HomeMy WebLinkAboutOrdinance - 2006-O0060 - Amending Ordinance-General Obligation Bonds, Series 2006; Ratifying Contract - 05/18/2006ORDDWlCK Bo. 2006-00060
First & Final. Reading
May 18, 2006
Item Bo. 2.6
AN ORDINANCE AMENDING THE CITY'S ORDINANCE
PROVIDING FOR THE ISSUANCE OF CITY OF LUBBOCK, TEXAS.
GENERAL OBLIGATION REFUNDING BONDS, SERIES 2006 AND
RATIFYING THE PURCHASE CONTRACT PROVIDING FOR THE
SALE OF SUCH BONDS
WHEREAS, the City of Lubbock. Texas (the "City"), pursuant to Chapter 1207, Texas
Government Code, as amended, adopted an ordinance (the "Ordinance") on April 26, 2006,
authorizing the issuance of its General Obligation Refunding Bonds, Series 2006 (the "Bonds")
and delegating to the Chief Financial Officer the authority to approve the amount, the interest
rate, price and tenns of the Bonds authorized thereby and to otherwise take such actions as
necessary and appropriate to effect the sale of the Bonds;
WHEREAS, the City Council of the City (the "City Council") has found and determined
that it is in the best interest of the City to amend the Ordinance to revise the parameters
pertaining to the minimum price to be paid for the Bonds and the maximwn maturity of the
Bonds and to ratify the execution of the Bond Purchase Contract (as defined in the Ordinance)
and the Pricing Certificate (as defined in the Ordinance) relating to the Bonds, each dated May
11, 2006; and
WHEREAS, the meeting at which this ordinance is considered is open to the public as
required by law, and public notice of the time, place, and purpose of said meeting was given as
required by Chapter 551, Texas Government Code, as amended;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF LUBBOCK, TEXAS. THAT:
Section 1. The findings and determinations set forth in the preambles hereto are
hereby incorporated by reference for all pmposes.
Section 2. Section 3.2(b) of the Ordinance is hereby amended to provide that the
maximum maturity for the Bonds shall not exceed twenty-five years.
Section 3. Exhibit B of the Ordinance entitled "Refunding Parameters" is hereby
amended to provide that the maximum maturity for the Bonds shall not exceed twenty-five years
and the price to be paid for the Bonds shall be not less than 98.5% of the aggregate principal
amount of the Bonds.
Section 4. The execution of the Bond Purchase Contract and the Pricing Certificate
for the Bonds, each dated as of May 11, 2006, and the terms and conditions contained therein are
hereby approved and ratified.
Section 5. This ordinance shall take effect from and after the date of its passage.
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PRESENTED, FINALLY PASSED AND APPROVED, AND EFFECTIVE on the 18th
day of May, 2006, at a special meeting of the City Council of the City of Lubbock, Texas.
ATTEST:
City Secretary
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Ordinance Ro. 2006-00060
MINUTES AND CERTIFICATION PERTAINING TO
PASSAGE OF AN ORDINANCE
STATE OF TEXAS §
COUNTY OF LUBBOCK §
CITY OF LUBBOCK §
On the 18th day of May, 2006, the City Council of the City of Lubbock, Texas, convened
in a special meeting at the regular meeting place thereof, the meeting being open to the public
and notice of said meeting, giving the date, place and subject thereof, having been posted as
prescribed by Chapter 551, Texas Government Code, as amended; and the roll was called of the
duly constituted officers and members of the City Council, which officers and members are as
follows:
Marc McDougal, Mayor
Tom Martin, Mayor Pro Tern
Linda DeLeon
Floyd Price
Gary 0. Boren
Phyllis S. Jones
Jim Gilbreath
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Members of
the Council
and all of said persons were present except N.A. thus constituting a quorum.
Whereupon, among other business, a written Ordinance bearing the following caption was
introduced:
AN ORDINANCE AMENDING THE CITY'S ORDINANCE
PROVIDING FOR THE ISSUANCE OF CITY OF LUBBOCK,
TEXAS, GENERAL OBLIGATION REFUNDING BONDS, SERIES
2006 AND RATIFYING THE PURCHASE CONTRACT PROVIDING
FOR THE SALE OF SUCH BONDS
The Ordinance, a full, true and correct copy of which is attached hereto, was read and
reviewed by the City Council. Thereupon, it was duly moved and seconded that the Ordinance
be passed and adopted.
The Presiding Officer put the motion to a vote of the members of the City Council, and
the Ordinance was passed and adopted by the following vote:
AYES: _J_
NOES: O
ABSTENTIONS: o
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MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT, and to
correctly reflect the duly constituted officers and members of the City Council of said City, and
the attached and following copy of said Ordinance is hereby certified to be a true and correct
copy of an official copy thereof on file among the official records of the City, all on this the 18th
day of May, 2006.
City Secretary
City of Lubbock, Texas
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TRANSCRIPT OF PROCEEDINGS
pertaining to
$18,830,000
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
Vinson&:Elktns
ATTORNEYS AT LAW
VINSON & ELKINS L-L-P.
3700 lllAMIIEU. CROW CENTER
2001 ROSS AVENUE
DALLAS, TEXAS 75201-2975
TELEPHONE (214) :ZZ0.77GO
VOICE MAIL (214) 220-7999
FAX (214) 220-7716
)
$18,830,000
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
TABLE OF DOCUMENTS
DOCUMENT
I. BOND DOCUMENTS
1.1 Certified Ordinance Providing for the Issuance of the Bonds
1.2 Certified Amending Ordinance
1.3 Pricing Certificate
1.4 Ordinances Authorizing Refunded Obligations
1.5 Paying Agent/Registrar Agreement
1.6 Preliminary Official Statement
1.7 Official Statement
1.8 Bond Purchase Contract
1.9 Escrow Agreement
1.10 Verification Report
1.11 Specimen Bonds
1.12 Insurance Commitment
1.13 Insurance Policy
II. CERTIFICATES, LETTERS AND RECEIPfS
2.1 General and No-Litigation Certificate
2.2 Signature Identification and Authority Certificate of Escrow Agent
2.3 Attorney General/Comptroller Instruction Letter
2.4 Acknowledgement of Receipt of Notice of Redemption
2.5 Federal Tax Certificate
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4
5
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7
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9
10
11
12
13
14
15
16
17
18
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DOCUMENT
2.6 Fonn 8038-G and Evidence of Transmittal
2.7 Certificate of Insurer
2.8 Rating Letters
2.9 Certificate Pursuant to Bond Purchase Contract
2.10 Receipt of Paying Agent/Registrar
III. OPINIONS
3.1
3.2
3.3
3.4
3.5
3.6
3.7
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Approving Opinion of Bond Counsel
Supplemental Opinion of Bond Counsel
Opinion of Underwriter's Counsel
Opinion of Attorney General and Comptroller's
Certificate
Opinion of Insurer's Counsel
Reliance Letter to Insurer
Opinion of City Attorney
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20
21
22
23
24
25
26
Registration 27
28
29
30
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Ordinance No. 2006~47
MINUTES AND CERTIFICATION PERTAINrNG TO
PASSAGE OF AN ORDINANCE
STATE OF TEXAS §
COUNTY OF LUBBOCK §
CITY OF LUBBOCK §
On the 26th day of April, 2006, the City Council of the City of Lubbock, Texas,
convened in a regular meeting at the regular meeting place thereof, the meeting being open to the
public and notice of said meeting, giving the date, place and subject thereof, having been posted
as prescribed by Chapter 551, Tex.as Government Code, as amended; and the roll was called of
the duly constituted officers and members of the City Council, which officers and members are
as follows:
Marc McDougal, Mayor
Tom Martin, Mayor Pro Tern
Linda DeLeon
Floyd Price
Gary 0. Boren
Phyllis S. Jones
Jim Gilbreath
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)
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Members of
the Council
and all of said persons were present. thus constituting a quorum. Whereupon, among other
business, a written Ordinance bearing the following caption was introduced:
AN ORDINANCE PROVIDING FOR THE ISSUANCE OF CITY OF
LUBBOCK, TEXAS, GENERAL OBLIGATION REFUNDING
BONDS, SERIES 2006 IN AN AMOUNT NOT TO EXCEED
$20,000,000; LEVYING A TAX IN PAYMENT THEREOF;
APPROVING EXECUTION AND DELIVERY OF AN ESCROW
AGREEMENT AND A BOND PURCHASE CONTRACT;
APPROVlNG THE OFFICIAL STATEMENT; AND ENACTING
OTHER PROVISIONS RELATING 1HERETO
The Ordinance, a full, true and correct copy of which is attached hereto, was read and
reviewed by the City Council. Thereupon, it was duly moved and seconded that the Ordinance
he passed and adopted.
The Presiding Officer put the motion to a vote of the members of the City Council. and
the Ordinance was passed and adopted by the following vote:
AYES: 6
NOES: _o_
ABSTENTIONS: l
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MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT, and to
correctly reflect the duly constituted officers and members of the City Council of said City, and
the attached and following copy of said Ordinance is hereby certified to be a true and correct
copy of an official copy thereof on file among the official records of the City, all on this the 26th
day of April, 2006.
