial Property and Boiler/Machinery Boiler/Machinery
Power Generation Related $200,000,000
Municipal Properties and Boiler/Machinery
Non-Power Generation $224,368,999
Terrorism—TRIA(Federally defined terrorist acts) Included in both of the above
Commercial Property Flood Insurance
Non-Flood Plain Facilities(power generation) $100,000,000
Non-Flood Plain Facilities(non-power) $5,000,000
Flood Plain Facilities
Transit $6,000,000
Water Pollution Control $6,000,000
Airport $7,500,000
All Other $1,000,000
Airport Liability $3,000,000
Cyber Liability $15,000,000
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GENERAL INFORMATION
LOCATION AND TRANSPORTATION
The City is located in Story County in central Iowa. It is approximately thirty miles north of Des Moines,Iowa,the State
capital and largest city in the state. The City is located on Interstate Highways 35 and 30. The City was incorporated in
1864 under the laws of the State of Iowa, later amended in July, 1975 under the Home Rule City Act.
The City,with a United States Census Bureau 2020 population of 66,427, is known for its excellent quality of life which
includes a relatively crime-free environment, an extensive park system, superior cultural/recreations facilities and a
nationally recognized school system. The City is the home of Iowa State University ("ISU"). ISU was established in
1859 and is an integral part of the community.
The City operates a mass transit system to provide efficient and economical transportation to all members of the
community. A fixed routing service is available on a daily basis to most residents and a Dial-A-Ride service is available
for elderly or handicapped residents. The City operates a municipal airport, which handles primarily charter services.
National air service is available at the Des Moines International Airport, approximately thirty miles south of the City.
The City is also provided freight services through the Union Pacific Railroad line.
LARGER EMPLOYERS
A representative list of larger employers in the City is as follows:
Employer Type of Business Number of Employees '
Iowa State University Higher Education 16,647
Mary Greeley Medical Center Health Care 1,580
City of Ames Municipal Government 1,252
Danfoss Corp. Hydro-Transmissions 1,015
Iowa Department of Transportation Public Transportation 975
HyVee Food Stores Grocery Store 725
McFarland Clinic,P.C. Health Care 675
Ames Community School District Education 650
Workiva Software 550
Hach Chemical Water Testing 500
1) Includes full-time,part-time and seasonal employees.
Source: The City and the City's 2021 Annual Comprehensive Financial Report
BUILDING PERMITS
Permits for the City are reported on a calendar year basis. City officials reported most recently available construction
activity for a portion of the current calendar year,as of August 31,2022. The figures below include both new construction
and remodeling.
2018 2019 2020 2021 2022
Residential Construction:
Number of units: 441 379 461 397 102
Valuation: $42,309,518 $27,504,682 $34,947,523 $34,201,457 $8,954,853
Commercial Construction:
Number of units: 196 203 155 162 27
Valuation: $98,771,167 $210,645,223 $150,034,358 $62,880,240 $14,421,533
Total Permits 637 582 616 559 129
Total Valuations $141,080,685 $238,149,905 $184,981,881 $97,081,697 $23,376,386
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U.S. CENSUS DATA
Population Trend
Population Trend: 1980 U.S. Census 43,775
1990 U.S.Census 47,198
2000 U.S. Census 50,731
2010 U.S. Census 58,965
2020 U.S. Census 66,427
Source: U.S.Census Bureau
UNEMPLOYMENT RATES
City of Ames Story County State of Iowa
Annual Averages: 2018 1.5% 1.6% 2.5%
2019 1.6% 1.7% 2.6%
2020 3.5% 3.5% 5.1%
2021 2.8% 3.0% 4.3%
2022(as of August) 2.0% 2.1% 3.0%
Source: U.S.Bureau of Labor Statistics
EDUCATION
Public education is provided by the Ames Community School District, with a fall 2020 certified enrollment of 4,484.4.
The district,with approximately 650 employees, owns and operates one early childhood center, five elementary schools,
one middle school,one high school and a facilities and maintenance building. Nevada Community School District,Gilbert
Community School District and United Community School District all lie partially within the City and provide public
education to portions of the City.
The Iowa State University ("ISU") 2022 Fall enrollment is currently 29,969. ISU is the City's largest employer with
faculty and staff totaling approximately 18,212, including teaching assistants and hourly part-time employees. ISU, in
addition to its educational function, is a leading agricultural research and experimental institution.
The Iowa State Center is the cultural center of ISU and the City. It attracts major dramatic and musical events,as well as
seminars and conferences to the City. It is a complex of three structures: two theaters with capacities of 2,700 and 428, .
and a continuing education building with a 450 seat auditorium and 24 meeting rooms. Connected to this complex are
two of Iowa State University's major Big 12 athletic venues: a football stadium with a seating capacity of 61,500 and a
coliseum with capacity for 15,000.
In addition to ISU located in the City, the following institutions provide higher education within 30 miles of the City:
Drake University, Grand View University, Des Moines University (formerly University of Osteopathic Medicine and
Health Services). Two-year degree programs are offered at Des Moines Area Community College, Upper Iowa
University,Vatterott College and Kaplan University(formerly Hamilton College).
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FINANCIAL SERVICES
Financial services for the residents of the City are provided by First National Bank Ames,Iowa and VisionBank of Iowa.
In addition,the City Y is served b branch offices of Availa Bank,Bank of the West,Bankers Trust Company,Central State
Bank, CoBank ACB, Exchange State Bank, Great Southern Bank, Great Western Bank, Midwest Heritage Bank F.S.B.,
South Story Bank&Trust; US Bank,N.A.,and Wells Fargo Bank, as well as by several credit unions.
