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HomeMy WebLinkAboutItem 07 - General Obligation Bond and Certificate of Obligation SaleSTEM E 1__._� MEMO TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: ROGER NELSON, CITY MANAGE MEETING DATE SUBJECT: RECOMMENDATION: NOVEMBER 7, 2000 GENERAL OBLIGATION BOND AND CERTIFICATE OF OBLIGATION SALE City Council to consider approving ordinances accepting bids as recommended for sale of $7,000,000 of General Obligation and Improvement Bonds, Series 2000A, authorized by the December 1998 bond election; and, for the sale of $7,880,000 of Combination Tax and Revenue Certificates of Obligation, Series 2000A, for upgrading the City's storm water drainage system and Main Street improvements and Engineering and Design of a downtown parking garage; and, for purchasing certain vehicles and equipment authorized for purchase in the FY 2001 Budget; and, including appropriate costs of issuance of these debt obligations. BACKGROUND: At the November 7, 2000 City Council meeting a representative of the First Southwest Company, the City's financial advisor, will present bids received for the sale of $7,000,000 of General Obligation Bonds and $7,880,000 of Certificates of Obligation. Proceeds are to be used for projects which were authorized by voters on December 5, 1998; and for construction of drainage and street improvement projects and for acquisition of equipment which was approved for funding in the FY 2001 budget. The G.O. Bonds and the construction certificates will have a 20 year term and the equipment acquisition certificates will vary in term from 4 to 10 years, depending upon the useful life of items to be purchased. Phase III of the December 5, 1998 bond election sale is to fund the following projects: Library Improvements Parks and Trail Projects Church Street Improvements Dooley Street Improvements Economic Development Roadway Improvements Issuance Costs Total $2,830,000 1,013,000 425,000 675,000 2,000,000 57.000 $7,000,000 October 30, 2000 (8:34AM) M The Certificate of Obligation proceeds are to be used for the following: Storm Drainage, Utility System Improvements (creeks 17 and 23) Main Street Construction Downtown Parking Garage Design Equipment Acquisition Issuance Costs Total Total uses required for bond and certificate sales are as follows: G.O. Bond Projects Certificates of Obligation items Issuance Costs Total $4,205,000 1,000,000 250,000 2,350,000 75,000 $7,880,000 $6,943,000 7,805,000 132,000 $14,880,000 Copies of the Official Statements prepared for these sales are included in your packets. The draft sale Ordinances are also available in the City Secretary's Office for public inspection. Staff recommends acceptance of the First Southwest Company's recommendations and approval of the sale Ordinances. WAG/cjc H:G0002000bdsale October 30, 2000 (8:34AM) PRELIMINARY OFFICIAL STATEMENT Dated October 26, 2000 NEW ISSUE - Book -Entry -Only Ratings: Moody's: Applied For S&P: Applied For See ("Other Information - Ratings" herein) In the opinion of Bond Counsel, interest on the Bonds is excludable from gross income for federal income tax purposes under existing law and the Bonds are not private activity bonds. See "Tax Exemption" herein for a discussion of the opinion of Bond Counsel, including a description of alternative minimum tax consequences for corporations. THE BONDS WILL NOT BE DESIGNATED AS "OUALIFIED TAX-EXEMPT OBLIGATIONS" FOR FINANCIAL INSTITUTIONS $7,000,000 CITY OF GRAPEVINE, TEXAS (Tarrant County) GENERAL OBLIGATION BONDS, SERIES 2000A Dated Date: November 1, 2000 Due: February 15, as shown below PAYMENT TERMS ... Interest on the $7,000,000 City of Grapevine, Texas General Obligation Bonds, Series 2000A (the "Bonds") will accrue from November 1, 2000, (the "Dated Date") and will be payable February 15 and August 15 of each year commencing February 15, 2002, and will be calculated on the basis of a 360 -day year consisting of twelve 30 -day months. The definitive Bonds will be initially registered and delivered only to Cede & Co., the nominee of The Depository Trust Company ("DTC") pursuant to the Book - Entry -Only System described herein. Beneficial ownership of the Bonds may be acquired in denominations of $5,000 or integral multiples thereof. No physical delivery of the Bonds will be made to the owners thereof. Principal of, premium, if any, and interest on the Bonds will be payable by the Paying Agent/Registrar to Cede & Co., which will make distribution of the amounts so paid to the participating members of DTC for subsequent payment to the beneficial owners of the Bonds. See "The Bonds and Certificates - Book - Entry -Only System" herein. The initial Paying Agent/Registrar is Bank One, Texas, N.A., Dallas, Texas (see "The Bonds and Certificates - Paying Agent/Registrar"). AUTHORITY FOR ISSUANCE ... The Bonds are issued pursuant to the Constitution and general laws of the State of Texas, (the "State") including particularly Chapter 1331, Texas Government Code, as amended, an election held within the City of December 5, 1998, and Section 9.26 of the City Charter and are direct obligations of the City of Grapevine, Texas (the "City"), payable from a continuing ad valorem tax levied on all taxable property within the City, within the limits prescribed by law, as provided in the ordinance authorizing the Bonds (the "Bond Ordinance") (see "The Bonds and Certificates - Authority for Issuance"). PURPOSE ... Proceeds from the sale of the Bonds will be used for library expansion, park and trail development, street and drainage improvements and to pay the costs associated with the sale of the Bonds. Amount Maturity- $ 210,000 2003 220,000 2004 235,000 2005 250,000 2006 265,000 2007 280,000 2008 295,000 2009 315,000 2010 330,000 2011 350,000 2012 MATURITY SCHEDULE Rate Yield Amount Maturity $ 370,000 2013 395,000 2014 415,000 2015 440,000 2016 465,000 2017 495,000 2018 525,000 2019 555,000 2020 590,000 2021 (Accrued Interest from November 1, 2000 to be added) Rate Yield REDEMPTION ... The City reserves the right, at its option, to redeem Bonds having stated maturities on and after February 15, 2011, in whole or in part in principal amounts of $5,000 or any integral multiple thereof, on February 15, 2010, or any date thereafter, at the par value thereof plus accrued interest to the date of redemption. Additionally, the Bonds may be subject to mandatory redemption in the event the Initial Purchaser(s) of the Bonds elects to aggregate one or more maturities as a Term Bond (see "The Bonds and Certificates - Optional Redemption" and "The Bonds and Certificates - Mandatory Sinking Fund Redemption"). LEGALITY ... The Bonds are offered for delivery when, as and if issued and received by the Initial Purchaser(s) and subject to the approving opinion of the Attorney General of Texas and the opinion of Vinson & Elkins L.L.P., Bond Counsel, Dallas, Texas (see Appendix C, "Form of Bond Counsel's Opinions"). DELIVERY ... It is expected that the Bonds will be available for delivery through The Depository Trust Company on December 5, 2000. BIDS DUE TUESDAY, NOVEMBER 7, 2000, AT 11:30 AM, CST sm THIS PAGE LEFT BLANK INTENTIONALLY ll PRELIMINARY OFFICIAL STATEMENT Dated October 26, 2000 NEW ISSUE - Book -Entry -Only Ratings: Moody's: Applied For S&P: Applied For See ("Other Information - Ratings" herein) In the opinion of Bond Counsel, interest on the Certificates is excludable from gross income for federal income tax purposes under existing law and the Certificates are not private activity bonds. See "Tax Exemption" herein for a discussion of the opinion of Bond Counsel, including a description of alternative minimum tax consequences for corporations. THE CERTIFICATES WILL NOT BE DESIGNATED AS "QUALIFIED TAX-EXEMPT OBLIGATIONS" FOR FINANCIAL INSTITUTIONS $7,880,000 CITY OF GRAPEVINE, TEXAS (Tarrant County) COMBINATION TAX AND REVENUE CERTIFICATES OF OBLIGATION, SERIES 2000A Dated Date: November 1, 2000 Due: February 15, as shown below PAYMENT TERMS ... Interest on the $7,880,000 City of Grapevine, Texas Combination Tax and Revenue Certificates of Obligation, Series 2000A (the "Certificates") will accrue from November 1, 2000, (the "Dated Date") and will be payable February 15 and August 15 of each year commencing February 15, 2002, and will be calculated on the basis of a 360 -day year consisting of twelve 30 -day months. The definitive Certificates will be initially registered and delivered only to Cede & Co., the nominee of The Depository Trust Company ("DTC") pursuant to the Book -Entry -Only System described herein. Beneficial ownership of the Certificates may be acquired in denominations of $5,000 or integral multiples thereof. No physical delivery of the Certificates will be made to the owners thereof. Principal of, premium, if any, and interest on the Certificates will be payable by the Paying Agent/Registrar to Cede & Co., which will make distribution of the amounts so paid to the participating members of DTC for subsequent payment to the beneficial owners of the Certificates. See "The Bonds and Certificates - Book - Entry -Only System" herein. The initial Paying Agent/Registrar is Bank One, Texas, N.A., Dallas, Texas (see "The Bonds and Certificates - Paying Agent/Registrar"). AUTHORITY FOR ISSUANCE ... The Certificates are issued pursuant to the Constitution and general laws of the State of Texas, (the "State") particularly Subchapter C of Chapter 271, Texas Local Government Code (the Certificate of Obligation Act of 1971), as amended, and constitute direct obligations of the City of Grapevine, Texas (the "City"), payable from a combination of (i) the levy and collection of a direct and continuing ad valorem tax, within the limits prescribed by law, on all taxable property within the City, and (ii) a limited pledge (not to exceed $1,000) of surplus net revenues of the City's Waterworks and Sewer System, as provided in the ordinance authorizing the Certificates (the "Certificate Ordinance" and, together with the Bond Ordinance, the "Ordinance") (see "The Bonds and Certificates - Authority for Issuance"). PURPOSE ... Proceeds from the sale of the Certificates will be used for (i) construction, repairs, improvements, equipment and upgrades to the City's storm drainage system; (ii) authorized capital needs for computer equipment, security systems, fire safety equipment, street maintenance equipment, police department office furniture, park and golf course maintenance equipment, water and wastewater equipment and City vehicles, (iii) construction, improvements, resurfacing and repairs to Main Street; (iv) engineering and design work for a parking garage; and (v) to pay costs of issuance associated with the sale of the Certificates. Amount Maturity $ 490,000 2002 820,000 2003 880,000 2004 605,000 2005 225,000 2006 250,000 2007 260,000 2008 240,000 2009 250,000 2010 265,000 2011 MATURITY SCHEDULE Rate Yield Amount Maturity $ 280,000 2012 295,000 2013 310,000 2014 325,000 2015 345,000 2016 360,000 2017 385,000 2018 410,000 2019 430,000 2020 455,000 2021 (Accrued Interest from November 1, 2000 to be added) Rate Yield REDEMPTION ... The City reserves the right, at its option, to redeem Certificates having stated maturities on and after February 15, 2011, in whole or in part in principal amounts of $5,000 or any integral multiple thereof, on February 15, 2010, or any date thereafter, at the par value thereof plus accrued interest to the date of redemption. Additionally, the Certificates may be subject to mandatory redemption in the event the Initial Purchaser(s) of the Certificates elects to aggregate one or more maturities as a Term Certificate (see "The Bonds and Certificates - Optional Redemption" and "The Bonds and Certificates - Mandatory Sinking Fund Redemption"). LEGALITY ... The Certificates are offered for delivery when, as and if issued and received by the Initial Purchaser(s) and subject to the approving opinion of the Attorney General of Texas and the opinion of Vinson & Elkins L.L.P., Bond Counsel, Dallas, Texas (see Appendix C, "Form of Bond Counsel's Opinions"). DELIVERY ... It is expected that the Certificates will be available for delivery through The Depository Trust Company on December 5, 2000. BILIS DUE TUESDAY, NOVEMBER 7, 2000, AT 11:30 AM, CST THIS PAGE LEFT BLANK INTENTIONALLY This Preliminary Official Statement, which includes the cover page and the Appendices hereto, does not constitute an offer to sell or the solicitation of an offer to buy in any jurisdiction to any person to whom it is unlawful to make such offer, solicitation or sale. No dealer, broker, salesperson or other person has been authorized to give information or to make any representation other than those contained in this Preliminary Official Statement, and, if given or made, such other information or representations must not be relied upon. The information set forth herein has been obtained from the City and other sources believed to be reliable, but such information is not guaranteed as to accuracy or completeness and is not to be construed as the promise or guarantee of the Financial Advisor. This Preliminary Official Statement contains, in part, estimates and matters of opinion which are not intended as statements of fact, and no representation is made as to the correctness of such estimates and opinions, or that they will be realized. The information and expressions of opinion contained herein are subject to change without notice, and neither the delivery of this Preliminary Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the City or other matters described. TABLE OF CONTENTS PRELIMINARY OFFICIAL STATEMENT SUMMARY............................................................. 6 CITY OFFICIALS, STAFF AND CONSULTANTS .... 8 ELECTED OFFICIALS ................................................... 8 SELECTED ADMINISTRATIVE STAFF ............................. 8 CONSULTANTS AND ADVISORS ................................... 8 INTRODUCTION ............................................................ 9 THE BONDS AND CERTIFICATES ............................ 9 TAX INFORMATION ................................................... 14 TABLE I - VALUATION, EXEMPTIONS AND GENERAL OBLIGATION DEBT .......................................... 16 TABLE 2 - TAXABLE ASSESSED VALUATIONS BY CATEGORY ..................................................... 17 TABLE 3 - VALUATION AND GENERAL OBLIGATION DEBT HISTORY ............................................... 18 TABLE 4 - TAx RATE, LEVY AND COLLECTION HISTORY......................................................... 18 TABLE 5 - TEN LARGEST TAXPAYERS ..................... 18 TABLE 6 - TAx ADEQUACY .................................... 19 TABLE 7 - ESTIMATED OVERLAPPING DEBT............ 19 DEBT INFORMATION ................................................ 20 TABLE 8 - PRO -FORMA GENERAL OBLIGATION DEBT SERVICE REQUIREMENTS ................................ 20 TABLE 9 - INTEREST AND SINKING FUND BUDGET PROJECTION.................................................... 20 TABLE 10 - COMPUTATION OF SELF-SUPPORTING DEBT.............................................................. 21 TABLE 11 - AUTHORIZED BUT UNISSUED GENERAL OBLIGATION BONDS ....................................... 21 TABLE 12 - OTHER OBLIGATIONS ........................... 21 FINANCIAL INFORMATION ..................................... 22 TABLE 13 - GENERAL FUND REVENUES AND EXPENDITURE HISTORY ................................... 22 TABLE 14 - MUNICIPAL SALES TAx HISTORY.. ........ 23 TABLE 15 - CURRENT INVESTMENTS ......................... 25 TAXMATTERS ............................................................. 26 OTHER INFORMATION ............................................. 28 RATINGS.............. .................................................... 28 LITIGATION............................................................... 28 REGISTRATION AND QUALIFICATION OF BONDS AND CERTIFICATES FOR SALE .................................. 28 LEGAL INVESTMENTS AND ELIGIBILITY TO SECURE PUBLIC FUNDS IN TEXAS ................................. 28 LEGAL MATTERS ...................................................... 28 AUTHENTICITY OF FINANCIAL DATA AND OTHER INFORMATION ................................................. 29 CONTINUING DISCLOSURE OF INFORMATION ............. 29 INITIAL PURCHASER OF THE BONDS ........................... 30 INITIAL PURCHASER OF THE CERTIFICATES ................ 30 FINANCIAL ADVISOR ................................................. 30 CERTIFICATION OF THE PRELIMINARY OFFICIAL STATEMENT .................................................... 31 APPENDICES GENERAL INFORMATION REGARDING THE CITY ........ A EXCERPTS FROM THE ANNUAL FINANCIAL REPORT.. B FORM OF BOND COUNSEL'S OPINION ....................... C The cover page hereof, this page, the appendices included herein and any addenda, supplement or amendment hereto, are part of the Preliminary Official Statement. PRELIMINARY OFFICIAL STATEMENT SUMMARY This summary is subject in all respects to the more complete information and definitions contained or incorporated in this Preliminary Official Statement. The offering of the Bonds and Certificates to potential investors is made only by means of this entire Preliminary Official Statement. No person is authorized to detach this summary from this Preliminary Official Statement or to otherwise use it without the entire Preliminary Official Statement. THE CITY .................................... The City of Grapevine, Texas is a political subdivision and municipal corporation of the State, located in Tarrant County, Texas. The City covers approximately 33 square miles (see "Introduction - Description of City"). THE BONDS ................................. The Bonds are issued as $7,000,000 General Obligation Bonds, Series 2000A. The Bonds are issued as serial bonds maturing February 15, 2003 through February 15, 2021, unless the Initial Purchaser(s) designate(s) one or more maturities as a Tern Bond (see "The Bonds and Certificates -Description of the Bonds"). THE CERTIFICATES ..................... The Certificates are issued as $7,880,000 Combination Tax and Revenue Certificates of Obligation, Series 2000A. The Certificates are issued as serial certificates February 15, 2002 through February 15, 2021, unless the Initial Purchaser(s) designate(s) one or more maturities as a Term Certificate (see "The Bonds and Certificates -Description of the Certificates"). PAYMENT OF INTEREST .............. Interest on the Bonds and Certificates accrues from November 1, 2000, and is payable February 15, 2002, and each August 15 and February 15 thereafter until maturity or prior redemption (see "The Bonds and Certificates - Description of the Bonds," "The Bonds and Certificates - Optional Redemption"). AUTHORITY FOR ISSUANCE......... The Bonds are issued pursuant to the general laws of the State, including particularly Chapter 1331, Texas Government Code, as amended, an election held within the City on December 5, 1998, the Bond Ordinance passed by the City Council of the City and Section 9.26 of the City Charter (see "The Bonds and Certificates - Authority for Issuance"), The Certificates are issued pursuant to the general laws of the State, particularly Subchapter C of Chapter 271, Texas Local Government Code (the Certificate of Obligation Act of 1971), as amended, the Certificate Ordinance passed by the City Council of the City and Section 9.26 of the City Charter (see "The Bonds and Certificates - Authority for Issuance"). SECURITY FOR THE BONDS.......... The Bonds constitute direct and voted obligations of the City, payable from a direct and continuing ad valorem tax levied, within the limits prescribed by law, on all taxable property located within the City (see "The Bonds and Certificates - Security and Source of Payment"). SECURITY FOR THE CERTIFICATES .............................. The Certificates constitute direct obligations of the City, payable from a combination of (i) a direct and continuing ad valorem tax levied, within the limits prescribed by law, on all taxable property within the City, and (ii) a limited pledge (not to exceed $1,000) of surplus net revenues of the City's Waterworks and Sewer System (see "The Bonds and Certificates - Security and Source of Payment"). REDEMPTION ............................... The City reserves the right, at its option, to redeem Bonds and Certificates having stated maturities on and after February 15, 2011, in whole or in part in principal amounts of $5,000 or any integral multiple thereof, on February 15, 2010, or any date thereafter, at the par value thereof plus accrued interest to the date of redemption. Additionally, the Bonds and Certificates may be subject to mandatory redemption in the event the Initial Purchaser(s) of the Bonds and Certificates elect to aggregate one or more maturities as a Term Bond or Term Certificate (see "The Bonds and Certificates - Optional Redemption" and "The Bonds and Certificates - Mandatory Sinking Fund Redemption"). TAx ExEMPTiON ........................... In the opinion of Bond Counsel, the interest on the Bonds and Certificates will be excludable from gross income for federal income tax purposes under existing law and the Bonds and Certificates are not private activity bonds. See "Tax Matters - Tax Exemption" for a discussion of the opinion of Bond Counsel, including a description of the alternative minimum tax consequences for corporations. USE OF PROCEEDS ....................... Proceeds from the sale of the Bonds will be used for library expansion, park and trail development, street and drainage improvements and to pay the costs associated with the sale of the Bonds. Proceeds from the sale of the Certificates will be used for (i) construction, repairs, improvements, equipment and upgrades to the City's storm drainage system; (ii) authorized capital needs for computer equipment, security systems, fire safety equipment, street maintenance equipment, police department office furniture, park and golf course maintenance equipment, water and wastewater equipment and City vehicles, (iii) construction, improvements, resurfacing and repairs to Main Street; (iv) engineering and design work for a parking garage; and (v) to pay costs of issuance associated with the sale of the Certificates. RATINGS ..................................... The presently outstanding general obligation debt of the City is rated "Al" by Moody's Investors Service, Inc. ("Moody's") and "A+" by Standard & Poor's Ratings Services, A Division of The McGraw-Hill Companies, Inc. ("S&P"). The City also has issues outstanding which are rated "Aaa" by Moody's and "AAA" by S&P through insurance by various commercial insurance companies. Applications for contract ratings on the Bonds and Certificates have been made to Moody's and S&P (see "Other Information - Ratings"). BOOK -ENTRY -ONLY SYSTEM ...................................... The definitive Bonds and Certificates will be initially registered and delivered only to Cede & Co., the nominee of DTC pursuant to the Book -Entry -Only System described herein. Beneficial ownership of the Bonds and Certificates may be acquired in denominations of $5,000 or integral multiples thereof. No physical delivery of the Bonds and Certificates will be made to the beneficial owners thereof. Principal of, premium, if any, and interest on the Bonds and Certificates will be payable by the Paying Agent/Registrar to Cede & Co., which will make distribution of the amounts so paid to the participating members of DTC for subsequent payment to the beneficial owners of the Bonds and Certificates (see "The Bonds and Certificates - Book -Entry -Only System"). PAYMENT RECORD ...................... The City has not defaulted on its tax -supported debt since 1932 when all defaults were corrected without refunding. SELECTED FINANCIAL INFORMATION (1) Projected, includes the Bonds and Certificates. (2) Unaudited. For additional information regarding the City, please contact: Fred Werner Director of Finance City of Grapevine 200 South Main Grapevine, Texas 76051 (817) 410-3111 7 David K. Medanich or Steven Adams First Southwest Company 201 Main Street, Suite 1320 Fort Worth, Texas 76102 (817) 332-9710 % of Total Tax Collections 99.68% 99.40% 100.30% 99.77% (z) N.A. Ratio Funded Fiscal Per Capita Per Capita Tax Debt to Year Estimated Taxable Taxable Funded Funded Taxable Ended City Assessed Assessed Tax Tax Assessed 9/30 Population Valuation Valuation Debt Debt Valuation 1997 36,000 $ 3,124,673,648 $ 86,796 $ 90,993,462 $ 2,528 2.91% 1998 37,946 3,253,338,457 85,736 95,546,968 2,518 2.94% 1999 39,190 3,994,671,130 101,931 103,132,152 2,632 2.58% 2000 39,800 4,089,979,800 102,763 143,995,000 3,618 3.52% 2001 40,490 4,372,544,317 107,991 152,430,000 t'� 3,765 3.49% (1) Projected, includes the Bonds and Certificates. (2) Unaudited. For additional information regarding the City, please contact: Fred Werner Director of Finance City of Grapevine 200 South Main Grapevine, Texas 76051 (817) 410-3111 7 David K. Medanich or Steven Adams First Southwest Company 201 Main Street, Suite 1320 Fort Worth, Texas 76102 (817) 332-9710 % of Total Tax Collections 99.68% 99.40% 100.30% 99.77% (z) N.A. (1) 19 years with City; 13 years in present position. CONSULTANTS AND ADVISORS Auditors........................................................................................................................................................ Deloitte & Touche LLP Fort Worth, Texas BondCounsel................................................................................................................................................ Vinson & Elkins L.L.P. Dallas, Texas FinancialAdvisor.......................................................................................................................................First Southwest Company Dallas and Fort Worth, Texas 8 CITY OFFICIALS, STAFF AND CONSULTANTS ELECTED OFFICIALS Length of Term City Council Service Expires Occupation William D. Tate 12 Years U) May, 2003 Attorney -at -Law Mayor Ted R. Ware 21 Years May, 2002 Commercial Contractor Mayor Pro Tem C. Shane Wilbanks 15 Years May, 2003 Personnel Director Councilmember, Place 1 Sharron Spencer 15 Years May, 2003 Retired Sales Representative Councilmember, Place 2 Clydene Johnson 5 Years May, 2001 Independent Insurance Agent Councilmember, Place 3 Darlene Freed 2 Years May, 2001 Commercial Real Estate Agent Councilmember, Place 4 Roy Stewart 4 Years May, 2002 Construction Company Owner Councilmember, Place 6 (1) Previously served 14 years as Mayor and Councilmember. SELECTED ADMINISTRATIVE STAFF Name Position Length of Service Roger Nelson City Manager 5 Years Bill Gaither Administrative Services Director 4 Years Fred Werner Director of Finance 3 1/2 Years Linda Huff City Secretary 19 Years (') (1) 19 years with City; 13 years in present position. CONSULTANTS AND ADVISORS Auditors........................................................................................................................................................ Deloitte & Touche LLP Fort Worth, Texas BondCounsel................................................................................................................................................ Vinson & Elkins L.L.P. Dallas, Texas FinancialAdvisor.......................................................................................................................................First Southwest Company Dallas and Fort Worth, Texas 8 PRELIMINARY OFFICIAL STATEMENT RELATING TO $7,000,000 CITY OF GRAPEVINE, TEXAS GENERAL OBLIGATION BONDS, SERIES 2000A AND $7,880,000 CITY OF GRAPEVINE, TEXAS COMBINATION TAX AND REVENUE CERTIFICATES OF OBLIGATION, SERIES 2000A INTRODUCTION This Preliminary Official Statement, which includes the Appendices hereto, provides certain information regarding the issuance of $7,000,000 City of Grapevine, Texas, General Obligation Bonds, Series 2000A (the "Bonds") and $7,880,000 City of Grapevine, Texas Combination Tax and Revenue Certificates of Obligation, Series 2000A (the "Certificates"). Capitalized terms used in this Preliminary Official Statement have the same meanings assigned to such terms in the Bond Ordinance and Certificate Ordinance each to be adopted on the date of sale of the Bonds and Certificates which will authorize the issuance of the Bonds and Certificates, respectively, except as otherwise indicated herein. There follows in this Preliminary Official Statement descriptions of the Bonds and Certificates and certain information regarding the City and its finances. All descriptions of documents contained herein are only summaries and are qualified in their entirety by reference to each such document. Copies of such documents may be obtained from the City's Financial Advisor, First Southwest Company, Dallas, Texas. DESCRIPTION OF THE CITY ... The City is a political subdivision and municipal corporation of the State, duly organized and existing under the laws of the State, including the City's Home Rule Charter. The City fust adopted its Home Rule Charter in 1965. The City operates under the Council/Manager form of government with a City Council comprised of the Mayor and six Councilmembers. The City Manager is the chief administrative officer for the City. Some of the services that the City provides are: public safety (police and fire protection), highways and streets, electric, water and sanitary sewer utilities, health and social services, vilture-recreation, public transportation, public improvements, planning and zoning, and general administrative services. The 1990 Census population for the City was 29,202, while the 2000 estimated population is 39,190. The City covers approximately 33 square miles. THE BONDS AND CERTIFICATES DESCRIPTION OF THE BOND AND CERTIFICATES ... The Bonds and Certificates are dated November 1, 2000, and mature, or are subject to redemption prior to maturity, on February 15 in each of the years and in the amounts shown on the cover page and page 3 hereof. Interest will be computed on the basis of a 360 -day year of twelve 30 -day months, and will be payable on August 15 and February 15, commencing February 15, 2002. The definitive Bonds and Certificates will be issued only in fully registered form in any integral multiple of $5,000 for any one maturity and will be initially registered and delivered only to Cede & Co., the nominee of The Depository Trust Company ("DTC") pursuant to the Book -Entry -Only System described herein. No physical delivery of the Bonds will be made to the owners thereof. Principal of, premium, if any, and interest on the Bonds and Certificates will be payable by the Paying Agent/Registrar to Cede & Co., which will make distribution of the amounts so paid to the participating members of DTC for subsequent payment to the beneficial owners of the Bonds and Certificates. See "Book -Entry -Only System" herein. AUTHORITY FOR ISSUANCE ... The Bonds were authorized at an election held on December 5, 1998 and approved by a majority of the participating voters. The Bonds are being issued pursuant to the Constitution and general laws of the State of Texas, particularly Chapter 1331, Texas Government Code, as amended; an election held and passed by a majority of the participating voters; the Bond Ordinance passed by the City Council, and Section 9.26 of the City Charter. The Certificates are being issued pursuant to the Constitution and general laws of the State of Texas, particularly Subchapter C of Chapter 271, Texas Local Government Code (the Certificate of Obligation Act of 1971), as amended, the Certificate Ordinance passed by the City Council, and Section 9.26 of the City Charter. PURPOSE... The Bonds ... Proceeds from the sale of the Bonds will be used for library expansion, park and trail development, street and drainage improvements and to pay the costs associated with the sale of the Bonds. The Certificates ... Proceeds from the sale of the Certificates will be used for (i) construction, repairs, improvements, equipment and upgrades to the City's storm drainage system; (ii) authorized capital needs for computer equipment, security systems, fire safety equipment, street maintenance equipment, police department office furniture, park and golf course maintenance equipment, water and wastewater equipment and City vehicles, (iii) construction, improvements, resurfacing and repairs to Main Street; (iv) engineering and design work for a parking garage; and (v) to pay costs of issuance associated with the sale of the Certificates. SECURITY AND SOURCE OF PAYMENT .. . The Bonds ... All taxable property within the City is subject to a continuing direct annual ad valorem tax levied, within the limits prescribed by law, by the City sufficient to provide for the payment of principal of and interest on all Bonds. The Certificates ... All taxable property within the City is subject to a continuing direct annual ad valorem tax levied, with the limits prescribed by law, by the City sufficient to provide for the payment of principal of and interest on all Certificates payable in whole or in part from ad valorem taxes. Additionally, the Certificates are payable from and secured by a limited pledge (not to exceed $1,000) of surplus net revenues of the City's Waterworks and Sewer System, as provided in the Certificate Ordinance authorizing the Certificates. TAx RATE LIMITATION ... All taxable property within the City is subject to the assessment, levy and collection by the City of a continuing, direct annual ad valorem tax sufficient to provide for the payment of principal of and interest on all ad valorem tax debt within the limits prescribed by law. Article XI, Section 5, of the Texas Constitution is applicable to the City, and limits its maximum ad valorem tax rate to $2.50 per $100 Taxable Assessed Valuation for all City purposes. The Home Rule Charter of the City adopts the constitutionally authorized maximum tax rate of $2.50 per $100 Taxable Assessed Valuation. OPTIONAL REDEMPTION ... The City reserves the right, at its option, to redeem the Bonds or Certificates, or both, having stated maturities on and after February 15, 2011, in whole or in part in principal amounts of $5,000 or any integral multiple thereof, on February 15, 2010, or any date thereafter, at the par value thereof plus accrued interest to the date of redemption. If less than all of the Bonds or Certificates are to be redeemed, the City may select the maturities of Bonds and Certificates to be redeemed. If less than all the Bonds or Certificates of any maturity are to be redeemed, the Paying Agent/Registrar (or DTC while the Bonds and Certificates are in Book -Entry -Only form) shall determine by lot the Bonds and Certificates, or portions thereof, within such maturity to be redeemed. If a Bond or Certificate (or any portion of the principal sum thereof) shall have been called for redemption and notice of such redemption shall have been given, such Bond or Certificate (or the principal amount thereof to be redeemed) shall become due and payable on such redemption date and interest thereon shall cease to accrue from and after the redemption date, provided funds for the payment of the redemption price and accrued interest thereon are held by the Paying Agent/Registrar on the redemption date. MANDATORY, SINKING FUND REDEMPTION ... In addition to being subject to optional redemption as provided above, should the initial purchasers of the Bonds or Certificates elect to designate Bonds or Certificates as Term Bonds or Terms Certificates, as applicable, such Term Bonds or Term