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ORDINANCE
relating to
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
Adopted:April26,2006
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Section 1.1
Section 1.2
Section l.3
Section 1.4
TABLE OF CONTENTS
ARTICLE I
DEFINITIONS AND OTHER PRELIMlNARY MA TIERS
Definitions ............................................................................................................... 2
Findings ................................................................................................................... 4
Table of Contents. Titles, and Headings ................................................................. 4
Interpretation ........................................................................................................... 4
ARTICLE II
SECURITY FOR THE BONDS
Section 2.1 Tax Levy for Payment of the Bonds ....................................................................... 5
) ARTICLE III
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Section 3.1
Section3.2
Section3.3
Section 3.4
Section 3.5
Section 3.6
Section 3.7
Section 3.8
Section 3.9
Section 3.10
Section 3.11
Section 3.12
Section4.l
Section4.2
Section4.3
Section4.4
Section4.5
Section4.6
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AUTHORIZATION; GENERAL TERMS AND PROVISIONS
REGARDING THE BONDS
Authorization ........................................................................................................... 6
Date, Denomination, Maturities, and Interest ......................................................... 6
Medium, Method, and Pl~ of Payment ................................................................ 6
Execution and Registration of Bonds ...................................................................... 7
Ownership ............................................................................................................... 8
Registration, Transfer, and Exchange ................................................................. : ... 8
Cancellation ............................................................................................................. 9
T ernporary Bonds .................................................................................................... 9
Replacement Bonds ............................................................................................... 10
Book-Entry-Only System ...................................................................................... 11
Successor Securities Depository; Transfer Outside Book-Entry-Only System .... 11
Payments to Cede & Co . ... . . . . . . . . . . . . .. . . . .. . . . . . .. . . . .. . . . .. . . . . . . . . .. . . . .. . .. .. . . . .. . . . . . . . ... . . . .. . . . . . . . . 12
ARTICLE IV
REDEMPTION OF BONDS BEFORE MA 1URITY
Redeinption ........................................................................................................... 12
Optional Redeniption ........................................ ~---········--·········· ............................ 12
Mandatory Sinking Fund Redemption .................................................................. 12
Partial Redeniption ................................................................................................ 13
Notice of Redem.ption to Owners .......................................................................... 13
Payment Upon Redeinption .................................................................................. 14
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Section4.7
Section 4.8
Section 5.l
Section 5.2
Section 5.3
Section 5.4
Section 5.5
Section 5.6
Section 5.7
Section 6.1
Section6.2
Section 6.3
Section6.4
Section 6.5
Section 7.1
Section 7.2
Section 8.1
Section 8.2
Section 8.3
Section8.4
Section 8.5
Section 8.6
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Effect of Redemption ............................................................................................ 14
Lapse of Payment .................................................................................................. 14
ARTICLEV
PAYING AGENT/REGISTRAR
Appointment of Initial Paying Agent/Registrar .................................................... 14
Qualifications ........................................................................................................ 14
Maintaining Paying Agent/Registrar ..................................................................... 15
Termination ........................................................................................................... 15
Notice of Change to Owners ................................................................................. 15
Agreement to Perform Duties and Functions ........................................................ 15
Delivery of Records to Successor ......................................................................... 15
ARTICLE VI
FORM OF THE BONDS
Form Generally ..................................................................................................... 15
Form of the Bonds ................................................................................................. 16
CUSIP Registration ............................................................................................... 23
Legal Opinion ........................................................................................................ 23
Bond Insurance ...................................................................................................... 23
ARTICLE VII
SALE AND DELIVERY OF BONDS; DEPOSIT OF PROCEEDS
Sale of Bonds; Official Statement ......................................................................... 23
Control and Delivery of Bonds ............................................................................. 25
ARTICLE VIII
CREATION OF FUNDS AND ACCOUNTS, INITIAL DEPOSITS
AND APPLICATION OF MONEY
Creation of Funds .................................................................................................. 25
lni tial Deposits ...................................................................................................... 2 5
Interest and Sinking Fund ..................................................................................... 26
Cost of Issuance Fund ........................................................................................... 26
Excess Bond Proceeds ....................................... '. ................................................... 26
Security of Funds .................................................................................................. 26
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ARTICLE IX
INVESTMENTS
Section 9. l Investments ............................................................................................................ 26
Section 9 .2 Investment Income ................................................................................................ 27
) ARTICLEX
PARTICULAR REPRESENTATIONS AND COVENANTS
Section 10.1 PaymentoftheBonds ........................................................................................... 27
) Section 10.2 Other Representations and Covenants ................................................................... 27
Section 10.3 Provisions Concerning Federal Income Tax Exclusion ........................................ 27
Section 10.4 No Private Use or Payment and No Private Loan Financing ............................. : .. 28
Section 10.5 No Federal Guaranty ............................................................................................. 28
Section 10.6 Bonds Are Not Hedge Bonds ................................................................................ 28
Section 10. 7 No-Arbitrage Covenant ......................................................................................... 28
Section 10.8 Arbitrage Rebate ................................................................................................... 29
Section I 0.9 Information Reporting ........................................................................................... 29
Section 10.10 Continuing Obligation ........................................................................................... 29
ARTICLE XI
DEFAULT AND REMEDIES
Section 11.1 Events of Default ................................................................................................... 29
Section 11.2 Remedies for Default ............................................................................................ 30
Section 11.3 Remedies Not Exclusive ....................................................................................... 30
ARTICLE XII
DISCHARGE
Section 12.1 Discharge ............................................................................................................... 30
ARTICLE XIU
CONTINUING DISCLOSURE UNDERTAKING
Section 13.1 Annual Reports ...................................................................................................... 31
Section 13 .2 Material Event Notices .......................................................................................... 31
Section 13.3 Limitations, Disclaimers and Amendments .......................................................... 32
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ARTICLE XIV
REDEMPTION OF BONDS; APPROVAL OF ESCROW AGREEMENT;
PURCHASE OF ESCROWED SECURITIES
Section 14.1 Redemption of Refunded Obligations ................................................................... 33
) Section 14.2 Subscription of Federal Securities ......................................................................... 3 3
Section l 4.3 Approval of Escrow Agreement.. .......................................................................... 34
Section 14.4 Notice of Deposit .................................................................................................. 34
ARTICLE XV
) AMENDMENTS; A TIORNEY GENERAL MODIFICATION
Section 15 .1 Amendments .............................................................................. · .......................... 34
Section 15.2 Attorney General Modification ............................................................................. 35
)
Schedule I-Schedule of Refunded Obligation Candidates
Exhibit A -Description of Annual Disclosure of Financial Information .................................... A-1
Exhibit B -Refunding Parameters .............................................................................................. B-1
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AN ORDINANCE PROVIDING FOR THE ISSUANCE OF CITY OF LUBBOCK,
TEXAS, GENERAL OBLIGATION REFUNDING BONDS, SERIES 2006 IN AN
AMOUNT NOT TO EXCEED $20,000,000; LEVYlNG AT AX IN PAYMENT
THEREOF; APPROVING EXECUTION AND DELIVERY OF AN ESCROW
AGREEMENT AND A BOND PURCHASE CONTRACT; APPROVING TIIE
OFFICIAL STATEMENT; AND ENACTING OTHER PROVISIONS RELATING
THERETO
WHEREAS, there are presently outstanding certain obligations of the City of Lubbock,
Texas (the "City"), described on Schedule I attached hereto (c:ollectively, the "Refunded
Obligation Candidates");
WHEREAS, the City now desires to refund all or a portion of such Refunded Obligation
Candidates (such refunded obligations to be hereinafter referred to as the "Refunded
Obligations");
WHEREAS, Chapter 1207, Texas Government Code, authorizes the City to issue
refunding bonds and to deposit the proceeds from the sale thereof, and any other available funds
or resources, directly with a c:ommercial bank or trust company, and such deposit, if made before
the payment dates for the Refunded Obligations, shall constitute the making of firm banking and
financial arrangements for the discharge and final payment of the Refunded Obligations;
WHEREAS, Chapter 1207 further authorizes the City to enter into an escrow agreement
with a commercial bank with respect to the safekeeping, invesbnent, reinvestment,
administration and disposition of any such deposit, upon such terms and conditions as the City
and such bank may agree, provided that such deposits may be invested and reinvested only in
direct obligations of the United States of America, including obligations the principal of and
interest on which are unconditionally guaranteed by the United States of America, and which
shall mature and bear interest payable at such times and in such amounts as will be sufficient to
provide for the scheduled payment or prepayment of the Refunded Obligations;
WHEREAS, JPMorgan Chase Bank, National Association, is a commercial bank and
does not act as depository for the City and the Escrow Agreement hereinafter authorized
constitutes an escrow agreement of the kind authorized and pennitted by said Chapter 1207;
WHEREAS, the City Council desires to delegate, pursuant to Section 1207.007, Texas
Government Code, and the parameters of this Ordinance, to the Chief Financial Officer, the
authority to approve the amount, the interest rate, price and tenns of the Bonds authorized hereby
and to otherwise take such actions as are necessary and appropriate to effect the sale of the
Bonds and to select the specific maturities or series of Refunded Obligation Candidates to be
refunded;
WHEREAS, the City Council hereby finds and determines that the refunding
contemplated in this Ordinance will benefit the City by providing a present value savings of debt
service payable by the City in an amount to be certified in the Pricing Certificate, and that such
benefit is sufficient consideration for the refunding of the Refunded Obligations;
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WHEREAS, the City Council has found and determined that it is necessary and in the
best interest of the City and its citizens that it authorize by this Ordinance the issuance and
delivery of its bonds at this time; and
WHEREAS, the meeting at which this Ordinance is considered is open to the public as
required by law, and public notice of the time, place, and purpose of said meeting was given as
required by Chapter 551, Texas Government Code, as amended; therefore
BE IT ORDAINED BY THE CITY COUNCIL Of THE CITY Of LUBBOCK:
ARTICLE I
DEFINITIONS AND OTHER PRELIMINARY MA TIERS
Section 1.1 Definitions.
Unless otherwise expressly provided or unless the context clearly requires otherwise in
this Ordinance, the following terms shall have the meanings specified below:
.. Bond" means any of the Bonds.
"Bond Date" means the date designated as the initial date of the Bonds in accordance
with Section 3.2(a) of this Ordinance.
"Bond Purchase Contract'' means the bond purchase contract approved in Section 7 .1 (b)
of this Ordinance.
"Bonds" means the bonds authorized to be issued by Section 3.1 of this Ordinance and
designated as "City of Lubbock. Texas General Obligation Refunding Bonds, Series 2006."
"City'' means the City of Lubbock, Texas.
"Closing Date" means the date of the initial delivery of and payment for the Bonds.
"Designated Payment/Transfer Office" means (i) with respect to the initial Paying
Agent/Registrar named in this Ordinance, the Designated Payment/Transfer Office as designated
in the Paying Agent/Registtar Agreement, or at such other location designated by the Paying
Agent/Registrar and (ii) with respect to any successor Paying Agent/Registrar, the office of such
successor designated and located as may be agreed upon by the City and such successor.
''OTC" means The Depository Trust Company of New York, New York, or any
successor securities depository.
"DTC Participant" shall mean brokers and dealers, banks, trust companies, clearing
corporations and certain other organizations on whose behalf DTC was created to hold securities
to facilitate the clearance and settlement of securities transactions among DTC Participants.
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"Escrow Agent" means JPMorgan Chase Banlc, National Association, as escrow agent
under the terms of the Escrow Agreement.
"Escrow Agreement" means that certain Escrow Agreement between the City and the
Escrow Agent pertaining to the defeasance of the Refunded Obligations.
"Escrow Fund" means the fund by that name established in the Escrow Agreement.
"Event of Default" means any event of default as defined in Section 11. l of this
Ordinance.
"Fiscal Year' means such fiscal year as shall from time to time be set by the City
Council.
"Initial Bond" means the initial bond authorized by Section 3.4(d) of this Ordinance.
"Interest and Sinking Fund" means the interest and sinking fund established by
Section 8.3 of this Ordinance.
"Interest Payment Date" means the date or dates on which interest on the Bonds is
scheduled to be paid until their respective dates of maturity or prior redemption, such dates being
February 15 and August 15 of each year, commencing on the date set forth in the Pricing
Certificate.
"MSRB" means the Municipal Securities Rulemaking Board.
'"NR.MSIR" means each person whom the SEC or its staff has detennined to be a
nationally recognized municipal securities information repository within the meaning of the Rule
from time to time.
''Owner" means the person who is the registered owner of a Bond or Bonds, as shown in
the Register.
"Paying Agent/Registrar" means initially JPMorgan Chase Banlc, National Association,
or any successor thereto as provided in this Ordinance.
"Pricing Certificate" means a certificate or certificates to be signed by the Chief Financial
Officer of the City.
"Record Date" means the last business day of the month next preceding an Interest
Payment Date.
"Refunded Obligation Candidates" means the obligations of the City described in
Schedule I attached hereto which are authorized to be designated as Refunded Obligations in the
Pricing Certificate.
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"Refunded Obligations" means those obligations of the City to be designated in the
Pricing Certificate from the Refunded Obligation Candidates described in Schedule I attached
hereto.
"Register" means the Register specified in Section 3.6(a) of this Ordinance.
"Representations Letter" means the Blanket Letter of Representations between the City
and DTC.
"Rule" means SEC Rule l 5c2-l 2, as amended from time to time.
''SEC" means the United States Securities and Exchange Commission.
