Loading...
HomeMy WebLinkAboutItem 03 - Refunding Bond IssueITEM t MEMO TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: ROGER NELSON, CITY MANAGER All MEETING DATE: SEPTEMBER 3, 2002 SUBJECT: REFUNDING BOND ISSUE RECOMMENDATION: City Council to consider approving an ordinance for the issuance of City of Grapevine Water and Sewer System Refunding Bonds, Series 2002 in the amount of $6,160,000. BACKGROUND: At the September 3, 2002 City Council Meeting a representative of the First Southwest Company, the City Financial Advisor will present bids for the sale of $6,160,000 of Refunding Bonds. The bonds will be used to defease $5,895,000 of Water and Sewer Revenue Bonds. The bonds were issued in 1992 ( $3,705,000 ) at an average rate of 5.50%; and 1995 ($2,190,000) at an average rate of 5.45%. Current market conditions are such that the bonds can be refinanced at an estimated rate of 4.12%. This will result in a net present value savings to the City of approximately $400,000 over the remaining life of the bonds. A copy of the official statement for the bond sale is included in the Council agenda packet. The draft sale ordinance is available in the City Secretary's office. Staff recommends acceptance of the First Southwest Company's bid recommendation and approval of the associated ordinance. WAG/cjc H:AW RefundingBondlssueg-3-02 August 21, 2002 (11:15AM) r � G c v c t PRELIMINARY OFFICIAL sTATEMENr Ratings: Moody's: Applied For Dated August 21, 2002 S&P: Applied For See("Other Information - NEW ISSUE - Book -Entry -Only 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 NOTBE DESIGNATED AS "QUALIFIED TAX-EXEMPT OBLIGATIONS" FOR FINANCIAL INSTITUTIONS $6,160,000* CITY OF GRAPEVINE, TEXAS (Tarrant and Dallas Counties) WATERWORKS AND SEWER SYSTEM REVENUE REFUNDING BONDS, SERIES 2002 Dated Date: September 1, 2002 Due: September 1, as shown below PAYMENT TER.NIS ... Interest on the 56,160,000* City of Grapevine, Texas, Waterworks and Sewer System Revenue Refunding Bonds, Series 2002 (the "Bonds") will accrue from September 1, 2002 (the "Dated Date"), and will be payable March I and September I of each year, commencing March 1, 2003, 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 - Book -Entry -Only System" herein. The initial Paying Agent/Registrar is Bank One, National Association, Austin, Texas (see "The Bonds - Paying Agent/Registrar"). AUTHORITY FOR ISSUANCE . . . The Bonds are issued pursuant to the general laws of the State of Texas, particularly Texas Government Code, Chapter 1207, as amended, and an ordinance (the "Ordinance") passed by the City Council of the City of Grapevine (the "City"), and are special obligations of the City, payable, both as to principal and interest, solely from and, together with the outstanding Previously Issued Bonds, secured by a first lien on and pledge of the Net Revenues of the City's Waterworks and Sewer System (the "System") The City has not covenanted nor obligated itself to pay the Bonds from monies raised or to be raised from taxation (see "The Bonds - Authority for Issuance"), PURPOSE ... Proceeds from the sale of the Bonds will be used to refund a portion of the City's outstanding debt described in Schedule I (the "Refunded Bonds") in order to lower the overall debt service requirements of the City and to pay the costs associated with the issuance of the Bonds. A mnQ $ 460,000 Mat"rity 2003 480,000 2004 490,000 2005 500,000 2006 515,000 2007 760,000 2008 790,000 2009 MATURITY SCHEDULE* Amnion � S 815,000 2010 250,000 2011 260,000 2012 270,000 2013 280,000 2014 290,000 2015 (Accrued Interest from September 1, 2002 to be added) OPTIONAL REDEMPTION ... The City reserves the right, at its option, to redeem Bonds having stated maturities on and after September 1, 2013, in whole or in part in principal amounts of $5,000 or any integral multiple thereof, on September 1, 2012, or any date thereafter, at the par value thereof plus accrued interest to the date of redemption (see "The Bonds - Optional Redemption"). LEGALITY ... The Bonds are offered for delivery when, as and if issued and received by the Underwriter 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 Opinion"). Certain legal matters will be passed upon for the Underwriter by Fulbright & Jaworski L.L.P., Dallas, Texas, Counsel for the Underwriter. DELIVERY... It is expected that the Bonds will be available for delivery through The Depository Trust Company on October 8, 2002. * Preliminary, subject to change. MORGAN KEEGAN & COMPANY, I c. For purposes of compliance with Rule 15c3-12 of the Securities and Exchange Commission (the "Rule'), this document constitutes an Official Statement of the City with respect to the Bonds that has been "deemed final" by the City as of its date except for the omission of no more than the information permitted by the Rule. This Preliminary Official Statement, which includes the cover page and the Appendices hereto, does not constitute an offer to sell or the solicitation ofan 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 offact, 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, tinder any circumstances, create any implication that there has been no change in the affairs of the City or other matters described. Neither the City, the Financial Advisors nor the Underwriter make any representation as to the accuracy, completeness, or adequacy of the information supplied by The Depository Trust Company for use in this Preliminary Official Statement. IN CONNECTION WITH THE OFFERING, THE UNDERWRITER it'I.AY OVER -ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE THE MARKET PRICE OF THE OBLIGATIONS ATA LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF RECOMMENDED, MAY BE DISCONTINUED AT ANY TIME. THE BONDS ARE EXEMPT FROM REGISTRATION WITH THE SECURITIES AND EXCHANGE COMMISSION AND CONSEQUENTLY HAVE NOT BEEN REGISTERED THEREWITH. THE REGISTRATION QUALIFICATION, OR EXE.,WPTION OF THE BONDS IN ACCORDANCE WITH APPLICABLE SECURITIES LAW PROVISIONS OF THE JURISDICTION IN WHICH THESE SECURITIES HAVE BEEN REGISTERED OR EXEMPTED SHOULD NOT BE REGARDED ASA RECOMMENDATION THEREOF. The Underwriter Ins provided the following sentence for inclusion in this official statement. The Underwriter has reviewed the information in this official statement in accordance with, and as part of. its responsibilities to investors under federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information. TABLE OF CONTENTS OFFICIAL STATEMENT SUMMARY ............................3 CONTINUING DISCLOSURE OF INFOR_MATION.28 CITY OFFICIALS, STAFF AND CONSULTANTS ...... 5 ELECTED OFFICIALS.....................................................5 SELECTED ADMINISTRATIVESTAFF................................5 CONSULTANTS AND ADVISORS.... ............................ .... 5 INTRODUCTION..............................................................7 PLAN OF FINANCING.....................................................7 THEBONDS......................................................................8 THESYSTEM..................................................................14 TABLE I-WATERUSAGE..........................................14 TABLE 2 -TEN LARGEST WATERCUSTOMERS ............ 15 TABLE 3 -MONTHLY WATERRATES ..........................15 TABLE 4 -MONTHLY SEWER RATES ...........................16 TABLE 7 -COVERAGE AND FUND BALANCES.............18 DEBT INFORMATION...................................................17 TABLES -WATERWORKSANDSEWER SYSTEM REVENUE DEBT SERVICE REQUIREMENTS .......... 17 FINANCIAL INFOR:NATION........................................18 TABLE - CONDENSED STATEMENTOF OPERATIONS. 18 TABLE 7 -COVERAGE AND FUND BALANCES.............18 LEGAL INVESTMENTS AND ELIGIBILITY TO SECURE TABLE 8 - VALUE OFTHE SYSTEM. ... ..... 11.1 ............ 19 TABLE 9 - CITY'S EQUITY IN SYSTEM ..........................19 LEGAL MATTERS. ................... ................. ............. TABLE 10- CURRENT INVESTMENTS ...........................21 AUTHENTICITY OF FINANCIAL DATA AND OTHER SELECTED PROVISIONS OF THE BOND ORDINANCE...................................................................2 2 TAX MATTERS...............................................................27 OTHER INFORMATION...............................................30 RATINGS. ....... __ ......... ............................ _ ........ --.30 LITIGATION................................................................3 0 REGISTRATION AND QUALIFICATION OF BONDS FOR SALE................................................................30 LEGAL INVESTMENTS AND ELIGIBILITY TO SECURE PUBLIC FUNDS IN TEXAS..................................30 LEGAL MATTERS. ................... ................. ............. 30 AUTHENTICITY OF FINANCIAL DATA AND OTHER INFORMATION..................................................3 1 FINANCIAL ADVISOR..................................................3 1 VERIFICATION OF ARITHMETICAL AND MATHEMATICAL COMPUTATIONS................................................3 1 UNDERWRITING.........................................................31 FORWARD LOOKING STATEMENTS..............................31 MISCELLANEOUS.......................................................32 SCHEDULE OF REFUNDED BONDS ....SCHEDULE I APPENDICES GENERAL INFORMATION REGARDING THE CITY.......... A EXCERPTS FROMTHE ANNUAL FINANCIAL REPORT.... B FORM OF BOND COU'NSEL'S OPINION .......................... C The cover page hereof, this page, the appendices included herein and any addenda, supplement or amendment hereto, are part of the Official Statement. PRELINWNARY OFFICIAL STATE,'VIENT SUnM ARY M This summary is subject in all respects to the more complete information and definitions contained or incorporated in this Official k n„ Statement. The offering of the Bonds to potential investors is made only by means of this entire Official Statement. No person is authorized to detach this summary from this Official Statement or to otherwise use it without the entire 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 $6,160,000* Waterworks and Sewer System Revenue Refunding Bonds, Series 2002. The Bonds are issued as serial bonds maturing September 1, 2003 through September 1, 2015 (see "The Bonds -Description of the Bonds"). PAYNIENTOFINTEREST ................ Interest on the Bonds accrues from September 1, 2002, and is payable March 1, 2003, and each March I and September 1 thereafter until maturity or prior redemption (see "The Bonds - Description of the Bonds," and "The Bonds - Optional Redemption"). AUTHORITY FOR ISSUANCE........... The Bonds are issued pursuant to the general laws of the State, including particularly Texas Government Code, Chapter 1207, as amended, and an Ordinance passed by the City Council of the City (see "The Bonds - Authority for Issuance"). S ECURITY FOR THE BONDS........... The Bonds constitute special obligations of the City, payable, both as to principal and interest, solely from and, together with the outstanding Previously Issued Bonds, are secured by a first lien on and pledge of the Net Revenues of the City's Waterworks and Sewer System (the "System"). The City has not covenanted nor obligated itself to pay the Bonds from monies raised or to be raised from taxation (see "The Bonds - Security and Source of Payment"). OPTIONAL REDEMPTION ............... The City reserves the right, at its option, to redeem Bonds having stated maturities on and after September 1, 2013, in whole or in part in, principal amounts of S5,000 or any integral multiple thereof, on September 1, 2012, or any date thereafter, at the par value thereof plus accrued interest to the date of redemption. TAxExEMrrION ........................... In the opinion of Bond Counsel, the interest on the Bonds will be excludable from gross income for federal income tax purposes under existing law and the Bonds 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 to refund a portion of the City's outstanding debt described in Schedule I (the "Refunded Bonds") in order to tower the overall debt service requirements of the City and to pay costs associated with the issuance of the Bonds. RATINGS ...................................... The presently outstanding revenue debt of the City is rated "A3" 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 have been made to Moody's and S&P (see "Other Information - Ratings"). BOOK -ENTRY -ONLY S YSTENI....................................... The definitive Bonds 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 may be acquired in denominations of S5,000 or integral multiples thereof. No physical delivery of the Bonds will be made to the beneficial 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 - Book -Entry -Only System"). PAYMENT RECORD ........................ The City has never defaulted in payment of its revenue debt or general obligation tax debt. * Preliminary, subject to change. S ELECTED FINANCIAL LNFORNLaTION Fiscal WatP,�I lsa 2) Net Revenues Average Year Estimated Average Available Annual Debt Coverage Ended City Day Peak Day Total For Service of 91,30 Pnnnlatinn Iicag ITcage Ileage Deht Oerviee Requirement,- Debt 1998 37,946 6,971,000 19,112,000 2,551,321,000 5,417,208 2,123,920 2.55x 1999 39,190 9,219,000 19,435,000 3,364,937,000 5,350,839 2,584,440 2.07x 2000 42,059 9,749,000 20,300,000 3,558,482,000 7,292,796 2,379,978 3.06x 2001 42,443 9,249,000 19,591,000 3,060,023,000 7,519,160 2,600,665 2.89x 2002 44,390 7,352,000 13375,000 2,007,081,000 N/A 2,574,439 N/A (*) as of June 30, 2002. For additional information regarding the City, please contact: Fred Werner Director of Finance City of Grapevine 413 S. Main Street Grapevine, Texas 76051 (817) 410-3111 David K. Medanich Laura Alexander or First Southwest Company 777 Main Street, Suite 1200 Fort Worth, Texas 76102 (817)332-9710 4 CIT Y OFFICIALS, STAFF AND CONSULTANTS ELECTED OFFICIALS City CrnmCil Length of Term Roger Nelson William D. Tate Service 14 Years Expires May, 2003 Occupation Attomey-at-Law Mayor Director of Finance 5 Years Linda Huff Ted R. Ware 23 Years May, 2005 Commercial Contractor Mayor Pro Tem C. Shane Wilbanks 17 Years May, 2003 Personnel Director Councilmember, Place I Sharron Spencer 17 Years May, 2003 Retired Sales Representative Councilmember, Place 2 Clydene Johnson 7 Years May, 2004 Independent Insurance Agent Councilmember, Place 3 Darlene Freed 4 Years May, 2004 Commercial Real Estate Agent Councilmember, Place 4 Roy Stewart 6 Years May, 2005 Construction Company Owner Councilmember, Place 6 (1) Previously served 12 years as Mayor and Councilmember. SELECTED ADMINISTRATIVE STAFF (1) 7 years with City, 5 in present position. (2) 20 years with City, 15 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 Fort Worth, Texas 9 Roger Nelson City Manager 5 YearP Bill Gaither Administrative Services Director 6 Years Fred Werner Director of Finance 5 Years Linda Huff City Secretary 15 Years (2) (1) 7 years with City, 5 in present position. (2) 20 years with City, 15 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 Fort Worth, Texas 9 THIS PAGE LEFT BLANK INTENTIONALLY PRELIMINARY OFFICIAL STATENIENT RELATING TO $6,160,000* CITY OF GRAPEVINE, TEXAS WATERWORKS AND SEWER SYSTEM REVENUE REFUNDING BONDS, SERIES 2002 INTRODUCTION This Official Statement, which includes the Appendices hereto, provides certain information regarding the issuance of $6,160,000* City of Grapevine, Texas, Waterworks and Sewer System Revenue Refunding Bonds, Series 2002 (the "Bonds"). Capitalized terms used in this Official Statement have the same meanings assigned to such terms in the Ordinance to be adopted on the date of sale of the Bonds which will authorize the issuance of the Bonds, except as otherwise indicated herein. There follows in this Official Statement descriptions of the Bonds 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 first 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, culture -recreation, public transportation, public improvements, planning and zoning, and general administrative services. The 2000 Census population for the City was 42,059, while the 2002 estimated population is 44,390. The City covers approximately 33 square miles. PLAN OF FINANCING PURPOSE ... Proceeds from the sale of the Bonds will be used to refund a portion of the City's outstanding debt described in Schedule I (the "Refunded Bonds") in order to lower the overall debt service requirements of the City and to pay costs associated with the issuance of the Bonds. REFUNDED BONDS ... The principal and interest due on the Refunded Bonds are to be paid on the scheduled interest payment dates and the respective redemption dates of such Refunded Bonds, from funds to be deposited pursuant to a certain Escrow Agreement (the "Escrow Agreement") between the City and Bank One, NA, Austin, Texas (the "Escrow Agent"). The Ordinance provides that from the proceeds of the sale of the Bonds received from the Underwriter, together with other lawfully available funds, the City will deposit with the Escrow Agent the amount necessary to accomplish the discharge and final payment of the Refunded Bonds on their respective redemption dates. Such funds will be held by the Escrow Agent in a special escrow account (the "Escrow Fund") and used to purchase direct obligations of the United States of America (the "Federal Securities"). Under the Escrow Agreement, the Escrow Fund is irrevocably pledged to the payment of the principal of and interest on the Refunded Bonds. Grant Thornton LLP, a nationally recognized accounting firm, will verify at the time of delivery of the Bonds to the Underwriter the mathematical accuracy of the schedules that demonstrate the Federal Securities will mature and pay interest in such amounts which, together with uninvested funds, if any, in the Escrow Fund, will be sufficient to pay, when due, the principal of and interest on the Refunded Bonds. Such maturing principal of and interest on the Federal Securities will not be available to pay the Bonds (see "Other Information - Verification of Arithmetical and Mathematical Computations"). By the deposit of the Federal Securities and cash, if necessary, with the Escrow Agent pursuant to the Escrow Agreement, the City will have effected the defeasance of all of the Refunded Bonds in accordance with applicable law. It is the opinion of Bond Counsel that as a result of such defeasance and in reliance upon the report of Grant Thornton LLP, the Refunded Bonds will be outstanding only for the purpose of receiving payments from the Federal Securities and any cash held for such purpose by the Escrow Agent and such Refunded Bonds will be defeased and cease to be obligations payable from and secured by a lien on and pledge of the Net Revenues of the System and will not be deemed as outstanding obligations of the City or the System for any purpose other than being payable from the funds held in the Escrow Fund. The City has covenanted in the Escrow Agreement to make timely deposits to the Escrow Fund, from lawfully available funds, of any additional amounts required to pay the principal of and interest on the Refunded Bonds, if for any reason, the cash balances on deposit or scheduled to be on deposit in the Escrow Fund be insufficient to make such payment. * Preliminary, subject to change. SOURCES AND USE OF PROCEEDS ... The proceeds from the sale of the Bonds together with other available system funds will be applied approximately as follows: Sources of Funds Par Amount of Bonds S - Accrued Interest Total Sources of Funds S - Uses of Funds Deposit to Interest and Sinking Fund S Original Issue Discount Deposit to Escrow Fund Cost of Issuance (1) Total Uses of Funds S (1) Includes bond insurance and underwriter's discount. THEBONDS DESCRIPTION of ME BoN-Ds ... The Bonds are dated September 1, 2002, and mature on September 1 in each of the years and in the amounts shown on the cover page hereof, Interest will be computed on the basis of a 360 -day year of twelve 30 -day months, and such interest will be payable on March I and September 1, commencing March 1, 2003. The definitive Bonds 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 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 "Book -Entry - Only System" herein. AUTHORITY FOR ISSUANCE ... The Bonds are being issued pursuant to the Constitution and general laws of the State of Texas, particularly Texas Government Code, Chapter 1207, as amended, and the Ordinance. SECURITY AND SOURCE of PAYMENT... The Bonds are special obligations of the City payable both as to principal and interest, solely from and, together with certain outstanding Previously Issued Bonds and any additional parity bonds which may be issued in the future are equally and ratably secured by a first lien on and pledge of the Net Revenues (as defined in the Ordinance) of the City's combined Waterworks and Sanitary Sewer System (the "System") after the payment of maintenance and operations expenses. The Bonds do not constitute a legal or equitable pledge, charge, lien or encumbrance upon any property of the City or the System, except with respect to the Net Revenues. Maintenance and operating expenses include contractual payments which under Texas laws and their provisions are established as operating expenses. The City has outstanding Previously Issued Bonds secured by and payable from Net Revenues on parity with the Bonds, as follows: Dated Outstanding 9/1/1985 S 1,160,516 Waterworks and Sewer System Refunding and Improvement Revenue Bonds, Series 1985 8/1/1992 355,000 Waterworks and Sewer System Revenue Refunding Bonds, Series 1992 7/15/1995 1,140,000 Waterworks and Sewer System Revenue Bonds, Series 1995 10/1/1996 2,470,000 Waterworks and Sewer System Revenue Bonds, Series 1996 8/1/1997 6,675,000 Waterworks and Sewer System Refunding and Improvement Revenue Bonds, Series 1997 3/1/1999 6,950,000 Waterworks and Sewer System Revenue Bonds, Series 1999 3x"15'2001 6 745 ntl0 Waterworks and Sewer System Revenue Bonds, Series 2001 Total S 25,495,516 (1) As of August 1, 2002, excludes the Refunded Bonds. 