Certificates are subject to mandatory sinking fund redemption prior to maturity at a price of par plus accrued interest to the redemption date from amounts required to be deposited in the interest and sinking fund for the Bonds or Certificates, as applicable, on the first February 15 following the last maturity for serial Bonds or serial Certificates, as the case may be, and annually thereafter on each February 15 until the stated maturity of such Term Bonds or Term Certificates. The principal amount of Term Bonds or Term Certificates to be redeemed on each mandatory redemption date shall be the principal amount that would have been due and payable in the maturity schedule shown on the cover page (with respect to the Bonds) or page 3 (with respect to the Certificates) hereof had no conversion to Term Bonds or Term Certificates, as the case may be, occurred. The particular Bonds or Certificates to be redeemed on February 15 of each year pursuant to the mandatory sinking fund redemption provisions described above shall be chosen by the Paying Agent/Registrar at random by lot or other customary method. The principal amount of Term Bonds or Term Certificates of a stated maturity required to be redeemed on any mandatory redemption date pursuant to the operation of the mandatory sinking fund redemption provisions shall be reduced, at the option of the City, by the principal amount of any Term Bonds or Term Certificates of the same maturity which, at least 45 days prior to a mandatory redemption date (1) shall have been acquired by the City at a price not exceeding the principal amount of such Term Bonds or Term Certificates, plus accrued interest to the date of purchase thereof, and delivered to the Paying Agent/Registrar for cancellation, or (2) shall have been redeemed pursuant to the optional redemption provisions and not theretofore credited against a mandatory sinking fund redemption requirement. NOTICE OF REDEMPTION ... Not less than 30 days prior to a redemption date for the Bonds or Certificates, the City shall cause a notice of redemption to be sent by United States mail, first class, postage prepaid, to the registered owners of the Bonds or 10 Certificates to be redeemed, in whole or in part, at the address of the registered owner appearing on the registration books of the Paying Agent/Registrar at the close of business on the business day next preceding the date of mailing such notice. ANY NOTICE SO MAILED SHALL BE CONCLUSIVELY PRESUMED TO HAVE BEEN DULY GIVEN NOTWITHSTANDING ONE OR MORE REGISTERED OWNERS MAY HAVE FAILED TO RECEIVE SUCH NOTICE. If a Bond or Certificate (or any portion of its principal sum) shall have been duly called for redemption and notice of such redemption duly given, then upon the redemption date such Bond or Certificate (or the portion of its principal sum to be redeemed) shall become due and payable, and, if monies for the payment of the redemption price and the interest accrued on the principal amount to be redeemed to the date of redemption are held for the purpose of such payment by the Paying Agent/Registrar, interest shall cease to accrue and be payable from and after the redemption date on the principal amount redeemed. DEFEASANCE ... The Bond Ordinance and the Certificate Ordinance provide that the City may discharge its obligations to the registered owners of any or all of the Bonds or Certificates, as applicable, to pay principal, interest and redemption price thereon in any manner permitted by law. Under current Texas law, such discharge may be accomplished either (i) by depositing with the Paying Agent/Registrar or other lawfully authorized entity a sum of money equal to the principal of, premium, if any, and all interest to accrue on such Bonds or Certificates to maturity or redemption or (ii) by depositing with the Paying Agent/Registrar or other lawfully authorized entity amounts sufficient, together with the investments earnings thereon, to provide for the payment and/or redemption of such Bonds or Certificates; provided that such deposits may be invested and reinvested only in (a) direct obligations of the United States of America, including obligations that are unconditionally guaranteed by the United States of America, (b) noncallable obligations of an agency or instrumentality of the United States, including obligations that are unconditionally guaranteed or insured by the agency or instrumentality and that, on the date the governing body of the City adopts or approves the proceedings authorizing the issuance of refunding obligations, are rated as to investment quality by a nationally recognized investment rating firm not less than AAA or its equivalent; and (c) noncallable obligations of a state or an agency or a county, municipality, or other political subdivision of a state that have been refunded and that, on the date the governing body of the City adopts or approves the proceedings authorizing the issuance of refunding obligations to refund the Bonds or Certificates, as applicable, are rated as to investment quality by a nationally recognized investment rating firm not less than AAA or its equivalent. The foregoing obligations may be in book entry form, and shall mature and/or bear interest payable at such times and in such amounts as will be sufficient to provide for the scheduled payment and/or redemption of the Bonds or Certificates, as the case may be. If any of such Bonds or Certificates are to be redeemed prior to their respective dates of maturity, provision must have been made for the payment to the registered owners of such Bonds or Certificates at the date of maturity or prior redemption of the full amount to which such owner would be entitled and for giving notice of redemption as provided in the Bond Ordinance or Certificate Ordinance, as applicable. Upon such deposit as described above, such Bonds or Certificates shall no longer be regarded to be outstanding or unpaid. After firm banking and financial arrangements for the discharge and final payment or redemption of Bonds or Certificates have been made as described above, all rights of the City to initiate proceedings to call such Bonds or Certificates for redemption or take any other action amending the terms of such Bonds or Certificates are extinguished; provided, however, that the right to call such Bonds or Certificates for redemption is not extinguished if the City: (i) in the proceedings providing for the firm banking and financial arrangements, expressly reserves the right to call such Bonds or Certificates for redemption; (ii) gives notice of the reservation of that right to the owners of such Bonds or Certificates immediately following the making of the firm banking and financial arrangements; and (iii) directs that notice of the reservation be included in any redemption notices that it authorizes. BOOK -ENTRY -ONLY SYSTEM ... This section describes how ownership of the Bonds and Certificates are to be transferred and how the principal of, premium, if any, and interest on the Bonds and Certificates are to be paid to and credited by DTC while the bonds are registered in its nominee name. The information in this section concerning DTC and the Book -Entry -Only System has been provided by DTC for use in disclosure documents such as this Official Statement. The City believes the source of such information to be reliable, but takes no responsibility for the accuracy or completeness thereof. The City cannot and does not give any assurance that (1) DTC will distribute payments of debt service on the Bonds and Certificates, or redemption or other notices, to DTC Participants, (2) DTC Participants or others will distribute debt service payments paid to DTC or its nominee (as the registered owner of the Bonds and Certificates), or redemption or other notices, to the Beneficial Owners, or that they will do so on a timely basis, or (3) DTC will serve and act in the manner described in this Official Statement. The current rules applicable to DTC are on file with the Securities and Exchange Commission, and the current procedures of DTC to be followed in dealing with DTC Participants are on file with DTC. The Depository Trust Company ("DTC"), New York, New York, will act as securities depository for the Bonds and Certificates. The Bonds and Certificates will be issued as fully -registered securities registered in the name of Cede & Co. (DTC's partnership nominee). One fully -registered certificate will be issued for each maturity of the Bonds and Certificates in the aggregate principal amount of each such maturity and will be deposited with DTC. DTC is a limited -purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds securities that its participants ("Direct Participants") deposit with DTC. DTC also facilitates the settlement among Participants of securities transactions, such as transfers and pledges, in deposited securities 11 through electronic computerized book -entry changes in Participants' accounts, thereby eliminating the need for physical movement of securities certificates. Direct Participants include securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is owned by a number of its Direct Participants and by the New York Stock Exchange, Inc., the American Stock Exchange, Inc., and the National Association of Securities Dealers, Inc. Access to the DTC system is also available to others such as securities brokers and dealers, banks, and trust companies that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). The Rules applicable to DTC and its Participants are on file with the Securities and Exchange Commission. Purchases of Bonds and Certificates under the DTC system must be made by or through DTC Participants, which will receive a credit for such purchases on DTC's records. The ownership interest of each actual purchaser of each Bond and Certificate ("Beneficial Owner") is in turn to be recorded on the Direct or Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase, but Beneficial Owners are expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interest in the Bonds and Certificates are to be accomplished by entries made on the books of Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Bonds and Certificates, except in the event that use of the book -entry system described herein is discontinued. To facilitate subsequent transfers, all Bonds and Certificates deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co. The deposit of Bonds and Certificates with DTC and their registration in the name of Cede & Co. effect no change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds and Certificates; DTC's records reflect only the identity of the Direct Participants to whose accounts such Bonds and Certificates are credited, which may or may not be the Beneficial Owners. The Participants will remain responsible for keeping account of their holdings on behalf of their customers. Ccnveyancc 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. Redemption notices shall be sent to Cede & Co. If less than all of the Bonds or Certificates 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. 1v` Neither DTC nor Cede & Co. will consent or vote with respect to the Bonds or Certificates. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the Record Date (hereinafter defined). The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Bonds and Certificates are credited on the Record Date (identified in a listing attached to the Omnibus Proxy). Principal and interest payments on the Bonds and Certificates will be made to DTC. DTC's practice is to credit Direct Participants' accounts on each payable date in accordance with their respective holdings shown on DTC's records unless DTC has reason to believe that it will not receive payment on such payable date. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such Participant and not of DTC, the Paying Agent/Registrar or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest to DTC is the responsibility of the City, disbursement of such payments to Direct Participants shall be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners shall be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as securities depository with respect to the Bonds and/or Certificates at any time by giving reasonable notice to the City. Under such circumstances, in the event that a successor securities depository is not obtained, such Bonds or Certificates are required to be printed and delivered. The City may decide to discontinue use of the system of book -entry transfers through DTC (or a successor securities depository) with respect to the Bonds and/or Certificates. In that event, Bonds and Certificates will be printed and delivered. USE OF CERTAIN TERMS IN OTHER SECTIONS OF THIS OFFICIAL STATEMENT. In reading this Official Statement it should be understood that while the Bonds or Certificates are in the Book -Entry Only System, references in other sections of this Official Statement to registered owners should be read to include the person for which the Participant acquires an interest in such Bonds or Certificates, but (i) all rights of ownership must be exercised through DTC and the Book -Entry Only System, and (ii) except as described above, notices that are to be given to registered owners under the Trust Agreement will be given only to DTC. Information concerning DTC and the Book -Entry Only System has been obtained from DTC and is not guaranteed as to accuracy or completeness by, and is not to be construed as a representation by the City. 12 EFFECT OF TERMINATION OF BOOK -ENTRY ONLY SYSTEM. In the event that the Book -Entry Only System is discontinued by DTC or the use of the Book -Entry Only System is discontinued by the City with respect to the Bonds and/or Certificates, the following provisions will be applicable to such Bonds or Certificates. Such Bonds and Certificates may be exchanged for an equal aggregate principal amount of such Bonds or Certificates in authorized denominations and of the same maturity upon surrender thereof at the principal office for payment of the Paying Agent/Registrar. The transfer of any Bond or Certificate may be registered on the books maintained by the Paying Agent/Registrar for such purpose only upon the surrender of such Bond or Certificate to the Paying Agent/Registrar with a duly executed assignment in form satisfactory to the Paying Agent/Registrar. For every exchange or transfer of registration of Bonds or Certificates, the Paying Agent/Registrar and the City may make a charge sufficient to reimburse them for any tax or other governmental charge required to be paid with respect to such exchange or registration of transfer. The City shall pay the fee, if any, charged by the Paying Agent/Registrar for the transfer or exchange. The Paying Agent/Registrar will not be required to transfer or exchange any Bond or Certificate after its selection for redemption. The City and the Paying Agent/Registrar may treat the person in whose name a Bond or Certificate is registered as the absolute owner thereof for all purposes, whether such Bond or Certificate is overdue or not, including for the purpose of receiving payment of, or on account of, the principal of, premium, if any, and interest on, such Bond or Certificate. PAYING AGENT/REGISTRAR ... The initial Paying Agent/Registrar for the Bonds and Certificates is Bank One, Texas, N.A., Dallas, Texas. In the Bond Ordinance and Certificate Ordinance, the City retains the right to replace the Paying Agent/Registrar. The City covenants to maintain and provide a Paying Agent/Registrar at all times until the Bonds and Certificates are duly paid and any successor Paying Agent/Registrar shall be a commercial bank or trust company organized under the laws of the State of Texas or other entity duly qualified and legally authorized to serve as and perform the duties and services of Paying Agent/Registrar for the Bonds and Certificates. Upon any change in the Paying Agent/Registrar for the Bonds and Certificates, the City agrees to promptly cause a written notice thereof to be sent to each registered owner of the Bonds and Certificates by United States mail, first class, postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. RECORD DATE FOR INTEREST PAYMENT ... The record date ("Record Date") for the interest payable on the Bonds and Certificates on any interest payment date means the close of business on the last business day of the month next preceding. In the event of a non-payment of interest on a scheduled payment date, and for 30 days thereafter, a new record date for such interest payment (a "Special Record Date") will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest ("Special Payment Date", which shall be 15 days after the Special Record Date) shall be sent at least five business days prior to the Special Record Date by United States mail, first class postage prepaid, to the address of each Holder of a Bond and Certificate appearing on the registration books of the Paying Agent/Registrar at the close of business on the last business day next preceding the date of mailing of such notice. BONDHOLDERS' AND CERTIFICATEHOLDERS' REMEDIES ... The Bond Ordinance and Certificate Ordinance establish as "events of default" (i) the failure to make payment of principal of redemption premium, if any, or interest on any of the Bonds or Certificates when due and payable; or (ii) default in the performance or observance of any other covenant, agreement or obligation of the City, which default materially and adversely affects the rights of the owners, including but not limited to their prospect or ability to be repaid in accordance with the Ordinance, and the combination there for a period of sixty days after notice of such default is given to any Owner by the City. Under State law there is no right to the acceleration of maturity of the Bonds and Certificates upon the failure of the City to observe any covenant under the Ordinance. Although a registered owner of Bonds and Certificates could presumably obtain a judgment against the City if a default occurred in the payment of principal of or interest on any such Bonds and Certificates, such judgment could not be satisfied by execution against any property of the City. Such registered owner's only practical remedy, if a default occurs, is a mandamus or mandatory injunction proceeding to compel the City to assess and collect rates and charges for water and sewer services sufficient to pay principal of and interest on the Bonds and Certificates as it becomes due. The enforcement of any such remedy may be difficult and time consuming and a registered owner could be required to enforce such remedy on a periodic basis. Neither the Bond Ordinance nor the Certificate Ordinance provides for the appointment of a trustee to represent the interests of the bondholders upon any failure of the City to perform in accordance with the terms of the Ordinance, or upon any other condition. Furthermore, the City is eligible to seek relief from its creditors under Chapter 9 of the U.S. Bankruptcy Code. Chapter 9 provides for the recognition of a security interest represented by a specifically pledged source of revenues, and also includes an automatic stay provision that would prohibit, without Bankruptcy Court approval, the prosecution of any other legal action by creditors or bondholders of an entity which has sought protection under Chapter 9. Therefore, should the City avail itself of Chapter 9 protection from creditors, the ability to enforce would be subject to the approval of the Bankruptcy Court (which could require that the action be heard in Bankruptcy Court instead of other federal or state court); and the Bankruptcy Code provides for broad discretionary powers of a Bankruptcy Court in administering any proceeding brought before it. The opinion of Bond Counsel will note that all opinions relative to the enforceability of the Ordinance and the Bonds and Certificates are qualified with respect to the customary rights of debtors relative to their creditors. 