''SID" means any person designated by the State of Texas or an authorized department,
officer or agency thereof, as and detennined by the SEC or its staff to be a state information
depository within the-meaning of the Rule from time to time.
"Unclaimed Payments" means money deposited with the Paying Agent/Registrar for the
payment of principal of, redemption premium, if any, or interest on the Bonds as the same come
due and payable or money set aside for the payment of Bonds duly called for redemption prior to
maturity.
"Underwriter'' means A.G. Edwards & Sons, Inc.
Section 1.2 Findings.
The declarations, detenninations, and findings declared, made, and found in the preamble
to this Ordinance are hereby adopted, restated, and made a part of the operative provisions
hereof.
Section 1.3 Table of Contents, Titles. and Headings.
The table of contents, titles, and headings of the Articles and Sections of this Ordinance
have been inserted for convenience of reference only and are not to be considered a part hereof
and shall not in any way modify or restrict any of the terms or provisions hereof and shall never
be considered or given any effect in construing this Ordinance or any provision hereof or in
ascertaining intent, if any question of intent should arise.
Section 1.4 Intetpretation.
(a) Unless the context requires otherwise, words of the masculine gender shall be
construed to include correlative words of the feminine and neuter genders and vice versa, and
words of the singular number shall be construed to include correlative words of the plural
number and vice versa.
(b) This Ordinance and all the terms and provisions hereof shall be liberally
construed to effectuate the purposes set forth herein.
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ARTICLE II
) SECURITY FOR THE BONDS
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Section 2.1 Tax Levy for Payment of the Bonds.
(a) The City Council hereby declares and covenants that it will provide and levy a tax
legally and fully sufficient for payment of the Bonds, it having been determined that the existing
and available taxing authority of the City for such purpose is adequate to permit a legally
sufficient tax in consideration of all other outstanding obligations of the City.
(b) In order to provide for the payment of the debt service requirements on the Bonds.
being (i) the interest on the Bonds, and (ii) a sinking fund for their payment at maturity or a
sinking fund of two percent per annum (whichever amount is the greater), there is hereby levied
for the current year and each succeeding year thereafter while the Bonds or interest thereon
remain outstanding and wipaid, a tax within legal limitations on each $100 assessed valuation of
taxable property in the City that is sufficient to pay such debt service requirements, full
allowance being made for delinquencies and costs of collection.
(c) The tax levied by this Section shall be assessed and collected each year and
applied to the payment of the debt service requirements on the Bonds, and the tax shall not be
diverted to any other purpose.
(d) Said ad valorem tax, the collections therefrom, and all amounts on deposit in or
required hereby to be deposited to the Interest and Sinking Fund are hereby pledged and
committed irrevocably to the payment of the principal of and interest on the Bonds when and as
due and payable in accordance with their tenns and this Ordinance.
(e) If the liens and provisions of this Ordinance shall be discharged in a manner
. permitted by Article XII hereof: then the collection of such ad valorem tax may be suspended or
appropriately reduced, as the facts may permit, and further deposits to the Interest and Sinking
Fund may be suspended or appropriately reduced, as the facts may pennit In detennining the
aggregate principal amount of outstanding Bonds, there shall be subtracted the amount of any
Bonds that have been duly called for redemption and for which money has been deposited in
accordance with Article XH herein.
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ARTICLE III
AUTHORIZATION; GENERAL TERMS AND PROVISIONS
REGARDING THE BONDS
Section 3. l Authorization.
The City's bonds to be designated •'City of Lubbock, Texas General Obligation
Refunding Bonds, Series 2006" (the "Bonds"), are hereby authorized to be issued and delivered
in accordance with the Constitution and laws of the State of Texas, specifically Chapter 1207,
Texas Government Code, as amended, and Article VIII of the City's Home-Rule Charter. The
Bonds shall be issued in the aggregate principal amoW1t designated in the Pricing Certificate,
such amount not to exceed $20,000,000, for the purpose of refunding the Refunded Obligations
and paying the costs of issuing the Bonds.
Section 3.2 Date, Denomination, Maturities, and Interest.
(a) The Bonds shall be dated the date set forth in the Pricing Certificate (the "Bond
Date"). The Bonds shall be in fully registered form, without coupons, in the denomination of
$5,000 or any integral multiple thereof and shall be numbered separately from one upward,
except the Initial Bond, which shall be numbered T-1.
(b) The Bonds shall mature on February 15 in the years and in the principal amounts
set forth in the Pricing Certificate provided that the maximum maturity for the Bonds shall not
exceed twenty years.
(c) Interest shall accrue and be paid on each Bond respectively until its maturity or
prior redemption, from the later of the Bond Date or the most recent Interest Payment Date to
which interest has been paid or provided for at the rates per annum for each respective maturity
specified in the Pricing Certificate. Such interest shall be payable semiannually on each Interest
Payment Date. Interest on the Bonds shall be calculated on the basis of a three hundred sixty
(360) day year composed of twelve (12) months of thirty (30) days each.
Section 3.3 Medium, Method. and Place of Payment.
(a) The principal of, redemption premium, if any, and interest on the Bonds shall be
paid in lawful money of the United States of America.
(b) Interest on the Bonds shall be payable to the Owners as shown in the Register at
the close of business on the Record Date.
(c) Interest shall be paid by check, dated as of the Interest Payment Date, .and sent
United States mail, first class postage prepaid, by the Paying Agent/Registrar to each Owner, at
the address thereof as it appears in the Register, or by such other customary banking arrangement
acceptable to the Paying Agent/Registrar and the Owner; provided, however, that the Owner
shall bear all risk and expense of such alternative banking arrangement
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(d) The principal of each Bond shall be paid to the Owner thereof on the due date,
whether at the maturity date or the date of prior redemption thereof: upon presentation and
surrender of such Bond at the Designated Payment/fransfer Office of the Paying
Agent/Registrar.
( e) If the date for the payment of the principal of or interest on the Bonds shall be a
Saturday, Sunday, legal holiday, or day on which banking institutions in the city where the
Designated Paymentffransfer Office of the Paying Agent/Registrar is located are required or
authorized by law or executive order to close, then the date for such payment shall be the next
succeeding day that is not a Saturday, Sunday, legal holiday, or day on which banking
institutions are required or authorized to close, and payment on such date shall for all purposes
be deemed to have been made on the due date thereof as specified in Section 3.2 of this
Ordinance.
(f) Unclaimed Payments shall be segregated in a special escrow account and held in
trust, uninvested by the Paying Agent/Registrar, for the account of the Owners of the Bonds to
which the Unclaimed Payments pertain. Subject to Title 6 of the Texas Property Code,
Unclaimed Payments remaining unclaimed by the Owners entitled thereto for three years after
the applicable payment or redemption date shall be applied to the next payment on the Bonds
thereafter coming due; to the extent any such moneys remain three years after the retirement of
all outstanding Bonds, such moneys shall be paid to the City to be used for any lawful purpose.
Thereafter, neither the City, the Paying Agent/Registrar, nor any other person shall be liable or
responsible to any Owners of such Bonds for any further payment of such 1D1.claimed moneys or
on account of any such Bonds, subject to Title 6 of the Texas Property Code.
Section 3.4 Execution and Registration of Bonds.
(a) The Bonds shall be executed on behalf of the City by the Mayor and the City
Secretary, by their manual or facsimile signatures, and the official seal of the City shall be
impressed or placed in facsimile thereon. Such facsimile signatures on the Bonds shall have the
same effect as if each of the Bonds had been signed manually and in person by each of said
officers, and such facsimile seal on the Bonds shall have the same effect as if the official seal of
the City had been manually impressed upon each of the Bonds.
(b) In the event that any officer of the City whose manual or facsimile signature
appears on the Bonds ceases to be such officer before the authentication of such Bonds or before
the delivery thereof, such manual or facsimile signature nevertheless shall be valid and sufficient
for all purposes as if such officer had remained in such office.
(c) Except as provided below, no Bond shall be valid or obligatory for any purpose or
be entitled to any security or benefit of this Ordinance unless and until there appears thereon the
Certificate of Paying Agent/Registrar substantially in the form provided herein, duly
authenticated by manual execution by an officer or duly authorized signatory of the Paying
Agent/Registrar. It shall not be required that the same officer or authorized signatory of the
Paying Agent/Registrar sign the Certificate of Paying Agent/Registrar on all of the Bonds. In
lieu of the executed Certificate of Paying Agent/Registrar described above. the Initial Bond
deli-vered at the Closing Date shall have attached thereto the Comptroller's Registration
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Certificate substantially in the form provided herein, manually executed by the Comptroller of
Public Accounts of the State of Texas, or by his duly authorized agent. which Certificate shall be
evidence that the Bond has been duly approved by the Attorney General of the State of Texas,
that it is a valid and binding obligation of the City, and that it has been registered by the
Comptroller of Public Accounts of the State of Texas.
(d) On the Closing Date, one initial Bond reflecting the tenns set forth in the Pricing
Certificate, representing the entire principal amount of all Bonds, payable in stated installments
to the Underwriter, or its designee, executed by the Mayor and City Secretary, approved by the
Attorney General, and registered and manually signed by the Comptroller of Public Accounts,
will be delivered to the Underwriter or its designee. Upon payment for the Initial Bond, the
Paying Agent/Registrar shall cancel the Initial Bond and deliver a single registered, definitive
Bond for each maturity, in the aggregate principal amount thereof, to OTC on behalf of the
Underwriter.
Section 3.5 Ownership.
(a) The City, the Paying Agent/Registrar, and any other person may treat the person
in whose name any Bond is registered as the absolute owner of such Bond for the purpose of
making and receiving payment as herein provided ( except interest shall be paid to the person in
whose name such Bond is registered on the Record Date), and for all other purposes, whether or
not such Bond is overdue, and neither the City nor the Paying Agent/Registrar shall be bound by
any notice or knowledge to the contrary._
(b) All payments made to the Owner of a Bond shall be valid and effectual and shall
discharge the liability of the City and the Paying Agent/Registrar upon such Bond to the extent
of the sums paid.
Section 3.6 Registration, Transfer, and Exchange.
(a) So long as any Bonds remain outstanding, the City shall cause the Paying
Agent/Registrar to keep at the Designated Payment/f ransfer Office a register (the «Register'') in
which, subject to such reasonable regulations as it may prescribe, the Paying Agent/Registrar
shall provide for the registration and transfer of Bonds in accordance with this Ordinance.
(b) The ownership of .a Bond may be transferred only upon the presentation and
surrender of the Bond at the Designated Payment/Transfer Office of the Paying Agent/Registrar
with such endorsement or other evidence of transfer as is acceptable to the Paying
Agent/Registrar. No transfer of any Bond shall be effective until entered in the Register.
(c) The Bonds shall be exchangeable upon the presentation and stmender thereof'at
the Designated Payment/Transfer Office of the Paying Agent/Registrar for a Bond or Bonds of
the same maturity and interest rate and in a denomination or denominations of any integral
multiple of $5,000, and in an aggregate principal amount equal to the unpaid principal amount of
the Bonds presented for exchange. The Paying Agent/Registrar is hereby authorized to
authenticate and deliver Bonds exchanged for other Bonds in accordance with this Section.
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(d) Each exchange Bond delivered by the Paying Agent/Registrar in accordance with
this Section shall constitute an original contractual obligation of the City and shall be entitled to
the benefits and security of this Ordinance to the same extent as the Bond or Bonds in lieu of
which such exchange Bond is delivered.