First National Bank Ames and VisionBank of Iowa report the following deposits as of June 30 for each year:
Year First National Bank Ames VisionBank of Iowa
2018 $648,715,000 $357,109,000
2019 745,795,000 365,706,000
2020 855,840,000 448,663,000
2021 952,731,000 490,477,000
2022 978,988,000 486,110,000
Source: Federal Deposit Insurance Corporation(FDIC)
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APPENDIX B
FORM OF LEGAL OPINION
APPENDIX C
JUNE 30, 2021 ANNUAL COMPREHENSIVE FINANCIAL REPORT
APPENDIX D
FORM OF CONTINUING DISCLOSURE CERTIFICATE .
I
OFFICIAL BID FORM
To: City Council of Sale Date: November 8,2022
City of Ames,Iowa 10:00 A.M.,CT
RE: $13,400,000* General Obligation Corporate Purpose Bonds,Series 2022A(the"Bonds")
This bid is a firm offer for the purchase of the Bonds identified in the"TERMS OF OFFERING"and on the terms set forth in this bid
form and"TERMS OF OFFERING", and is not subject to any conditions, except as permitted by the "TERMS OF OFFERING". By
submitting this bid,we confirm we have an established industry reputation for underwriting new issuance of municipal bonds.
For all or none of the above Bonds,in accordance with the"TERMS OF OFFERING",we will pay you$ (not less
than$13,252,600)plus accrued interest to date of delivery for fully registered Bonds bearing interest rates and maturing in the stated
years as follows:
Cou on Maturily Yield Coupon Maturily Yield
2023 2029
2024 2030
2025 2031
2026 2032
2027 2033
2028 2034
* Preliminary;subject to change. The aggregate principal amount of the Bonds,and each scheduled maturity thereof,are subject to increase or
reduction by the City or its designee after the determination of the successful bidder. The City may increase or decrease each maturity in
increments of$5,000 but the total amount to be issued will not exceed$14,070,000. Interest rates specified by the successful bidder for each
maturity will not change. Final adjustments shall be in the sole discretion of the City.
The dollar amount of the purchase price proposed by the successful bidder will be changed if the aggregate principal amount of the Bonds is
adjusted as described above. Any change in the principal amount of any maturity of the Bonds will be made while maintaining,as closely as
possible,the successful bidder's net compensation,calculated as a percentage of bond principal. The successful bidder may not withdraw or
modify its bid as a result of any post-bid adjustment. Any adjustment shall be conclusive,and shall be binding upon the successful bidder.
We hereby designate that the following Bonds to be aggregated into term bonds maturing on June 1 of the following years and in the
following amounts(leave blank if no term bonds are specified):
Years Aggregated Maturity Year Aggregate Amount
through
through
through
In making this offer we accept all of the terms and conditions of the"TERMS OF OFFERING"published in the Preliminary Official
Statement dated October 25,2022,and represent we are a bidder with an established industry reputation for underwriting new issuances
of municipal bonds. In the event of failure to deliver the Bonds in accordance with the "TERMS OF OFFERING" as printed in the
Preliminary Official Statement and made a part hereof,we reserve the right to withdraw our offer,whereupon the deposit accompanying w
it will be immediately returned. All blank spaces of this offer are intentional and are not to be construed as an omission.
Not as a part of our offer,the above quoted prices being controlling,but only as an aid for the verification of the offer,we have made
the following computations:
NET INTEREST COST: $
TRUE INTEREST COST: % (Based on dated date of November 22,2022)
Account Manager: By:
Account Members:
The foregoing offer is hereby accepted by and on behalf of the City Council of the City of Ames,Iowa this 8th day of November 2022.
Attest: By:
Title: Title:
11/8/22,10:39 AM PARITY Bid Form
Janney Montgomery Scott LLC -Philadelphia , PA's Bid
.:a �� s F:•
Ames
$13,400,000 General Obligation Corporate Purpose Bonds,
Series 2022A
For the aggregate principal amount of$13,400,000.00,we will pay you $14,283,876.70,plus accrued interest from the date of issue to the
date of delivery.The Bonds are to bear interest at the following rates :
Maturity Date Amount$ Coupon% Yield% Dollar Price
06/01/2023 1,010M 5.0000 3.0900 100.986
06/01/2024 870M 5.0000 3.2000 102.657
06/01/2025 915M 5.0000 3.2200 104.282
06/01/2026 1 960M 5.0000 3.2600 105.749
06/01/2027 1,010M 5.0000 3.2800 107.177
06/01/2028 1,060M 5.0000 3.3200 108.415
06/01/2029 1,115M 5.0000 3.3600 109.536
06/01/2030 1,170M 5.0000 3.4000 110.543
06/01/2031 1,225M 5.0000 3.4100 110.473
06/01/2032 1,290M 5.0000 3.4500 110.194
06/01/2033 1,355M 5.0000 3.5300 109.639
06/01/2034 1,420M 4.0000 4.0000 100.000
Total Interest Cost: $4,207,095.00
Premium: $883,876.70
Net Interest Cost: $3,323,218.30
TIC: 3.642229
Time Last Bid Received On:11/08/2022 9:52:02 CST
This proposal is made subject to all of the terms and conditions of the Official Bid Form,the Official Notice of Sale, and the Preliminary
Official Statement,all of which are made a part hereof.
Bidder: Janney Montgomery Scott LLC, Philadelphia , PA
Contact: Matthew Davis
Title:
Telephone:215-665-6521
Fax: 215-557-8648
Issuer Name: City of Ames - Co pany Name:
Accepted By: Accepte By:
Date: Z��-�- Date:
https://www.newissueho me.i-deal.com/Parity/asp/main.asp?page=parityBidform&customer=TM3&issue_key_no=328237&bid_no=l l&sec_type=BD&b... 1/1