13 TAX INFORMATION AD VALOREM TAX LAW ... The appraisal of property within the City is the responsibility of the Tarrant Appraisal District (the "Appraisal District"). Excluding agricultural and open -space land, which may be taxed on the basis of productive capacity, the Appraisal District is required under the Property Tax Code to appraise all property within the Appraisal District on the basis of 100% of its market value and is prohibited from applying any assessment ratios. In determining market value of property, different methods of appraisal may be used, including the cost method of appraisal, the income method of appraisal and market data comparison method of appraisal, and the method considered most appropriate by the chief appraiser is to be used. State law further limits the appraised value of a residence homestead for a tax year to an amount not to exceed the less of (1) the market value of the property, or (2) the sum of (a) 10% of the appraised value of the property for the last year in which the property was appraised for taxation times the number of years since the property was last appraised, plus (b) the appraised value of the property for the last year in which the property was appraised plus (c) the market value of all new improvements to the property. The value placed upon property within the Appraisal District is subject to review by an Appraisal Review Board, consisting of three members appointed by the Board of Directors of the Appraisal District. The Appraisal District is required to review the value of property within the Appraisal District at least every three years. The City may require annual review at its own expense, and is entitled to challenge the determination of appraised value of property within the City by petition filed with the Appraisal Review Board. Reference is made to the V.T.C.A., Property Tax Code, for identification of property subject to taxation; property exempt or which may be exempted from taxation, if claimed; the appraisal of property for ad valorem taxation purposes; and the procedures and limitations applicable to the levy and collection of ad valorem taxes. Article VIII of the State Constitution ("Article VIII") and State law provide for certain exemptions from property taxes, the valuation of agricultural and open -space lands at productivity value, and the exemption of certain personal property from ad valorem taxation. Under Section 1-b, Article VIII, and State law, the governing body of a political subdivision, at its option, may grant: (1) An exemption of not less than $3,000 of the market value of the residence homestead of persons 65 years of age or older and the disabled from all ad valorem taxes thereafter levied by the political subdivision; (2) An exemption of up to 20% of the market value of residence homesteads. The minimum exemption under this provision is $5,000. In the case of residence homestead exemptions granted under Section 1-b, Article VIII, ad valorem taxes may continue to be levied against the value of homesteads exempted where ad valorem taxes have previously been pledged for the payment of debt if cessation of the levy would impair the obligation of the contract by which the debt was created. State law and Section 2, Article VIII, mandate an additional property tax exemption for disabled veterans or the surviving spouse or children of a deceased veteran who died while on active duty in the armed forces; the exemption applies to either real or personal property with the amount of assessed valuation exempted ranging from $5,000 to a maximum of $12,000. Article VIII provides that eligible owners of both agricultural land (Section 1-d) and open -space land (Section 141), including open -space land devoted to farm or ranch purposes or open -space land devoted to timber production, may elect to have such property appraised for property taxation on the basis of its productive capacity. The same land may not be qualified under both Section 1-d and 1-d-1. Nonbusiness personal property, such as automobiles or light trucks, are exempt from ad valorem taxation unless the governing body of a political subdivision elects to tax this property. Boats owned as nonbusiness property are exempt from ad valorem taxation. Article VIII, Section 1-j, provides for "freeport property" to be exempted from ad valorem taxation. Freeport property is defined as goods detained in Texas for 175 days or less for the purpose of assembly, storage, manufacturing, processing or fabrication. Decisions to continue to tax may be reversed in the future; decisions to exempt freeport property are not subject to reversal. The City and the other taxing bodies within its territory may agree to jointly create tax increment financing zones, under which the tax values on property in the zone are "frozen" at the value of the property at the time of creation of the zone. The City also may enter into tax abatement agreements to encourage economic development. Under the agreements, a property owner agrees to construct certain improvements on its property. The City in turn agrees not to levy a tax on all or part of the increased value attributable to the improvements until the expiration of the agreement. The abatement agreement could last for a period of up to 10 years. EFFECTIVE TAx RATE AND ROLLBACK TAx RATE ... By each September 1 or as soon thereafter as practicable, the City Council adopts a tax rate per $100 taxable value for the current year. The City Council will be required to adopt the annual tax rate for the City before the later of September 30 or the 60 day after the date the certified appraisal roll is received by the City. If the City Council does not adopt a tax rate by such required date the tax rate for that tax year is the lower of the effective tax rate calculated for the tax year or the tax rate adopted by the City for the preceding tax year. The tax rate consists of two components: (1) a rate for funding of maintenance and operation expenditures, and (2) a rate for debt service. Under the Property Tax Code, the City must annually calculate and publicize its "effective tax rate" and "rollback tax rate". Effective January 1, 2000, a tax rate cannot be adopted by the City Council that exceeds the lower of the rollback tax rate or 103 per cent of the effective tax rate until a public hearing is held on the proposed tax rate following a notice of such public hearing (including the requirements that notice be posted on the City's website if the City owns, operates or controls an internet website 14 and public notice be given by television if the City has free access to a television channel) and the City Council has otherwise complied with the legal requirements for the adoption of such tax rate. If the adopted tax rate exceeds the rollback tax rate the qualified voters of the City by petition may require that an election be held to determine whether or not to reduce the tax rate adopted for the current year to the rollback tax rate. "Effective tax rate" means the rate that will produce last year's total tax levy (adjusted) from this year's total taxable values (adjusted). "Adjusted" means lost values are not included in the calculation of last year's taxes and new values are not included in this year's taxable values. "Rollback tax rate" means the rate that will produce last year's maintenance and operation tax levy (adjusted) from this year's values (adjusted) multiplied by 1.08 plus a rate that will produce this year's debt service from this year's values (unadjusted) divided by the anticipated tax collection rate. The Property Tax Code provides that certain cities and counties in the State may submit a proposition to the voters to authorize an additional one-half cent sales tax on retail sales of taxable items. If the additional tax is levied, the effective tax rate and the rollback tax rate calculations are required to be offset by the revenue that will be generated by the sales tax in the current year. Reference is made to the Property Tax Code for definitive requirements for the levy and collection of ad valorem taxes and the calculation of the various defined tax rates. PROPERTY ASSESSMENT AND TAX PAYMENT ... Property within the City is generally assessed as of January 1 of each year. Business inventory may, at the option of the taxpayer, be assessed as of September 1. Oil and gas reserves are assessed on the basis of a valuation process which uses an average of the daily price of oil and gas for the prior year. Taxes become due October 1 of the same year, and become delinquent on February 1 of the following year. Taxpayers 65 years old or older are permitted by State law to pay taxes on homesteads in four installments with the first due on February 1 of each year and the final installment due on August 1. PENALTIES AND INTEREST ... Charges for penalty and interest on the unpaid balance of delinquent taxes are made as follows: After July, penalty remains at 12%, and interest increases at the rate of 1% each month. In addition, if an account is delinquent in July, a 15% attorney's collection fee is added to the total tax penalty and interest charge. Under certain circumstances, taxes which become delinquent on the homestead of a taxpayer 65 years old or older incur a penalty of 8% per annum with no additional penalties or interest assessed. In general, property subject to the City's lien may be sold, in whole or in parcels, pursuant to court order to collect the amounts due. Federal law does not allow for the collection of penalty and interest against an estate in bankruptcy. Federal bankruptcy law provides that an automatic stay of action by creditors and other entities, including governmental units, goes into effect with the filing of any petition in bankruptcy. The automatic stay prevents governmental units from foreclosing on property and prevents liens for post-petition taxes from attaching to property and obtaining secured creditor status unless, in either case, an order lifting the stay is obtained from the bankruptcy court. In many cases post-petition taxes are paid as an administrative expense of the estate in bankruptcy or by order of the bankruptcy court. CITY APPLICATION of TAx CODE ... The City grants an exemption to the market value of the residence homestead of persons 65 years of age or older of $60,000. The City has granted an additional exemption of 20% of the market value of residence homesteads; minimum exemption of $5,000. See Table 1 for a listing of the amounts of the exemptions described above. Ad valorem taxes are not levied by the City against the exempt value of residence homesteads for the payment of debt. The City does not tax nonbusiness personal property; and the City contracts with the Grapevine-Colleyville Independent School District for the collection of its taxes. The City does not permit split payments, and discounts are not allowed. The City does not tax freeport property. 15 Cumulative Cumulative Month Penalty Interest Total February 6% 1% 7% March 7 2 9 April 8 3 11 May 9 4 13 June 10 5 15 July 12 6 18 After July, penalty remains at 12%, and interest increases at the rate of 1% each month. In addition, if an account is delinquent in July, a 15% attorney's collection fee is added to the total tax penalty and interest charge. Under certain circumstances, taxes which become delinquent on the homestead of a taxpayer 65 years old or older incur a penalty of 8% per annum with no additional penalties or interest assessed. In general, property subject to the City's lien may be sold, in whole or in parcels, pursuant to court order to collect the amounts due. Federal law does not allow for the collection of penalty and interest against an estate in bankruptcy. Federal bankruptcy law provides that an automatic stay of action by creditors and other entities, including governmental units, goes into effect with the filing of any petition in bankruptcy. The automatic stay prevents governmental units from foreclosing on property and prevents liens for post-petition taxes from attaching to property and obtaining secured creditor status unless, in either case, an order lifting the stay is obtained from the bankruptcy court. In many cases post-petition taxes are paid as an administrative expense of the estate in bankruptcy or by order of the bankruptcy court. CITY APPLICATION of TAx CODE ... The City grants an exemption to the market value of the residence homestead of persons 65 years of age or older of $60,000. The City has granted an additional exemption of 20% of the market value of residence homesteads; minimum exemption of $5,000. See Table 1 for a listing of the amounts of the exemptions described above. Ad valorem taxes are not levied by the City against the exempt value of residence homesteads for the payment of debt. The City does not tax nonbusiness personal property; and the City contracts with the Grapevine-Colleyville Independent School District for the collection of its taxes. The City does not permit split payments, and discounts are not allowed. The City does not tax freeport property. 15 The City does not collect the additional one-half cent sales tax for reduction of ad valorem taxes. TAX ABATEMENT POLICY... The City does not have a tax abatement policy. TAX INCREMENT FINANCE ZONES.. The City has established the Tax Increment Financing Reinvestment Zone Number One, comprised of approximately 175 acres in the northeast area of the City. The tax increment base for the Reinvestment Zone Number One established on January 1, 1996 was $7,647,325. The Reinvestment Zone Number One 2000/01 Taxable Assessed Value is $175,396,673. The project was completed on October 31, 1997. The City has additionally established the Tax Increment Financing Reinvestment Zone Number Two, comprised of approximately 121.817 acres in the northeast area of the City. The tax increment base for the Reinvestment Zone Number Two established on January 1, 1998 was $744,866. The Reinvestment Zone Number Two 2000/01 Taxable Assessed Value is $1,495,297. No permanent improvements have been made to Reinvestment Zone Number Two. TABLE 1 - VALUATION, EXEMPTIONS AND GENERAL OBLIGATION DEBT 2000/01 Market Valuation Established by Tarrant Appraisal District $ 962,384,072 Less Exemptions/Reductions at 100% Market Value: Residence Homestead Exemptions $ 265,816,139 Over 65 Years of Age/Disabled 42,892,235 Disabled Veterans Exemptions 946,353 Pollution Control Exemptions 5,552 Solar/Wind Power Exemptions 9,774 Freeport Exemptions 437,661,571 Open -Space Land Use Reductions 42,359,282 Prorated Absolute Exemptions 148.795 (789,839,701) 2000/01 Taxable Assessed Valuation $ 4,372,544,371 City Funded Debt Payable from Ad Valorem Taxes General Obligation Bonds (as of 9/30/00) $ 72,680,000 Certificates of Obligation (as of 9/30/00) 69,940,000 Equipment Acquisition Notes (as of 9/30/00) 1,375,000 The Bonds 7,000,000 The Certificates 7.880.000 Funded Debt Payable from Ad Valorem Taxes $ 158,875,000 Less Self -Supporting Debt: (2) Combination Tax and Tax Increment Reinvestment Zone Revenue Certificates of Obligation (as of 9/30/00) 58.600,000 Net Funded Debt Payable From Ad Valorem Taxes $ 100,275,000 Interest and Sinking Fund as of September 30, 2000 $ 2,032,121 Ratio Total Funded Debt to Taxable Assessed Valuation .................................................. 