(e) No service charge shall be made to the Owner for the initial regi.stratio~
subsequent transfer, or exchange for a different denomination of any of the Bonds. The Paying
Agent/Registrar, however, may require the Owner to pay a swn sufficient to cover any tax or
other governmental charge that is authorized to be imposed in connection with the registration,
transfer, or exchange of a Bond.
(f) Neither the City nor the Paying Agent/Registrar shall be required to issue,
transfer, or exchange any Bond called for redemption, in whole or in part, where such
redemption is scheduled to occur within forty-five (45) calendar days after the transfer or
exchange date; provided, however, such limitation shall not be applicable to an exchange by the
Owner of the uncalled principal balance of a Bond.
Section 3. 7 Cancellation.
All Bonds paid or redeemed before scheduled maturity in accordance with this
Ordinance, and alt Bonds in lieu of which exchange Bonds or replacement Bonds are
authenticated and delivered in accordance with this Ordinance, shall be cancelled and proper
records made regarding such payment, redemption, exchange, or replacement. The Paying
Agent/Registrar shall then retwn such cancelled Bonds to the City or may in accordance with
law destroy such cancelled Bonds and periodically furnish the City with Bonds of destruction of
such Bonds.
Section 3.8 Temporary Bonds.
(a) Following the delivery and registration of the Initial Bond and pending the
_preparation of definitive Bonds, the City may execute and, upon the City's request, the Paying
Agent/Registrar shall authenticate and deliver, one or more temporary Bonds that are printed,
lithographed, typewritten, mimeographed, or otherwise -produced, in any denomination,
substantially of the tenor of the definitive Bonds in lieu of which they are delivered, without
coupons, and with such appropriate insertio~ omissions, substitutions, and other variations as
the officers of the City executing such temporary Bonds may determine, as evidenced by their
signing of such temporary Bonds.
(b) Until exchanged for Bonds in definitive form, such Bonds in temporary form shall
be entitled to the benefit and security of this Ordinance.
(c) The City, without unreasonable delay, shall prepare, execute and deliver to the
Paying Agent/Registrar, thereupon, upon the presentation and surrender of the Bond or Bonds in
temporary fonn to the Paying Agent/Registrar, the Paying Agent/Registrar shall authenticate and
deliver in ·exchange therefor a Bond or Bonds of the same maturity and series, in definitive form,
in the authorized denomination, and in the same aggregate principal amount, as the Bond or
Bonds in temporary form surrendered. Such exchange shall be made without the making of any
charge therefor to any Owner.
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Section 3.9 Replacement Bonds.
(a) Upon the presentation and surrender to the Paying Agent/Registrar of a mutilated
Bond, the Paying Agent/Registrar shall authenticate and deliver in exchange therefor a
replacement Bond of like tenor and principal amount, bearing a nwnber not contemporaneously
outstanding. The City or the Paying Agent/Registrar may require the Owner of such Bond to pay
a sum sufficient to cover any tax or other governmental charge that is authorized to be imposed
in connection therewith and any other expenses connected therewith.
(b) In the event that any Bond is lost, apparently destroyed or wrongfully taken, the
Paying Agent/Registrar, pursuant to the applicable laws of the State of Texas and in the absence
of notice or knowledge that such Bond has been acquired by a bona fide purchaser, shall
authenticate and deliver a replacement Bond of like tenor and principal amount, hearing a
number not oontemporaneously outstanding, provided that the Owner first complies with the
following requirements:
(i) furnishes to the Paying Agent/Registrar satisfactory evidence of his
or her ownership of and the circumstances of the loss, destruction. or theft of such
Bond;
(ii) furnishes such security or indemnity as may be required by the
Paying Agent/Registrar to save it and the City harmless;
(iii) pays all expenses and charges in connection therewith, including.
but not limited to, printing costs, legal fees, fees of the Paying Agent/Registrar,
and any tax or other governmental charge that is authorized to be imposed; and
(iv) satisfies any other reasonable requirements imposed by the City
and the Paying Agent/Registrar.
(c) If, after the delivery of such replacement Bond, a bona fide purchaser of the
original Bond in lieu of which such replacement Bond was issued presents for payment such
original Bond, the City and the Paying Agent/Registrar shall be entitled to recover such
replacement Bond from the person to whom it was delivered or any person taking therefrom,
except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity
provided therefor to the extent of any loss, damage, cost, or expense incurred by the City or the
Paying Agent/Registrar in connection therewith.
(d) In the event that any such mutilated, lost, apparently destroyed, or wrongfully
taken Bond has become or is about to become due and payable, the Paying Agent/Registrar, in its
discretion, instead of issuing a replacement Bond, may pay such Bond when it becomes due and
payable.
(e) Each replacement Bond delivered in accordance with this Section shall constitute
an original additional contractual obligation of the City arid shall be entitled to the benefits and
security of this Ordinance to the same extent as the Bond or Bonds in lieu of which such
replacement Bond is delivered.
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Section 3.10 Book-Entry-Only System.
(a) Notwithstanding any other provision hereof, upon initial issuance of the Bonds,
the Bonds shall be registered in the name of Cede & Co., as nominee of DTC. The definitive
Bonds shall be initially issued in the form of a single separate Bond for each of the maturities
thereof.
(b) With respect to Bonds registered in the name of Cede & Co., as nominee of DTC,
the City and the Paying Agent/Registrar shall have no responsibility or obligation to any DTC
Participant or to any person on behalf of whom such a DTC Participant holds an interest in the
Bonds. Without limiting the immediately preceding sentence, the City and the Paying
Agent/Registrar shall have no responsibility or obligation with respect to (i) the accuracy of the
records of OTC, Cede & Co. or any DTC Participant with respect to any ownership interest in
the Bonds, (ii) the delivery to any DTC Participant or any other person, other than an Owner, as
shown on the Register, of any notice with respect to the Bonds, including any notice of
redemption, or (iii) the payment to any OTC Participant or any other person, other than an
Owner, as shown in the Register of any amount with respect to principal of, premium, if any, or
interest on the Bonds. Notwithstanding any other provision of this Ordinance to the contrary. the
City and the Paying Agent/Registrar shall be entitled to treat and consider the person in whose
name each Bond is registered in the Register as the absolute owner of such Bond for the purpose
of payment of principal of., premium, if any, and interest on Bonds, for the purpose of giving
notices of redemption and other matters with respect to such Bond, for the purpose of registering
transfer with respect to such Bond, and for all other purposes whatsoever. The Paying
Agent/Registrar shall pay all principal ot: premium, if any, and interest on the Bonds only to or
upon the order of the respective Owners as shown in the Register, as provided in this Ordinance,
or their respective attorneys duly authorized in writing, and all such payments shall be valid and
effective to fully satisfy and discharge the • City's obligations with respect to payment of,
premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. No person
other than an Owner, as shown in the Register, shall receive a Bond evidencing the obligation of
the City to make payments of amounts due pursuant to this Ordinance. Upon delivery by DTC to
the Paying Agent/Registrar of written notice to the effect that DTC has determined to substitute a
new nominee in place of Cede & Co., the word "Cede & Co." in this Ordinance shall refer to
such new nominee of OTC.
(c) The Representations Letter previously executed and delivered by the City, and
applicable to the City's obligations delivered in book-entry-only form to OTC as securities
depositocy, is hereby ratified and approved for the Bonds. ·
Section 3.11 Successor Securities Depositoo::; Transfer Outside Book-Entry-Only
System.
In the event that the City determines that it is in the best interest of the City and the
beneficial owners of the Bonds that they be able to obtain Bonds, or in the event OTC
discontinues the services described herein, the City shall (i) appoint a successor securities
depository, qualified to act as such under Section l 7(a) of the Securities and Exchange Act of
1934, as amended, notify OTC and OTC Participants of the appointment of such successor
securities depositocy and transfer one or more separate Bonds to such successor securities
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depositocy; or (ii) notify OTC and OTC Participants of the availability through OTC of Bonds
and cause the Paying Agent/Registrar to transfer one or more separate registered Bonds to OTC
Participants having Bonds credited to their DTC accounts. In such event, the Bonds shall no
longer be restricted to being registered in the Register in the name of Cede & Co .• as nominee of
DTC, but may be registered in the name of the successor securities depository, or its nominee, or
in whatever name or names Owners transferring or exchanging Bonds shall designate, in
accordance with the provisions of this Ordinance.
Section 3 .12 Payments to Cede & Co.
Notwithstanding any other provision of this Ordinance to the contrary, so long as the
Bonds are registered in the name of Cede & Co., as nominee of OTC, all payments with respect
to principal of, premium, if any, and interest on such Bonds, and all notices with respect to such
Bonds shall be made and given, respectively, in the manner provided in the Representations
Letter.
ARTICLE IV
REDEMPTION OF BONDS BEFORE MATURITY
Section 4.1 Redemption.
The Bonds are subject to redemption before their scheduled maturity only as provided in
this Article IV. ·
Section 4.2 Optional Redemption.
(a) The City reserves the option to redeem Bonds in the manner provided in the Form
of Bond set forth in Section 6.2 of this Ordinance with such changes as are required by the
Pricing Certificate.
(b) If less than all of the Bonds are to be redeemed pursuant to an optional
redemption, the City shall determine the maturity or maturities and the amounts thereof to be
redeemed and shall direct the Paying Agent/Registrar to call by lot the Bonds, or portions
thereof, within such maturity or maturities and in such principal amounts for redemption.
(c) The City, at least forty-five (45) days before the redemption date, unless a shorter
period shall be satisfactory to the Paying Agent/Registrar, shall notify the Paying
Agent/Registrar of such redemption date and of the principal amount of Bonds to be redeemed.
Section 4.3 Mandatory Sinking Fund Redemption.
(a) Bonds designated as "Term Bondst if any, in the Pricing Certificate are subject
to scheduled mandatory redemption and will be redeemed by the City, in part at a price equal to
the principal amount thereof, without premium, plus accrued interest to the redemption date, out
of moneys available for such purpose in the Interest and Sinking Fund, on the dates and in the
respective principal amounts as set forth in the Pricing Certificate.
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(b) At least forty-five (45) days prior to each scheduled mandatory redemption date,
the Paying Agent/Registrar shall select for redemption by lot, or by any other customary method
that results in a random selection, a principal amount of Term Bonds equal to the aggregate
principal amoWlt of such Term Bonds to be redeemed, shall call such Term Bonds for
redemption on such scheduled mandatory redemption date, and shall give notice of such
redemption, as provided in Section 4.5.
(c) The principal amount of the Term Bonds required to be redeemed on any
redemption date pursuant to subparagraph (a) of this Section 4.3 shall be reduced, at the option
of the City, by the principal amount of any Tenn Bonds which. at least forty-five (45) days prior
to the mandatory sinking fund redemption date (i) shall have been acquired by the City at a price
not exceeding the principal amount of such Term Bonds plus accrued interest to the date of
purchase thereof, and delivered to the Paying Agent/Registrar for cancellation, or (ii) shall have
been redeemed pursuant to the optional redemption provisions hereof and not previously credited
to a mandatory sinking fund redemption.
Section 4.4 Partial Redemption.