8 The Bonds are not a charge upon any other income or revenues of the City and shall never constitute an indebtedness or pledge of the general credit or taxing powers of the City. The Ordinance does not create a lien or mortgage on the System or on any of its properties or assets, except the Net Revenues, and any judgment against the City may not be enforced by levy and execution against any property owned by the City. As additional security, a Reserve Fund is required to be maintained in an amount at least equal to the average annual debt service requirements of the outstanding Previously Issued Bonds, the Bonds and any Additional Bonds issued on a parity with the Bonds. Any additional amount required to be accumulated in the fund by reason of the issuance of the Bonds will be funded over a sixty month period in accordance with the provisions of the Ordinance (see " Selected Provisions of the Bond Ordinance"). NET REVENUES ... All of the Net Revenues of the System with the exception of those in excess of the amounts required to establish and maintain the Reserve Fund and Interest and Sinking Fund are irrevocably pledged for the payment of the Bonds and interest thereon. The Bonds, the Previously Issued Bonds and Additional Bonds, if any, are equally and ratably secured by a first lien upon the Net Revenues of the System. RATES ... The City has covenanted in the Ordinance that it will at all times charge and collect rates for services rendered by the System sufficient to pay all operating, maintenance, replacement expenses, any other costs deductible in determining Net Revenues and to pay interest on and the principal of the Previously Issued Bonds, the Bonds and any Additional Bonds, and to establish and maintain the funds provided in the Ordinance. The City has further covenanted that, if the System should become legally liable for any other indebtedness, it will fix and maintain rates and collect charges for the services of the System sufficient to discharge such indebtedness. OPTIONAL REDEMPTION ... The City reserves the right, at its option, to redeem Bonds having stated maturities on and after September 1, 2013, in whole or in part in principal amounts of $5,000 or any integral multiple thereof, on September 1, 2012, or any date thereafter, at the par value thereof plus accrued interest to the date of redemption. If less than all of the Bonds are to be redeemed, the City may select the maturities of Bonds to be redeemed. If less than all the Bonds of any maturity are to be redeemed, the Paying Agent/Registrar (or DTC while the Bonds are in Book -Entry -Only form) shall determine by lot the Bonds, or portions thereof, within such maturity to be redeemed. If a Bond (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 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. NOTICE OF REDENUMON ... Not less than 30 days prior to a redemption date for the Bonds, 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 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, WHETHER OR NOT THE REGISTERED OWNER RECEIVES SUCH NOTICE. NOTICE HAVING BEEN SO GIVEN, THE BONDS CALLED FOR REDEMPTION SHALL BECOME DUE AND PAYABLE ON THE SPECIFIED REDEMPTION DATE, AND NOTWITHSTANDING THAT ANY BOND OR PORTION THEREOF HAS NOT BEEN SURRENDERED FOR PAYMENT, INTEREST ON SUCH BOND OR PORTION THEREOF SHALL CEASE TO ACCRUE. ADDITIONAL BONDs ... The City may issue Additional Bonds payable from the Net Revenues which together with the Previously Issued Bonds and the Bonds shall be equally and ratably secured by a parity lien on and pledge of the Net Revenues of the System, subject, however, to complying with certain conditions in the Ordinance. See " Selected Provisions of Bond Ordinance" for terms and conditions to be satisfied for the issuance of Additional Bonds. A.mENUMENTs ... The City may amend the Ordinance without the consent of or notice to any registered owner in any manner not detrimental to the interests of the registered owners, including the curing of any ambiguity, inconsistency, or formal defector omission therein. In addition, the City may with the written consent of the holder of a majority of aggregate principal amount of the Bonds then outstanding affected thereby, amend, add to, or rescind any of the provisions of the Ordinance; except that, without the consent of the registered owners of the Bonds affected, no such amendment, addition or rescission may (1) extend the time or times of payment of the principal of, premium, if any, and interest thereon, reduce the principal amount thereof, the redemption price, or the rate of interest thereon, or in any other way modify the terms of payment of the principal of, premium, if any, or interest thereon, (2) give any preference to any Bond over any other Bond or (3) reduce the aggregate principal amount of Bonds required to be held by Holders for consent to any such amendment, addition, or rescission. DEFEASANCE ...The Ordinance provides that the City may discharge its obligations to the registered owners of any or all of the Bonds 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 Comptroller of Public Accounts of the State of Texas a sum of money equal to the principal of, premium, if any, and all interest to accrue on the Bonds to maturity or redemption or (ii) by depositing with an authorized escrow agent amounts sufficient to provide for the payment and/or redemption of the Bonds; provided that such deposits may be invested and reinvested only in (a) direct non -callable 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 bonds, 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 bonds, 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. If any of such Bonds are to be redeemed prior to their date of maturity, provision must have been made for giving notice of redemption as provided in the Ordinance. Under current state law, after such deposit as described above, such Bonds shall no longer be regarded as outstanding or unpaid obligations payable from or secured by the pledge of the Net Revenues of the System or secured by the Ordinance. After firm banking and financial arrangements for the discharge and final payment or redemption of the Bonds have been made as described above, all rights of the City to initiate proceedings to call the Bonds for redemption or take any other action amending the terms of the Bonds are extinguished; provided, however, that the right to call the Bonds 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 the Bonds for redemption; (ii) gives notice of the reservation of that right to the owners of the Bonds 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. Boots -ENTRY -ONLY S YsTEm ... This section describes how ownership of the Bonds is to be transferred and how the principal of, premium, if any, and interest on the Bonds are to be paid to and credited by The Depository Trust Company ("DTC"), New York, New York, while the Bonds, as applicable, 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, 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), 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. DTC will act as securities depository for the Bonds. The Bonds will be issued as fully -registered securities registered in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully -registered Security certificate will be issued for each maturity of the Bonds, each in the aggregate principal amount of such maturity, and will be deposited with DTC. DTC, the world's largest depository, is a limited -purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 2 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments from over 85 countries that DTC's participants ("Direct Participants") deposit with DTC. DTC also facilitates the post -trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book - entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation ("DTCC"). DTCC, in turn, is owned by a number of Direct Participants of DTC and Members of the National Securities Clearing Corporation, Government Securities Clearing Corporation, MBS Clearing Corporation, and Emerging Markets Clearing Corporation, (NSCC, LSCC, MBSCC, and EMCC, also subsidiaries of DTCC), as well as by the New York Stock Exchange, Inc., the American Stock Exchange LLC, and the National Association of Securities Dealers, Inc. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). DTC has Standard & Poor's highest rating: AAA. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. Purchases of Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on DTC's records. The ownership interest of each actual purchaser of each Bond ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of ..t their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Bonds, except in the event that use of the book-entry system for the Bonds is discontinued. To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to the Security documents. For example, Beneficial Owners of Bonds may wish to ascertain that the nominee holding the Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of the Bonds are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to Bonds unless authorized by a Direct Participant in accordance with DTC's Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Principal and interest payments on the Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from the City or Paying Agent/Registrar, on payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such Participant and not of DTC nor its nominee, Paying Agent,Registrar, or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the City or Paying Agent/Registrar, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as depository with respect to the Bonds at any time by giving reasonable notice to the City or Paying AgentlRegistrar. Under such circumstances, in the event that a successor depository is not obtained, Bond 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). In that event, Bond 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 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 the Bonds, 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 Ordinance 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 or the Purchaser. Effect of Termination of Book -Entry Only System. In the event the Book -Entry -Only System with respect to the Bonds is discontinued by DTC, or the use of the Book -Entry -Only System with respect to the Bonds is discontinued by the City, printed securities certificates will be issued to the respective holders of the Bonds, as the case may be, and the respective Bonds will be subject to transfer, exchange and registration provisions as set forth in the Ordinance, summarized under "The Bonds - Transfer, Exchange and Registration" below. PAYING AGENT/REGtSTPAR ... The initial Paying Agent/Registrar is Bank One, National Association, Austin, Texas. In the Ordinance, the City retains the right to replace the Paying Agent/Registrar. The City covenants to maintain and provide a Paying AgentRegistrar at all times until the Bonds 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 AgentfRegistrar for the Bonds. Upon any change in the Paying Agent/Registrar for the Bonds, the City agrees to promptly cause a written notice thereof to be sent to each registered owner of the Bonds by United States mail, first class, postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. Interest on the Bonds shall be paid to the registered owners appearing on the registration books of the Paying AgentRegistrar at the close of business on the Record Date (defined below), and such interest shall be paid by check sent United States Mail, first class postage prepaid to the address of the registered owner recorded in the registration books of the Paying Agent/Registrar or (ii) by such other method, acceptable to the Paying Agent/Registrar requested by, and at the risk and expense of, the registered owner. Principal of the Bonds will be paid to the registered owner at their stated maturity or earlier redemption upon presentation to designated payment/transfer office of the Paying Agent/Registrar. If the date for the payment of the principal of or interest on the Bonds shall be a Saturday, Sunday, a legal holiday or a day when banking institutions in the city where the designated paymen`transfer office of the Paying Agent/ Registrar is located are authorized to close, then the date for such payment shall be the next succeeding day which is not such a day, and payment on such date shall have the same force and effect as if made on the date payment was due. TRANSFER, EXCHANGE AND REGISTRATION ... In the event the Book -Entry -Only System should be discontinued, printed certificates will be delivered to the registered owners and thereafter the Bonds may be transferred and exchanged on the registration books of the Paying Agent/Registrar only upon presentation and surrender of the printed certificate to the Paying AgentiRegistrar and such transfer or exchange shall be without expense or service charge to the registered owner, except for any tax or other governmental charges required to be paid with respect to such registration, exchange and transfer. Bonds may be assigned by the execution of an assignment form on the respective Bonds or by other instrument of transfer and assignment acceptable to the Paying Agent/Registrar. New Bonds will be delivered by the Paying Agent/Registrar, in lieu of the Bonds being transferred or exchanged, at the designated office of the Paying Agent/Registrar, or sent by United States mail, first class, postage prepaid, to the new registered owner or his designee. To the extent possible, new Bonds issued in an exchange or transfer of Bonds will be delivered to the registered owner or assignee of the registered owner in not more than three business days after the receipt of the Bonds to be canceled, and the written instrument of transfer or request for exchange duly executed by the registered owner or his duty authorized agent, in form satisfactory to the Paying Agent`Registrar. New Bonds registered and delivered in an exchange or transfer shall be in any integral multiple of 55,000 for any one maturity and for a like aggregate designated amount as the Bonds surrendered for exchange or transfer. See 'Book -Entry -Only System" herein for a description of the system to be utilized initially in regard to ownership and transferability of the Bonds. Neither the City nor the Paying Agent,Registrar shall be required to transfer or exchange any Bond called for redemption, in whole or in part, within 45 days of the date fixed for redemption; provided, however, such limitation of transfer shall not be applicable to an exchange by the registered owner of the uncalled balance of a Bond. RECORD DATE FOR INTEREST PAYMENT... The record date ('Record Date") for the interest payable on the Bonds on any interest payment date means the close of business on the 15`h calendar day of the preceding month. 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 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. 12 BONDHOLDERS' REviD[ES ... Except for the remedy of mandamus to enforce the City's covenants and obligations under the Ordinance, the Ordinance does not establish other remedies or specifically enumerate the events of default with respect to the Bonds. The Ordinance does not provide for a trustee to enforce the covenants and obligations of the City. In no event will registered owners have the right to have the maturity of the Bonds accelerated as a remedy. The enforcement of the remedy of mandamus may be difficult and time consuming. No assurance can be given that a mandamus or other legal action to enforce a default under the Ordinance would be successful. Furthermore, the City is eligible to seek relief from its creditors under Chapter 9 of the U.S. Bankruptcy Code. Although Chapter 9 provides for the recognition of a security interest represented by a specifically pledged source of revenues, such provision is subject to judicial construction. Chapter 9 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 any remedies under the Ordinance 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. The opinion of Bond Counsel will note that all opinions relative to the enforceability of the Ordinance and the Bonds are qualified with respect to the customary rights of debtors relative to their creditors. 13 THESYSTEM WATERWORKS AND S EWER SYSTEM[ ... The Waterworks System and Sewer System is a department of the City and is divided into two service areas within the City. The North service area is served by water and wastewater treatment plants owned and operated by the City. The South service area is provided services by the Trinity River Authority (the "TRA") pursuant to service -area contracts. In 1990, the City instituted a capital recovery fee to be paid by builders of new construction within the City limits. The fee charged is on a per unit basis for residences and on a per acre basis for industrial/commercial construction and is designed to help defray costs of extensions and growth of the water and sewer system brought about by new construction. State law and the ordinance authorizing the capital recovery fee stipulate that the capital recovery fee may be used for debt service if bond proceeds are used for projects pursuant to which the capital recovery fee is imposed. WATERWORKS SYSTEM ... The City owns and operates a water treatment plant to provide treated water to the North service area. Complete water treatment, including fluoridation, is provided by the conventional filtration plant. The plant was expanded from 2 MGD treatment capacity to 4.0 MGD capacity during the summer of 1981 and from 4 MGD to 8 MGD in 1990. A surface water supply for the treatment plant is provided by nearby Lake Grapevine, a U.S. Corps of Engineers lake completed in 1952. The lake provides 435,500 acre-feet of storage for flood control, rapid and sedimentation purposes. The City is entitled to 3.26 MGD for water supply purposes. This 3.26 MGD yield is considered to be a "safe yield," i.e., water available under severe drought conditions. The South service area is supplied treated water by TRA pursuant to a 35 -year contract which became effective in November, 1981. TRA supplied water to Bedford and Euless and the contract called for an extension of that system to include a supply point for Grapevine, North Richland Hills and Colleyville. The contract commits the TRA to supply water to meet the needs of the service area. The City has agreed to pay TRA its net cost of operation and maintenance and debt service requirements. The City will pay its obligations to TRA out of moneys received from the operation of its Water and Sewer System. This obligation is an operation and maintenance expense of the City which is senior to its Water and Sewer System Revenue debt. The above described expenses shall be known as the "annual requirement". The City's proportionate share of the "annual requirement" is determined as follows: The City's proportionate share of the annual requirement shall be a percentage obtained by dividing the City's estimated annual treated water requirement for the upcoming year by the total estimated volume to be treated and used by all contracting parties for the same year. The City is then billed monthly according to its actual annual usage with provisions for adjustment. The present cost to the City for the treated water is S 1.72 per 1,000 gallons. TRA obtains its water from the Tarrant County Water Control District No. I (the "District") which also supplies several area cities including Fort Worth and Arlington. The District obtains its surface water from lakes located north of Fort Worth on the Trinity River and from Cedar Creek Lake located southeast of Dallas in Henderson and Kaufman Counties. In 1989, the District completed a lake in Navarro and Freestone Counties which is approximately twice the size of the Cedar Creek reservoir. The District estimates that the new lake will supply water for its customers through the year 2030. The City distribution system ranges in size from 30" to 6" for transmission mains and is variously steel cylinder, asbestos/cement, cast iron and PVC C-900, down to 3/4" copper lines for single-family home connections. The City has 2 million gallons in elevated storage capacity and 3.65 million gallons capacity in ground storage. TABLE 1 - WATER USAGE (GALLONS) Peak Average Fiscal YPAT Day TL%= Day TTCA" Total TTCA OP 1997 14,390,000 6,560,000 2,396,778,000 1998 19,112,000 6,971,000 2,551,321,000 1999 19,435,000 9,219,000 3,364,937,000 2000 20,300,000 9,749,000 3,558,482,000 2001 19.591,000 9,249,000 3,060,023,000 14 NVATER RATE STUDY ... The City accepted an independent water and sewer study from consultants in November of 1988. As a result of the study, the City adopted a new water and sewer rate ordinance effective January 1, 1989, and revised those rates on October 1, 1990, September 1, 1992, October 1, 1993, October 1, 1995, and October 1, 2000, The City also adopted a policy of annual rate reviews. TABLE 3 - MONTHLY WATER RATES ( FFECTRT I0-1-01) General Water Consumption First 2,000 gallons $9.75 (Minimum) Over 2,000 eallons 52.74, M gallons Temporary ... For a water meter installed for construction or other temporary purposes on a fire hydrant: Two dollars and fifty-seven cents (52.74) per one thousand (1,000) gallons and a minimum charge of fifty-five dollars and thirty-nine cents (559.13). Minimum Charge ... In any case, the following monthly minimum charges shall be made upon customers of the water system. TABLE 2 -TEN LARGEST WATER CUSTOMERS(GALLONS) Minimum Rile of Meter Minimum CTallnnc Monthly C'haraes 3/4" or Less 2,000 S 9.75 V, Fiscal 28.89 1 %:" 21,000 Year Ended 2" 34,000 97.29 9/30/2001 % of Total 211.67 Cnctnmer s WaterT15nag WatP�or 6" Grapevine Colleyville Independent School District 57,923,000 1.89% 239,000 Grapevine Mills 41,351,000 1.35% To be agreed upon YCP D/FW Operator, Inc. 40,584,000 1.33% Fire Sprinkler Connections City of Grapevine 26,137,000 0.85% Embassy Suite - Grapevine 25,401,000 0.83% Flagship Properties Corp. 24,362,000 0.80% Trailwood Mobile Home Park 21,106,000 0.69% Mareina Del Rey Apartments 20,557,000 0.67% Ambassador Apartments 20,436,000 0.67% TM Co. Oaks Inv. Ltd. in n X65"/ 297,862,000 9.73% Source: City Water Department. NVATER RATE STUDY ... The City accepted an independent water and sewer study from consultants in November of 1988. As a result of the study, the City adopted a new water and sewer rate ordinance effective January 1, 1989, and revised those rates on October 1, 1990, September 1, 1992, October 1, 1993, October 1, 1995, and October 1, 2000, The City also adopted a policy of annual rate reviews. TABLE 3 - MONTHLY WATER RATES ( FFECTRT I0-1-01) General Water Consumption First 2,000 gallons $9.75 (Minimum) Over 2,000 eallons 52.74, M gallons Temporary ... For a water meter installed for construction or other temporary purposes on a fire hydrant: Two dollars and fifty-seven cents (52.74) per one thousand (1,000) gallons and a minimum charge of fifty-five dollars and thirty-nine cents (559.13). Minimum Charge ... In any case, the following monthly minimum charges shall be made upon customers of the water system. 