3.63% 2001 Estimated Population - 40,490 Per Capita Taxable Assessed Valuation - $107,991 Per Capita Total Funded Debt $3,924 (1) This statement of indebtedness does not include currently outstanding $26,037,560 system revenue bonds, as these bonds are payable solely from the net revenues of the Waterworks and Sewer System (the "System"), as defined in the ordinances authorizing the system revenue bonds. (2) The self-supporting amount is a projection of debt by the City based on actual historical payments from the Tax Increment Reinvestment Zone Fund. The amount of self-supporting debt is based on the percentage of revenue support as shown in Table 10. There is no guarantee that these payments will continue in the future. If the payments are not made from the revenues in the future, the difference will have to be paid for with ad valorem taxes. 16 TABLE 2 - TAXABLE ASSESSED VALUATIONS BY CATEGORY NOTE: _ Taxable Appraised Value for Fiscal Year Ended September 30, 2001 2000 1999 % of % of % of Catetiory Amount Total Amount Total Amount Total Real, Residential, Single -Family $ 1,522,401,913 29.49% $ 1,429,819,700 30.03% $ 1,324,311,480 33.12% Real, Residential, Multi -Family 151,579,484 2.94% 129,208,574 2.71% 117,908,272 2.95% Real, Vacant Lots Tracts 109,952,787 2.13% 78,468,029 1.65% 72,832,010 1.82% Real, Acreage (Land Only) 165,569,051 3.21% 144,983,152 3.05% 144,782,450 3.62% Real, Farm and Ranch Improvements 2,441,498 0.05% 3,191,100 0.07% 3,879,434 0.10% Real, Commercial 932,109,580 18.06% 756,002,113 15.88% 572,358,423 14.32% Real, Industrial 10,891,084 0.21% 9,795,363 0.21% 8,731,223 0.22% Real and Tangible Personal, Utilities 88,123,888 1.71% 76,908,376 1.62% 66,444,170 1.66% Real, Mobile Homes 4,239,290 0.08% 141,400 0.00% 152,200 0.00% Tangible Personal, Business - 0.00% - 0.00% - 0.00% Tangible Personal, Commercial 2,127,859,776 41.22% 2,089,790,810 43.90% 1,646,479,365 41.18% Tangible Personal, Industrial 40,389,885 0.78% 27,055,281 0.57% 26,974,631 0.67% Tangible Personal, Mobile Homes - 0.00% 3,120,287 0.07% 3,187,135 0.08% Tangible Personal, Other 146,674 0.00% 3,768,771 0.08% 3,723,954 0.09% Real Property, Inventory 6,679,162 0.13% 8,389,970 0.18% 6.450,400 0.16% Total Appraised Value Before Exemptions $ 5,162,384,072 100.00% $ 4,760,642,926 100.00% $ 3,998,215,147 100.00% Adjustments 348,874,464 Less: Total Exemption/Reductions (789,839,701) (670,663,126) (352,418.481) Taxable Assessed Value $ 4.372,544,371 $ 4,089,979.800 $ 3,994.671,130 Taxable Appraised Value for Fiscal Year Ended September 30. 1998 1997 % of % of Cateeory Amount Total Amount Total Real, Residential, Single -Family $ 1,269,695,241 35.14% $ 1,183,119,622 34.70% Real, Residential, Multi -Family 98,709,403 2.73% 92,886,182 2.72% Real, Vacant Lots Tracts 47,489,789 1.31% 46,096,677 1.35% Real, Acreage (Land Only) 112,224,673 3.11% 94,678,310 2.78% Real, Farm and Ranch Improvements 4,381,298 0.12% 4,158,598 0.12% Real, Commercial 387,770,795 10.73% 298,782,743 8.76% Real, Industrial 5,083,972 0.14% 5,384,539 0.16% Real and Tangible Personal, Utilities 64,098,691 1.77% 60,144,766 1.76% Real, Mobile Homes 143,000 0.00% 123,300 0.00% Tangible Personal, Business - 0.00% - 0.00% Tangible Personal, Commercial 1,582,354,352 43.79% 1,563,927,567 45.87% Tangible Personal, Industrial 25,564,473 0.71% 40,058,697 1.18% Tangible Personal, Mobile Homes 3,162,915 0.09% 2,884,175 0.08% Tangible Personal, Other 3,741,821 0.10% 3,748,031 0.11% Real Property, Inventory 8,812.490 0.24% 13.247.140 0.39% Total Appraised Value Before Exemptions $ 3,613,232,913 100.00% $ 3,409,240,347 100.00% Adjustments (3,468,230) (10,343,105) Less: Total Exemption/Reductions (356.426,226) (274,223,594) Taxable Assessed ValueS _21L $ 3,124,673 648 NOTE: Valuations shown are certified taxable assessed values reported by the Tarrant Appraisal District to the State Comptroller of Public Accounts. Certified values are subject to change throughout the year as contested values are resolved and the Appraisal District updates records. 17 TABLE 3 - VALUATION AND GENERAL OBLIGATION DEBT HISTORY (1) Projected, includes the Bonds and Certificates. TABLE 4 - TAX RATE, LEVY AND COLLECTION HISTORY Fiscal Year % Current Distribution Ended Net Ratio Interest and 09 Fiscal Rate Fund Taxable Tax Debt Tax Debt Funded Year 1998 Taxable Assessed Outstanding to Taxable Debt Endep? Estimated Assessed Valuation at End Assessed Per 9/30 Population Valuation Per Capita of Year Valuation Capita 1997 36,000 $ 3,124,673,648 $ 86,796 $ 90,993,462 2.91% $ 2,528 1998 37,946 3,253,338,457 85,736 95,546,968 2.94% 2,518 1999 39,190 3,994,671,130 101,931 103,132,152 2.58% 2,632 2000 39,800 4,089,979,800 102,763 143,995,000 3.52% 3,618 2001 40,490 4,372,544,317 107,991 152,430,000 (1) 3.49% 3,765 (1) Projected, includes the Bonds and Certificates. TABLE 4 - TAX RATE, LEVY AND COLLECTION HISTORY Fiscal Year % Current Distribution Ended Tax General Interest and 9/30 Rate Fund Sinking Fund 1997 $ 0.41500 $ 0.280800 $ 0.134200 1998 0.40500 0.276996 0.128004 1999 0.38500 0.218736 0.166264 2000 0.38000 0.201983 0.178017 2001 0.37500 0.189641 0.185359 (1) Unaudited. TABLE 5 - TEN LARGEST TAXPAYERS Name of TaXDaver American Airlines Inc. Grapevine Mills Ltd. Partnership Delta Airlines Inc. UPS Inc./United Parcel Service GE Capital Services National Car Rental System, Inc. Industrial Development International Inc. Hertz Corp Rent-A-Car Division GTE Directories D/FW Hilton Hotel 16,397,041 In Process of Collection % Current % Total Tax Lew Collections Collections $ 12,967,402 98.79% 99.68% 13,176,597 98.70% 99.40% 13,935,727 99.10% 100.30% 15,371,388 99.41% (1) 99.77% (1) 16,397,041 In Process of Collection GENERAL OBLIGATION DEBT LIMITATION ... No general obligation debt limitation is imposed on the City under current State law or the City's Home Rule Charter (see "The Bonds and Certificates — Tax Rate Limitation"). 18 2000/01 % of Total Taxable Taxable Assessed Assessed Nature of Property Valuation Valuation Commercial Airline $ 667,847,407 15.27% Regional Shopping Mall 187,728,100 4.29% Commercial Airline 185,929,740 4.25% Parcel Service 59,508,190 1.36% Simuflite Training School 49,419,363 1.13% Car Rental 48,164,562 1.10% Trade Center 46,385,239 1.06% Car Rental 46,264,906 1.06% Real Estate 41,916,938 0.96% Hotel 32.934,392 0.75% $ 1.366.098,837 31.24% GENERAL OBLIGATION DEBT LIMITATION ... No general obligation debt limitation is imposed on the City under current State law or the City's Home Rule Charter (see "The Bonds and Certificates — Tax Rate Limitation"). 18 TABLE 6 - TAX ADEQUACY (t) 2001 Principal and Interest Requirements $ 9,975,707 $0.2562 Tax Rate at 99.00% Collection Produces $ 9,976,219 Average Annual Principal and Interest Requirements, 2001 - 2026 $ 5,586,253 $0.1435 Tax Rate at 99.00% Collection Produces $ 5,587,773 Maximum Principal and Interest Requirements, 2002 $ 11,678,495 $0.3000 Tax Rate at 99.00% Collection Produces $ 11,681,755 (1) Includes the Bonds and Certificates, excludes self-supporting debt. TABLE 7 - ESTIMATED OVERLAPPING DEBT Expenditures of the various taxing entities within the territory of the City are paid out of ad valorem taxes levied by such entities on properties within the City. Such entities are independent of the City and may incur borrowings to finance their expenditures. This statement of direct and estimated overlapping ad valorem tax bonds ("Tax Debt") was developed from information contained in "Texas Municipal Reports" published by the Municipal Advisory Council of Texas. Except for the amounts relating to the City, the City has not independently verified the accuracy or completeness of such information, and no person should rely upon such information as being accurate or complete. Furthermore, certain of the entities listed may have issued additional bonds since the date hereof, and such entities may have programs requiring the issuance of substantial amounts of additional bonds, the amount of which cannot be determined. The following table reflects the estimated share of overlapping Tax Debt of the City. Total Direct and Overlapping Funded Debt $ 294,224,301 Ratio of Direct and Overlapping Funded Debt to Taxable Assessed Valuation ........................ ° Per Capita Overlapping Funded Debt............................................................................. 7,507.64 (1) Includes the Bonds and Certificates, excludes self-supporting debt. 19 2000/01 Net City's Taxable 2000/01 Total Estimated Overlapping Assessed Tax Funded % Funded Debt Taxing Turisdiction Value Rate Debt Aoplicable As of 9-30-00 City of Grapevine $ 4,372,544,317 $ 0.375000 $ 100,275,000"' 100.00% $ 100,275,000 Carroll Independent School District 2,287,210,782 1.885000 121,915,651 5.38% 6,559,062 Coppell Independent School District 4,409,913,056 1.600000 126,690,442 0.48% 608,114 Dallas County 113,990,507,122 0.196000 259,630,138 0.01% 25,963 Dallas County Community College District 117,401,360,744 0.050000 0 0.01% 0 Dallas County Hospital District 113,990,507,122 0.254000 0 0.01% 0 Grapevine-Colleyville Independent School District 6,462,172,129 1.582290 258,900,813 67.47% 174,680,379 Tarrant County 65,399,809,083 0.274785 127,305,000 5.24% 6,670,782 Tarrant County Hospital District 65,399,809,083 0.234070 14,158,877 5.24% 741,925 Tarrant County Junior College District 66,174,768,028 0.106410 88,990,000 5.24% 4.663.076 Total Direct and Overlapping Funded Debt $ 294,224,301 Ratio of Direct and Overlapping Funded Debt to Taxable Assessed Valuation ........................ ° Per Capita Overlapping Funded Debt............................................................................. 7,507.64 (1) Includes the Bonds and Certificates, excludes self-supporting debt. 19 DEBT INFORMATION (1) Does not include lease/purchase obligations; includes self-supporting debt. (2) Average life of the issue 12.975 years. Interest on the Bonds has been calculated at the average rate of 5.75% for purposes of illustration, (3) Average life of the issue 9.906 years, Interest on the Certificates has been calculated at the average rate of 5.72% for purposes of illustration. TABLE 9 - INTEREST AND SINKING FUND BUDGET PROJECTION (r) Tax Supported Debt Service Requirements, Fiscal Year Ending 9/30/2001 .............................. $ 7,903,892 Interest and Sinking Fund Balance as of 9/30/00 ................................. $ 2,032,121 Interest and Sinking Fund Tax Levy ........................................... 7,438,795 Penalty and Interest........................................................ 65,000 Budgeted Transfers.......................................................... 389,958 Estimated Investment Income ................................................. 130,000 10,055,874 Estimated Balance, 9/30/2001................................................................. $ 2,151,982 (1) Excludes self-supporting debt service. 20 TABLE 8 - PRO -FORMA GENERAL OBLIGATION DEBT SERVICE REQUIREMENTS Fiscal Year Less TIF Total Debt % of Ended Outstandirg Debt The Bonds (2) The Certificates (3) Self -Supporting Less TIF Principal 9/30 Principal Interest Princioal Interest Principal Interest Requirements Requirements Retired 2001 $ 6,445,000 $ 8,313,214 $ 4,782,507 $ 9,975,707 2002 6,800,000 7,209,258 $ 720,028 $ 490,000 $ 844,848 4,385,639 11,678,495 2003 6,565,000 6,813,420 $ 210,000 396,463 820,000 418,863 4,376,189 10,847,556 2004 6,860,000 6,416,329 220,000 384,100 880,000 359,363 4,361,839 10,757,952 2005 7,275,000 6,025,000 235,000 371,019 605,000 307,388 5,083,559 9,734,847 30.32% 2006 7,540,000 5,615,208 250,000 357,075 225,000 278,338 5,072,579 9,193,041 2007 7,615,000 5,213,982 265,000 342,269 250,000 261,713 5,080,626 8,867,338 2008 7,845,000 4,817,895 280,000 326,600 260,000 243,863 5,083,698 8,689,660 2009 8,380,000 4,414,685 295,000 310,069 240,000 228,943 5,087,704 8,780,993 2010 8,120,000 4,002,995 315,000 292,531 250,000 216,998 5,092,610 8,104,914 61.31% 2011 7,845,000 3,583,029 330,000 273,988 265,000 204,248 5,093,023 7,408,241 2012 7,030,000 3,217,768 350,000 254,438 280,000 190,483 5,114,129 6,208,559 2013 7,085,000 2,867,564 370,000 233,738 295,000 175,673 5,135,360 5,891,614 2014 7,470,000 2,498,559 395,000 211,744 310,000 159,788 5,156,323 5,888,768 2015 7,750,000 2,103,774 415,000 188,456 325,000 142,798 5,180,118 5,744,910 82.94% 2016 7,725,000 1,699,566 440,000 163,875 345,000 124,621 5,201,774 5,296,289 2017 4,060,000 1,388,100 465,000 137,856 360,000 105,320 2,591,176 3,925,100 2018 3,375,000 1,188,747 495,000 110,256 385,000 84,640 2,591,939 3,046,704 2019 3,570,000 1,002,711 525,000 80,931 410,000 62,380 2,597,814 3,053,209 2020 1,745,000 857,404 555,000 49,881 430,000 38,645 2,602,404 1,073,526 99.36% 2021 1,850,000 756,194 590,000 16,963 455,000 13,195 2,606,194 1,075,157 w: 2022 1,960,000 648,894 2,608,894 0 2023 2,075,000 533,744 2,608,744 0 2024 2,200,000 411,838 2,611,838 0 2025 2,335,000 282,588 2,617,588 0 100.00% 2026 2,475,000 145,406 2,620,406 0 100,00% $ 143,995,000 $ 82,027.867 $ 7,000,000 $ 5,222,278 $ 7,880,000 _$ 4,462,102 $ 87,068,601 $ 143.093,896 (1) Does not include lease/purchase obligations; includes self-supporting debt. (2) Average life of the issue 12.975 years. Interest on the Bonds has been calculated at the average rate of 5.75% for purposes of illustration, (3) Average life of the issue 9.906 years, Interest on the Certificates has been calculated at the average rate of 5.72% for purposes of illustration. TABLE 9 - INTEREST AND SINKING FUND BUDGET PROJECTION (r) Tax Supported Debt Service Requirements, Fiscal Year Ending 9/30/2001 .............................. $ 7,903,892 Interest and Sinking Fund Balance as of 9/30/00 ................................. $ 2,032,121 Interest and Sinking Fund Tax Levy ........................................... 7,438,795 Penalty and Interest........................................................ 65,000 Budgeted Transfers.......................................................... 389,958 Estimated Investment Income ................................................. 130,000 10,055,874 Estimated Balance, 9/30/2001................................................................. $ 2,151,982 (1) Excludes self-supporting debt service. 20 TABLE 10 - COMPUTATION OF SELF-SUPPORTING DEBT BeginningFund Balance, 9-30-00(')........................................................................................................................................ $ 5,695,250 Projected Net Tax Increment Reinvestment Zone Revenue Available for Debt Service........................................................ 3,735,000 Requirements for Tax Increment Reinvestment Zone Certificates.......................................................................................... (4,782,506) ProjectedFund Balance, 9-30-01............................................................................................................................................. $ 4,647,744 Percentage of System Tax Increment Reinvestment Zone Revenue Certificates Self -Supporting ....................................... 100.00% k1) V11 -1 - TABLE 11 - AUTHORIZED BUT UNISSUED GENERAL OBLIGATION BONDS TABLE 12 - OTHER OBLIGATIONS The City has no unfunded debt outstanding as of September 30, 2000. PENSION FUND ... The City provides pension benefits for all of its full-time employees through the Texas Municipal Retirement System ("TMRS"), a State-wide administered pension plan. The City makes annual contributions to the plan equal to the amounts accrued for pension expense. (For more detailed information concerning the retirement plan, see Appendix B, "Excerpts from the City's Annual Financial Report".) 21 Amount Amount Date Amount Heretofore Being Unissued Purpose Authorized Authorized Issued Issued Balance Street Improvements 12/5/98 $ 30,245,000 $ 10,480,000 $ 3,130,000 $ 16,635,000 Library Facilities 12/5/98 6,750,000 3,900,000 2,850,000 0 Park and Trail Improvements 12/5/98 1,270,000 250,000 1,020,000 0 $ 38,265,000 $ 14,630,000 $ 7,000,000 $ 16,635,000 TABLE 12 - OTHER OBLIGATIONS The City has no unfunded debt outstanding as of September 30, 2000. PENSION FUND ... The City provides pension benefits for all of its full-time employees through the Texas Municipal Retirement System ("TMRS"), a State-wide administered pension plan. The City makes annual contributions to the plan equal to the amounts accrued for pension expense. (For more detailed information concerning the retirement plan, see Appendix B, "Excerpts from the City's Annual Financial Report".) 