(a) A portion of a single Bond of a denomination greater than $5,000 may be
redeemed, but only in a principal amount equal to $5,000 or any integral multiple thereof. If
such a Bond is to be partially redeemed, the Paying Agent/Registrar shall treat each $5,000
portion of the lik>nd as though it were a single Bond for purposes of selection for redemption.
(b) Upon surrender of any Bond for redemption in part, the Paying Agent/Registrar,
in accordance with Section 3.6 of this Ordinance, shall authenticate and deliver an exchange
Bond or Bonds in an aggregate principal amount equal to the unredeemed portion of the Bond so
surrendered, such exchange being without charge.
(c) The Paying Agent/Registrar shall promptly notify the City in writing of the
principal amount to be redeemed of any Bond as to which only a portion thereof is to be
redeemed.
Section 4.5 Notice of Redemption to Owners.
(a) The Paying Agent/Registrar shall give notice of any redemption of Bonds by
sending notice by United States mail, first class postage prepaid, not less than thirty (30) days
before the date fixed for redemption. to the Owner of each Bond ( or part thereof) to be
redeemed, at the address shown on the Register at the close ofbusiness on the Business Day next
preceding the date of mailing such notice.
(b) The notice shall state the redemption date, the redemption price, the place at
which the Bonds are to be surrendered for payment, and, if less than all the Bonds outstanding
are to be redeemed, an identification of the Bonds or portions thereof to be redeemed.
(c) Any notice given as provided in this Section shall be conclusively presumed to
have been duly given, whether or not the Owner receives such noti~.
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Section 4.6 Payment Upon Redemption.
(a) Before or on each redemption date, the City shall deposit with the Paying
Agent/Registrar money sufficient to pay all amounts due on the redemption date and the Paying
Agent/Registrar shall make provision for the payment of the Bonds to be redeemed on such date
by setting aside and holding in trust such amounts as are received by the Paying Agent/Registrar
from the City and shall use such funds solely for the purpose of paying the principal of and
accrued interest on the Bonds being redeemed.
(b) Upon presentation and surrender of any Bond called for redemption at the
Designated Payment/fransfer Office on or after the date fixed for redemption, the Paying
Agent/Registrar shall pay the principal of, redemption premium, if any, and accrued interest on
such Bond to the date of redemption from the money set aside for such purpose. ·
Section 4. 7 Effect of Redemption.
(a) Notice of redemption having been given as prqvided in Section 4.5 of this
Ordinance, the Bonds or portions thereof called for redemption shall become due and payable on
the date fixed for redemption and, unless the City defaults in its obligation to make provision for
the payment of the principal thereof or accrued interest thereon, such Bonds or portions thereof
shall cease to bear interest from and after the date fixed for redemption, whether or not such
Bonds are presented and surrendered for payment on such date.
(b) If the City shall fail to make provision for payment of all sums due on a
redemption date, then any Bond or portion thereof called for redemption shall continue to bear
interest at the rate stated on the Bond until due provision is made for the payment of same by the
City.
Section 4.8 Lapse of Payment.
Money set aside for the redemption of Bonds and remaining unclaimed by the Owners of
such Bonds shall be subject to the provisions of Section 3.3(f) hereof.
ARTICLEV
PA YING AGENT/REGISTRAR
Section 5.1 Appointment of Initial Paying Agent/Registrar.
JPMorgan Chase Bank, National Association, is hereby appointed as the initial Paying
Agent/Registrar for the Bonds.
Section 5.2 Qualifications.
Each Paying Agent/Registrar shall be a commercial bank, a trust company organized
under the laws of the State of Texas, or other entity duly qualified and legally authorized to serve
as and perform the duties and services of paying agent and registrar for the Bonds.
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Section 5.3 Maintaining Paying Agent/Registrar.
(a) At all times while any of the Bonds are outstanding. the City will maintain a
Paying Agent/Registrar that is qualified under Section 5.2 of this Ordinance. The Mayor is
hereby authorized and directed to execute an agreement with the Paying Agent/Registrar
specifying the duties and responsibilities of the City and the Paying Agent/Registrar in
substantially the form presented at this meeting, such form of agreement being hereby approved.
The signature of the Mayor shalt be attested by the City Secretary.
(b) If the Paying Agent/Registrar resigns or otherwise ceases to serve as such, the
City will promptly appoint a replacement.
Section 5.4 Termination.
The City, upon not less than sixty (60) days notice. reserves the right to terminate the
appointment of any Paying Agent/Registrar by delivering to the entity whose appointment is to
be tenninated written notice of such tennination.
Section 5.5 Notice of Change to Owners.
Promptly upon each change in the entity serving as Paying Agent/Registrar, the City will
cause notice of the change to be sent to each Owner by United States mail, fust class postage
prepaid, at the address thereof in the Register, stating the effective date of the change and the
name and mailing address of the replacement Paying Agent/Registrar.
Section 5.6 Agreement to Perform Duties and Functions.
By accepting the appointment as Paying Agent/Registrar and executing the Paying
Agent/Registrar Agreement, the Paying Agent/Registrar is deemed to have agreed to the
provisions of this Ordinance and that it will perform the duties and functions of Paying
Agent/Registrar prescribed thereby.
Section 5. 7 Delivery of Records to Successor.
If a Paying Agent/Registrar is replaced, such Paying Agent, promptly upon the
appointment of the successor, will deliver the Register (or a copy thereof) and all other pertinent
books and records relating to the Bonds to the successor Paying Agent/Registrar.
ARTICLEVl
FORM OF THE BONDS
Section 6.1 Form Generally.
(a) The Bonds, including the Registration Certificate of the Comptroller of Public
Accounts of the State of Texas, the Certificate of the Paying Agent/Registrar, and the
Assignment form to appear on each of the Bonds, (i) shall be substantially in the form set forth in
this Article, with such appropriate insertions, omissions, substitutions, and other variations as are
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permitted or required by this Ordinance and the Pricing Certificate, and (ii) may have such
letters, numbers, or other marks of identification (including identifying numbers and letters of
the Committee on Unifonn Securities Identification Procedures of the American Bankers
Association) and such legends and endorsements (including any reproduction of an opinion of
counsel) thereon as, consistently herewith, may be determined by the City or by the officers
executing such Bonds, as evidenced by their execution thereof.
(b) Any portion of the text of any Bonds may be set forth on the reverse side thereof,
with an appropriate reference thereto on the face of the Bonds.
(c) The definitive Bonds, if any, shall be typewritten, photocopied, printed,
lithographed, or engraved, and may be produced by any combination of these methods or
produced in any other similar manner, all as detennined by the officers executing such Bonds, as
evidenced by their execution thereof.
(d) The Initial Bond submitted to the Attorney General of the State of Texas may be
typewritten and photocopied or otherwise reproduced.
Section 6.2 Form of the Bonds.
The form of the Bonds, including the fonn of the Registration Certificate of the
Comptroller of Public Accounts of the State of Texas, the form of Certificate of the Paying
Agent/Registrar and the form of Assignment appearing on the Bonds, shall be substantially as
follows:
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(a) Form of Bond.
REGISTERED
No. __
INTEREST RA TE:
__ %
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
----•--
REGISTERED
$,_ __ _
CUSIP NUMBER:
The City of Lubbock (the "City"), in the County of Lubbock, State of Texas, for value
received. hereby promises to pay to
or registered assigns, on the Maturity Date specified above, the sum of
_________ DOLLARS
and to pay interest on such principal amount from the later of the Bond Date specified above or
the most recent interest payment date to which interest has been paid or provided for until
payment of such principal amount has been paid or provided for, at the per annum rate of interest
specified above, computed on the basis of a 360-day year of twelve 30-day months, such interest
to be paid semiannually on february 15 and August 15 of each year, commencing
. 2. All capitalized terms used herein ·but not defined shall have the meaning
assigned to them in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the ''Designated Payment/fransfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/fransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement For the purpose of the
1 Insert based upon the Pricing Certificate.
2 Insert based upon the Pricing Certificate.
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payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date;' which shall be the Last business
day of the month next preceding such interest payment date.
If the date for the payment of the principal of or interest on this Bond shall be a Saturday,
Sunday, legal holiday, or day on which banking institutions in the city where the Designated
Paymentlf ransfer Office of the Paying Agent/Registrar is located are required or authorized by
law or executive order to close, the date for such payment shall be the next succeeding day that is
not a Saturday, Sunday, legal holiday, or day on which banking institutions are required or
authorized to close, and payment on such date shall have the same force and effect as if made on
the original date payment was due.
This Bond is one of a series of fully registered Bonds specified in the title hereof issued
in the aggregate principal amount of $, _____ 3 (herein referred to as the "Bonds"), issued
pursuant to a certain ordinanc.e of the City (the "Ordinance") for the purpose of.refunding certain
outstanding obligations of the City.
[The City has reserved the option to redeem the Bonds maturing on or after February 15,
___ before their respective scheduled maturities in whole or in part in integral multiples of
$5,000 on February 15, ____, or on any date thereafter, at a redemption price of par, plus accrued
interest to the date fixed for redemption. If less than all of the Bonds are to be redeemed, the
City shall determine the maturity or maturities and the amounts thereof to be redeemed. and shall
direct the Paying Agent/Registrar to call by lot Bonds, or portions thereof within such maturity
or maturities and in such amounts, for redemption. J4
[Bonds maturing on February 15, ___ (the "Tenn Bonds'') are subject to mandatory
sinking fund redemption prior to their scheduled maturity, and will be redeemed by the City, in
part at a redemption price equal to the principal amount thereof, without premium, plus interest
accrued to the redemption date, on the dates and in the principal amounts shown in the following
schedule:
Redemption Date
February 15, __
February 15, __ (maturity)
Principal Amount
$, ___ _
$, ___ _
The Paying Agent/Registrar will select by lot or by any other customary method that
results in a random selection the specific Term Bonds (or with respect to Term Bonds having a
denomination in excess of $5,000, each $5,000 portion thereof) to be redeemed by mandatory
redemption. The principal amount of Tenn Bonds required to be redeemed on any redemption
date pursuant to the foregoing mandatory sinking fund redemption provisions hereof shall be
reduced, at the option of the City, by the principal amount of any Tenn Bonds which, at least 45
3 Insert based upon the Pricing Certificate.
4 Insert optional redemption provisions and revise as necessaiy to conform to the Pricing Certificate.
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days prior to the mandatory sinking fund redemption date (i) shall have been acquired by the
City at a price not exceeding the principal amount of such Term Bonds plus accrued interest to
the date of purchase thereof, and delivered to the Paying Agent/Registrar for cancellation, or (ii)
shall have been redeemed pursuant to the optional redemption provisions hereof and not
previously credited to a mandatory sinking fund redemption.]5
Notice of such redemption or redemptions shall be given by United States mail, first class
postage prepaid, not less than 30 days before the date fixed for redemption, to the registered
owner of each of the Bonds to be redeemed in whole or in part. Notice having been so given, the
Bonds or portions thereof designated for redemption shall become due and payable on the
redemption date specified in such notice; from and after such date, notwithstanding that any of
the Bonds or portions thereof so called for redemption shall not have been surrendered for
payment, interest on such Bonds or portions thereof shall cease to accrue.