15 Minimum Rile of Meter Minimum CTallnnc Monthly C'haraes 3/4" or Less 2,000 S 9.75 V, 9,000 28.89 1 %:" 21,000 61.73 2" 34,000 97.29 3" 78,000 211.67 4" 100,000 277,85 6" 134,000 370.87 8" 239,000 658.13 Larger than 8" To be agreed upon by contract. Fire Sprinkler Connections - $30.42 15 WASTEWATER SYSTEM... The City serves the North service area with its own activated sludge process treatment plant which has a hydraulic capacity of 3.75 MGD. This plant presently serves that portion of the City north of the Cotton Belt Railroad, approximately 50 percent of the City geographically. In 1985, increased effluent standards of the Texas Natural Resource Conservation Commission resulted in a reduction of capacity of the plant to 1.5 MGD. In 1986 additional tertiary treatment expanded the capacity of the plant to 1.75 MGD and the City completed an expansion of the plant to 3.75 MGD in 1987. The City entered into a contract with TRA to provide sewage treatment for the southern section of the City on November 29, 1973. The contract will remain in force for a period of 50 years from that date and thereafter until any bonds, or any bonds issued to refund same, have been paid in full. TRA has extended their system in the southern section of the City to allow flow through a 33 to 39 inch transmission main. The City has agreed to pay TRA its net cost of operation and maintenance and debt service requirements. The City will pay its obligations to TRA from moneys to be received from the operation of its Waterworks and Sewer System, and such payments to TRA by contract are maintenance and operation expenses of the System. Maintenance and operation expenses of the System have a claim on the revenues of the System prior to the claim securing the payment of debt service on revenue obligations of the System. The above described expense shall be known as the "annual requirement". The City's proportionate share of the "annual requirement" is determined as follows: The City's proportionate share of the annual requirement shall be a percentage obtained by dividing the City's estimated annual contributing flow to the System by the total estimated annual contributing flow to the System by all contracting parties. The City's annual payment shall be made to TRA in twelve (12) equal monthly installments with provision for adjustment. The City's cost under the contract is presently S 1.289 per 1,000 gallons flow to TRA. TABLE 4- MONTHLY SEWER RATES (EFFECTIVE 10-1-01) Residential Service Commercial Service First 2,000 gallons 57.80 (Minimum) First 2,000 gallons 511.52 (Minimum) Next 13,000 gallons S3.26(M gallons Over 2,000 eallons S 3.26iM eallons The monthly volume charge for residential customers will be based on the individual customer's average monthly water use during the previous winter quarter months of December, January and February, but in no event shall the volume used to compute this monthly charge exceed 15,000 gallons. The volumes used to compute these charges are based on the amount of water used by the residential customer as measured by a meter. Where no previous winter quarter average is available from the records, the volume to be used for this monthly volume charge shall be the lower of 10,000 gallons or actual consumption. Sewer customers residing within city limits not connected to water system pay a monthly charge of 528.93. APPLICATION AND COST DEPOSIT FOR WATER, WASTEWATER AND REFUSE SERVICE.. . Any person desiring to obtain water, wastewater and refuse service shall make application to the water department and, prior to the granting of such service, shall deposit with the City, in the form of cash deposit or cash bond, a sum of money equal to the rates shown on the following table: Single-family residential, minimum S 50.00 Multi -family (apartments), minimum per 2" tap 40.00 Commercial, minimum 40.00 Industrial, minimum 230.00 314" Construction Meter 125.00 2" Construction Meter 750.00 16 DEBT INFORMATION TABLE S - WATERWORKS ANDS EWERS YSTENI REVENUE DEBTS ERVICE REQUIREMENTS Fiscal Year Ended 9/30 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 20[2 2013 2014 2015 2016 2017 2018 2019 2020 2021 utstandine Debt I 1 1 Principal Interest Total $ 1,634,060 $ 2,666,243 $ 4,300,303 1,304,030 2,284,745 3,588,775 1,332,766 2,251,123 3,583,889 1,371,836 2,211,488 3,583,324 1,412,824 2,168,817 3,581,641 1,285,000 897,671 2,182,671 1,130,000 835,381 1,965,381 1,185,000 783,736 1,968,736 1,250,000 729,544 1,979,544 1,320,000 671,511 1,991,511 1,385,000 608,878 1,993,878 1,465,000 542,708 2,007,708 1,540,000 471,497 2,011,497 1,620,000 395,164 2,015,164 1,710,000 314,483 2,024,483 1,560,000 228,906 1,788,906 980,000 150,125 1,130,125 1,030,000 101,125 1,131,125 480,000 49,625 529,625 inn OM 75 675 575 675 S 25.49C 51fi 5 18.188.194 S 43.881910 Total Outstanding Debt $ 4,300,303 4,258,523 4,257,121 4,257,436 4,254,239 2,856,519 2,868,264 2,875,779 2,882,751 2,298,341 2,300,833 7,314,133 2,316,582 2,318,069 2,024,483 1,788,906 1,130,125 1,131,125 529,625 575 61i S 51 488 '80 % of Principal Retired 28.39% 57.76% 85.63% 100.00% (1) Excludes the Refunded Bonds. (2) Average life of the issue - 6.380 years. Interest on the Bonds has been calculated at the average rate of 3.78% for purposes of illustration. AUTHORIZED BUT UNISSUED REVENUE BONDS ... The City has no voted but unissued revenue bonds, and pursuant to State law is not required to approve its revenue bonds through election. ANTICIPATED ISSUANCE OF REVENUE BONDS ... The City does not anticipate the issuance of additional revenue bonds within the next six months. 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".) 17 The Bonds (2) Principal Interest Total $ 460,000 $ 209,748 S 669,748 480,000 193,233 673,233 490,000 184,113 674,113 500,000 172,598 672,598 515,000 158,848 673,848 760,000 142,883 902,883 790,000 117,043 907,043 815,000 88,208 903,208 250,000 56,830 306,830 260,000 46,955 306,955 270,000 36,425 306,425 280,000 25,085 305,085 290,000 12,905 302,905 Total Outstanding Debt $ 4,300,303 4,258,523 4,257,121 4,257,436 4,254,239 2,856,519 2,868,264 2,875,779 2,882,751 2,298,341 2,300,833 7,314,133 2,316,582 2,318,069 2,024,483 1,788,906 1,130,125 1,131,125 529,625 575 61i S 51 488 '80 % of Principal Retired 28.39% 57.76% 85.63% 100.00% (1) Excludes the Refunded Bonds. (2) Average life of the issue - 6.380 years. Interest on the Bonds has been calculated at the average rate of 3.78% for purposes of illustration. AUTHORIZED BUT UNISSUED REVENUE BONDS ... The City has no voted but unissued revenue bonds, and pursuant to State law is not required to approve its revenue bonds through election. ANTICIPATED ISSUANCE OF REVENUE BONDS ... The City does not anticipate the issuance of additional revenue bonds within the next six months. 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".) 17 FINANCIAL INFORMATION TABLE 6 - CONDENSED STATEMENTOF OPERATIONS Revenues: 7001 Fiscal 7000 Year Ended Setember 1999 30. 199R 1947 Water Sales S 9,091,354 $ 9,177,385 S 7,188,523 $ 6,859,541 S 5,402,793 Wastewater Sales 5,083,277 5,133,839 4,027,597 3,784,759 3,579,118 Other Revenue 1.631,032 588.754 533.828 887.709 374.950 Total Revenues S 15,805,663 $ 14,899,978 $ 11,749,948 $ 11,532,009 $ 9,356,861 Operating Expenses: Water Fund S 7,906,159 S 7,401,225 S 5,990,519 S 5,684,197 S 4,422,965 Wastewater Fund 7 741 160 7 538 568 7 275497 7 136 076 1 990 750 Total Operating Expenses `; 10 647 319 9919793 S R 766 001 R 7,9?0 773 8 6 411 ')15 Net Revenue from Operations S 5,158,344 S 4,960,185 $ 3,483,947 S 3,711,786 S 2,943,646 Investment Income 1,277,173 1,360,288 998,242 1,089,553 589,372 Caoital Recovery Transfer t l 956.256 980.501 787.208 517.623 499.135 Other Gains (Losses) 177 397 9R 746 Net Available for Debt ServiceQ 7 I5 9.1 Fn `S 7.300.974 S 5 ?F9 397 `t 5.417?08 `S 4.0 t?.15 i Average Annual Debt S 2,600,665 S 2,379,978 S 2,434,441 $ 2,123,920 S 2,163,972 Average Annual Debt Coverage 2.89x 3.07x 2.16x 2.55x 1.86x Average Annual Debt Coverage without Capital Recovery 2.52x 2.66x 1.84x 2.31x 1.63x Water Customers 12,951 12,744 12,433 12,034 11,760 Wastewater Customers 11,924 12,501 12,327 12,128 10,827 (1) Transfer of internal water and sewer capital recovery fees to contributed capital. TABLE 7- COVERAGE ANDFuNDBALANCES t11 Averaae Annual PrincinaI and Interest Requirements. 2002-2022 ............. . ............... $ 2,574,439 Coveraae of Averaae Requirements by 9/30/01 Net Available ................................ 2.92 times Maximum Principal and Interest Requirements, 2004. . . .................................... $ 4,300,303 Coveraae of Maximum Requirements by 9/30/01 Net Available .............................. 1.75 times Waterworks and Sewer System Revenue Bonds Outstanding as of 8/1/02 ....................... $31,655,516 Interest and Sinking Fund, 6/30/02 ..................................................... $ 2,081,095 Reserve Fund. 6/30/02............................................................... $ 280,238 (1) Projected, and includes the Bonds being offered herein. Excludes the Refunded Bonds. 18 CAPITAL RECOVERY FEES... The City currently collects water and sewer capital recovery fees from newly developed areas in order to help pay for necessary future plant and system improvements to provide water and sewer services to these areas. To @ satisfy the changes in the State law regarding the formulation and adoption of impact fees in Texas municipalities, an Impact Fee Study (the "Study") was completed in 1990 and 1998. The Study, which was approved by City Council, determined that impact fees could be used to pay bond interest costs for the expansion of water and wastewater plants and/or construction projects on a pay as you go basis. The Study identified approximately 57,130,000 of scheduled interest payments over the next 20 years which can be directly attributed to plant expansion. As a result of this plan, approximately $4,412,942 of capital recovery fees recorded as contributions in prior years has been transferred to operations since 1993. As of June 30, 2002, the City had a capital recovery cash and investments balance of $5,248,000. TABLE S -VALUE OF THE SYSTEM Value after Depreciation $ 65,490,903 S 58,581,940 S 57,000,346 S 51,119.279 S 47,180,395 TABLE 9 -CITY'S EQUITY IN SYSTEM Resources 701 Fismi (1� Year Ended 4entemh 19291998 r 30 1997 Land and Improvements $ 550,882 $ 72,527 S 413,085 S 413,085 $ 413,085 Buildings 64,562,350 62,488,939 61,128,126 59,590,995 57,212,626 Machinery and Equipment 667,604 871,099 890,008 924,721 1,015,779 Construction in Progress 16 ?13 716 10 6ii 777 R 748,379 3 165 831 514 ?7R Add: Net Restricted Assets $ 81,994,052 $ 74,088,337 S 71,179,547 S 64,094,632 S 59,155,768 Plus: Water Storage Rights 334,661 351,750 368,838 385,927 403,016 Deferred Charges 670 669 51 3 9R9 587 793 559 753 SU 195 S 82,999,382 S 74,954,076 S 72,131,178 S 65,040,312 S 60,141,969 Less: Accumulated Depreciation 317 508 479) 16177, 116), (15.130 937) H3� 9710"331X17 gh1174) Value after Depreciation $ 65,490,903 S 58,581,940 S 57,000,346 S 51,119.279 S 47,180,395 TABLE 9 -CITY'S EQUITY IN SYSTEM Resources 7M1 Fienal Year IIIM Fnded Centemher i999 30 ig9R IQQ7 Net System Value S 82,999,382 S 74,954,076 S 74,954,076 S 65,040,312 S 60,141,969 Less Depreciation ___L7 -,Q& 9 1 F 377 1 Jr, 1 r, 377 1,16 11 Q7 1 (lit 17 9F 1 571 S 65,490,903 S 58,581,940 S 58,581,940 S 51,119,279 S 47,180,395 Add: Net Working Capital 7,782,794 7,040,554 4,673,283 4,624,892 7,161,633 Add: Net Restricted Assets 13 935 857 1 1 R95 757 11 094 949 9384607 7.737 945 Total $ 87,209,554 S 77,508,251 S 74,340,071 S 65,128,778 S 62,079,873 Qbkgatiens Revenue Bond Debt & Other Liabilities Less: I&S Fund and Reserve Fund Net Revenue Bond Debt City's Equity in System Percentage of Equitv in Svstem S 29,756,456 S 24,645,516 S 26,037,560 S 20,967,560 S 22,882,560 7 95R.63? ? 7?0 934 7.873.543 7 417 555 7.479 035 S 32,715,088 S 27,366,350 S 28,911,103 $ 18,550,005 S 20,404,525 $ 54,494,466 $ 50,141,901 S 45,428,968 S 46,578,773 S 41,675,348 62.49% 64.69% 61.11% 19 71.52% 67.13% FINANCIAL POLICIES Basis of Accounting ... The City's accounting records of the governmental fund revenues and expenditures are recognized on the modified accrual 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. INVESTMENTS The City invests its investable funds in investments authorized by Texas law in accordance with investment policies approved by the City Council Both state law and the City's investment policies are subject to change. 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) bonds issued, assumed, or guaranteed by the State of Israel, (7) certificates of deposit issued by a state or national bank, a savings bank or a state or federal credit union, in each case domiciled in the State of Texas, that are (i) guaranteed or insured by the Federal Deposit Insurance Corporation or its successor or the National Credit Union Share Insurance Fund or its successor or (ii) secured by obligations that are described in clauses (1) through (6) above, including mortgage backed securities directly issued by a federal agency or instrumentality that have a market value of not less than the principal amount of the certificates or (iii) in any other manner and amount provided by law for deposits of the City, (8) fully collateralized repurchase agreements that have a defined termination date, are fully secured by obligations described in clause (1) above 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-1 or P -I 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 United States or state bank, (I I) 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 S 1 for each share, (12) 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% of its monthly average fund balance, excluding bond proceeds and reserves and other funds held for debt service, in such no-load mutual funds, and (13) for bond proceeds, guaranteed investment contracts that have a defined termination date, are secured by obligations of the United States or its agencies and instrumentalities in an amount at least equal to the amount invested under the contract, and are pledged to the City and deposited with the City or with a third party selected and approved by the City. 941 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. LvvESTMENT POLICIES ... Under Texas Iaw, 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. ADDITIONAL PROVISIONS... Under Texas law the City is additionally required to: (1) annually review its adopted policies and w.w a 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 in the aggregate to no more than 15% of the City'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 10-CURRENTLtitiESTNIENTS As of June 30, 2002, the City's investable funds were invested in the following categories: Book Market Description Percent Vnhle Value Treasury Notes/Bonds/CD;EQ 10.62% $ 10,675,592 $ 10,695,796 Investment Pools R9 3R% R9 R34 R4(1 89 RR4 ?43 100.00% $ 100,510,432 $ 100,580,039 21 SELECTED PROVISIONS OFTHEBOND ORDINANCE The following summary is qualified in all respects by reference to the Ordinance which sets forth all terms and conditions pursuant to which the Bonds are issued. DEFINITIONS Unless otherwise expressly provided or unless the context clearly requires otherwise, in this Summary of Certain Provisions of the Ordinance the following terms shall have the meanings specified below: "Additional Bonds" means the additional revenue bonds authorized to be issued on a parity with the Bonds and the Previously Issued Bonds in accordance with the terms of the Ordinance. "Fiscal Year" or "Year" means the fiscal year used by the City in connection with the operation of the System. "Fund" means any fund established pursuant to the Ordinance or any ordinance authorizing the issuance of the Previously Issued Bonds and any Additional Bonds. "Interest and Sinking Fund" means the "City of Grapevine, Texas, Waterworks and Sewer System Revenue Bonds Interest and Sinking Fund," previously established and confirmed under the Ordinance. "Net Revenues" means all income, revenues, and receipts of every nature derived from and received by virtue of the operation of the System (including interest income and earnings received from the investment of moneys in the special funds created or confirmed by the Ordinance or ordinances authorizing the issuance of Additional Bonds) after deducting, paying, and making provision for the payment of current expenses of maintenance and operation thereof, including all salaries, labor, materials, repairs and extensions necessary to render efficient service; provided, however, that only such expenses for repairs and extensions as in the judgment of the City Council, reasonably and fairly exercised, are necessary to keep the System in operation and to render adequate service to the City and the inhabitants thereof, or such as might be necessary to meet some physical accident or condition which would otherwise impair any obligations payable from the Net Revenues of the System, shall be deducted in determining "Net Revenues." Contractual payments for the purchase of water or the treatment of sewage shall be a maintenance and operating expense of the System to the extent provided in the contract therefor and as may be authorized by law. Depreciation shall never be considered as an expense of operation and maintenance. "Owner" means the person who is the registered owner of a Bond or Bonds as shown in the Register. "Parity Bond" or "Parity Bonds" means the Previously Issued Bonds, the Bonds and any Additional Bonds at any time outstanding. "Previously Issued Bonds" means the City's Waterworks and Sewer System Revenue Refunding Bonds, Series 1985, dated September 1, 1985, the City's Waterworks and Sewer System Revenue Refunding Bonds, Series 1992, dated August 1, 1992, the City's Waterworks and Sewer System Revenue Bonds, Series 1995, dated July 15, 1995, the City's Waterworks and Sewer System Revenue Bonds, Series 1996, dated October 1, 1996, the City's Waterworks and Sewer System Refunding Revenue Bonds, Series 1997, dated August 1, 1997, the City's Waterworks and Sewer System Revenue Bonds, Series 1999, dated March 1, 1999, and the City's Waterworks and Sewer System Revenue Bonds, Series 2001, dated March 15, 2001. "Prior Ordinances" means the ordinances that authorized the issuance of the Previously Issued Bonds. "Reserve Fund" means the "City of Grapevine, Texas, Waterworks and Sewer System Revenue Bonds Reserve Fund," previously established and confirmed in the Ordinance. "Reserve Fund Requirement" means the amount which is equal to the average annual principal and interest requirements on the Parity Bonds at any time outstanding. "Revenue Fund" means the "City of Grapevine, Texas, Waterworks and Sewer System Revenue Fund," previously established and confirmed in the Ordinance. "System" means the City's existing combined waterworks and sewer system, including all properties (real, personnel or mixed and tangible or intangible) owned, operated and maintained by, and vested in, the City for the supply, treatment and distribution of treated water for domestic, commercial, industrial and other uses and the collection and treatment of water -carried waste, together with all future additions, extensions, replacements, s thereto. 