21 FINANCIAL INFORMATION TABLE 13 - GENERAL FUND REVENUES AND EXPENDITURE HISTORY Fiscal Year Ended September 30, Reueuues 20001} 1999 1998 1997 1996 Taxes $ 26,500,000 $ 25,160,401 $ 23,365,424 $ 19,061,690 $ 17,125,907 Licenses and Permits 1,497,900 1,163,306 1,246,991 1,491,997 937,000 Intergovernmental 182,863 190,189 216,171 221,844 169,335 Charges for Services 2,623,925 2,693,057 2,522,115 1,984,238 1,427,067 Fines and Forfeitures 2,330,714 1,850,076 1,599,870 1,482,489 1,470,865 Interest and Miscellaneous 688,283 687,619 865,135 477,206 399,464 Total Revenues $ 33,823,685 $ 31,744,648 $ 29,815,706 $ 24,719,464 $ 21,529,638 Expendit»rP-z General Government $ 5,523,518 $ 5,625,351 $ 4,792,874 $ 5,452,213 $ 3,626,510 Public Safety 15,060,840 13,245,400 12,098,657 9,965,868 8,546,355 Culture and Recreation 5,074,907 4,519,957 4,021,478 3,222,997 2,524,332 Public Works 5,,492,103 5,062,397 4,188,152 3,546,854 2,993,710 Total Expenditures $ 31,151,368 $ 28,453,105 $ 25,101,161 $ 22,187,932 $ 17,690,907 Excess (deficiency) of Revenues Over Expenditures $ 2,672,317 $ 3,291,543 $ 4,714,545 $ 2,531,532 $ 3,838,731 Other Financing Rnnrret Budgeted Transfers In $ - $ 13,090 $ 14,170 $ 104,208 $ - Budgeted Transfers Out (1,454,097), (1,900,345) (5,610,764) (2,406,216) (3,807,018) Total Transfers $ (1,454,097) $ (1,887,255) $ (5,596,594) $ (2,302,008) $ (3,807,018) Net Increase (Decrease) $ 1,218,220 $ 1,404,288 $ (882,049) $ 229,524 $ 31,713 Other Miscellaneous Adjustments - - - 898,214 - Residual Equity Transfer - 79,788 - (86,261) - Beginning Fund Balance 6,891,336 5,407,260 6,289,309 5,247,832 5,216,119 Ending Fund Balance $ 8,109,556 $ 6,891,336 $ 5,407,260 $ 6,289,309 $ 5,247,832 (1) Unaudited. ,.J 22 TABLE 14 - MUNICIPAL SALES TAX HISTORY The City has adopted the Municipal Sales and Use Tax Act, V.A.T.C.S., Tax Code, Chapter 321, which grants the City the power to impose and levy a 1% Local Sales and Use Tax within the City; the proceeds are credited to the General Fund and are not pledged to the payment of the Bonds. Collections and enforcements are effected through the offices of the Comptroller of Public Accounts, State of Texas, who remits the proceeds of the tax, after deduction of a 2% service fee, to the City monthly. Fiscal Year % of Equivalent of Ended Total Ad Valorem Ad Valorem Per 9/30 Collected Tax Lew Tax Rate Capita 1996 $ 5,603,184 46.24% $ 0.1922 $ 160 1997 6,665,625 51.40% 0.2133 185 1998 10,556,089 80.11% 0.3245 278 1999 13,058,268 93.70% 0.3269 333 2000 (1) 14,277,000 92.88% 0.3491 359 (1) Unaudited. FINANCIAL POLICIES Basis of Accounting ... The City's accounting records of the governmental fund revenues and expenditures are recognized on the modified accnual basis. Revenues are recognized in the accounting period in which they are available and measurable. Expenditures are recognized in the accounting period in which the fund liability occurred, if measurable, except for unmatured interest on general long-term debt. Proprietary Fund revenues and expenses are recognized on the full accrual basis. Revenues are recognized in the accounting period in which they are earned and become measurable. Expenses are recognized in the accounting period in which they are incurred. Fund Balances ... It is the City's policy regarding the General Fund and Enterprise Funds that working capital resources should be maintained at a minimum of 10% of the Fund's operating expenditure budget. The City maintains its various debt service funds in accordance with the covenants of the bond ordinances. Use of Bond Proceeds... The City's policy is to use bond proceeds for capital expenditures only. Such revenues are never to be used to fund normal City operations. Budgetary Procedures... The City Charter establishes the fiscal year as the twelve-month period beginning each October 1. Each year between May and July, the City Manager, analyzes and then after review, submits a budget of estimated revenues and expenditures to the City Council. Subsequently, the City Council will hold work sessions to discuss and amend the budget to coincide with their direction of the City. Various public hearings may be held to comply with state and local statutes. The City Council will adopt a budget prior to September 30. If the Council fails to adopt a budget then the budget presented to the Council by the City Manager becomes the adopted budget. During the fiscal year, budgetary control is maintained by the monthly review of departmental appropriation balances. Actual operations are compared to the amounts set forth in the budget. Departmental appropriations that have not been expended lapse at the end of the fiscal year. Therefore, funds that were budgeted and not used by the departments during the fiscal year are not available for their use unless appropriated in the ensuing fiscal year's budget. 23 INVESTMENTS The City of Grapevine invests its investable funds in investments authorized by Texas law in accordance with investment policies approved by the City Council of the City of Grapevine. Both state law and the City's investment policies are subject to change. LEGAL INVESTMENTS... Under Texas law, the City is authorized to invest in (1) obligations of the United States or its agencies and instrumentalities, (2) direct obligations of the State of Texas or its agencies and instrumentalities, (3) collateralized mortgage obligations directly issued by a federal agency or instrumentality of the United States, the underlying security for which is guaranteed by an agency or instrumentality of the United States, (4) other obligations, the principal of and interest on which are unconditionally guaranteed or insured by, or backed by the full faith and credit of, the State of Texas or the United States or their respective agencies and instrumentalities, (5) obligations of states, agencies, counties, cities, and other political subdivisions of any state rated as to investment quality by a nationally recognized investment rating firm not less than A or its equivalent, (6) certificates of deposit that are guaranteed or insured by the Federal Deposit Insurance Corporation or are secured as to principal by obligations described in the preceding clauses or in any other manner and amount provided by law for City deposits, (7) certificates of deposit and share certificates issued by a state or federal credit union domiciled in the State of Texas that are guaranteed or insured by the Federal Deposit Insurance Corporation or the National Credit Union Share Insurance Fund, or are secured as to principal by obligations described in the clauses (1) through (5) or in any other manner and amount provided by law for City deposits, (8) fully collateralized repurchase agreements that have a defined termination date, are fully secured by obligations described in clause (1), and are placed through a primary government securities dealer or a financial institution doing business in the State of Texas, (9) bankers' acceptances with the remaining term of 270 days or less, if the short-term obligations of the accepting bank or its parent are rated at least A -i or P-1 or the equivalent by at least one nationally recognized credit rating agency, (10) commercial paper that is rated at least A-1 or P -i or the equivalent by either (a) two nationally recognized credit rating agencies or (b) one nationally recognized credit rating agency if the paper is fully secured by an irrevocable letter of credit issued by a U.S. or state bank, (11) bonds issued, assumed or guaranteed by the State of Israel, (12) no-load money market mutual funds regulated by the Securities and Exchange Commission that have a dollar weighted average portfolio maturity of 90 days or less and include in their investment objectives the maintenance of a stable net asset value of $1 for each share, and (13) no-load mutual funds registered with the Securities and Exchange Commission that: have an average weighted maturity of less than two years; invests exclusively in obligations described in the preceding clauses; and are continuously rated as to investment quality by at least one nationally recognized investment rating firm of not less than AAA or its equivalent; provided, however, that the City is not authorized to invest in the aggregate more than 15 percent of its monthly average fund balance, excluding bond proceeds and reserves and other funds held for debt service, in such no-load mutual funds. The City may invest in such obligations directly or through government investment pools that invest solely in such obligations provided that the pools are rated no lower than AAA or AAA -m or an equivalent by at least one nationally recognized rating service. The City is specifically prohibited from investing in: (1) obligations whose payment represents the coupon payments on the outstanding principal balance of the underlying mortgage-backed security collateral and pays no principal; (2) obligations whose payment represents the principal stream of cash flow from the underlying mortgage-backed security and bears no interest, (3) collateralized mortgage obligations that have a stated final maturity of greater than 10 years; and (4) collateralized mortgage obligations the interest rate of which is determined by an index that adjusts opposite to the changes in a market index. INVESTMENT POLICIES ... Under Texas law, the City is required to invest its funds under written investment policies that primarily emphasize safety of principal and liquidity; that address investment diversification, yield, maturity, and the quality and capability of investment management; and that includes a list of authorized investments for City funds, maximum allowable stated maturity of any individual investment and the maximum average dollar -weighted maturity allowed for pooled fund groups. All City funds must be invested consistent with a formally adopted "Investment Strategy Statement" that specifically addresses each funds' investment. Each Investment Strategy Statement will describe its objectives concerning: (1) suitability of investment type, (2) preservation and safety of principal, (3) liquidity, (4) marketability of each investment, (5) diversification of the portfolio, and (6) yield. Under Texas law, City investments must be made "with judgment and care, under prevailing circumstances, that a person of prudence, discretion, and intelligence would exercise in the management of the person's own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived." At least quarterly the investment officers of the City shall submit an investment report detailing: (1) the investment position of the City, (2) that all investment officers jointly prepared and signed the report, (3) the beginning market value, any additions and changes to market value and the ending value of each pooled fund group, (4) the book value and market value of each separately listed asset at the beginning and end of the reporting period, (5) the maturity date of each separately invested asset, (6) the account or fund or pooled fund group for which each individual investment was acquired, and (7) the compliance of the investment portfolio as it relates to: (a) adopted investment strategy statements and (b) state law. No person may invest City funds without express written authority from the City Council. 24 ADDITIONAL PROVISIONS ... Under Texas law the City is additionally required to: (1) annually review its adopted policies and strategies; (2) require any investment officers' with personal business relationships or relatives with firms seeking to sell securities to the entity to disclose the relationship and file a statement with the Texas Ethics Commission and the City Council; (3) require the registered principal of firms seeking to sell securities to the City to: (a) receive and review the City's investment policy, (b) acknowledge that reasonable controls and procedures have been implemented to preclude imprudent investment activities, and (c) deliver a written statement attesting to these requirements; (4) perform an annual audit of the management controls on investments and adherence to the City's investment policy; (5) provide specific investment training for the Treasurer, Chief Financial Officer and investment officers; (6) restrict reverse repurchase agreements to not more than 90 days and restrict the investment of reverse repurchase agreement funds to no greater than the term of the reverse repurchase agreement; (7) restrict the investment in non -money market mutual funds of any portion of bond proceeds, reserves and funds held for debt service and to no more than 15% of the entity's monthly average fund balance, excluding bond proceeds and reserves and other funds held for debt service; and (8) require local government investment pools to conform to the new disclosure, rating, net asset value, yield calculation, and advisory board requirements. TABLE 15 - CURRENT INVESTMENTS As of September 30, 2000, the City's investable funds were invested in the following categories: (1) Includes TexPool, a local government investment pool under the control of the Texas Comptroller of Public Accounts. The Comptroller has engaged Chase Bank of Texas, and its affiliates, to provide investment management and fund accounting services for TexPool. First Southwest Asset Management, Inc., an affiliate of First Southwest Company, provides customer service and marketing for the pool. TexPool currently maintains a AAAm rating from Standard & Poor's. The Pool's investment objectives include achieving a stable net asset value of $1.00 per share. Daily investment or redemption of funds is allowed by the participants. 25 Book Market Description Percent Value Value Treasury Notes/Bonds/CD/EQ 11.82% $ 12,023,421 $ 11,870,320 Investment Pools (l) 88.18% 89.681,349 89,681,349 100.00% $ 101,704,770 $ 101,551,669 (1) Includes TexPool, a local government investment pool under the control of the Texas Comptroller of Public Accounts. The Comptroller has engaged Chase Bank of Texas, and its affiliates, to provide investment management and fund accounting services for TexPool. First Southwest Asset Management, Inc., an affiliate of First Southwest Company, provides customer service and marketing for the pool. TexPool currently maintains a AAAm rating from Standard & Poor's. The Pool's investment objectives include achieving a stable net asset value of $1.00 per share. Daily investment or redemption of funds is allowed by the participants. 25 TAX MATTERS TAX EXEMPTION ... In the opinion of Vinson & Elkins L.L.P., Bond Counsel, (i) interest on the Bonds and Certificates is excludable from gross income for federal income tax purposes under existing law and (ii) the Bonds and Certificates are not "private activity bonds" under the Internal Revenue Code of 1986, as amended (the "Code"), and interest on the Bonds and Certificates will not be subject to the alternative minimum tax on individuals and corporations, except as described below in the discussion regarding the adjusted current earnings adjustment for corporations. The Code imposes a number of requirements that must be satisfied for interest on state or local obligations, such as the Bonds and Certificates, to be excludable from gross income for federal income tax purposes. These requirements include limitations on the use of proceeds and the source of repayment, limitations on the investment of proceeds prior to expenditure, a requirement that excess arbitrage earned on the investment of proceeds be paid periodically to the United States, and requirement that the issuer file an information report with the Internal Revenue Service. The City has covenanted in the Bond Ordinance and Certificate Ordinance that it will comply with these requirements, Bond Counsel's opinion will assume continuing compliance with the covenants of the Bond Ordinance and Certificate Ordinance pertaining to those sections of the Code which affect the exclusion from gross income of interest on the Bonds and Certificates for federal income tax purposes and, in addition, will rely on representations by the City, the City's Financial Advisor and the initial purchasers of the Bonds and Certificates with respect to matters solely within the knowledge of the City, the City's Financial Advisor and the initial purchasers of the Bonds and Certificates, respectively, which Bond Counsel has not independently verified. If the City should fail to comply with the covenants in the Bond Ordinance and Certificate Ordinance or if the foregoing representations should be determined to be inaccurate or incomplete, interest on the Bonds and Certificates could become taxable from the date of delivery of the Bonds and Certificates, regardless of the date on which the event causing such taxability occurs. The Code also imposes a 20% alternative minimum tax on the "alternative minimum taxable income" of a corporation, if the amount of such alternative minimum tax is greater than the amount of the corporation's regular income tax. Generally, the alternative minimum taxable income of a corporation (other than any S corporation, regulated investment company, REIT, REMIC or FASIT), includes 75% of the amount by which its "adjusted current earnings" exceeds its other "alternative minimum taxable income." Because interest on tax-exempt obligations, such as the Bonds and Certificates, is included in a corporation's "adjusted current earnings," ownership of the Bonds and Certificates could subject a corporation to alternative minimum tax consequences. Under the Code, taxpayers are required to report on their returns the amount of tax-exempt interest, such as interest on the Bonds and Certificates, received or accrued during the year. Except as stated above, and as stated below in "Tax Accounting Treatment of Original Issue Discount Bonds and Certificates", Bond Counsel will express no opinion as to any federal, state or local tax consequences resulting from the ownership of, receipt of interest on, or disposition of, the Bonds and Certificates. Prospective purchasers of the Bonds and Certificates should be aware that the ownership of tax-exempt obligations may result in collateral federal income tax consequences to financial institutions, life insurance and property and casualty insurance companies, certain S corporations with Subchapter C earnings and profits, individual recipients of Social Security or Railroad Retirement benefits, taxpayers who may be deemed to have incurred or continued indebtedness to purchase or carry tax-exempt obligations, and individuals otherwise qualifying for the earned income credit. In addition, certain foreign corporations doing business in the U.S. may be subject to the "branch profits tax" on their effectively -connected earnings and profits including tax-exempt interest such as interest on the Bonds and Certificates. These categories of prospective purchasers should consult their own tax advisors as to the applicability of these consequences. Prospective purchasers of the Bonds and Certificates should also be aware that proposed legislation is from time to time considered by the United States Congress that, if enacted, may adversely affect the federal tax consequences of ownership or disposition of, and, whether or not enacted, may adversely affect the value of, tax-exempt obligations, such as the Bonds and Certificates. Bond