As provided in the Ordinance, and subject to certain limitations therein set forth, this
Bond is transferable upon surrender of this Bond for transfer at the designated office of the
Paying Agent/Registrar with such endorsement or other evidence of transfer as is acceptable to
the Paying Agent/Registrar; thereupon, one or more new fully registered Bonds of the same
stated maturity, of authorized denominations, bearing the same rate of interest, and for the same
aggregate principal amount will be issued to the designated transferee or transferees.
The City, the Paying Agent/Registrar, and any other person may treat the person in whose
name this Bond is registered as the owner hereof for the purpose of receiving payment as herein
provided ( except interest shall be paid to the person in whose name this Bond is registered on the
Record Date) and for all other purposes, whether or not this Bond be overdue, and neither the
City nor the Paying Agent/Registrar shall be affected by notice to the contrary.
IT IS HEREBY CERTIFIED AND RECITED that the issuance of this Bond and the
series of which it is a part is duly authorized by law; that all acts, conditions and things required
to be done precedent to and in the issuance of the Bonds have been properly done and perfonned
and have happened in regular and due time, form and manner, as required by law; that ad
valorem taxes upon all taxable property in the City have been levied for and pledged to the
payment of the debt service requirements of the Bonds within the limit prescribed by law; and
that the total indebtedness of the City, including the Bonds, does not exceed any constitutional or
statutory limitation.
s Insert mandatory sinking fund redemption provisions, if any, and revise as neccssaiy to confo~the Pricing
Certificate.
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IN WITNESS WHEREOF, the City has caused this Bond to be executed by the manual
or facsimile signature of the Mayor of the City and countersigned by the manual or facsimile
signature of the City Secretary, and the official seal of the City has been duly impressed or
placed in facsimile on this Bond.
Mayor, City of Lubbock, Texas
City Secretary,
City of Lubbock, Texas
[SEAL]
(b) Form of Comptroller's Registration Certificate. The following Comptroller's
Registration Certificate may be deleted from the definitive Bonds if such Certificate on the Initial
Bond is fully executed.
OFFICE OF THE COMPTROLLER
OF PUBLIC ACCOUNTS
OF THE STATE OF TEXAS
§
§
§
REGISTER NO. ___ _
I hereby certify that there is on file and of record in my office a Certificate of the
Attorney General of the State of Texas to the effect that this Bond has been examined by him as
required by law, that he finds that it has been issued in confonnity with the Constitution and laws
of the State of Texas, and that it is a valid and binding obligation of the City of Lubbock, Texas;
and that this Bond has this day been registered by me.
Witness my hand and seal of office at Austin, Texas,-----------'
[SEAL)
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Comptroller of Public Accounts
of the State of Texas
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(c) Form of Certificate of Paying Agent/Registrar. The following Certificate of
Paying Agent/Registrar may be deleted from the Initial Bond if the Comptroller's Registration
Certificate appears thereon.
CERTIFICATE OF PAYING AGENT/REGISTRAR
The records of the Paying Agent/Registrar show that the Initial Bond of this series of
Bonds was approved by the Attorney General of the State of Texas and registered by the
Comptroller of Public Accounts of the State of Texas, and that this is one of the Bonds referred
to in the within-mentioned Ordinance.
Dated:
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JPMorgan Chase Bank, National Association
as Paying Agent/Registrar
By:
Authorized Signatory
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(d) Fonn of Assignment
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns, and transfers unto (print or
typewrite name, address and Zip Code of transferee): _____________ _
(Social Security or other identifying number: -------........J the within Bond and all
rights hereunder and hereby irrevocably constitutes and appoints _______ _
attorney to transfer the within Bond on the books kept for registration hereof, with full power of
substitution in the premises.
Dated:
NOTICE: The signature on this Assignment
must correspond with the name of the
registered owner as it appears on the face of
the within Bond in every particular and must
be guaranteed in a manner acceptable to the
Paying Agent/Registrar.
Signature Guaranteed By:
Authorized Signatory
(e) The Initial Bond shall be in the form set forth in paragraphs (a), (b) and (d) of this
Section, except for the following alterations:
(i) immediately under the name of the Bond the headings
"INTEREST RATE" and "MATURITY DATE" shall both be completed with the
expression "As shown below"; and
(ii) in the first paragraph of the Bond, the words .. on the maturity date
specified above" shall be deleted and the following will be inserted: "on
February 15 in each of the yearn, in the principal installments and bearing interest
at the pee annum rates set forth in the following schedule:
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Principal Installments Interest Rate
(Information to be inserted from the Pricing Certificate pursuant to
Section 3.2 ofthis Ordinance)
Section 6.3 CUSIP Registration.
The City may secure identification numbers through the CUSIP Service Bureau Division
of Standard & Poor's, A Division of the McGraw-Hill Companies, New York, New York, and
may authorize the printing of such numbers on the face of the Bonds. It is expressly provided,
however, that the presence or absence of CUSIP numbers on the Bonds shall be of no
significance or effect in regard to the legality thereof and neither the City nor the attorneys
approving said Bonds as to legality are to be held responsible for CUSIP nwnbers incorrectly
printed on the Bonds.
Section 6.4 Legal Opinion.
The approving legal opinion of Vinson & Elkins L.L.P., Bond Counsel, may be attached
to or printed on the reverse side of each Bond over the certification of the City Secretary, which
may be executed in facsimile.
Section 6.5 Bond Insurance.
Information pertaining to bond insurance, if any, may be printed on each Bond.
ARTICLE VII
SALE AND DELIVERY OF BONDS; DEPOSIT OF PROCEEDS
Section 7.1 Sale of Bonds; Official Statement
(a) The Bonds shall be sold at negotiated sale to the Underwriter in accordance with
the terms of this Ordinance, including this Section 7 .1 (a) and Exhibit B hereto, provided. that all
of the conditions set forth in Exht'bit B can be satisfied. As authorized by Chapter 1207, Texas
Government Code, as amended, the Chief Financial Officer is authorized to act on behalf of the
City upon determining that the conditions set forth in Exhibit B can be satisfied, in selling and
delivering the Bonds and carrying out the other procedures specified in this Ordinance, including
determjning whether to acquire bond insurance for the Bonds, the aggregate principal amount of
the Refunded Obligations, the aggregate principal amount of the Bonds and price at which each
of the Bonds will be sol~ the number and designation of series of Bonds to be issued, the fonn
in which the Bonds shall be issued, the years in which the Bonds will mature, the principal
amount to mature in each of such years, the rate of interest to be home by each such maturity, the
first interest payment date, the dates, prices and terms upon and at which the Bonds shall be
subject to red.emption prior to maturity at the option of the City and shall be subject to mandatory
sinking fund redemption, and all other matters relating to the issuance, sale and delivery of the
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Bonds, including the refunding of the Refunded Obligations, all of which shall be specified in
the Pricing Certificate.
The authority granted to the Chief Financial Officer under this Section 7.l(a) shall expire
at 5:00 p.m., June 26, 2006 unless otherwise extended by the City Council by separate action.
Any finding or determination made by the Chief Financial Officer relating to the issuance
and sale of the Bonds and the execution of the Bond Purchase Contract in connection therewith
shall have the same force and effect as a fin~ing or determination made by the City Council.
(b) The Chief Financial Officer is hereby authorized and directed to execute and
deliver, and the City Secretary is hereby authorized and directed to attest, a bond purchase
contract (the "Bond Purchase Contract") which Bond Purchase Contract is hereby accepted,
approved and authorized in substantially the form submitted to the City and upon completion of
the terms of the Bond Purchase Contract in accordance with the terms of the Pricing Certificate
and this Ordinance, the Chief Financial Officer is authorized and directed to execute such Bond
Purchase Contract on behalf of the City and the Chief Financial Officer and all other officers,
agents and representatives of the City are hereby authorized to do any and all things necessary or
desirable to satisfy the conditions set out therein and to provide for the issuance and delivery of
the Bonds. The Bonds shall initially be registered in the name of the Underwriter.
(c) The fonn and substance of the Preliminary Official Statement for the Bonds and
any addenda, supplement or amendment thereto, are hereby in all respects approved and adopted.
and the Preliminary Official Statement is hereby deemed final as of its date within the meaning
and for the purposes of paragraph (b )( 1) of Rule 15c2-12 under the Securities Exchange Act of
l 934~ as amended. The Chief Financial Officer and City Secretary are hereby authorized and
directed to cause to be prepared a final Official Statement incorporating applicable pricing
information pertaining to the Bonds, and to execute the same by manual or facsimile signature
and deliver appropriate numbers of executed copies thereof to the Underwriter. The Official
Statement as thus approved, executed and delivered. with such appropriate variations as shall be
approved by the Chief Financial Officer and the Underwriter, may be used by the Underwriter in
the public offering and sale thereof: The City Secretary is hereby authorized and directed to
include and maintain a copy of the Official Statement and any addenda, supplement or
amendment thereto thus approved among the pennanent records of this meeting. The use and
distribution of the Preliminary Official Statement in the public offering of the Bonds by the
Underwriter is hereby ratified. approved and confirmed.
( d) All officers· of the City are authorized to execute such documents, Bonds and
receipts as they may deem appropriate in order to conswnmate the delivery of the Bonds in
accordance with the terms of sale therefor including, without limitation. the Bond Purchase
Contract.
(e) The obligation of the Underwriter identified in subsection (a) of this Section to
accept delivery of the Bonds is subject to such purchaser being furnished with the final,
approving opinion of Vinson & Elkins L.L.P ., bond counsel for the City, which opinion shall be
dated and delivered the Closing Date .
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Section 7.2 Control and Delivery of Bonds.
(a) The Chief Financial Officer of the City is hereby authorized to have control of the
Initial Bond and all necessary records and proceedings pertaining thereto pending investigation,
examination, and approval of the Attorney General of the State of Texas, registration by the
Comptroller of Public Accounts of the State of Texas and registration with, and initial exchange
or transfer by, the Paying Agent/Registrar.
(b) After registration by the Comptroller of Public Accounts, delivery of the Bonds
shall be made to the Underwriter thereof under and subject to the general supervision and
direction of the Chief Financial Officer, against receipt by the City of all amounts due to the City
under the terms of sale.
ARTICLE VIII
CREATION OF FUNDS AND ACCOUNTS, INITIAL DEPOSITS
AND APPLICATION OF MONEY
Section 8.1 Creation of Funds.
The City hereby establishes the following funds:
(i) the City of Lubbock, Texas, General Obligation Refunding Bonds,
Series 2006, Interest and Sinking Fund (the "lnterest and Sinking Fund"); and
(ii) the City of Lubbock, Texas, General Obligation Refunding Bonds,
Series 2006, Cost oflssuance Fund (the "Cost oflssuance Fund").
Section 8.2 Initial Dxl)osits.
On the Closing Date, the City shall cause the proceeds from the sale of the Bonds to be
deposited as follows:
(i) first, an amount equal to all accrued interest on the Bonds, if any,
from the Original Issue Date until the Closing Date shall be deposited to the credit
of the Interest and Sinking Fund;
(ii) second, a portion of the proceeds from the sale of the Bonds, funds
transferred from the interest and sinking funds for the Refunded Obligations, and
other funds of the City, if any, as set forth in the Pricing Certificate shall be
applied to establish an Escrow Fund to refund the Refunded Obligations and, to
the extent not other.wise provided for, to pay all expenses arising in connection
with the establishment of such Escrow Fund and the refunding of the Refunded
Obligations; and
(iii) third, the remaining balance shall be deposited to the credit of the
Cost of Issuance Fund to pay the costs of issuance.