22 SECURITY FOR THE BONDS The Bonds are issued as Additional Bonds on a parity with the Previously Issued Bonds and any Additional Bonds, The Bonds, r together with the outstanding Parity Bonds, are payable from and secured by a first lien on the Net Revenues of the System. The City covenants and agrees that all of the Net Revenues of the System with the exception of those in excess of the amounts required to establish and maintain the funds as provided in the Ordinance are irrevocably pledged to the payment of the Bonds, the outstanding Previously Issued Bonds and any Additional Bonds, together with the interest thereon. The Parity Bonds are special obligations of the City payable solely from the Net Revenues, and the Owners thereof shall never have the right to demand payment thereof out of any other funds raised or to be raised by taxation. FUNDS AND ACCOUNTS Special Funds. The City covenants in the Ordinance that all revenues derived from the operation of the System shall be kept separate from other funds of the City. The Ordinance confirms the establishment of the Revenue Fund, the Interest and Sinking Fund and the Reserve Fund, each to be maintained at a depository bank of the City so long as any of the Parity Bonds are outstanding and unpaid. Flow of Funds. All gross revenues of every nature received from the operation and ownership of the System shall be deposited from day to day as collected into the Revenue Fund, and the reasonable, necessary, and proper expenses of operation and maintenance of the System shall be paid from the Revenue Fund. The revenues of the System not actually required to pay said expenses shall be deposited to the other Funds in the order of priority and in the amounts set forth below: (a) There shall be deposited into the Interest and Sinking Fund, on the first day of each month, such amounts, in equal monthly installments, as will be sufficient to pay the principal of and interest on the Parity Bonds when due, less any amounts already on deposit therein for such purpose derived from the proceeds of the Bonds or from any other lawfully available source. Money on deposit in the Interest and Sinking Fund shall be used to pay the principal of and interest on the Parity Bonds as such principal matures and such interest becomes due. (b) So long as the moneys on deposit in the Reserve Fund are equal to the Reserve Fund Requirement, no deposits need to be made to the credit of the Reserve Fund. Should the Reserve Fund at any time contain less than the Reserve Fund Requirement, then, subject and subordinate to making the required deposits to the Interest and Sinking Fund, the City shall transfer from the Net Revenues in the Revenue Fund to the Reserve Fund, on the first day of each month, a sum equal to not less than 1/60th of the total amount then required to be maintained therein until the Reserve Fund is restored to the Reserve Fund Requirement. The money on deposit in the Reserve Fund may be used to pay the principal of and interest on the Bonds at any time there are not sufficient funds on deposit in the Interest and Sinking Fund for such purpose. The City may, at its option, withdraw all surplus in the Reserve Fund over the Reserve Fund Requirement and deposit the same in the Revenue Fund. Upon issuance of the Bonds, deposits, if any, being made to the Reserve Fund shall be increased to accumulate, within 60 months from the date of the Bonds, an amount equal to the Reserve Fund Requirement. Deficiencies in Funds. If in any month the City shall fail to pay into any Fund the full amounts required, amounts equivalent to such deficiencies shall be set apart and paid into said Fund from the first available and unallocated Net Revenues of the System for the following month or months. Such payments shall be in addition to the amounts otherwise required to be paid into said Fund during such month or months. To the extent necessary, the City shall increase the rates and charges for services of the System to make up for any such deficiencies. Excess Revenues. The Net Revenues of the System, in excess of those necessary to maintain the Funds as required by the Ordinance, or as may be required in connection with the issuance of Additional Bonds, may be used for any lawful purpose. Security and Investment of Funds. Moneys on deposit in the Funds shall be secured in the manner and to the extent required by the laws of the State of Texas. Money in any Fund may, at the option of the City, be placed in time deposits or certificates of deposit secured by obligations of the type hereinafter described, or may be invested, including investments held in book -entry form, in direct obligations of the United States of America, obligations guaranteed or insured by the United States of America, which, in the opinion of the Attorney General of the United States, are secured by its full faith and credit or represent its general obligations, or invested in indirect obligations of the United States of America, including, but not limited to, evidences of indebtedness issued, insured or guaranteed by such governmental agencies as the Federal Land Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Federal Home Loan Banks, Government National Mortgage Association, United States Postal Service, Farmers Home Administration, Federal Home Loan Mortgage Association, Small Business Administration, Federal Housing Association, or Participation Certificates in the Federal Assets Financing Trust; provided that all such deposits and investments are authorized under applicable law and shall be made in such manner as will permit money required to be expended from a fund to be available at the proper time or times for the purposes thereof. Such investments shall be valued each year in terms of current market value as of the last day of the City's fiscal year. Earnings and losses derived from investments held in the Interest and Sinking Fund immediately shall be credited to such Fund. Earnings derived from investments held in the Reserve 23 Fund shall be credited to the Revenue Fund. All such investments shall be sold promptly, when necessary, to prevent any default in connection with the Parity Bonds. ADDITIONAL PARITY BONDS The City may issue Additional Bonds if the following conditions are met: (a) no default exists in connection with any of the covenants or requirements of the Ordinance or ordinances authorizing the issuance of all then outstanding Parity Bonds; (b) the Interest and Sinking Fund and the Reserve Fund each contain the amount then required to be on deposit therein; (c) a Certified Public Accountant certifies to the effect that, in his opinion, the Net Earnings of the System either for the last complete fiscal year of the City, or for any twelve consecutive calendar month period ending not more than ninety days prior to the passage of the ordinance authorizing the issuance of such Additional Bonds, were at least 1-1/4 times the average annual principal and interest requirements for all Parity Bonds to be outstanding after the issuance of the Additional Bonds; the term "Net Earnings," as used in this subparagraph (c), shall mean the Net Revenues of the System excluding and not deducting any charges or disbursements which under standard accounting practice should be charged to capital expenditures; (d) The Additional Bonds are scheduled to mature only on September I or March 1, and the interest thereon is scheduled to be paid on September 1 and March 1; and (e) The ordinance authorizing the issuance of such Additional Bonds provides that the aggregate amount to be accumulated in the Reserve Fund shall be increased to an amount equal to the average annual principal and interest requirements of all Parity Bonds to be outstanding after the issuance of said Additional Bonds. Such additional amount shall be so accumulated within sixty months from the date of the Additional Bonds. REPRESENTATIONS AND COVENANTS Pavment of Bonds and Additional Bonds. While any of the Parity Bonds are outstanding, the City shall make available to the Paying AgentiRegistrar, out of the Interest and Sinking Fund and, if necessary, the Reserve Fund, money sufficient to pay the principal and interest on the Parity Bonds as will mature or as will accrue, as applicable, on each September 1 and March 1, respectively. Rates. The City covenants that it will at all times charge and collect for services rendered by the System rates sufficient to pay all operating, maintenance, replacement expenses, and any other costs deductible in determining Net Revenues and to pay the interest on and the principal of the Parity Bonds, and to establish and maintain the Funds, and that, if the System should become legally liable for any other indebtedness, the City will fix and maintain rates and collect charges for the services of the System sufficient to discharge such indebtedness. Maintenance and Operation; Insurance. While any of the Parity Bonds are outstanding, the City covenants and agrees to maintain the System in good condition and operate it in an efficient manner and at reasonable expense and to maintain insurance on the System, for the benefit of the holder or holders of the Parity Bonds, of a kind and in an amount which usually would be carried by private companies engaged in a similar type of business. Nothing in the Ordinance shall be construed as requiring the City to expend any money which is derived from sources other than the System but nothing shall be construed as preventing the City from doing so. Records: Accounts; Accounting Reports. The City shall keep proper books of records and accounts, separate from all other records and accounts of the City, in which complete and correct entries shall be made of all transactions relating to the System, and shall have said books audited once each fiscal year by a Certified Public Accountant. The City agrees to operate the System and keep its books of records and accounts pertaining thereto on the basis of its current fiscal year; provided, however, that the City Council may change such fiscal year by ordinance duly passed, if such change is deemed necessary by the City Council. Within ninety days after the close of each fiscal year the City will furnish, without cost, to any holder of any outstanding Parity Bonds who may so request, a signed or certified copy of a report by a Certified Public Accountant, covering the next preceding fiscal year, showing the following information: (i) a detailed statement of all gross revenues of the System and all expenses of operation and maintenance thereof for such fiscal year;(ii) balance sheet as of the end of such fiscal year; (iii) an accountant's comment regarding the manner in which the City has complied with the requirements of the Ordinance and his recommendation, if any, for any changes or improvements in the operation of the System; (iv) a list of insurance policies in force at the end of such fiscal year, showing, as to each policy, the risk covered, the amount of the policy, the name of the insurer, and the expiration date; (v) the number of properties connected with the System, and the gross revenues of the System for such fiscal year; (vi) the number of unmetered customers of the System at the end of such fiscal year; (vii) the number of gallons of water through the master meter, the number of gallons of water billed, an estimate of the number of gallons of water used for flushing mains and for 24 fires, and the number of unaccounted gallons of water; and (viii) the total annual billings of the System, and the average monthly bills per customer. Any holder or holders of any Parity Bonds shall have the right at all reasonable times to inspect the System and all records, accounts and data of the City relating thereto. Further Covenants. The City further covenants that: (a) it has the lawful power to pledge the Net Revenues to the payment of the Bonds and has lawfully exercised said power under the Constitution and laws of the State of Texas; that the Parity Bonds shall be ratably secured under such pledge in such manner that one Parity Bond shall have no preference over any other Parity Bond of said issues; (b) other than for the payment of the Previously Issued Bonds and the Bonds, Net Revenues of the System are not in any manner now pledged to the payment of any debt or obligation of the City or of the System except for any debt or obligation which has a pledge of the Net Revenues subject and subordinate to the pledge of the Net Revenues associated withthe Parity Bonds; (c) so long as any Parity Bonds or any interest thereon are outstanding, the City will not sell or encumber the physical properties of the System or any substantial part thereof; provided, however, this covenant shall not be construed to prohibit the sale of such machinery or other properties or equipment which has become obsolete or otherwise unsuited to the efficient operation of the System; (d) no free service of the System shall be allowed, and should the City or any of its agencies or instrumentalities make use of the services and facilities of the System, payment of the reasonable value thereof shall be made by the City out of funds from sources other than the revenues and income of the System; (e) that it will comply with all of the terms and conditions of any and all franchises, permits and authorizations applicable to or necessary with respect to the System, and which have been obtained from any governmental agency; and the City has or will obtain and keep in full force and effect all franchises, permits, authorizations and other requirements applicable to or necessary with respect to the acquisition, construction, equipment, operation and maintenance of the System; (f) that it will not grant any franchise or permit the acquisition, construction or operation of any competing facilities which might be used as a substitute for the System's facilities, and, to the extent that it legally may, the City will prohibit any such competing facilities; and (g) no impact fees assessed pursuant to Chapter 395, Texas Local Government Code, as amended, shall be used or expended in connection with an improvement or expansion of the System that is not identified in a capital improvements plan adopted in accordance with said Chapter. Amendments. The City acknowledges that the covenants and obligations of the City contained in the Ordinance are a material inducement to the purchase of the Bonds. The Ordinance shall constitute a contract with the Owners of the Bonds from time to time, shall be binding on the City, and shall not be amended or repealed by the City so long as any Bond remains outstanding, except as permitted in the Ordinance. The City may, without the consent of or notice to any Owners of Bonds, from time to time and at any time, amend the Ordinance in any manner not detrimental to the interests of the Owners of any Bonds, including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In addition, the City may, with the written consent of Owners of Bonds owning a majority in aggregate principal amount of the Bonds then outstanding and affected thereby, amend, add to or rescind any of the provisions of this Ordinance; provided that, without the consent of all Owners of outstanding Bonds, no such amendment, addition or rescission shall (i) extend the time or times of payment of the principal of, premium, if any, and interest on the Bonds, reduce the principal amount thereof, the redemption price therefor or the rate of interest thereon, or in any other way modify the terms of payment of the principal of, premium, if any, or interest on the Bonds, (ii) give any preference to any Bond over any other Bond, or (iii) reduce the aggregate principal amount of Bonds required for consent to any such amendment, addition or rescission. Provisions Concerning Federal Income Tax Exclusion. The City intends that the interest on the Bonds shall be excludable from gross income for purposes of federal income taxation pursuant to sections 103 and 141 through 150 of the Internal Revenue Code of 1986, as amended (the "Code"), and applicable Income Tax Regulations (the "Regulations"). The City covenants and agrees 25 not to take any action, or knowingly omit to take any action within its control, that if taken or omitted, respectively, would cause the interest on the Bonds to be includable in gross income, as defined in section 61 of the Code, of the holders thereof for purposes of federal income taxation. The City covenants and agrees to comply with each requirement set forth in the Ordinance relating to the tax exempt status of the Bonds; provided, however, that the City shall not be required to comply with any particular requirement of the Ordinance if the City has received an opinion of nationally recognized bond counsel ("Counsel's Opinion") that such noncompliance will not adversely affect the exclusion from gross income for federal income tax purposes of interest on the Bonds or if the City has received a Counsel's Opinion to the effect that compliance with some other requirement set forth in the Ordinance will satisfy the applicable requirements of the Code, in which case compliance with such other requirement specified in such Counsel's Opinion shall constitute compliance with the corresponding requirement specified in the Ordinance. DEFAULT AND REMEDIES Remedies in Event of Default. ... In addition to all the rights and remedies provided by the laws of the State of Texas, the City covenants and agrees that in the event the City (i) defaults in payments to be made to the Interest and Sinking Fund and Reserve Fund as required by this Ordinance or (ii) defaults in the observance or performance of any other of the covenants, conditions or obligations set forth in this Ordinance, the Owner of any Parity Bond shall be entitled to a writ of mandamus issued by a court of proper jurisdiction compelling and requiring the City Council and other officers of the City to observe and perform any covenant, condition or obligation prescribed in this Ordinance. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power, or shall be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. The specific remedies herein provided shall be cumulative of all other existing remedies and the specification of such remedies shall not be deemed to be exclusive. Notwithstanding any other provision of the Ordinance, the right to accelerate the debt evidenced by the Bonds shalt not be available as a remedy under this Ordinance. DISCHARGE The Bonds may be defeased, discharged or refunded in any manner permitted by applicable law (Remainder of Page Intentionally Left Blank) 26 TAX MATTERS TAX E.xENn r[ov ... In the opinion of Vinson & Elkins L.L.P., Bond Counsel, (i) interest on the Bonds is excludable from gross r income for federal income tax purposes under existing law and (ii) the Bonds are not "private activity bonds" under the Internal Revenue Code of 1986, as amended (the "Code"), and interest on the Bonds 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, 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 Ordinance that it will comply with these requirements. Bond Counsel's opinion will assume continuing compliance with the covenants of the Ordinance pertaining to those sections of the Code which affect the exclusion from gross income of interest on the Bonds for federal income tax purposes and, in addition, will rely on representations by the City, the City's Financial Advisor and the Underwriter with respect to matters solely within the knowledge of the City, the City's Financial Advisor and the Underwriter, respectively, which Bond Counsel has not independently verified. Bond Counsel will further rely on the report of Grant Thornton LLP, certified public accountants, regarding the mathematical accuracy of certain computations. If the City should fail to comply with the covenants in the Ordinance or if the foregoing representations should be determined to be inaccurate or incomplete, interest on the Bonds could become taxable from the date of delivery or report the Bonds, 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, is included in a corporation's "adjusted current earnings," ownership of the Bonds 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, received or accrued during the year. Except as stated above, and as stated below in "Tax Accounting Treatment of Original Issue Discount Bonds", 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. Prospective purchasers of the Bonds 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, taxpayers owning an interest in a FASIT that holds 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. These categories of prospective purchasers should consult their own tax advisors as to the applicability of these consequences. 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. Moreover, Bond Counsel's opinions are not a guarantee of result and are not binding on the Internal Revenue Service (the "Service"); rather, such opinions represent Bond Counsel's legal judgment based upon its review of existing law and in reliance upon the representations and covenants referenced above that it deems relevant to such opinions. The Service has an ongoing audit program to determine compliance with rules that relate to whether interest on state or local obligations is includable in gross income for federal income tax purposes. No assurance can be given whether or not the Service will commence an audit of the Bonds. If an audit is commenced, in accordance with its current published procedures the Service is likely to treat the City as the taxpayer and the Owners may not have a right to participate in such audit. TAx ACCOUNTING TREATMENT OF ORIGINAL ISSUE DISCOUNT BONDS... The initial public offering price for certain of the Bonds may be less than the principal amount thereof (the "Original Issue Discount Bonds"). 