Counsel's opinions are based on existing law, which is subject to change. Such opinions are further based on Bond Counsel's knowledge of facts as of the date hereof. Bond Counsel assumes no duty to update or supplement its opinions to reflect any facts or circumstances that may thereafter come to Bond Counsel's attention or to reflect any changes in any law that may thereafter occur or become effective. Because the first interest payment on the Bonds and Certificates will be made more than one year after the issue date, the first interest payment may be considered "original issue discount" under current Treasury Regulations. Although the first interest payment will constitute interest on the Bonds and Certificates, and as such will be excludable from gross income as discussed above, special tax accounting rules for "original issue discount" may require a portion of the first interest payment to be taken into account for federal income tax purposes for the taxable year or years prior to the taxable year during which the first interest 26 payment is received. This may accelerate any alternative minimum taxable income consequences for corporations and any collateral federal income tax consequences for certain purchasers (referred to in the preceding paragraph of this section). Prospective purchasers that may be affected by such consequences should consult their tax advisors. For a discussion of "original issue discount" on certain Bonds and Certificates, other than that represented by the fust interest payment, see the discussion below under "Tax Account Treatment of Original Issue Discount Bonds and Certificates". TAX ACCOUNTING TREATMENT OF ORIGINAL ISSUE DISCOUNT BONDS AND CERTIFICATES ... The initial public offering price for certain of the Bonds and Certificates may be less than the principal amount thereof (the "Original Issue Discount Bonds and Certificates"). In such case, Bond Counsel, under existing law and based upon the assumptions hereinafter stated, will render an opinion to the effect that: (a) The difference between (i) the amount payable at the maturity of each Original Issue Discount Bond or Certificate, and (ii) the initial offering price to the public of such Original Issue Discount Bond or Certificate constitutes original issue discount with respect to such Original Issue Discount Bond or Certificate in the hands of any owner who has purchased such Original Issue Discount Bond or Certificate in the initial public offering of the Bonds and Certificates; and (b) Such initial owner is entitled to exclude from gross income (as defined in Section 61 of the Code) an amount of income with respect to such Original Issue Discount Bond or Certificate equal to that portion of the amount of such original issue discount allocable to the period that such Original Issue Discount Bond or Certificate continues to be owned by such owner. In the event of the redemption, sale or other taxable disposition of such Original Issue Discount Bond or Certificate prior to stated maturity, however, the amount realized by such owner in excess of the basis of such Original Issue Discount Bond or Certificate in the hands of such owner (adjusted upward by the portion of the original issue discount allocable to the period for which such Original Issue Discount Bond or Certificate was held by such initial owner) is includable in gross income. (Because original issue discount is treated as interest for federal income tax purposes, the discussion regarding interest on the Bonds and Certificates under the caption "Tax Exemption' generally applies, except as otherwise provided below, to original issue discount on an Original Issue Discount Bond or Certificate held by an owner who purchased such Bond or Certificate at the initial offering price in the initial public offering of the Bonds and Certificates, and should be considered in connection with the discussion in this portion of the Preliminary Official Statement.) In rendering the foregoing opinion, Bond Counsel will assume, in reliance upon certain representations of the initial purchaser, that (a) the initial purchaser has purchased the Bonds and Certificates for contemporaneous sale to the public and (b) all of the Original Issue Discount Bonds and Certificates have been initially offered, and a substantial amount of each maturity thereof has been sold, to the general public in arm's-length transactions for a price (and with no other consideration being included) not more than the initial offering prices thereof. Neither the City nor Bond Counsel warrants that the Original Issue Discount Bonds and Certificates will be offered and sold in accordance with such assumptions. Certain of the representations of the initial purchaser, upon which Bond Counsel will rely in rendering the foregoing opinion, will be based on records or facts the initial purchaser had no reason to believe were not correct. Under existing law, the original issue discount on each Original Issue Discount Bond or Certificate is accrued daily to the stated maturity thereof (in amounts calculated as described below for each six-month period ending on the date before the semi-annual anniversary dates of the date of the Bonds and Certificates and ratably within each such six-month period) and the accrued amount is added to an initial owner's basis for such Original Issue Discount Bond or Certificate for purposes of determining the amount of gain or loss recognized by such owner upon the redemption, sale or other disposition thereof. The amount to be added to basis for each accrual period is equal to (a) the sum of the issue price and the amount of original issue discount accrued in prior periods multiplied by the yield to stated maturity (determined on the basis of compounding at the close of each accrual period and properly adjusted for the length of the accrual period) less (b) the amounts payable as current interest during such accrual period on such Bond. The federal income tax consequences of the purchase, ownership, and redemption, sale or other disposition of Original Issue Discount Bonds and Certificates which are not purchased in the initial offering at the initial offering price may be determined according to rules which differ from those described above. All owners of Original Issue Discount Bonds and Certificates should consult their own tax advisors with respect to the determination for federal, state, and local income tax purposes of interest accrued upon redemption, sale or other disposition of such Original Issue Discount Bonds and Certificates and with respect to the federal, state, local and foreign tax consequences of the purchase, ownership, redemption, sale or other disposition of such Original Issue Discount Bonds and Certificates. pxl OTHER INFORMATION RATINGS The presently outstanding tax supported debt of the City is rated "Al" by Moody's and "A+" by S&P. The City also has issues outstanding which are rated "Aaa" by Moody's and "AAA" by S&P through insurance by various commercial insurance companies. Applications for contract ratings on this issue have been made to Moody's and S&P. An explanation of the significance of such ratings may be obtained from the company furnishing the rating. The ratings reflect only the respective views of such organization and the City makes no representation as to the appropriateness of the ratings. There is no assurance that such ratings will continue for any given period of time or that they will not be revised downward or withdrawn entirely by either or both of such rating companies, if in the judgment of either or both companies, circumstances so warrant. Any such downward revision or withdrawal of such ratings, or either of them, may have an adverse effect on the market price of the Bonds and Certificates. LITIGATION It is the opinion of the City Attorney and City Staff that there is no pending litigation against the City that would have a material adverse financial impact upon the City or its operations. REGISTRATION AND QUALIFICATION OF BONDS AND CERTIFICATES FOR SALE The sale of the Bonds and Certificates has not been registered under the Federal Securities Act of 1933, as amended, in reliance upon the exemption provided thereunder by Section 3(a)(2); and the Bonds and Certificates have not been qualified under the Securities Act of Texas in reliance upon various exemptions contained therein; nor have the Bonds and Certificates been qualified under the securities acts of any jurisdiction. The City assumes no responsibility for qualification of the Bonds and Certificates under the securities laws of any jurisdiction in which the Bonds and Certificates may be sold, assigned, pledged, hypothecated or otherwise transferred. This disclaimer of responsibility for qualification for sale or other disposition of the Bonds and Certificates shall not be construed as an interpretation of any kind with regard to the availability of any exemption from securities registration provisions. LEGAL INVESTMENTS AND ELIGIBILITY TO SECURE PUBLIC FUNDS IN TEXAS Section 1201.041 of the Public Security Procedures Act (Chapter 1201, Texas Government Code) provides that the Bonds and Certificates are negotiable instruments governed by Chapter 8, Texas Business and Commerce Code, and are legal and authorized investments for insurance companies, fiduciaries, and trustees, and for the sinking funds of municipalities or other political subdivisions or public agencies of the State of Texas. With respect to investment in the Bonds and Certificates by municipalities or other political subdivisions or public agencies of the State of Texas, the Public Funds Investment Act, Chapter 2256, Texas Government Code, requires that the Bonds and Certificates be assigned a rating of "A" or its equivalent as to investment quality by a national rating agency. See "Other Information - Ratings" herein. In addition, various provisions of the Texas Finance Code provide that, subject to a prudent investor standard, the Bonds and Certificates are legal investments for state banks, savings banks, trust companies with at capital of one million dollars or more, and savings and loan associations. The Bonds and Certificates are eligible to secure deposits of any public funds of the State, its agencies, and its political subdivisions, and are legal security for those deposits to the extent of their market value. No review by the City has been made of the laws in other states to determine whether the Bonds or the Certificates are legal investments for various institutions in those states. LEGAL MATTERS The City will furnish a complete transcript of proceedings had incident to the authorization and issuance of the Bonds and Certificates, including the unqualified approving legal opinion of the Attorney General of Texas approving the Initial Bond and Initial Certificate and to the effect that the Bonds and Certificates are valid and legally binding obligations of the City, and based upon examination of such transcript of proceedings, the approving legal opinion of Bond Counsel, to like effect and to the effect that the interest on the Bonds and Certificates will be excludable from gross income for federal income tax purposes under existing law and the Bonds and Certificates are not private activity bonds, subject to the matters described under " Tax Matters" herein, including alternative minimum tax consequences for corporations. The customary closing papers, including a certificate to the effect that no litigation of any nature has been filed or is then pending to restrain the issuance and delivery of the Bonds and Certificates, or which would affect the provision made for their payment or security, or in any manner questioning the validity of said Bonds and Certificates will also be furnished. Bond Counsel did not take part in the preparation of the Notice of Sale and Bidding Instructions, the Official Bid Form and the Preliminary Official Statement, and such firm has not assumed any responsibility with respect thereto or undertaken independently to verify any of the information contained therein, except that, in its capacity as Bond Counsel, such firm has reviewed the information describing the Bonds and Certificates in the Preliminary Official Statement to verify that such description conforms to the provisions of the Ordinance. The legal fee to be paid Bond Counsel for services rendered in connection with the issuance of the Bonds and Certificates is contingent on the sale and delivery of the Bonds and Certificates. The legal opinion will accompany the Bonds and Certificates deposited with DTC or will be printed on the Bonds and Certificates in the event of the discontinuance of the Book -Entry -Only System. 28 AUTHENTICITY OF FINANCIAL DATA AND OTHER INFORMATION The financial data and other information contained herein have been obtained from City records, audited financial statements and other sources which are believed to be reliable. There is no guarantee that any of the assumptions or estimates contained herein will be realized. All of the summaries of the statutes, documents and resolutions contained in this Preliminary Official Statement are made subject to all of the provisions of such statutes, documents and resolutions. These summaries do not purport to be complete statements of such provisions and reference is made to such documents for further information. Reference is made to original documents in all respects. CONTINUING DISCLOSURE OF INFORMATION In the Ordinance, the City has made the following agreement for the benefit of the holders and beneficial owners of the Bonds and Certificates. The City is required to observe the agreement for so long as it remains obligated to advance funds to pay the Bonds and Certificates. Under the agreement, the City will be obligated to provide certain updated financial information and operating data annually, and timely notice of specified material events, to certain information vendors. This information will be available to securities brokers and others who subscribe to receive the information from the vendors. ANNUAL REPORTS ... The City will provide certain updated financial information and operating data to certain information vendors annually. The information to be updated includes all quantitative financial information and operating data with respect to the City of the general type included in this Preliminary Official Statement under Tables numbered 1 through 6 and 8 through 15 and in Appendix B. The City will update and provide this information within six months after the end of each fiscal year ending in or after 2000. The City will provide the updated information to each nationally recognized municipal securities information repository ("NRMSIR") and to any state information depository ("SID") that is designated by the State of Texas and approved by the State of Texas and approved by the staff of the United States Securities and Exchange Commission (the "SEC"). The City may provide updated information in full text or may incorporate by reference certain other publicly available documents, as permitted by SEC Rule 15c2-12. The updated information will include audited financial statements, if the City commissions an audit and it is completed by the required time. If audited financial statements are not available by the required time, the City will provide unaudited financial statements by the required time and audited financial statements when and if such audited financial statements become available. Any such financial statements will be prepared in accordance with the accounting principles described in Appendix B or such other accounting principles as the City may be required to employ from time to time pursuant to state law or regulation. The City's current fiscal year end is September 30. Accordingly, it must provide updated information by March 31 in each year, unless the City changes its fiscal year. If the City changes its fiscal year, it will notify each NRMSIR and the SID of the change. The Municipal Advisory Council of Texas has been designated by the State of Texas and approved by the SEC staff as a qualified SID. The address of the Municipal Advisory Council is 600 West 8th Street, P. 0. Box 2177, Austin, Texas 78768- 2177, and its telephone number is 512/476-6947. MATERIAL EVENT NOTICES ... The City will also provide timely notices of certain events to certain information vendors. The City will provide notice of any of the following events with respect to the Bonds and Certificates, if such event is material to a decision to purchase or sell Bonds and Certificates: (1) principal and interest payment delinquencies; (2) non-payment related defaults; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers, or their failure to perform; (6) adverse tax opinions or events affecting the tax-exempt status of the Bonds and Certificates; (7) modifications to rights of holders of the Bonds and Certificates; (8) Bond calls; (9) defeasances; (10) release, substitution, or sale of property securing repayment of the Bonds and Certificates; and (11) rating changes. (Neither the Bonds and Certificates nor the Ordinance make any provision for debt service reserves, liquidity enhancement, or early redemption for the Bonds and Certificates.) In addition, the City will provide timely notice of any failure by the City to provide information, data, or financial statements in accordance with its agreement described above under "Annual Reports.' The City will provide each notice described in this paragraph to the SID and to either each NRMSIR or the Municipal Securities Rulemaking Board ("MSRB"). AVAILABILITY OF INFORMATION FROM NRMSIRS AND SID ... The City has agreed to provide the foregoing information only to NRMSIRs and the SID. The information will be available to holders of Bonds and Certificates only if the holders comply with the procedures and pay the charges established by such information vendors or obtain the information through securities brokers who do so. LIMITATIONS AND AMENDMENTS ... The City has agreed to update information and to provide notices of material events only as described above. The City has not agreed to provide other information that may be relevant or material to a complete presentation of its financial results of operations, condition, or prospects or agreed to update any information that is provided, except as described above. The City makes no representation or warranty concerning such information or concerning its usefulness to a decision to invest in or sell Bonds and Certificates at any future date. The City disclaims any contractual or tort liability for damages resulting in whole or in part from any breach of its continuing disclosure agreement or from any statement made pursuant to its agreement, although holders of Bonds and Certificates may seek a writ of mandamus to compel the City to comply with its agreement. 