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Section 8.3 Interest and Sinking Fund.
(a) The taxes levied under Section 2.1 of this Ordinance shall be deposited to the
credit of the Interest and Sinking Fund at such times and in such amounts as necessary for the
timely payment of the principal of and interest on the Bonds.
(b) If the amount of money in the Interest and Sinking Fund is at least equal to the
aggregate principal amount of the outstanding Bonds plus the aggregate amount of interest due
and that will become due and payable on such Bonds, no further deposits to that fund need be
made. In determining the aggregate principal amount of outstanding Bonds, there shall be
subtracted the amount of any Bonds that have been duly called for redemption and for which
money has been deposited with the Paying Agent/Registrar for such redemption.
( c) Money on deposit in the Interest and Sinking Fund shall be used to pay the
principal of and interest on the Bonds as such become due and payable.
Section 8.4 Cost of Issuance Fwid.
The Cost of Issuance Fund shall be used for the purpose of paying expenses incurred in
connection with the issuance and delivery of the Bonds.
Section 8.5 Excess Bond Proceeds.
( a) Upon payment of the cost of issuance associated with the Bonds, any amount that
remains in the Cost of Issuance Fund shall be transferred to the credit of the Interest and Sinking
Fund and segregated in a special escrow account
(b) The money in such special escrow account shall be used for the payment of
principal, premium, if any, and interest on the Bonds, on the respective due dates thereof or dates
as of which Bonds have been called for redemption.
Section 8.6 Security of Funds.
All moneys on deposit in the funds referred to in this Ordinance shall be secured in the
manner and to the fullest extent required by the laws of the State of Texas for the security of
public funds, and moneys on deposit in such funds shall be used only for the pmposes permitted
by this Ordinance.
Section 9. I Investments.
ARTICLE IX
INVESTMENTS
(a) Money in the Interest and Sinking Fund created by this Ordinance, at the option
of the City, may be invested in such securities or obligations as permitted under applicable law.
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(b) Any securities or obligations in which such money is so invested shall be kept and
held in trust for the benefit of the Owners and shall be sold and the proceeds of sale shall be
timely applied to the making of all payments required to be made from the fund from which the
investment was made.
Section 9.2 Investment Income.
Interest and income derived from investment of the Interest and Sinking Fund shall be
credited to such Fund.
ARTICLE X
PARTICULAR REPRESENTATIONS AND COVENANTS
Section 10.1 Payment of the Bonds.
On or before each Interest Payment Date while any of the Bonds are outstanding and
unpaid, there shall be made available to the Paying Agent/Registrar, out of the Interest and
Sinking Fund, money sufficient to pay such interest on and principal of, redemption premium, if
any, and interest on the Bonds as will accrue or mature on the applicable Interest Payment Date
or date of prior redemption.
Section 10.2 Other Representations and Cov~ts-
( a) The City will faithfully perfonn, at all times, any and all covenants, undertakings,
stipulations, and provisions contained in this Ordinance; the City will promptly pay or cause to
be paid the principal of, redemption premium, if any, and interest on each Bond on the dates and
at the places and manner prescribed in such Bond; and the City will, at the times and in the
manner prescribed by this Ordinance, deposit or cause to be deposited the amounts of money
specified by this Ordinance.
(b) The City is duly authorized under the laws of the State of Texas to issue the
Bonds; all action on its part for the creation and issuance of the Bonds has been duly and
effectively taken; and the Bonds in the hands of the Owners thereof are and will be valid and
enforceable obligations of the City in accordance with their terms.
Section 10.3 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 the applicable regulations promulgated
thereunder (the "Regulations''). The City covenants and agr~ 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 the gross income, as defined in section 61 of
the Code, of the holders thereof for pUipOses of federal income taxation. In particular, the City
covenants and agrees to comply with each requirement of Sections 10.3 through 10.9 of this
Article X; provided, however, that the City shall not be required to comply with any particular
requirement of Sections 10.3 through I 0.9 of this Article X if the City has received an opinion of
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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 Sections 10.3 through 10.9 of this Article X 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 Sections 10.3 through 10.9 of this Article X.
Section 10.4 No Private Use or Payment and No Private Loan Financing.
The City shall certify, through an authorized officer, employee or agent, that, based upon
all facts and estimates known or reasonably expected to be in existence on the date the Bonds are
delivered, the proceeds of the Bonds will not be used in a manner that would cause the Bonds to
be "private activity bonds" within the meaning of section 141 of the Code and the Regulations.
The City covenants and agrees that it will make such use of the proceeds of the Bon~ including
interest or other investment income derived from Bond proceeds, regulate the use of property
financed, directly or indirectly, with such proceeds, and take such other and further action as may
be required so that the Bonds will not be "private activity bonds" within the meaning of section
141 of the Code and the Regulations.
Section 10.5 No Federal Guaranty.
The City covenants and agrees not to take any action, or knowingly omit to take any
action within its control, that, if taken or omitted. respectively, would cause the Bonds to be
"federally guaranteed" within the meaning of section 149(b) of the Code and the Regulations,
except as permitted by section 149(b)(3) of the Code and the Regulations.
Section 10.6 Bonds Are Not Hedge Bonds.
The City covenants and agrees not to take any action. or knowingly omit to take any
action, and has not knowingly omitted and will not knowingly omit to take any action, within its
control, that, if taken or omitted. respectively, would cause the Bonds to be "hedge bonds"
within the meaning of section I 49(g) of the Code and the Regulations.
Section 10.7 No-Arbitrage Covenant.
The City shall certify, through an authorized officer, employee or agent, that. based upon
all facts and estimates known or reasonably expected to be in existence on the date the Bonds are
delivered, the City will reasonably expect that the proceeds of the Bonds will not be used in a
manner that would cause the Bonds to be "arbitrage bonds" within the meaning of section 148( a)
of the Code and the Regulations. Moreover, the City covenants and agrees that it will make such
use of the proceeds of the Bonds including interest or other investment income derived from
Bond proceeds, regulate investments of proceeds of the Bonds, and take such other and further
action as may be required so that the Bonds will not be "arbitrage bonds" within the meaning of
section 148(a) of the Code and the Regul~ons.
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Section 10.8 Arbitrage Rebate.
If the City does not qualify for an exception to the requirements of Section l48(f) of the
Code, the City will take all necessary steps to comply with the requirement that certain amounts
earned by the City on the investment of the "gross proceeds" of the Bonds (within the meaning
of section 148(f)(6)(B) of the Code). be rebated to the federal government. Specifically, the City
will (i) maintain records regarding the investment of the gross proceeds of the Bonds as may be
required to calculate the amount earned on the investment of the gross proceeds of the Bonds
separately from records of amounts on deposit in the funds and accounts of the City allocable to
other bond issues of the City or moneys which do not represent gross proceeds of any Bonds of
the City. (ii) calculate at such times as are required by the Regulations, the amount earned from
the investment of the gross proceeds of the Bonds which is required to be rebated to the federal
government, and (iii) pay, not less often than every fifth anniversary date of the deHvery of the
Bonds or on such other dates as may be pennitted under the Regulations, all amounts required to
be rebated to the federal govemmenL Further, the City will not indirectly pay any amount
otherwise payable to the fooeral government pursuant to the foregoing requirements to any
person other than the federal government by entering into any investment arrangement with
respect to the gross proceoos of the Bonds that might result in a roouction in the amowit requiroo
to be paid to the federal government because such arrangement results in a smaller profit or a
larger loss than would have resulted if the arrangement had been at arm's length and had the
yield on the issue not been relevant to either party.
Section l 0.9 Information Reporting.
The City covenants and agrees to file or cause to be filed with the Secretary of the
Treasury, not later than the 15th day ofthe second calendar month after the close of the calendar
quarter in which the Bonds are issued, an information statement concerning the Bonds, all under
and in accordance with section 149(e) of the Code and the Regulations.
Section 10.10 Continuing Obligation.
Notwithstanding any other provision of this Ordinance, the City's obligations under the
covenants and provisions of Sections 10.3 . through 10.9 of this Article X shall survive the
defeasance and discharge of the Bonds.
ARTICLE XI
DEFAULT AND REMEDIES
Section 11.1 Events of Default
Each of the following occwrences or events for the purpose of this Ordinance is hereby
declared to be an Event of Default:
(i) the failure to make payment of the principal of, redemption
premium, if any, or interest on any of the Bonds when the same becomes due and
payable; or
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(ii) default in the performance or observance of any other covenant,
agreement, or obligation of the City. which default materially and adversely
affects the rights of the Owners, including but not limited to their prospect or
ability to be repaid in accordance with this Ordinance, and the continuation
thereof for a period of sixty (60) days after notice of such default is given by any
Owner to the City.
Section 11.2 Remedies for Default.
( a) Upon the happening of any Event of Default. then any Owner or an authorized
representative thereof, including but not limited to a trustee or trustees therefor, may proceed
against the City for the purpose of protecting and enforcing the rights of the Owners under this
Ordinance by mandamus or other suit. action or special proceeding in equity or at law in any
court of competent jurisdiction for any relief permitted by law, including the specific
perfonnance of any covenant or agreement contained herein, or thereby to enjoin any act or thing
that may be unlawful or in violation of any right of the Owners hereunder or any combination of
such remedies.
(b) It is provided that all such proceedings shall be instituted and maintained for the
equal benefit of all Owners of Bonds then outstanding.
Section 11.3 Remedies Not Exclusive.
(a) No remedy herein conferred or reserved is intended to be exclusive of any other
available remedy, but each and every such remedy shall be cumulative and shall be in addition to
every other remedy given hereunder or under the Bonds or now or hereafter existing at law or in
equity; provided. however, that notwithstanding any other provision of this Ordinance, the right
to accelerate the debt evidenced by the Bonds shall not be available as a remedy under this
Ordinance.
(b) The exercise of any remedy herein conferred or reserved shall not be deemed a
waiver of any other available remedy.
ARTICLE XII
DISCHARGE
Section 12.1 Discharge.
The Bonds may be defeased, discharged or refunded in any manner pemtitted by
applicable law.
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ARTICLE XIII
CONTINUING DISCWSURE UNDERTAKING
Section 13.1 Annual Reports.
(a) The City shall provide annually to each NRMSIR and to any SID, within six (6)
months after the end of each fiscal year, financial information and operating data with respect to
the City of the general type included in the final Official Statement, being the infonnation
described in Exhibit A hereto. Any financial statements so to be provided shall be (i) prepared in
accordance with the accounting principles describe.din Exhibit A hereto, and (ii) audited, if the
City commissions an audit of such statements and the audit is complete.d within the period dutjng
which they must be provided. If the audit of such financial statements is not complete within
such period, then the City shall provide notice that audited financial statements are not available
and shall provide unaudited financial statements for the applicable fiscal year to each NRMSCR
and any SID. The City shall provide audited financial statements for the applicable fiscal year to
each NRMSIR and to any SID when and if audited financial statements become available.
(b) If the City changes its fiscal year, it will notify each NRMSIR and any SID of the
change (and of the date of the new fiscal year end) prior to the next date by which the City
otherwise would be required to provide financial information and operating data pursuant to this
Section.
(c) The financial information and operating data to be provided pursuant to this
Section may be set forth in full in one or more documents or may be included by specific
referenced to any document (including an official statement or other offering document, if it is
available from the MSRB) that theretofore has been provided to each NRMSIR and any SID or
filed with the SEC.