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, and (ii) the initial offering price to the public of such Original Issue Discount Bond constitutes original issue discount with respect to such Original 27 Issue Discount Bond in the hands of any owner who has purchased such Original Issue Discount Bond in the initial public offering of the Bonds; 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 equal to that portion of the amount of such original issue discount allocable to the period that such Original Issue Discount Bond continues to be owned by such owner. In the event of the redemption, sale or other taxable disposition of such Original Issue Discount Bond prior to stated maturity, however, the amount realized by such owner in excess of the basis of such Original Issue Discount Bond 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 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 under the caption "Tax Exemption" generally applies, except as otherwise provided below, to original issue discount on an Original Issue Discount Bond held by an owner who purchased such Bond at the initial offeringprice in the initial public offering of the Bonds, and should be considered in connection with the discussion in this portion of the Official Statement.) In rendering the foregoing opinion, Bond Counsel will assume, in reliance upon certain representations of the Underwriter, that (a) the Underwriter has purchased the Bonds for contemporaneous sale to the public and (b) all of the Original Issue Discount Bonds 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 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 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 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 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 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 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 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. Public awareness of any future audit of the Bonds could adversely affect the value and liquidity of the Bonds during the pendency of the audit regardless of the outcome of the audit. 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. The City is required to observe the agreement for so long as it remains obligated to advance funds to pay the Bonds. 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. A.NYliAL 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 Official Statement under Tables numbered 1 through 10 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 2002. 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"). 28 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 is 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 audited such 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. O. 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, if such event is material to a decision to purchase or sell Bonds: (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; (7) modifications to rights of holders of the Bonds; (8) Bond calls; (9) defeasances; (10) release, substitution, or sale of property securing repayment of the Bonds; and (11) rating changes. (Neither the Bonds nor the Ordinance make any provision for liquidity enhancement.) 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 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. U.N[ITATIONS AND A.,vIENDNtENTS ... 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 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 may seek a writ of mandamus to compel the City to comply with its agreement. 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 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 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. 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 in the primary offering of the Bonds. 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. 29 OTHER LNFORVMATION RATINGS The presently outstanding revenue debt of the City is rated "A3" 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 reflects only the respective views of such organizations 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. 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 FOR SALE The sale of the Bonds 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 have not been qualified under the Securities Act of Texas in reliance upon various exemptions contained therein; nor have the Bonds been qualified under the securities acts of any jurisdiction. The City assumes no responsibility for qualification of the Bonds under the securities laws of any jurisdiction in which the Bonds may be sold, assigned, pledged, hypothecated or otherwise transferred. This disclaimer of responsibility for qualification for sale or other disposition of the Bonds shall not be construed as an interpretation of any kind with regard to the availability of any exemption from securities registration provisions. LEGAL LNYESTNIENTS AND ELIGIBILITY TO S ECU RE PUBLIC FUNDS IN TECAs Section 1201.041 of the Public Security Procedures Act (Chapter 1201, Texas Government Code) provides that the Bonds are negotiable instruments governed by Chapter 3, 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 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 be assigned a rating of "A" or its equivalent as to investment quality by a national rating agency. See "OTHER INFORiMATION - Ratings" herein. In addition, various provisions of the Texas Finance Code provide that, subject to a prudent investor standard, the Bonds 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 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 are legal investments for various institutions in those states. LEGAL NLATTERS The City will furnish a complete transcript of proceedings incident to the authorization and issuance of the Bonds, including the approving legal opinion of the Attorney General of the State of Texas to the effect that the Initial Bond is a valid and binding obligation of the City, and based upon examination of such transcript of proceedings, the approving legal opinion of Bond Counsel to the effect that the Bonds issued in compliance with the provisions of the Ordinance are valid and legally binding special obligations of the City and the interest on such Bonds is excludable from gross income for federal income tax purposes under existing law and the Bonds are not private activity bonds, subject to the matters described under "Tax Matters" herein. A form of such opinion is attached hereto as Appendix C. Bond Counsel did not take part in the preparation of the 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 in the Official Statement under the captions "Plan of Financing" (except for the subcaption "Sources and Uses of Funds," "The Bonds" (except for the subcaption "Book -Entry -Only System"), "Tax Matters" and "Continuing Disclosure of Information" (except under the subcaption "Compliance with Prior Undertakings") and the subcaptions "Legal Investments and Eligibility to Secure Public Fund in Texas", and "Legal Matters" under the caption "Other Information" and is of the opinion that the information relating to the Bonds and the Ordinance contained therein fairly and accurately describe the provisions thereof. The legal fees to be paid Bond Counsel for services rendered in connection with the issuance of the Bonds are contingent on the sale and delivery of the Bonds. The legal opinion will accompany the Bonds deposited with DTC or will be printed on the Bonds in the event of the discontinuance of the Book -Entry -Only System. Certain legal matters will be passed upon for the Underwriter by Fulbright & Jaworski L.L.P., Dallas, Texas, Counsel to the Underwriter. 30 AUTHENTICITY OF FINANCIAL DATA AND OTHER LYFORN ATION 014 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 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. FINANCIAL ADVISOR First Southwest Company is employed as Financial Advisor to the City in connection with the issuance of the Bonds. The Financial Advisor's fee for services rendered with respect to the sale of the Bonds is contingent upon the issuance and delivery of the Bonds. First Southwest Company, in its capacity as Financial Advisor, 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 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 Official Statement. The Financial Advisor has reviewed the information in this 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. VERIFICATION OF ARITH�NIETICALAYDiinkTHENIATICALCOMPUTATIONS The arithmetical accuracy of certain computations included in the schedules provided by First Southwest Company on behalf of the City relating to (a) computation of forecasted receipts of principal and interest on the Federal Securities and the forecasted payments of principal and interest to redeem the Refunded Bonds and (b) computation of the yields of the Refunding Bonds and the restricted Federal Securities were verified by Grant Thornton LLP, certified public accountants. Such computations were based solely on assumptions and information supplied by First Southwest Company on behalf of the City. Grant Thornton LLP has restricted its procedures to verifying the arithmetical accuracy of certain computations and has not made any study or evaluation of the assumptions and information on which the computations are based and, accordingly, has not expressed an opinion on the data used, the reasonableness of the assumptions, or the achievability of the forecasted outcome. UNDERWRITING The Underwriter has agreed, subject to certain conditions, to purchase the Bonds from the City, at an underwriting discount of S . The Underwriter will be obligated to purchase all of the Bonds if any Bonds are purchased. The Bonds to be offered to the public may be offered and sold to certain dealers (including the Underwriter and other dealers depositing Bonds into investment trusts) at prices lower than the public offering prices of such Bonds, and such public offering prices may be changed, from time to time, by the Underwriter. FORWARD LOOKING S TATEMENTS The statements contained in this Official Statement, and in any other information provided by the City, that are not purely historical, are forward-looking statements, including statements regarding the City's expectations, hopes, intentions, or strategies regarding the future. Readers should not place undue reliance on forward-looking statements. All forward looking statements included in this Official Statement are based on information available to the City on the date hereof, and the City assumes no obligation to update any such forward-looking statements. It is important to note that the City's actual results could differ materially from those in such forward-looking statements. The forward-looking statements herein are necessarily based on various assumptions and estimates and are inherently subject to various risks and uncertainties, including risks and uncertainties relating to the possible invalidity of the underlying assumptions and estimates and possible changes or developments in social, economic, business, industry, market, legal and regulatory circumstances and conditions and actions taken or omitted to be taken by third parties, including customers, suppliers, business partners and competitors, and legislative, judicial and other governmental authorities and officials. Assumptions related to the foregoing involve judgments with respect to, among other things, future economic, competitive, and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the City. Any of such assumptions could be inaccurate and, therefore, there can be no assurance that the forward-looking statements included in this Official Statement would prove to be accurate. 31 MISCELLANEOUS The financial data and other information contained herein have been obtained from the City's 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 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. The Ordinance authorizing the issuance of the Bonds will also approve the form and content of this Official Statement, and any addenda, supplement or amendment thereto, and authorize its further use in the reoffering of the Bonds by the Underwriter. ATTEST: Isr" LINDA HUFF City Secretary City of Grapevine, Texas 32 /sl WILLIAM D. TATE Mayor City of Grapevine, Texas Schedule I SCHEDULE OF REFUNDED BONDS Waterworks and Sewer System Revenue Refunding Bonds, Series 1992 The 2003- 2010 maturities will be redeemed prior to original maturity on November 7, 2002 at par. Waterworks and Server System Revenue Bonds, Series 1995 Principal Original Original Interest Amount Dated Date Maturity Rate Outstanding 8/1/1992 9`1/2003 5.400% S 375,000 9/l/2004 5.500% 400,000 9/1/2005 5.600% 420,000 9/1/2006 5.750% 445,000 9/1/2007 5.750% 470,000 9/1/2008 5.750% 500,000 9/1/2009 6.000% 530,000 9/1/2010 6.000% 565,000 The 2003- 2010 maturities will be redeemed prior to original maturity on November 7, 2002 at par. Waterworks and Server System Revenue Bonds, Series 1995 The 2008 - 2015 maturities will be redeemed prior to original maturity on September 1, 2005 at par. 33 Principal Original Original Interest Amount Dated Date Maturity Outstanding 7/15/1995 9/1/2008 5.400% S 225,000 9/1/2009 5.500% 240,000 9/1/2010 5.500% 250,000 9/1/2011 5.600% 265,000 9/1/2012 5.625% 280,000 9/1/2013 5.625% 295,000 9/1/2014 5.625% 310,000 9/1/2015 5.625% 325,000 The 2008 - 2015 maturities will be redeemed prior to original maturity on September 1, 2005 at par. 33 APPENDIX A GENERAL INFORMATION REGARDING THE CITY THE CITY ... 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 497 full-time staff members. POPULATION. .. The City has had significant population growth during the past several years. These population estimates are as follows: Year 1970 Population 7,023 Source U.S. Census Year 1991 Population 30,300 Source City Estimate 1980 11,801 U.S. Census 1992 31,400 City Estimate 1981 15,245 Grapevine Community Profile 1993 31,902 City Estimate 1982 16,183 Grapevine Community Profile 1994 32,727 City Estimate 1983 18,121 Grapevine Community Profile 1995 33,211 City Estimate 1984 19,405 Grapevine Community Profile 1996 34,950 City Estimate 1985 22,002 Grapevine Community Profile 1997 36,000 City Estimate 1986 24,493 Grapevine Community Profile 1998 37,946 City Estimate 1987 25,853 Grapevine Community Profile 1999 39,190 City Estimate 1988 27,132 City Estimate 2000 42,059 U.S. Census 1989 27,257 City Estimate 2001 42,443 City Estimate 1990 29,202 U.S. Census 2002 44,390 City Estimate ECONOMICS... The proximity of the Dallas/Fort Worth International Airport ("DFW") greatly influences both industrial and u„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 5330,000 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 September Annual Annual Annual Annual Annual 29.01_ 2000. 1999 1998 1997 1996 Labor Force 22,567 21,757 21,309 20,796 20,096 19,790 Employed 22,032 21,393 20,956 20,430 19,705 19,377 Unemployed 535 364 353 366 391 413 Percent of Unemvloved 2.37% 1.67% 1.66% 1.76% 1.95% 2.09% A-1 I�LAJOR F-NiPLOVERS ( mmpan;4 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. Estimated Number of 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 Equioment Manufacturina 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. BuILD►NG PERMITS... The number and value of building permits issued by the City are: Fiscal ('nmmerrial Permits Residential P rmitc Total Year Number Number Number Ended of Dollar of Dollar of Dollar 9/30 Permits VAhle Pp=itc Value Permits Value. 1997 39 S 105,827,449 182 S 40,113,663 221 S 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 2001 53 364,294,642 89 12,445,025 142 376,739,667 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, ajogging 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. TRA-woRTAT[oN... 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/TraiIways 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. IS 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 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 1992 9,459 1983 3,732 1993 10,878 1984 4,037 1994 10,957 1985 4,675 1995 11,316 1986 5,617 1996 12,373 1987 6,107 1997 12,893 1988 6,604 1998 13,319 1989 7,156 1999 13,159 1990 7,984 2000 13,615 1991 8.706 2001 14,276 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: Cn11Pgell fniverci : I nratinn 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 APPENDIX B EXCERPTS FROM THE CITY OF GRAPEVINE, TEXAS ANNUAL FINANCIAL REPORT For the Year Ended September 30, 2001 The information contained in this Appendix consists of excerpts from the City of Grapevine, Texas Annual Financial Report for the Year Ended September 30, 2001, and is not intended to be a complete statement of the City's financial condition. Reference is made to the complete Report for further information. I H1E CB i �T{ Or' t".7RHYPE VIII IE, I E /A FISCAL YEAR ENDED SEPTEMBER 30, 2001 10, COMPREHENSIVE ANNUAL FINANCIAL REPORT FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2001 CITY OF GRAPEVINE, TEXAS HOME RULE, COUNCIL-MANAGER FORM OF GOVERNMENT Ted R. Ware Shane Wilbanks Sharron Spencer William D. Tate MAYOR CITY COUNCIL Nelson Roger0 CITY MANAGER Bruno Rumbelow ASSISTANT CITY MANAGER William A. Gaither DIRECTOR OF ADMINISTRATIVE SERVICES Prepared by: Administrative Services Department Darlene Freed Clydene Johnson Roy Stewart CITY OF GRAPEVINE, TEXAS COMPREHENSIVE ANNUAL FINANCIAL REPORT FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2001 TABLE OF CONTENTS Exhibit Page INTRODUCTORY SECTION Title Page Table of Contents i -iii Transmittal Letter I -VII Certificate of Achievement VIII Organizational Chart IX Principal Officials X FINANCIAL SECTION Independent Auditors' Report 1 General Purpose Financial Statements: Combined Balance Sheet - All Fund Types and Account Groups and Discretely Presented Component Units 1 3-6 Combined Statement of Revenues, Expenditures and Changes in Fund Balances - All Governmental Fund Types, Expendable Trust Fund and Discretely Presented Component Units 2 7-8 ,x Combined Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual - General, Budgeted Special Revenue and Debt Service Funds 3 9-10 Combined Statement of Revenues, Expenses and Changes in Retained Earnings - All Proprietary Fund Types 4 - 11 Combined Statement of Cash Flows - All Proprietary Fund Types S 12 Notes to the Financial Statements 13-35 Statement/ Schedule Page Combining, Individual Fund and Account Group Financial Statements and Schedules: Governmental Fund Types: General Fund: 36 Combining Balance Sheet A-1 37 Combining Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual A-2 38-39 Special Revenue Funds: 39 Combining Balance Sheet B-1 40 Combining Statement of Revenues, Expenditures and Changes in Fund Balances B-2 41 Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual - Hotel Occupancy Tax Fund B-3 43 i CITY OF GRAPEVINE, TEXAS COMPREHENSIVE ANNUAL FINANCIAL REPORT FOR THE FISCAL YEAR ENDED SEPTEMBER 34, 2001 TABLE OF CONTENTS Statement/ Schedule Page Debt Service Funds: 44 Combining Balance Sheet C-1 45 Combining Statement of Revenues, Expenditures and Changes in Fund Balances C-2 46 Combining Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual C-3 47 Capital Projects Funds: 48 Combining Balance Sheet D-1 49-50 Combining Statement of Revenues, Expenditures and Changes in Fund Balances D-2 51-52 Proprietary Fund Types: Enterprise Funds: 53 Combining Balance Sheet E-1 54-55 Combining Statement of Revenues, Expenses and Changes in Retained Earnings E-2 56-57 Combining Statement of Cash Flows E-3 58 Internal Service Funds: 59 Combining Balance Sheet F-1 60 Combining Statement of Revenues, Expenses and Changes in Retained Earnings F-2 61 Combining Statement of Cash Flows F-3 62 Fiduciary Fund Types: Trust and Agency Funds: 63 Balance Sheet G-1 64 Statement of Revenues, Expenditures and Changes in Fund Balance - Expendable Trust Fund G-2 65 Statement of Changes in Assets and Liabilities - Agency Fund G-3 66 General Fixed Assets Account Group: 67 Schedule of General Fixed Assets - By Sources H-1 68 Schedule of General Fixed Assets - By Function and Activity H-2 69-70 Schedule of Changes in General Fixed Assets - By Function and Activity H-3 71 ii CITY OF GRAPEVINE, TEXAS i COMPREHENSIVE ANNUAL FINANCIAL REPORT FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2001 TABLE OF CONTENTS Table Page STATISTICAL SECTION (Unaudited)' General Governmental Expenditures by Function - Last Ten Fiscal Years 1 72 General Governmental Revenues by Source - Last Ten Fiscal Years 2 73-74 General Governmental Tax Revenues by Source - Last Ten Fiscal Years 3 75 Property Tax Levies and Collections - Last Ten Fiscal Years 4 76 Assessed and Estimated Actual Value of Taxable Property - Last Ten Fiscal Years 5 77 Property Tax Rates - Direct and Overlapping Governments (per $100 of assessed value) - Last Ten Fiscal Years 6 78 Computation of Legal Debt Margin 7 79 Ratio of Net General Bonded Debt to Assessed Value and Net Bonded Debt Per Capita - Last Ten Fiscal Years 8 80 Computation of Direct and Overlapping Debt 9 81 Ratio of Annual Debt Service Expenditures for General Bonded Debt to Total General Expenditures - Last Ten Fiscal Years 10 82 Revenue Bond Coverage Water and Sewer Bonds - Last Ten Fiscal Years 1 i 83 Demographic Statistics - Last Ten Fiscal Years 12 84 Property Value and Construction - Last Ten Fiscal Years 13 85 Principal Taxpayers 14 86 Miscellaneous Statistics 15 87 February 15, 2002 Citizens of Grapevine, Honorable Mayor, Members of City Council, and City Manager City of Grapevine Grapevine, Texas: Submitted herewith is the Comprehensive Annual Financial Report of the City of Grapevine, Texas for the fiscal year ended September 30, 2001. The City's Administrative Services Department issued this report. Responsibility for both the accuracy of iiia preSellted data aid the completeness and fairness of the presentation, including all disclosures, rests with the City. In preparing this report our efforts