29 The City may amend its continuing disclosure agreement from time to time to adapt to changed circumstances that arise from a change in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of the City, if (i) the agreement, as amended, would have permitted an underwriter to purchase or sell Bonds and Certificates in the offering described herein in compliance with the Rule, taking into account any amendments or interpretations of the Rule to the date of such amendment, as well as such changed circumstances, and (ii) either (a) the holders of a majority in aggregate principal amount of the outstanding Bonds and Certificates consent to the amendment or (b) any person unaffiliated with the City (such as nationally recognized bond counsel) determines that the amendment will not materially impair the interests of the holders and beneficial owners of the Bonds and Certificates. The City may also amend or repeal the provisions of this continuing disclosure agreement if the SEC amends or repeals the applicable provisions of the SEC Rule 15c2-12 or a court of final jurisdiction enters judgment that such provisions of the SEC Rule 15c2-12 are invalid, but only if and to the extent that the provisions of this sentence would not prevent an underwriter from lawfully purchasing or selling Bonds and Certificates in the primary offering of the Bonds and Certificates. If the City so amends the agreement, it has agreed to include with the next financial information and operating data provided in accordance with its agreement described above under "Annual Reports" an explanation, in narrative form, of the reasons for the amendment and of the impact of any change in the type of financial information and operating data so provided. COMPLIANCE WITH PRIOR UNDERTAKINGS ... The City has complied in all material respects with all continuing disclosure agreements made by it in accordance with SEC Rule 15c2-12. INITIAL PURCHASER OF THE BONDS After requesting competitive bids for the Bonds, the City accepted the bid of (the "Initial Purchaser(s) of the Bonds") to purchase the Bonds at the interest rates shown on the cover page of the Official Statement at a price of the principal amount thereof plus a cash premium (if any) of $ . The Initial Purchaser(s) of the Bonds can give no assurance that any trading market will be developed for the Bonds after their sale by the City to the Initial Purchaser(s) of the Bonds ..The City has no control over the price at which the Bonds are subsequently sold and the initial yield at which the Rends NN411 be priced and reoffered will be established by and will be the responsibility of the Initial Purchaser(s) of the Bonds. INITIAL PURCHASER OF THE CERTIFICATES After requesting competitive bids for the Certificates, the City accepted the bid of (the "Initial Purchaser(s) of the Certificates") to purchase the Certificates at the interest rates shown on the cover page of the Official Statement at a price of the principal amount thereof plus a cash premium (if any) of $ . The Initial Purchaser(s) of the Certificates can give no assurance that any trading market will be developed for the Certificates after their sale by the City to the Initial Purchaser(s) of the Certificates . The City has no control over the price at which the Certificates are subsequently sold and the initial yield at which the Certificates will be priced and reoffered will be established by and will be the responsibility of the Initial Purchaser(s) of the Certificates. FINANCIAL ADVISOR First Southwest Company is employed as Financial Advisor to the City in connection with the issuance of the Bonds and Certificates. The Financial Advisor's fee for services rendered with respect to the issuance of the Bonds and Certificates is contingent upon the issuance and delivery of the Bonds and Certificates. First Southwest Company may submit a bid for the Bonds and/or Certificates, either independently or as a member of a syndicate organized to submit a bid for the Bonds and/or Certificates. First Southwest Company, in its capacity as Financial Advisor, has relied on the opinion of Bond Counsel and has not verified and does not assume any responsibility for the information, covenants and representations contained in any of the legal documents with respect to the federal income tax status of the Bonds or Certificates, or the possible impact of any present, pending or future actions taken by any legislative or judicial bodies. The Financial Advisor to the City has provided the following sentence for inclusion in this Preliminary Official Statement. The Financial Advisor has reviewed the information in this Preliminary Official Statement in accordance with, and as part of, its responsibilities to the City and, as applicable, to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Financial Advisor does not guarantee the accuracy or completeness of such information. 30 CERTIFICATION OF THE PRELIMINARY OFFICIAL STATEMENT At the time of payment for and delivery of the Bonds and Certificates, the City will furnish a certificate, executed by proper officers, acting in their official capacity, to the effect that to the best of their knowledge and belief: (a) the descriptions and statements of or pertaining to the City contained in its Preliminary Official Statement, and any addenda, supplement or amendment thereto, on the date of such Preliminary Official Statement, on the date of sale of said Bonds and Certificates and the acceptance of the best bid therefor, and on the date of the delivery, were and are true and correct in all material respects; (b) insofar as the City and its affairs, including its financial affairs, are concerned, such Preliminary Official Statement did not and does not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; (c) insofar as the descriptions and statements, including financial data, of or pertaining to entities, other than the City, and their activities contained in such Preliminary Official Statement are concerned, such statements and data have been obtained from sources which the City believes to be reliable and the City has no reason to believe that they are untrue in any material respect; and (d) there has been no material adverse change in the financial condition of the City since the date of the last audited financial statements of the City. The Bond Ordinance and the Certificate Ordinance authorizing the issuance of the Bonds and Certificates will also approve the form and content of this Preliminary Official Statement, and any addenda, supplement or amendment thereto, and authorize its further use in the reoffering of the Bonds and Certificates by the Initial Purchaser(s). ATTEST: LINDA HUFF City Secretary 31 WILLIAM D. TATE Mayor City of Grapevine, Texas m APPENDIX A GENERAL INFORMATION REGARDING ME CITY THE CrrY... The City is a political subdivision of the State of Texas incorporated in 1907 and operates as a home -rule City under the general laws of the State of Texas and a charter approved by the voters in 1965. The City has a Council/Manager form of government in which the mayor and six council members are elected for staggered three-year terms with elections held annually in May. Policy making is the responsibility of, and vested in, the City Council. The Council delegates the operational authority of the City to the City Manager who is the chief administrative officer of the City. The City provides all the functions normally associated with a municipality including, but not limited to, public safety (i.e., police and fire personnel and equipment), health inspection and enforcement, water and sewer facilities, streets and drainage facilities and parks and recreational facilities. The City presently employs approximately 434 full-time staff members. POPULATION... The City has had significant population growth during the past several years. These population estimates are as follows: Year Population Source Year Papulation Source 1970 7,023 U.S. Census 1990 29,202 U.S. Census 1980 11,801 U.S. Census 1991 30,300 City Estimate 1981 15,245 Grapevine Community Profile 1992 31,400 City Estimate 1982 16,183 Grapevine Community Profile 1993 31,902 City Estimate 1983 18,121 Grapevine Community Profile 1994 32,727 City Estimate 1984 19,405 Grapevine Community Profile 1995 33,211 City Estimate 1985 22,002 Grapevine Community Profile 1996 34,950 City Estimate 1986 24,493 Grapevine Community Profile 1997 36,000 City Estimate 1987 25,853 Grapevine Community Profile 1998 37,946 City Estimate 1988 27,132 City Estimate 1999 39,190 City Estimate 1989 27,257 City Estimate 2000 39,800 City Estimate ECONOMICS... The proximity of the Dallas/Fort Worth International Airport ("DFW") greatly influences both industrial and residential growth of the City. DFW has been and is expected to continue to be an economic generator of employment, spin-off businesses and tax base, all of which benefit the City and the surrounding area. Approximately 65% of the airport is within the city limits of Grapevine. Several large business operations owe their genesis to DFW including air cargo services, flight kitchens, rent/lease car operations and SimuFlite Training International, a company which provides jet pilot flight training in advanced flight simulators. Seven of the ten largest taxpayers of the City are directly related to DFW either by location or primary business sources. DFW contains approximately 18,000 acres and directly employs some 33,000 personnel. These employees have skills ranging from custodial level to highly trained jet aircraft pilots. A number of these people have purchased homes in the City and conduct their daily business here. DFW has approximately 19,400 parking spaces and is currently expanding parking facilities. Sales tax from parking fees generate about $330,000 in annual income for the City and hotels providing service for travelers at DFW and seminar space for business meetings generate approximately $2.0 million in annual hotel/motel tax revenue. EMPLOYMENT... The labor market in the City continues to be strong. Employment figures furnished by Texas Employment Commission are: A-1 March Annual Annual Annual Annual Annual 2000 1999 1998 1997 1996 1995 Labor Force 21,731 21,343 20,955 20,188 20,019 19,420 Employed 21,375 20,990 20,589 19,796 19,602 18,911 Unemployed 356 353 366 392 417 509 Percent of Unemployed 1.60% 1.70% 1.70% 1.90% 2.10% 2.60% A-1 IN MAJOR EMPLOYERS Company Dallas/Fort Worth International Airport Grapevine/Colleyville Independent School District United Parcel Service GTE Directory Corporation Baylor Medical Center Hyatt Regency Hotel City of Grapevine D/FW Hilton Hotel Super Shuttle SimuFlite Training International Embassy Suites Trencor Source: City of Grapevine, Department of Development Services. BANKING AND FINANCIAL... Banking facilities for the City are provided by four banks, the Texas Bank of Grapevine, the First State Bank of Grapevine, Frost Bank and a branch of NationsBank of Texas, Independent National Bank and of Bank of America. Also located in the City is a branch of the Omni Federal Credit Union. Source: City of Grapevine, Finance Department. BUILDING PERMITS... The number and value of building permits issued by the City are: Fiscal Estimated Residential Permits Number of Product Employees Airport 33,000 School District 1,656 Parcel Service 1,218 Yellow Pages Directory 1,200 Health Services 874 Hotel 815 City Government 434 Hotel 380 Airport Shuttle Service 320 Pilot Training 260 Hotel 250 Heavy Equipment Manufacturing 180 BANKING AND FINANCIAL... Banking facilities for the City are provided by four banks, the Texas Bank of Grapevine, the First State Bank of Grapevine, Frost Bank and a branch of NationsBank of Texas, Independent National Bank and of Bank of America. Also located in the City is a branch of the Omni Federal Credit Union. Source: City of Grapevine, Finance Department. BUILDING PERMITS... The number and value of building permits issued by the City are: Fiscal Commercial Permits Residential Permits Total Year Number Number Number Ended of Dollar of Dollar of Dollar 9/30 Permits Value Permits Value Permits Value 1996 23 $ 25,295,000 315 $ 39,236,215 338 $ 64,531,215 1997 39 105,827,449 182 40,113,663 221 145,941,112 1998 35 85,231,406 228 37,995,929 263 123,227,335 1999 32 59,920,763 185 21,026,688 217 80,947,451 2000 56 84,742,336 211 56,040,989 267 140,783,325 Source: City of Grapevine records. RECREATION... Located approximately two miles north of the downtown area of the City lies Grapevine Lake. The lake serves as the City reservoir and supplies approximately 50% of the water supply of the City. The lake covers a surface area of approximately 12,740 acres and has a shore line of 146 miles. The lake is 19 miles long and 2.5 miles wide at its widest point. The lake is owned and operated by the U.S. Corps of Engineers and is a major recreation area for swimming, fishing, picnicking and camping and draws some five million visitors each year to the area. The City also has an extensive park system which includes tennis courts, racquetball courts, baseball and softball diamonds, football and soccer fields, a jogging and biking trail, swimming pool and picnic areas. The City also owns and operates an 18 -hole golf course and has plans for a 9 -hole expansion. TRANSPORTATION... The City is in the center of a highway network that includes seven spokes of an extensive highway system; six U.S. highways, seven major state highways and one interstate highway. This network connects the City to all major entrances to both Dallas and Fort Worth and with major highway systems both north/south and east/west. There are 43 motor freight lines providing service to the City and the City is within the Dallas and Fort Worth Commercial Zone for deliveries. Railroad service is offered by the Cotton Belt Railroad and the Southern Pacific Railroad, both with daily switching service. Greyhound/Trailways Bus Lines provides the City with surface bus transportation. A-2 HOTEL AND CONVENTION FACILITIES... There are three major hotels in the City and several other hotels and motels adjacent to the City near DFW. The Hyatt Regency DFW is located on the airport and provides 1,450 rooms, one of the largest hotels in Texas. The Hyatt provides more than 130,000 square feet of meeting and convention facilities, five dining facilities, availability to two 18 -hole championship golf courses, tennis courts, heated swimming pool and health spa and jogging trails. The D/FW Airport Hilton and Executive Conference Center is a 400 -room hotel located 2.5 miles north of DFW offering a 14,400 square foot exhibit hall and ballroom that can accommodate 900 banquet guests. Also provided are three restaurants, tennis courts, racquetball courts, indoor and outdoor swimming pools, steam room, health club and lighted jogging trails. Adjacent to the hotel is the Austin Ranch where horseback riding and other western events are available to hotel guests. The Embassy Suites Conference Center is a 12 -story, 329 -room hotel located just north of DFW Airport. The Embassy Suites offers a 12,640 square foot conference center and ballroom, a 3,432 square foot junior ballroom and 14 other meeting rooms. Also provided is a state-of-the-art fitness center, a heated indoor swimming pool, complimentary, cooked -to -order breakfast and 24-hour in -room dining. EDUCATION. . . Secondary education is provided to the City by the Grapevine-Colleyville Independent School District (the 'District"). The District provides seventeen campuses, all air conditioned, as follows: 2 High school 4 Middle schools 11 Elementary schools In addition to the campuses, the District also owns an administration/service center, an auditorium and a complete athletic complex. Historical school enrollment figures are: 1982 3,646 1991 8,706 1983 3,732 1992 9,459 1984 4,037 1993 10,878 1985 4,675 1994 10,957 1986 5,617 1995 11,316 1987 6,107 1996 12,373 1988 6,604 1997 12,893 1989 7,156 1998 13,319 1990 7,984 1999 13,159 Source: Grapevine-Colleyville Independent School District. Educational opportunities beyond the secondary level are numerous and within easy driving distance of the City. Some of the colleges and universities within a 50 mile radius are as follows: College/University Location Texas Christian University Fort Worth, Texas Texas Wesleyan University Fort Worth, Texas Tarrant County College Fort Worth, Texas University of Texas at Arlington Arlington, Texas University of North Texas Denton, Texas Texas Women's University Denton, Texas Southern Methodist University Dallas, Texas Dallas Baptist University Dallas, Texas Dallas Community College Dallas, Texas University of Dallas Irving, Texas University of Texas at Dallas Richardson, Texas A-3