were concentrated in various areas, attempting to conform to the principles and standards of public financial reporting as recommended by the Government Finance Officers Association and the Governmental Accounting Standards Board (GASB). Our intention is to continue to comply with the guidelines as promulgated by the GASB. In our opinion, this report is in compliance with all guidelines and restatement publications and is qualified to be judged in conformance. This comprehensive annual financial report is presented in three sections: introductory, financial and statistical. The introductory section includes this transmittal letter, the City's organizational chart, and a list of principal officials. The financial section contains the general-purpose financial statements and the combining and individual fund and account group financial statements and schedules, as well as the Independent Auditor's report on the general purpose financial statements and schedules. Finally, the statistical section presents a variety of demographic information and financial indices, generally for the past ten fiscal years. This report includes all of the funds and account groups of the City in addition to all activities for which the City Council is financially accountable. The City provides the full range of municipal services contemplated by statute or charter including public safety (police and fire), sanitation, health, culture, recreation, public improvements, planning and zoning, and general administrative services. Elementary and Secondary education services within the City are provided by the Grapevine- Colleyville Independent School District. The City Council is not financially accountable for the District and, accordingly, financial data for the District is not included in the general-purpose financial statements in this report. The Grapevine-Colleyville School District Tax Office collects property taxes for the City, in cooperation with the City of Coileyville as a separate entity. ECONOMIC CONDITION AND OUTLOOK The City of Grapevine, located in the heart of the Dallas/Fort Worth metroplex, had a 12% increase in sales tax revenues for fiscal year 2001, a $1,707,573 increase over fiscal year 2000. A five- year history of sales tax revenues for the City of Grapevine shows a compound growth rate of 24%. Property tax collections were up $1,161,596, an increase of 6%. For fiscal year 2001 the City issued permits for new commercial development and single family residential building permits for a total construction value of $376,739,667. The value of commercial permits in FY 2001 totaled over $364 million. Property values that totaled $4.37 billion have increased an average of 10.0% over the last five years. The City of Grapevine established TIF Zone #2 on December 8, 1998. The new TIF zone will be used for the development of public improvements at the new Opryland Hotel in the amount of $27.5 million and the Zone will be using January 1, 1999 as the base year. The proposed development will be in excess of $300 million and construction and opening should be open in late 2004. MAJOR INITIATIVES On November 20, 2001, the City approved a resolution to issue equipment notes not to exceed $1,300,000. On December 12, 2001, the Industrial Development Corporation Board approved a resolution expressing interest to issue tax-exempt bonds in the amount of $6,500,000. The funds will be loaned to Aero DFW. The bonds are corporate obligations of the company and are not secured by any funds or revenues of either the industrial Development Corporation or the City. The cost to the City wiii be minimal. FINANCIAL INFORMATION One of the objectives of the City's financial accounting system is to provide adequate internal controls. Internal controls are designed to provide reasonable, but not absolute, assurance regarding the safeguarding of assets against loss from unauthorized use or disposition and the reliability of financial records for preparing financial statements and maintaining accountability for assets. The concept of reasonable assurance recognizes that the cost of a control should not exceed the benefits likely to be derived, and the evaluation of costs and benefits requires estimates and judgement by management. We believe that the City's internal controls adequately safeguard assets and provide reasonable assurance of proper recording of financial transactions. The various funds and account groups presented in this financial report were created under the authority of the charter of the City of Grapevine, Texas, as amended up to and including September 30, 2001, and, additionally, by the authority of the State of Texas as outlined in Vernon's Annotated Civil Statutes. A description of the funds used by the City and their purpose and the basis of accounting for transactions can be found in Note 1 of the Notes to General Purpose Financial Statements. Budgetary Controls Budgetary control is accomplished by the adoption of an annual operating budget for the General Fund, Special Revenue Funds and Debt Service Fund. Detailed control is maintained at the line item level by encumbering available funds at the time a purchase order is written. Encumbrances do not lapse at fiscal year end. The City Manager is authorized to transfer budgeted amounts between departments within any fund; however, any revisions that alter the total expenditures of any fund must be approved by the City Council. I� General Governmental Functions Revenues derived from general governmental functions and Fiduciary Fund type (General, Special Revenue, Debt Service Funds, Capital Projects and Expendable Trust Fund) in fiscal year 2000-2001 totaled $64,590,773. This was an increase of $8,879,672 (16%) over 1999-2000. The increases were due to expansion in the level of service in the Special Revenue Fund and increased revenues from ad valorem taxes. Interest income increased $1,177,071 due to new bond issues during the last quarter of fiscal year 2000. Intergovernmental revenues increased $4,307,552 due to the City's purchase of the Palace Theater from the Heritage Foundation. The following table presents a summary of Governmental Fund types and Expendable Trust Fund revenues for the current fiscal year (as shown in Exhibit 2) and the amount and percentage of increases and decreases in relation to prior year revenues: Current tax collections were 98.8 percent of the tax levy, a change from last year's collection rate of 99.4 percent. Current and delinquent tax collections amounted to 99,1 percent of the tax levy, The outstanding delinquent tax balance increased from 2.7 percent of the tax levy in 2000 to 2.8 percent of the tax levy in 2001. Allocation of the property tax levy for 2001 and the preceding two years are as follows (amounts per $100 of assessed value): Purpose FY 2001 FY 2000 Increase Increase $.1896 $.2020 Percent (Decrease) (Decrease) Revenues Amount of Total from FY00 from FY00 Taxes $44,685,142 70% $3,172,405 8 % Licenses and Permits 1,146,428 2% (348,000) (23)% Intergovernmental 4,538,110 7% 4,307,552 19% Charges for services 7,274,012 11% 781,034 11 % Fines and Forfeitures 2,149,638 3% (210,390) (9)% Interest & Misc. 4,797,443 7% 1,177,071 32% Total Revenues $64.590,773 100% $8,879,672 16% Current tax collections were 98.8 percent of the tax levy, a change from last year's collection rate of 99.4 percent. Current and delinquent tax collections amounted to 99,1 percent of the tax levy, The outstanding delinquent tax balance increased from 2.7 percent of the tax levy in 2000 to 2.8 percent of the tax levy in 2001. Allocation of the property tax levy for 2001 and the preceding two years are as follows (amounts per $100 of assessed value): Purpose FY 2001 FY 2000 FY1999 General Fund $.1896 $.2020 $.2187 General Obligation Debt .1854 .1780 .1663 Total Tax Rate $L3750.3800 5.3850 FY 2001 FY 2000 FY1999 Property Value $4,355,784,534 $4,177,920,179 $3,994,671,130 The current and prior year's tax rates are well under the maximum tax rate of $2.50 per $100.00 valuation limit permitted by the Texas Constitution. The City does not anticipate reaching this legal debt limit anytime in the foreseeable future. 0 The following table reflects the number of building permits issued and the total value by classification for the past three years, FY 2000-1999 Value (000) Number 5 56,041 211 84,742 56 5140,783 267 FY 1999-1998 Value (000) Number $21,027 185 59,920 32 580,947 217 Single family residence starts, included in residential above, in the City of Grapevine totaled 89 units in fiscal year 2000-2001. Total residential and commercial construction permit value was $364,294,642 for the year. Construction in Grapevine generated $1,146,428, in permit revenues for municipal operations, a 23% decrease from 2000. Tax revenues were up by $3,172,405 over FY 2000 due to continued increases in franchise fees, property tax, sales taxes and hotel tax revenues. Fines and Forfeitures were down by $210,390 in fiscal year 2001 over 2000, a 9% decrease The following schedule presents a summary of Governmental Fund types and Expendable Trust Fund expenditures for the fiscal year ended September 30, 2001 (as shown in Exhibit 2) and the percentages of increases and decreases in relation to prior year amounts. FY 2001-2000 Value Classification (000) Number Residential $ 12,445 89 Commercial 364,295 53 Totals $ 376,740 142 FY 2000-1999 Value (000) Number 5 56,041 211 84,742 56 5140,783 267 FY 1999-1998 Value (000) Number $21,027 185 59,920 32 580,947 217 Single family residence starts, included in residential above, in the City of Grapevine totaled 89 units in fiscal year 2000-2001. Total residential and commercial construction permit value was $364,294,642 for the year. Construction in Grapevine generated $1,146,428, in permit revenues for municipal operations, a 23% decrease from 2000. Tax revenues were up by $3,172,405 over FY 2000 due to continued increases in franchise fees, property tax, sales taxes and hotel tax revenues. Fines and Forfeitures were down by $210,390 in fiscal year 2001 over 2000, a 9% decrease The following schedule presents a summary of Governmental Fund types and Expendable Trust Fund expenditures for the fiscal year ended September 30, 2001 (as shown in Exhibit 2) and the percentages of increases and decreases in relation to prior year amounts. Interest & Fiscal Charges 7,815,282 9% 1,390,941 22% Total Expenditures 580,309.378 100% 518,356.018 30% General Governmental and Expendable Trust Fund expenditures increased by $18,356,018. Cultural and recreational expenditures increased $1,735,749 due to increased activity for development of the trail system. Capital Outlays increased $6,528,415 due to the purchase of the Palace Theater. Principal payments increased $5,557,848 and Interest & Fiscal charges increased $1,390,941 due to new bond payments on the TIF #2 Bonds. Public Safety expenditures increased $2,236,117 due to increases in salaries and wages for operations. 9 Increase Increase Percent (Decrease) (Decrease) Expenditures Amount of Total from FY2000 from FY2000 General Government 6,180,556 12% 5 497,319 9% Public Safety 17,640,884 21% 2,236,117 15% Culture & Recreation 13,717,180 17% 1,735,749 14% Public Works 6,067,277 7% 409,629 7% Capital Outlay 19,973,199 23% 6,528,415 49% Debt Service: Principal 8,915,000 11% 5,557,848 165% Interest & Fiscal Charges 7,815,282 9% 1,390,941 22% Total Expenditures 580,309.378 100% 518,356.018 30% General Governmental and Expendable Trust Fund expenditures increased by $18,356,018. Cultural and recreational expenditures increased $1,735,749 due to increased activity for development of the trail system. Capital Outlays increased $6,528,415 due to the purchase of the Palace Theater. Principal payments increased $5,557,848 and Interest & Fiscal charges increased $1,390,941 due to new bond payments on the TIF #2 Bonds. Public Safety expenditures increased $2,236,117 due to increases in salaries and wages for operations. 9 General Fund Balance. The ending fund balance for fiscal year 2000-2001, decreased by $73,981 from $7,732,646 to $7,658,665. Expenditures, which include the purchase of the Palace Theater in the amount of $ 4,357,000, exceeded revenues by $3,510,725, planned operating transfers for capital projects and debt retirement totaled $1,295,979. The ending fund balance provides 70 days of operations based on FY 01 expenditures. This exceeds the fund balance guidelines of 60 days as established by the City Council in 1991. Enterprise Operations. The customer base of the City's Water and Sewer Enterprise Fund continued to grow during fiscal year 2000-2001 as the number of water customers increased to 12,951 up 207 customers from the prior year's total of 12,744. The amount of water usage totaled 3,060,023,000 gallons, a 14% decrease from the amount used in fiscal year 1999-2000. Operating revenues increased $905,685 over FY2000 levels due to increases in water and sewer rates as of October 1, 2000. Operating expenses increased $675,898 mainly due to higher cost of water purchased. In February 2002 the city approved a $2.7 million contract for construction of a 2.0 million - gallon water tower. The current water and sewer rates are as of 9/30/01: Water Rates Residential and Commercial Service (Monthly) First 2,0000 gallons minimum additional 1,000 gallons Sewer Rates Residential Service (Monthly) First 2,000 gallons minimum Each additional 1,000 gallons New Rate $9.15 2.57 New Rate $7.31 3.05 Residential customers are billed upon the lower of actual consumption or a three month winter average based upon December, January and February aggregate consumption with a maximum of 15,000 gallons. Commercial Service (Monthly) First 2,000 gallons minimum Each additional 1,000 New Rate $10.79 3.05 During fiscal year 2000-2001, the Lake Enterprise Fund realized a net loss from golf course operations of $362,349. Total rounds of golf decreased by 3,293 in 2001 with 71,562 rounds in 2001 74,855 in 2000 due to course remodeling and expansion. V Debt Administration. General obligation bonds (gross bonded debt) outstanding as of September 30, 2001 totaled $75,600,000, which is directly tax supported. The ratio of net bonded debt to assessed valuation and the amount of bonded debt per capita are useful indicators of the City's debt position to municipal management, citizens and investors. These data for the City at the end of fiscal year 2000-2001 were as follows: Net direct bonded debt $68,268,532 Ratio of debt to assessed value (100°% of market) 1.56% Net bonded debt per capita $1,537 The ratio of debt service expenses to total general expenditures is 25.9% in FY2001 and 17.4% in FY 2000. The bond ratings for the City of Grapevine are as follows: Type of Bond Moody's Standard & Poor's General Obligation Bonds Al A+ Revenue Bonds Baal A Cash Management. The City of Grapevine has designated the Texas Bank of Grapevine as the City depository. The City invests in Certificates of Deposit, TexPool, Logic, Treasury Bills and Agency Discount Notes. The investment program of the City resulted in interest revenue of $5,422,479 for all lands for the fiscalycar ended September '00, 2001 . 'In_.nei eSt in%Gme ii%i eaScv over One million dollars. " a 28% increase. Interest income increased due to new bonds issues during the last quarter of fiscal year 2000, the proceeds of which were invested until needed. The City's investment policy is to minimize credit and market risks while maintaining a competitive yield on its portfolio. The City's investment strategies include using cash flow analysis to purchase securities which can be held to maturity. This practice lessens the impact which rising interest rates have on the portfolio's valuation changes. All Certificates of Deposit are fully collateralized and the collateral is held by a trustee bank in the City's name and are classified in the lowest risk category. Investments in the deferred compensation plan are held by the third party plan administrator. Risk Management. Manages and directs the Self Insurance Retention Plan (SIR); procures insurance protection for City assets; directs safetylloss control; conducts risk inspections and safety training; administers claims including litigation and subrogation; directs the City Self Insured Major Medical Health Plan for all employees and dependents; reviews contractual agreements for compliance; writes all insurance specifications for third party contracts and coordinates all litigation and legal services with insurance carriers and City Attorney. BLENDED COMPONENT UNITS AND DISCRETELY PRESENTED COMPONENT UNITS The City of Grapevine has the following component units: Industrial Development Corporation; Heritage Foundation; and, Tax Reinvestment Zones Numbers One and Two that are operated with City of Grapevine staff and resources. The Grapevine Industrial Development Corporation (the "Corporation") is a Texas non-profit corporation. The City of Grapevine appoints all directors of the Corporation and may remove any director at any time, with or without cause. In the event of dissolution of the Corporation, title to all funds of the Corporation inure to the City of Grapevine. The Heritage Foundation (the " Foundation") is a Texas non-profit corporation governed by a seven member board of directors appointed by City Council, which includes a City Council member and the Director of the City's Convention and Visitor's Bureau. Grapevine Tax Increment Financing District Reinvestment Zones Number One and Two (the " TIFS') were formed to finance and make public improvements, under the authority of the Tax Increment Financing Act. The TIFS are governed by two separate nine -member board of directors; of which, five members are appointed by the City Council. Other members are appointed by member taxing jurisdictions. Financial statements of the TIFS are available from the City of Grapevine. OTHER INFORMATION Independent Audit. The City Charter requires an annual audit of the books of accounts, financial records and transactions of all administrative departments of the City by independent certified public accountants selected and engaged by the City Council. The Independent Auditors' report on the general purpose financial statements and combining and individual fund statements and schedules is included in the financial section of this report. Boards. The Government Finance Officers Association of the United States and Canada (GFOA) awarded a Certificate of Achievement for Excellence in Financial Reporting to the City for its comprehensive annual financial report for the fiscal year ended September 30, 2000. This was the fifteenth consecutive year the City has received this prestigious award. In order to be awarded a Certificate of Achievement, the City published an easily readable and efficiently organized comprehensive annual financial report. This report satisfied both generally accepted accounting principles and applicable legal requirements. A Certificate of Achievement is valid for a period of one year only. We believe that our current comprehensive annual financial report continues to meet the Certificate of Achievement Program's requirements and we are submitting it to the GFOA to determine its eligibility for another certificate. For the fourteenth consecutive year, the City also received the GFOA's Award for Distinguished Budget Presentation for its annual appropriated budget for the fiscal year ended September 30, 2000. In order to qualify for the Distinguished Budget Presentation Award, the City's budget document was judged to be proficient in several categories including policy documentation, financial planning and organization. Acknowledgements. The preparation of this report could not be accomplished on a timely basis without the efficient and dedicated endeavors of the entire staff of the Administrative Services Department. We would like to express our sincere appreciation to all employees who contributed to the preparation. Additionally, we would also like to thank the Mayor, City Council, and the City Manager for their support in planning and conducting the financial operations of the City in a responsible and progressive manner. Respectfully submitted, William A. Gaither Director of Administrative Services WAG/cjc ®1 INSERT GFOA CERTIFICATE EMO TTV(ZT;u'r,SEI nRti A\770 TIOCHAR 0 -:BERT LIST OF PR-;CI�°��; �:TY JFFI�IAT_ S X ri 1 ' . INDEPENDENT AUDITORS' REPORT The Honorable Mayor and Members of the City Council of the City of Grapevine, Texas: We have audited the accompanying general purpose financial statements of the City of Grapevine, Texas ("City"), as of and for the year ended September 30, 2001, as listed in the table of contents. These general purpose financial statements are the responsibility of the City's management. Our responsibility is to express an opinion on these general purpose financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the general purpose financial statements referred to above present fairly, in all material respects, the financial position of the City as of September 30, 2001, and the results of its operations and the cash flows of its proprietary fund types for the year then ended in conformity with accounting principles generally accepted in the United States of America. As discussed in Note 1 to the general purpose financial statements, the City changed its policy for capitalization of fixed assets as of lune 25, 2001. As discussed in Note 10, beginning in fiscal year 2001, the City implemented Government Accounting Standards Board Statement No. 33 and recorded capital contributions to proprietary funds as revenue rather than as additions to contributed capital. Our audit was conducted for the purpose of forming an opinion on the general purpose financial statements taken as a whole. The combining and individual fund and account group financial statements and schedules listed in the foregoing table of contents are presented for purposes of additional analysis and are not a required part of the general purpose financial statements. This additional information is the responsibility of the City's management. Such additional information has been subjected to the auditing procedures applied in our audit of the general purpose financial statements and, in our opinion, is fairly presented in all material respects when considered in relation to the general purpose financial statements taken as a whole. � 7-i--4� L t. f January 4, 2002 -1- GENERAL PURPOSE FINANCIAL STATEMENTS -2- CITY OF GRAPEVINE TEXAS COMBINED BALANCE SHEET - ALL FUND TYPES AND ACCOUNT GROUPS AND DISCRETELY PRESENTED COMPONENT UNITS SEPTEMBER 30, 2001 WITH COMPARATIVE TOTALS FOR SEPTEMBER 30, 2000 ASSETS AND OTHER DEBITS Cash and investments Receivables (net of uncollectible amounts of $147,769): Accounts Pledges Taxes Accrued interest Due from other funds Due from primary government Due from component unit Due from other governments Inventories, at cost Prepaid items Restricted assets: Cash and investments Property, plant and equipment (net of accumulated depreciation, where applicable) Water storage rights (net of accumulated amortization) Deferred charges (net of accumulated amortization) Amount available in Debt Service Fund Amount to be provided for retirement of general long-term debt TOTAL ASSETS AND OTHER DEBITS Governmental Fund Types Proprietary Fund Types Special Debt Capital Internal General Revenue Service Proiects Enterprise Service $ 5,660,291 $7,622,896 $7,381,370 $46,131,673 $ 8,501,481 $ 5,085,364 795,137 540,987 2,322,513 189,740 350,583 222,181 9,213 5,461 10,935 5,097 21,966 18,836 918,533 3,046,237 123,747 3,199 734 279,637 134,907 43,253 2I0,539 21,112,199 1,805,479 70,673,889 7,864,321 334,661 707,313 S10,918,100 $ 8,336,344 57,614,486 $ 46,136,770 $103,674,756 $15,453,916 The accompanying notes are an integral part of these financial statements, -3- EXHIB IT I (Continued) Fiduciary Fund Types Account Groups Totals Component Totals Trust General General (Memorandum Only) Unit/ (Memorandum Only) and Agency Fxed Long -Term Primary Government Heritage Reporting Entity Fund Assets Debt 2001 2000 Foundation 2001 2000 $145,416 $ 80,528,491 $ 81,736,479 $ 201,269 $ 80,729,760 $ 84,791,180 3,848,377 3,955,980 3,848,377 4,252,732 684,282 684,282 568,812 572,764 436,623 572,764 436,623 39 71,547 185,581 71,547 185,581 918,533 190,377 918,533 190,377 113,019 3,800,000 3,800,000 3,169,984 3,015,962 3,169,984 3,015,962 283,570 254,466 283,570 254,466 388,699 134,812 1,236 389,935 136,048 22,917,678 18,592,459 22,917,678 18,592,459 $ 51,655,676 130,193,886 113,846,032 1,546,416 131,740,302 117,914,056 334,661 351,750 334,661 351,750 707,313 552,742 707,313 552,742 $ 7,331,468 7,331,468 7,367,380 7,331,468 7,367,380 137,986,102 137,986,102 129,772,860 220,925 138,207,027 133,817,326 $145,455 $ 51,655,676 $145,317,570 5 389,253,073 $ 364,193,503 $2,654,128 S 391,907.201 $ 376,340,513 M! CITY OF GRAPEVINE, TEXAS COMBINED BALANCE SHEET - ALL FUND TYPES AND ACCOUNT GROUPS AND DISCRETELY PRESENTED COMPONENT UNITS SEPTEMBER 30, 2001 WITH COMPARATIVE TOTALS FOR SEPTEMBER 30, 2000 Governmental Fund Types Proprietary Fund Types Special Debt Capital Internal LIABILITIES General Revenue Service Proiects Enterprise Service Accounts payable $ 1,057,574 $1,040,386 $ 2,352 S 1,510,888 S 1,159,335 $ 261,382 Contracts and retainage payable 279,872 Developer deposits 1,493,297 Accrued and other liabilities 931,975 Accrued bond interest payable 65,307 Due to other funds Due to IDC Due to primary government Current portion of notes payable 19,943 Payable from restricted assets: 902,548 Accounts payable Retainage payable Accrued bond interest payable 222,120 Revenue bonds payable Certificates of obligation Customer deposits General obligation bonds payable Certificates of obligation, net of current portion Notes payable Compensated absences Revenue bonds payable, net of current portion Deferred revenues 1,269,886 TOTAL LIABILITIES 3,259,435 EQUITY AND OTHER CREDITS 9,254,782 Investment in general fixed assets Contributed capital Retained earnings: Reserved for revenue bond reserve fund Unreserved Fund balances: Reserved for encumbrances 150,707 Reserved for inventory 3,199 Reserved for child safety 24,398 Reserved for prepaid items 134,907 Reserved for debt service Reserved for trust assets Reserved for capital projects Unreserved - Designated for ratemaking expenditures 205,038 Unreserved - Undesignated 7,140,416 Total equity and other credits 7,658,665 TOTAL LIABILITIES, EQUITY AND 101,132 345,610 539,872 65,307 32,822 742,533 176,000 19,943 902,548 50,648 222,254 222,120 1,819,060 1,177,547 702,492 7,029,390 35,101,456 41,370 215,359 104,054 1,925,421 283,018 3,388,111 40,507,697 9,254,782 31,606,601 2,497,832 2,958,632 28,601,826 3,701,302 2,250 43,253 7,331,468 42,748,659 6,365,420 6,410,923 7,331,468 42,748,659 63,167,059 6,199,134 OTHER CREDITS 510,918,100 $8,336,344 $7,614,486 $46,136,770 $103,674,756 $15,453,916 The accompanying notes are an integral part of these financial statements. -5- EXHIBIT 1 (Concluded) Fiduciary Fund Trees Account Groups Totals Component Totals Trust General General Memorandum Only) Unit/ Memorandum Only) and Agency Fixed Long -Term Primary Government Heritage Reporting Entity Fund Assets Debt 2001 2000 Foundation 2001 2000 $ 275 $ 5,032,192 $ 6,048,319 $ 232,247 $ 5,264,439 $ 6,261,300 279,872 428,388 279,872 428,388 1,493,297 1,094,619 1,493,297 1,094,619 1,918,589 1,462,072 17,315 1,935,904 1,713,236 98,129 370,825 98,129 370,825 918,533 190,377 918,533 190,377 118,981 118,981 113,019 118,981 113,019 - 3,800,000 19,943 1,155,000 19,943 1,155,000 953,196 131,543 953,196 131,543 222,254 175,559 222,254 175,559 222,120 108,849 222,120 108,849 1,819,060 1,567,044 1,819,060 1,567,044 1,177,547 1,177, 547 702,492 691,488 702,492 691,488 $ 75,600,000 75,600,000 72,680,000 75,600,000 72,680,000 67,458,120 74,487,510 58,600,000 74,487,510 58,600,000 737,500 737,500 10,327,500 220,925 958,425 10,571,966 1,521,950 1,521,950 1,387,740 1,521,950 1,387,740 35,101 456 30,175,516 35,101,456 30,175,516 1,630,669 4,949,463 400.848 2,031,517 5,518,275 119,256 145,317,570 204,055,290 191,657,321 871,335 204,926,625 196,734,741 $51,655,676 51,655,676 44,717,864 1,546,416 53,202,092 48,785,888 34,104,433 34,809,837 34,104,433 34,809,837 2,958,632 2,720,834 2,958,632 2,720,834 32,303,128 27,429,648 32,303,128 27,429,648 152,957 66,409 152,957 95,342 3,199 1,168 3,199 1,168 24,398 61,036 24,398 61,036 178,160 15,000 178,160 16,236 7,331,468 7,367,380 7,331,468 7,367,380 26,199 26,199 24,412 26,199 24,442 42,748,659 43,322,268 42,748,659 43,322,268 205,038 205,038 205,038 205,038 13,505,836 11,795,258 236,377 13,742,213 14,766,652 26,199 51,655,676 185,197,783 172,536,182 1,782,793 186,980,576 179,605,769 $145,455 851,655,676 $145,317,570 $389,253,073 $364,193,503 $2,654,128 $391,907,201 $376,340,513 M CITY OF GRAPEVINE TEXAS COMBINED STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES - ALL GOVERNMENTAL FUND TYPES, EXPENDABLE TRUST FUND AND DISCRETELY PRESENTED COMPONENT UNITS YEAR ENDED SEPTEMBER 30, 2001 WITH COMPARATIVE TOTALS FOR YEAR ENDED SEPTEMBER 30, 2000 REVENUES: Taxes Licenses and permits Intergovernmental Charges for services Fines and forfeits Interest and miscellaneous Total revenues EXPENDITURES: Current: General government Public safety Culture and recreation Public works Capital outlay Debt service: Principal Interest and fiscal charges Intergovernmental payment Total expenditures Excess (deficiency) of revenues over expenditures OTHER FINANCING SOURCES (USES): Proceeds from certificates of obligations Proceeds from general obligation bonds Property acquisition Proceeds from bank note Proceeds from sale of fixed assets Operating transfers in Operating transfers out Total other financing sources (uses) Excess (deficiency) of revenues and other sources over expenditures and other uses Fund balances at beginning of year Residual equity transfer Fund balances at end of year Governmental Fund Tvues 6,177,804 Special Debt Capital General Revenue Service Proiects $ 29,239,672 $ 3,970,383 $11,475,087 1,146,428 4,381,910 156,200 14,057,776 2,984,179 4,289,833 8,915,000 2,149,638 7,815,282 876,507 359,333 447,077 $ 3,095,545 40,778,334 8,775,749 11,922,164 3,095,545 6,177,804 2,752 17,640,884 5,737,648 7,962,308 6,067,277 4,332,723 1,582,700 14,057,776 8,915,000 7,815,282 39,956,336 9,545,008 16,733,034 14,057,776 821,998 (769,259) (4,810,870) (10,962,231) 4,246,532 4,385,000 1,261,588 7,000,000 143,400 400,000 178,000 389,958 2,545,061 (1,295,979) (1,928,135) (288,905) (895,979) 2,639,797 4,774,958 10,517,744 (73,981) 1,870,538 7,732,646 4,411,263 129,122 $ 7,658,665 $ 6,410,923 The accompanying notes are an integral part of these financial statements. -7- (35,912) (444,487) 7,367,380 43,322,268 (129,122) $ 7,331,468 $ 42,748,659 EXHIBIT 2 Fiduciary Totals Component Totals Fund Type (Memorandum Only) Units/ (Memorandum Onlv) Expendable Primary Government Heritage Reporting Entity Trust 2001 2000 Foundation 2001 2000 5,657,648 $ 44,685,142 $ 41,512,737 5,657,648 S 44,685,142 $ 41,512,737 11,408,458 1,146,428 1,494,428 13,444,784 1,146,428 1,494,428 3,357,152 4,538,110 230,558 3,357,152 4,538,110 230,558 6,424,341 7,274,012 6,492,978 $ 865,298 8,139,310 7,064,552 3,800,000 2,149,638 2,360,028 3,800,000 2,149,638 2,360,028 $ 18,981 4,797,443 3,620,372 95,001 4,892,444 3,726,498 18,981 64,590,773 55,711,101 960,299 65,551,072 56,388,801 6,180,556 5,683,237 6,180,556 5,683,237 17,640,884 15,404,767 17,640,884 15,404,767 17,224 13,717,180 11,674,133 521,465 14,238,645 11,981,431 6,067,277 5,657,648 6,067,277 5,657,648 19,973,199 11,408,458 3,361,903 23,335,102 13,444,784 8,915,000 3,357,152 8,915,000 3,357,152 7,815,282 6,424,341 7,815,282 6,424,341 3,800,000 3,800,000 17,224 80,309,378 63,409,736 3,883,368 84,192,746 65,753,360 1,757 (15,718,605) (7,698,635) (2,923,069) (18,641,674) (9,364,559) 9,893,120 31,584,768 9,893,120 31,584,768 7,000,000 7,665,001 7,000,000 7,665,001 3,800,000 7,600,000 143,400 143,400 3,513,019 2,636,254 157,883 3,670,902 2,636,254 (3,513,019) (2,780,754) (3,513,019) (2,780,754) - 17,036,520 42,905,269 157,883 17,194,403 46,705,269 1,757 1,317,915 35,206,634 (2,765,186) (1,447,271) 37,340,710 24,442 62,857,999 27,651,365 3,001,563 65,859,562 28,518,852 526,199 3 64,175,914 $62,857,999 $ 236,377 $ 64,412,291 $65,859,562 h1, CITY OF GRAPEVINE, TEXAS COMBINED STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES - BUDGET AND ACTUAL - GENERAL, BUDGETED SPECIAL REVENUE AND DEBT SERVICE FUNDS YEAR ENDED SEPTEMBER 30, 2001 REVENUES: Taxes Licenses and permits Intergovernmental Charges for services Fines and forfeits Interest and miscellaneous Total revenues EXPENDITURES: Current: General government Public safety Culture and recreation Public works Capital outlay Debt service: Principal Interest and fiscal charges Total expenditures Excess (deficiency) of revenues over expenditures OTHER FINANCING SOURCES (USES): Proceeds from issuance of debt Operating transfers in Operating transfers out Total other financing sources (uses) Excess (deficiency) of revenues and other sources over expenditures and other uses Fund balances at beginning of year Fund balances at end of year General Fund Variance Favorable Budget Actual (Unfavorable) $ 29,096,418 1,419,274 4,480,762 2,980,522 2,119,200 781,575 40, 877,751 6,228,574 17,743,241 5,754446 6,087,815 4,332,723 $ 29,239,672 1,146,428 4,381,910 2,984,179 2,149,638 876,507 40,778,334 6,177,804 17,640,884 5,737,648 6,067,277 4,332,723 $ 143,254 (272,846) (98,852) 3,657 30,438 94,932 (99,417) 50,770 102,357 16,798 20,538 40,146,799 39,956,336 190,463 730,952 821,998 91,046 400,000 400,000 (1,295,979) (1,295,979) - (1,295,979) (895,979) 400,000 $ (565,027) (73,981) $ 491,046 7,732,646 $ 7,658,665 The accompanying notes are an integral part of these financial statements. Budgeted Special Revenue Fund Budgeted Debt Service Fund 4,356,346 4,354,538 1,808 Variance 12,234,538 1,808 (4,706,501) Variance Favorable Favorable Budget Actual (Unfavorable) Budget Actual (Unfavorable) $ 3,946,000 $ 3,970,383 $ 24,383 $ 7,399,845 $ 7,433,176 $33,331 764,167 2,760,850 1,996,683 35,000 60,596 25,596 130,000 183,465 53,465 4,745,167 6,791,829 2,046,662 7,529,845 7,616,641 86,796 7,006,013 6,980,630 25,383 7,006,013 6,980,630 25,383 (2,260,846) (188,801) 2,072,045 (1,057,958) (1,057,958) - (1,057,958) (1,057,958) - $ (3,318,804) (1,246,759) $ 2,072,045 1,574,402 $ 327,643 7,880,000 7,880,000 - 4,356,346 4,354,538 1,808 12,236,346 12,234,538 1,808 (4,706,501) (4,617,897) 88,604 4,385,000 4,385,000 389,958 389,958 4,774,958 4,774,958 $ 68,457 157,061 1,612,591 $ 1,769,652 -10- $ 88,604 The accompanying notes are an integral part of these financial statements. -11- CITY OF GRAPEVINE TEXAS EXHIBIT 4 � COMBINED STATEMENT OF REVENUES, EXPENSES AND CHANGES IN RETAINED EARNINGS - ALL PROPRIETARY FUND TYPES YEAR ENDED SEPTEMBER 30, 2001 WITH COMPARATIVE TOTALS FOR SEPTEMBER 30, 2000 Totals Internal (Memorandum Only) Enterprise Service 2001 2000 OPERATING REVENUES: Charges for services $17,896,014 $8,581,987 $26,478,001 $23,337,586 Total operating revenues 17,896,014 8,581,987 26,478,001 23,337,586 OPERATING EXPENSES: Personnel services 3,422,495 681,602 4,104,097 3,584,526 Insurance premiums 1,443,311 1,443,311 1,145,070 Claims expense 2,576,292 2,576,292 2,272,076 Maintenance, materials and supplies 5,881,510 507,070 6,388,580 5,698,088 Depreciation and amortization 1,637,990 1,640,726 3,278,716 3,208,591 Sundry charges 3,379,260 2,020,453 52399,713 3,782,383 Total operating expenses 14,321,255 8,869,454 23,190,709 19,690,734 Operating income (loss) 3,574,759 (287,467) 3,287,292 3,646,852 NON-OPERATING REVENUES (EXPENSES): Interest on investments 1,384,094 451,761 1,835,855 1,988,092 Interest and fiscal agent charges (2,873,587) (14,356) (2,887,943) (1,616,793) Other - net 127,459 17,810 145,269 (265,598) Total non-operating revenues (expenses) (1,362,034) 455,215 (906,819) 105,701 Income before contributions and operating transfers 2,212,725 167,748 2,380,473 3,752,553 Contributions 2,262,486 25,351 2,287,837 Operating transfer in 18,705 18,705 170,000 Operating transfer out (18,705) (18,705) (25,500) Net income before cumulative effect of change in accounting policy 4,475,211 193,099 4,668,310 3,897,053 Cumulative effect of change in accounting policy (70,906) (191,546) (262,452) Net income 4,404,305 1,553 4,405,858 3,897,053 Add depreciation on contributed assets 705,420 705,420 698,826 Retained earnings at beginning of year 26,450,733 3,699,749 30,150,482 25,852,308 Residual equity transfer in 39,890 Residual equity transfer out (337,595) Retained earnings at end of year $ 31,560,458 $$ 3,7� $ 35,261,760 $ 30,150,482 The accompanying notes are an integral part of these financial statements. -11- CITY OF GRAPEVINE TEXAS COMBINED STATEMENT OF CASH FLOWS ALL PROPRIETARY FUND TYPES YEAR ENDED SEPTEMBER 30, 2001 WITH COMPARATIVE TOTALS FOR SEPTEMBER 30, 2000 CASH FLOWS FROM OPERATING ACTIVITIES: Operating income (loss) Adjustments to reconcile operating income to net cash provided by (used in) operating activities: Depreciation and amortization (Increase) decrease in receivables Decrease in water storage rights (Increase) decrease in inventories Increase (decrease) in accounts payable and accrued liabilities Increase in retainage payable related to capital recovery fees Increase (decrease) in due to other funds Increase in customer deposits received (Increase) decrease in deferred charges Increase in prepaid expenses (Gain)/loss on disposal of capital assets Net cash provided by operating activities CASH FLOWS FROM INVESTING ACTIVITIES - Interest received on investments CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVI'T'IES: Revenue bond proceeds Principal paid on revenue bonds Interest and related fees paid on long-term debt Acquisition and construction of capital assets Sale of capital assets Net cash used in capital and related financing activities CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES: Operating transfers out Operating transfers in Residual equity transfer Net cash provided by (used in) noncapital financing activities Net increase (decrease) in cash and cash equivalents CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR CASH AND CASH EQUIVALENTS - END OF YEAR NONCASH ITEMS - Contributed capital received EXHIBIT 5 Totals Internal (Memorandum Only) Enterprise Service 2001 2000 $ 3,574,759 $ (287,467) $ 3,287,292 $ 3,646,852 1,637,990 1,640,726 3,278,716 3,208,592 622,889 (148,225) 474,664 (696,770) 17,089 17,089 17,089 791 (27,864) (27,073) (45,369) 1,049,506 279,919 1,329,425 286,523 46,695 46,695 (247,173) 4 101,000 101,004 75,004 11,005 11,005 10,426 (154,571) (154,571) 70,913 (87,635) (87,635) (44,223) (20,100) (20,100) 1,812 6,786,057 1,470,454 8,256,511 6,283,676 11428,543 263,684 1,692,227 1.736,289 6,745,000 2,371,880 9,116,880 5,635,000 (1,250,000) (1,155,000) (2,405,000) (3,115,000) (2,873,587) (2,873,587) (1,675,953) (6,084,615) (4,447,615) (10,532,230) (5,569,253) 2,875 (3,463,202) (3,230,735) (6,693,937) (4,722,331) (18,705) (18,705) (25,500) 18,705 18,705 170,000 - (297,705) - - - (153,205) 4,751,398 (1,496,597) 3,254,801 3,144,429 24,862,282 8,387,440 33,249,722 30,105,293 $ 29,613,680 $ 6,890,843 $ 36,504,523 $ 33,249,722 $ 2,262,486 $ 25,351 $ 2,287,837 $ 2,141,946 The accompanying notes are an integral part of these financial statements. CITY OF GRAPEVINE TEXAS NOTES TO THE FINANCIAL STATEMENTS FISCAL YEAR ENDED SEPTEMBER 30, 2001 I. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The City of Grapevine ("City") is a municipal corporation incorporated under Article XI of the Texas Constitution (Home Rule Amendment). The City operates under a Council -Manager form of government and provides such services as are authorized by its charter to advance the welfare, health, safety and convenience of its citizens. a. Reporting Entity The City of Grapevine's general purpose financial statements include the separate governmental entities that are controlled by or are dependent on the City. The determination to include separate governmental entities is based on the criteria of Governmental Accounting Standards Board (GASB) Statement 14. GASB Statement 14 defines the reporting entity as the primary government and those component units for which the primary government is financially accountable. To be financially accountable, a voting majority of the component unit's board must be appointed by the primary government, and either (a) the primary government must be able to impose its will, or (b) the primary government may potentially benefit financially or be financially responsible for the component unit. Blended component units, although legally separate entities, are, in substance, part of the government's operations and so data from these units are combined with data of the primary government. Discretely presented component units, on the other hand, are reported in a separate column in the combined financial statements to emphasize it is legally separate from the government. Based on these criteria, the financial information of the following entities has been blended or discretely presented within the financial statements. Individual financial statements are not available for the discretely presented component entities. Blended Component Unit Grapevine Tax Increment Financing District Reinvestment Zone Number One and Two (the `7IFS") were formed to finance and make public improvements, under the authority of the Tax Increment Financing Act. The TIFS are governed by two separate nine member board of directors, of which five members are appointed by the City Council. The chairman of the board is also designated by the City Council. Financial statements of the TIFS are available from the City. Discretely Presented Component Unit Grapevine Heritage Foundation (the "Foundation") is a Texas non-profit corporation governed by a seven member board of directors appointed by City Council, which includes a City Council member and the Director of the City's Convention and Visitor's Bureau. The Foundation's operating budget is subject to the approval of the City Manager. The City is financially accountable for the Foundation. -13- CITY OF GRAPEVINE TEXAS NOTES TO THE FINANCIAL STATEMENTS FISCAL YEAR ENDED SEPTEMBER 30, 2001 The accounting and reporting policies of the City relating to the funds and account groups included in the accompanying financial statements conform to generally accepted accounting principles applicable to state and local governments. The following represents the more significant accounting and reporting policies and practices used by the City. b. Basis of Presentation - Fund Accounting The accounts of the City are organized on the basis of funds or account groups, each of which is considered to be a separate accounting entity. The operations of each fund are accounted for by providing a separate set of self -balancing accounts which comprise its assets, liabilities, retained earnings/fund balances, revenues and expenses/expenditures. The various funds are summarized by type in the financial statements. The following fund types and account groups are used by the City. GOVERNMENTAL FUND TYPES Governmental Fund Types are those through which most governmental functions of the City are financed. The acquisition, use and balances of the City's expendable financial resources and the related liabilities (except those accounted for in Proprietary and Fiduciary Funds) are accounted for through Governmental Fund Types. The following are the City's governmental fund types. General Fund - The General Fund is the general operating fund of the City. It is used to account for all financial resources except those required to be accounted for in another fund. Special Revenue Funds - The Special Revenue Funds are used to account for the proceeds of specific revenue sources (other than expendable trust or major capital projects) that are legally restricted to expenditures for specified purposes. Debt Service Fund - The Debt Service Fund is used to account for the accumulation of resources for, and the payment of, general long-term debt principal, interest and related costs. Capital Project Funds - Capital Project Funds are used to account for financial resources to be used for the acquisition or construction of major capital facilities (other than those financed by the proprietary fund types). Financing is provided primarily by the sale of general obligation bonds. PROPRIETARY FUND TYPES Enterprise Funds - Enterprise Funds are used to account for operations (a) that are financed and operated in a manner similar to private business enterprises - where the intent of the governing body is that the costs (expenses, including depreciation) of providing goods or services to the general public on a continuing basis be financed or recovered primarily through user charges; or (b) where the governing body has decided that periodic determination of revenues earned, expenses incurred and/or net income is appropriate for capital maintenance, public policy, management control, accountability or other purposes. Internal Service Funds - The Internal Service Funds are used to account for the financing of goods or services provided by one department or agency to other departments or agencies of the governmental unit, or to other governmental units, on a cost -reimbursement basis. -14- ,q{ CITY OF GRAPEVINE TEXAS NOTES TO THE FINANCIAL STATEMENTS FISCAL YEAR ENDED SEPTEMBER 30, 2001 FIDUCIARY FUND TYPES Trust and Agency Funds - Fiduciary funds are used to account for assets held by the City in a trustee capacity or as an agent. The Agency Fund is custodial in nature and does not involve measurement of results of operations. The City's Trust Fund consists of an Expendable Trust Fund which is accounted for and reported in a manner similar to governmental funds, i.e., the measurement focus is upon determination of changes in financial position, rather than upon net income determination. ACCOUNT GROUPS Account groups are used to establish accounting control and accountability for the City's general fixed assets and general long-term debt. The following are the City's account groups: General Fixed Assets Account Group - This account group is established to account for all fixed assets of the City, other than those accounted for in the proprietary fund types. General Long -Term Debt Account Group - This account group is established to account for all long-term debt of the City except that accounted for in the proprietary fund types. C. Measurement Focus/Basis of Accounting Measurement focus refers to what is being measured; basis of accounting refers to when revenues and expenditures are recognized in the accounts and reported in the financial statements. Basis of accounting relates to the timing of the measurement made, regardless of the measurement focus applied. The Governmental Fund Types and the Expendable Trust Fund use a financial resources measurement focus and are accounted for using the modified accrual basis of accounting. The Agency Fund is also accounted for using the modified accrual basis of accounting. Under the modified accrual basis of accounting, revenues are recorded when susceptible to accrual, i.e., both measurable and available. Measurable means the amount of the transaction can be determined and available means collectible within the current period or soon enough thereafter to be used to pay liabilities of the current period. Expenditures represent a decrease in net financial resources and, other than interest on general long-term debt, are recorded when the fund liability is incurred, if measurable. Interest on general long-term debt is recorded when due. In applying the susceptible to accrual concept to intergovernmental revenue the legal and contractual requirements of the numerous individual programs are used as guidance. Generally, monies must be expended on a specific purpose or project before any amounts will be paid to the City; therefore, revenues are recognized based upon the expenditures recorded. Property, sales and occupancy taxes are recognized as revenue as earned, when measurable and available. Licenses and permits, franchise taxes, charges for services, fines and miscellaneous revenues (except earnings on investments) are recorded as revenues when received in cash because they are generally not measurable until actually received. Investment earnings are recorded as earned since they are measurable and available. -15- CITY OF GRAPEVINE TEXAS NOTES TO THE FINANCIAL STATEMENTS FISCAL YEAR ENDED SEPTEMBER 30, 2001 The Proprietary Fund Types are accounted for on a cost of services or "capital maintenance" measurement focus, using the accrual basis of accounting. Under the accrual basis of accounting, revenues are recognized when earned and expenses are recognized when incurred. The City has elected to apply Financial Accounting Standards Board pronouncements issued only before November 30, 1989 for its proprietary funds. d. Budgetary Data The City follows these procedures in establishing budgetary data reflected in the financial statements: (1) Prior to August 1, the City Manager submits to the City Council a proposed operating budget for the fiscal year commencing the following October 1. The operating budget includes proposed expenditures and the means of financing them. (2) Public hearings are conducted to obtain taxpayer comments. (3) Prior to September 15, the budget is legally enacted through passage of an ordinance. (4) The City Manager is authorized to transfer budgeted amounts between departments within any fund; however, any revisions that alter the total expenditures of any fund must be approved by the City Council, after public hearings. Total expenditures may not exceed appropriations at the individual fund level. (5) Budgets are legally adopted for the General Fund, Occupancy Tax Fund (a special revenue fund) and the Debt Service Fund and Enterprise Funds. Budgetary control is maintained at the fund level. (6) Budgets for the General, Occupancy Tax Special Revenue and Debt Service Funds are adopted on a basis consistent with generally accepted accounting principles. Budget amounts are as amended by the City Council and adjusted for transfers of budgeted amounts between departments within any fund, authorized by the City Manager. Amendments made during the year were not significant. Budget appropriations lapse at the end of each fiscal year. (7) Budgetary data for the Capital Projects Funds and certain special revenue funds have not been presented in the accompanying general purpose financial statements, as such funds are budgeted over the life of the respective project and not on an annual basis. Accordingly, formal budgetary integration of these funds is not employed and comparison of actual results of operations to budgetary data for such funds is not presented. e. Transactions Between Funds The General Fund charges the Water and Sewer Enterprise Fund, the Golf Enterprise Fund, the Capital Lease Fund and the Occupancy Tax Fund an administrative fee (fee in lieu of taxes). The fee is calculated based upon predetermined percentages of certain revenue accounts. The fee is recorded as charges for services by the General Fund and is included in sundry charges by the Enterprise Funds and other operations by the Occupancy Tax Fund. -16- CITY OF GRAPEVINE 'TEXAS .�" NOTES TO THE FINANCIAL STATEMENTS FISCAL YEAR ENDED SEPTEMBER 30, 2001 The Internal Service Funds record revenues for charges for services from the General Fund, Water and Sewer Enterprise Fund, the Golf Enterprise Fund and the Occupancy Tax Fund. The respective funds record the related charges as expenditures or expenses. f. Encumbrances Encumbrance accounting, under which purchase orders, contracts and other commitments for the expenditure of funds are recorded in order to reserve that portion of the applicable appropriation, is employed in the governmental funds. Encumbrances lapse at year-end and are reported as reservations of fund balances because they do not constitute expenditures or liabilities since the commitments will be honored during the subsequent year. g. Cash and Investments Cash consists of demand deposits (principally interest-bearing accounts) and certificates of deposit which are carried at cost. Investments are stated at fair value, in accordance with GASB Statement 31. Fair value is the amount at which a financial instrument could be exchanged in a current transaction between willing parties. The City considers quoted market prices at September 30, 2000 to be the fair value of investments. For purposes of the statement of cash flows, the Proprietary Fund Types consider all highly liquid investments (including restricted assets) with a maturity of three months or less when purchased to be cash equivalents. h. Inventories Inventories are valued at cost on a first -in, first -out basis. Inventories in the General Fund are recorded using the consumption method (i.e., recorded as an expenditure when used). i. Property, Plant and Equipment -.Enterprise Funds Property, plant and equipment owned by the Enterprise Funds are stated at cost or at estimated fair market value at the date purchased or contributed. Depreciation has been provided on a straight-line basis over the estimated useful lives of the assets. The estimated useful lives are as follows: Buildings Water and sewer system Improvements other than buildings Machinery and equipment -17- 20 - 50 years 33 - 50 years 20 - 40 years 4 - 10 years CITY OF GRAPEVINE TEXAS NOTES TO THE FINANCIAL STATEMENTS FISCAL YEAR ENDED SEPTEMBER 30, 2001 Deferred Chargees - Water and Sewer Enterprise Fund Deferred charges consist of expenses incurred in connection with the issue of certain outstanding revenue bonds. Such charges are amortized on a straight-line basis over the lives of the respective bonds. k. General Fixed Assets General fixed assets have been acquired for general governmental purposes. Assets purchased are recorded as expenditures in the Governmental Fund Types and capitalized at cost in the General Fixed Assets Account Group. In the case of gifts or contributions, such assets are recorded in the General Fixed Assets Account Group at estimated fair market value at the time received. Generally, infrastructure assets consisting of certain improvements other than buildings, including roads, bridges, curbs and gutters, streets and sidewalks, drainage systems and lighting systems, have not been capitalized. Such assets normally are immovable and of value only to the City; therefore, the purpose of stewardship for these items is satisfied without recording these assets. No depreciation has been provided on general fixed assets. Constructed assets financed with externally restricted proceeds of tax-exempt debt includes capitalized interest only to the extent that interest cost exceeds interest earned on related interest- bearing investments acquired with proceeds of the related tax-exempt borrowing. As of June 25, 2001, the City changed its policy for capitalization of fixed assets to $5,000. This resulted in a reduction in general fixed assets of $1,982,000 for the year ended September 30, 2001. 1. Vacation and Sick Pay City employees are granted vacation and sick pay in varying amounts up to a specified maximum. In the event of termination, employees are reimbursed for accumulated vacation days up to the maximum limit. No reimbursement is made for accumulated sick leave on termination of employment. The long-term portion of accrued vacation pay is recorded in the General Long - Term Debt Account Group. The City does not accrue sick pay, but records such expense when paid. m. Reserves Retained earnings have been reserved for the excess of restricted assets over related liabilities to the extent such restricted assets were accumulated from revenues; i.e., restricted assets which were obtained in total or in part from the proceeds of bond sales do not require a reservation of retained earnings. n. Water Storage Rights Water storage rights represent rights in the Federal Reservoir at Lake Grapevine purchased through a long-term contract with the federal government (Note 5) and are recorded at cost, with -18- APPENDIX C FORM OF BOND COUNSEL'S OPINION m VINSON & ELIQNS L.L.P. 3700 TRVtiL\1ELL CROW CENTER 2001 ROSS AVENUE DALLAS, TES.4S "3201-2975 Vhnson&Ukins- TELEPHONE (214) 220-7700 ATTORNEYS AT L:VY FAN {21 d) 220-7716 . I elaia.com [Closing Date] CITY OF GRAPEVINE, TEXAS WATERWORKS AND SEWER SYSTEM REVENUE REFUNDING BONDS SERIES 2002 WE HAVE represented the City of Grapevine, Texas (the "Issuer"), as its bond counsel in connection with an issue of bonds (the "Bonds") described as follows: CITY OF GRAPEVINE, TEXAS WATERWORKS AND SEWER SYSTEM REVENUE REFUNDING BONDS, SERIES 2002, dated August 15, 2002, in the total authorized principal amount of $ The Bonds mature, bear interest, are subject to redemption prior to maturity and may be transferred and exchanged as set out in the Bonds and in the ordinance adopted by the City Council of the Issuer authorizing their issuance (the "Ordinance"). WE HAVE represented the Issuer as bond counsel for the sole purpose of rendering an opinion with respect to the legality and validity of the Bonds under the Constitution and laws of the State of Texas and with respect to the exclusion of interest on the Bonds from gross income for federal income tax purposes. We have not investigated or verified original proceedings, records, data or other material, but have relied solely upon the transcript of proceedings described in the following paragraph. We have not assumed any responsibility with respect to the financial condition or capabilities of the Issuer or the disclosure thereof in connection with the sale of the Bonds. Our role in connection with the Issuer's Official Statement prepared for use in connection with the sale of the Bonds has been limited as described therein. IN OUR CAPACITY as bond counsel, we have participated in the preparation of and have examined a transcript of certified proceedings pertaining to the Bonds, on which we have relied in giving our opinion. The transcript contains certified copies of certain proceedings of the Issuer; an escrow agreement (the "Escrow Agreement") between the Issuer and Bank One, National Association, as escrow agent (the "Escrow Agent"); a report (the "Report") of Grant Thornton LLP, Certified Public Accountants (the "Verification Agent"), verifying the sufficiency of the deposits made with the Escrow Agent for defeasance of the bonds being refunded (the "Refunded Bonds") and the mathematical accuracy of certain computations of the yield on the Bonds and obligations acquired with the proceeds of the Bonds; customary certificates of officers, agents and representatives of the Issuer, and other public officials, and other certified showings relating to the authorization and issuance of the Bonds. We have also examined executed Bond No. 1 of this issue. AUSTIN - BEIJING DALLAS - HOUSTON • LONDON MOSCOW NEW YORK • SINGAPORE WASHINGTON, D.C. Page 2 2002 BASED ON SUCH EXAMINATION, IT IS OUR OPINION THAT: (1) The transcript of certified proceedings evidences complete legal authority for the issuance of the Bonds in full compliance with the Constitution and laws of the State of Texas presently effective and, therefore, the Bonds constitute valid and legally binding special obligations of the Issuer; (2) The Bonds are payable from and secured by a lien on and pledge of the Net Revenues of the Issuer's waterworks and sewer system, as defined and described in the Ordinance; and (3) Firm banking and financial arrangements have been made for the discharge and final payment of the Refunded Bonds pursuant to the Escrow Agreement, and therefore, the Refunded Bonds are deemed to be fully paid and no longer outstanding except for the purpose of being paid from the funds provided therefor in such Escrow Agreement THE RIGHTS OF THE OWNERS of the Bonds are subject to the applicable provisions of the federal bankruptcy laws and any other similar laws affecting the rights of creditors of political subdivisions generally, and may be limited by general principles of equity which permit the exercise of judicial discretion. IT IS OUR FURTHER OPINION THAT: (1) Interest on the Bonds is excludable from gross income for federal income tax purposes under existing law. (2) The difference between the amount payable at maturity of each Bond maturing in each of the years through , inclusive (the "Original Issue Discount Bonds"), and the "issue price" within the meaning of the Internal Revenue Code of 1986, as amended (the "Code"), of such Bonds is excludable from gross income for federal income tax purposes as original issue discount under existing law. (3) The Bonds are not "private activity bonds" within the meaning of the Code and interest on the Bonds is not subject to the alternative minimum tax on individuals and corporations, except that interest on the Bonds will be included in the "adjusted current earnings" of a corporation (other than an S corporation, regulated investment company, REIT, REMIC or FASIT) for purposes of computing its alternative minimum tax liability. In providing such opinions, we have relied on representations of the Issuer, the Issuer's Financial Advisor and the Underwriter with respect to matters solely within the knowledge of the Issuer, the Issuer's Financial Advisor and the Underwriter, respectively, which we have not independently verified, and have assumed continuing compliance with the covenants in the Ordinance pertaining to those sections of the Code that affect the exclusion from gross income of 628853_1.DOC Page 3 , 2002 interest on the Bonds for federal income tax purposes. We have further relied on the Report of the Verification Agent regarding the mathematical accuracy of certain computations. If such representations or the Report are determined to be inaccurate or incomplete or the Issuer fails to comply with the foregoing provisions of the Ordinance, interest on the Bonds could become includable in gross income from the date of original delivery, regardless of the date on which the event causing such inclusion occurs. Purchasers of Original Issue Discount Bonds in the initial public offering are directed to the discussion entitled "Tax Accounting Treatment of Original Issue Discount Bonds" set forth in "Tax Matters" of the Official Statement prepared for use in connection with the sale of the Bonds for purposes of determining the portion of the original issue discount described in paragraph 2 above which is allocable to the period such Bonds are held by a holder. The federal income tax consequences of the purchase, ownership, and redemption, sale or other disposition of Original Issue Discount Bonds which are not purchased in the initial public offering at the initial offering price may be determined according to rules which differ from those described above and in the Official Statement. Except as stated above, we express no opinion as to any federal, state or local tax consequences resulting from the receipt or accrual of interest on, or acquisition, ownership or disposition of, the Bonds. Owners of the Bonds 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, taxpayers owning an interest in a FASIT that holds tax-exempt obligations and individuals otherwise qualifying for the earned income credit. In addition, certain foreign corporations doing business in the United States 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). The opinions set forth above are based on existing law, which is subject to change. Such opinions are further based on our knowledge of facts as of the date hereof. We assume no duty to update or supplement these opinions to reflect any facts or circumstances that may hereafter come to our attention or to reflect any changes in any law that may hereafter occur or become effective. Moreover, our opinions are not a guarantee of result and are not binding on the Internal Revenue Service (the "Service"); rather, such opinions represent our legal judgment based upon our review of existing law and in reliance upon the representations and covenants referenced above that we deem relevant to such opinions. The Service has an ongoing audit program to determine compliance with rules that relate to whether interest on state or local obligations is includable in gross income for federal income tax purposes. No assurance can be given whether or not the Service will commence an audit of the Bonds. If an audit is commenced, in accordance with its current published procedures the Service is likely to treat the Issuer as the taxpayer. We observe that the Issuer has covenanted in the Ordinance not to take 628853 LDDC Page 4 ,2002 any action, or omit to take any action within its control, that if taken or omitted, respectively, may result in the treatment of interest on the Bonds as includable in gross income for federal income tax purposes. 628853_1.DOC