Section 13.2 Material Event Notices.
(a) The City shall notify any SID and either each NRMSIR or the MSRB, in a timely
manner, of any of the following events with respect to the Bonds, if such event is material within
the meaning of the federal securities laws:
(i) principal and interest payment delinquencies;
(ii) nonpayment related defaults;
(iii) unscheduled draws on debt service reserves reflecting financial
difficulties;
(iv) unscheduled draws on credit enhancements reflecting financial
difficulties;
(v)
perform;
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substitution of credit or liquidity providers, or their failure to
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(vi) adverse tax opinions or events affecting the true-exempt status of
the Bonds;
(vii) modifications to rights of Owners;
(viii) redemption calls;
(ix) defeasances;
(x) release, substitution, or sale of property securing repayment of the
Bonds; and
(xi) rating changes.
(b) The City shall notify any SID and either each NRMSIR or the MSRB, in a timely
manner, of any failure by the City to provide financial information or operating data in
acoordance with Section 13.1 ofthis Ordinance by the time required by such Section.
Section 13.3 Limitations, Disclaimers and Amendments.
(a) The City shall be obligated to observe and perform the covenants specified in this
Article for so long as, but only for so long as, the City remains an .. obligated person" with
respect to the Bonds within the meaning of the Rule, except that the City in any event will give
notice of any redemption calls and any defeasances that cause the City to be no longer an
"obligated person."
(b) The provisions of this Article are for the sole benefit of the Owners and beneficial
owners of the Bonds, and nothing in this Article, express or implied, shall give any benefit or any
legal or equitable right, remedy, or claim herewtder to any other person. The City undertakes to
provide only the financial information, operating data, financial statements, and notices which it
has expressly agreed to provide pursuant to this Article and does not hereby undertake to provide
any other information that may be relevant or material to a complete presentation of the City's
financial re.ffllts, condition, or prospects or hereby undertake to update any information provided
in accordance with this Article or otherwise, except as expressly provided herein. The City does
not make any representation or warranty concerning such information or its usefulness to a
decision to invest in or sell Bonds at any furure date.
UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE OWNER
OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR
TORT, FOR DAMAGES :RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY
THE CITY, WHETIIER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY
COVENANT SPECIFIED IN THIS ARTICLE, BUT EVERY RIGHT AND REMEDY OF
ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH
BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC
PERFORMANCE.
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(c) No default by the City in observing or performing its obligations under this
Article shall constitute a breach of or default under the Ordinance for purposes of any other
provisions of this Ordinance.
(d) Nothing in this Article is intended or shall act to disclaim, waive, or otherwise
limit the duties of the City Wider federal and state securities laws.
(e) The provisions of this Article may be amended by the City 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, but only if (i) the
provisions of this Article, as so amended, would have permitted an underwriter to purchase or
sell Bonds in the primary offering of the Bonds 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 Owners of a majority in aggregate principal
amount (or any greater amount required by any other provisions of this Ordinance that authorizes
such an amendment) of the outstanding Bonds consent to such amendment or (B) an entity or
individual person that is unaffiliated with the City (such as nationally recognized bond counsel)
determines that such amendment will not materially impair the interests of the Owners and
beneficial owners of the Bonds. If the City so amends the provisions of this Article, it shall
include with any amended financial infonnation or operating data next provided in accordance
with Section 13.1 an explanation, in narrative form, of the reasons for the amendment and of the
impact of any change in type of financial information or operating data so provided.
(f) Any filing required to be made pursuant to this Article XIII may be made through
the facilities of DisclosureUSA or such other central post office as may be approved in writing
by the SEC for such purpose. Any such filing made through such central post office will be
deemed to have been filed with each NRMSIR and SID or MSRB as if such filing had been
made directly to such entity.
ARTICLE XIV
REDEMPTION OF BONDS; APPROVAL OF ESCROW AGREEMENT;
· PURCHASE OF ESCROWED SECURITIES
Section 14.l Redemption of Refunded Obligations.
(a) The City hereby calls the Refunded Obligations for redemption prior to maturity
on the dates and at the prices set forth in the Pricing Certificate.
(b) The Chief Financial Officer is hereby authorized and directed to c.ause a copy of
this Ordinance to be delivered to each paying agent/registrar for the Refunded Obligations, the
delivery of which shall constitute notice of redemption and notice of defeasance to such paying
agent/registrar.
Section 14.2 Subscription of Federal Securities.
The Mayor and the Chief Financial Officer, either or both, are hereby authorized to make
necessary arrangements for the purchase of the Federal Securities referenced in the Escrow
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Agreement, as may be necessary for the Escrow Fund and the application for the acquisition of
the Federal Securities is hereby approved and ratified. Following the deposits to the Escrow
Fund as specified herein and in the Pricing Certificate, the Refunded Obligations shall be
payable solely from and secured by such deposits and shall cease to be payable from ad valorem
truces.
Section 14.3 Approval of Escrow Agreement.
The discharge and defeasance of the Refunded Obligations shall be effectuated pursuant
to the terms and provisions of an Escrow Agreement (the "Escrow Agreement") to be entered
into by and between the City and the Escrow Agent, which shall be substantially in the form
presented at this meeting, the tenns and provisions of which are hereby approved, subject to such
·insertions, additions and modifications as shall be necessary (a) to carry out the program
designed for the City, (b) to minimize the City's costs of refunding, (c) to comply with all
applicable laws and regulations relating to the refunding of the Refunded Obligations, (d) tp
carry out the other intents and purposes of this Ordinance and (e) to comply with the tenns set
forth in the Pricing Certificate, The Chief Financial Officer is hereby authorized to execute and
deliver such Escrow Agreement on behalf of the City in multiple counterparts and the City
Secretary is hereby authorized to attest thereto and affix the City's seal.
Section 14.4 Notice of Deposit.
Each paying agent/registrar for the Refunded Obligations is hereby authorized and
directed to give notice of redemption and deposit with respect to the Refunded Obligations as
required under the ordinance pursuant to which the Refunded Obligations were issued.
ARTICLE XV
AMENDMENTS; A TIORNEY GENERAL MODIFICATION
Section 15.1 Amendments.
This Ordinance shall constitute a contract with the Owners, 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 this Section. The City may, without consent of or notice to any Owners, from time
to time and at any time, amend this Ordinance in any manner not detrimental to the interests of
the Owners, including the curing of any ambiguity, inconsistency, or formal defect or omission
herein. In addition, the City may, with the written consent of the Owners of the Bonds holding a
majority in aggregate principal amount of the Bonds then outstanding, 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 tiIQes
of payment of the principal of, premium, if any, and interest on the Bonds, 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 on the Bonds, (ii) give any
preference to any Bond over any other Bond, or (iii) reduce the aggregate principal amount of
Bonds required to be held by Owners for consent to any such amendment, addition, or rescission.
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Section 15.2 Attorney General Modification.
In order to obtain the approval of the Bonds by the Attorney General of the State of
Texas, any provision of this Ordinance may be modified, altered or amended after the date of its
adoption if required by the Attorney General in connection with the Attorney General's
examination as to the legality of the Bonds and approval thereof in accordance with the
applicable law. Such changes, if any, shall be provided to the City Secretary and the City
Secretary shall insert such changes into this Ordinance as if approved on the date hereof.
[Execution Page Follows]
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PRESENTED, FINALLY PASSED AND APPROVED, AND EFFECTIVE on the 26th
day of April, 2006, at a special meeting of the City Council of the Ci~ f Lubbock, Texas.
ATTEST:
M~ARZA.Ci~
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SCHEDULE I
REFUNDED OBLIGATION CANDIDATES
All o fthe City's outstanding obligations of the following series:
Tax & Municipal Drainage Utility System Surplus Revenue Certificates of Obligation,
Series 2001
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EXHIBIT A
DESCRIPTION OF ANNUAL DISCLOSURE OF FINANCIAL INFORMATION
The following information is referred to in Article XIII of this Ordinance.
Annual Fmancial Statements aod Operating Data
The financial information and operating data with respect to the City to be provided
annually in accordance with such Section are as specified (and included in the Appendix or other
headings of the Official Statement referred to) below:
1. The portions of the financial statements of the City appended to the Official
Statement as Appendix B, but for the most recently concluded fiscal year.
2. Statistical and financial data set forth in Tables 1 through 6 and SA through 15 of
the Official Statement.
Accounting Principles
The accounting principles referred to in such Section are the accounting principles
described in the notes to the financial statements referred to in Paragraph 1 above.
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EXHIBITB
REFUNDING PARAMETERS
In accordance with Section 7.l(a) of the Ordinance, the following conditions with respect to the
Bonds must be satisfied in order for the Chief Financial Officer to act on behalf of the City in
selling and delivering the Bonds to the Underwriter:
(a) the price to be paid for the Bonds shall be not less than 100% of the aggregate
principal amount of the Bonds;
(b) the Bonds shall not bear interest at a rate greater than the maximwn rate allowed
by Chapter 1204, Texas Government Code, as amended;
(c) the aggregate principal amount of the Bonds authorized to be issued for the
purposes described in Section 3.1 shall not exceed the maximum amount authorized in
Section 3.1 and shall equal an amount sufficient to (i) provide for the refunding of the Refunded
Obligations and (ii) pay the costs of issuing the Bonds;
(d) the maximum maturity for the Bonds shall not exceed twenty years;
(e) the refunding of the Refunded Obligations shall result in a net present value
savings of at least 2%; and
(f) the Bonds to be issued, prior to delivery, must have been rated by a nationally
recognized rating agency for municipal secmities in one of the four highest rating categories for
long term obligations.
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Ordinance Ho. 2006-00060
MINUTES AND CERTIFICATION PERTAINING TO
PASSAGE OF AN ORDINANCE
STA TE OF TEXAS §
COUNTY OF LUBBOCK §
CITY OF LUBBOCK §
On the 18th day of May, 2006, the City Council of the City of Lubbock, Texas, convened
in a special meeting at the regular meeting place thereof, the meeting being open to the public
and notice of said meeting, giving the date, place and subject thereot having been posted as
prescribed by Chapter 551, Texas Government Code, as amended; and the roll was called of the
duly constituted officers and members of the City Council, which officers and members are as
follows:
Marc McDougal, Mayor
Tom Martin, Mayor Pro Tern
Linda DeLeon
Floyd Price
Gary 0. Boren
Phyllis S. Jones
Jim Gilbreath
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Members of
the Council
and all of said persons were present except N.A. thus constituting a quorum.
Whereupon, among other business, a written Ordinance bearing the following caption w~
introduced:
AN ORDINANCE AMENDING THE CITY'S ORDINANCE
PROVIDING FOR THE ISSUANCE OF CITY OF LUBBOCK,
TEXAS, GENERAL OBLIGATION REFUNDING BONDS, SERIES
2006 AND RATIFYING lHE PURCHASE CONTRACT PROVIDING
FOR THE SALE OF SUCH BONDS
The Ordinance, a full, true and correct copy of which is attached hereto, was read and
reviewed by the City Council. Thereupon, it was duly moved and seconded that the Ordinance
be passed and adopted.
The Presiding Officer put the motion to a vote of the members of the City Council, and
the Ordinance was passed and adopted by the folJowing vote:
AYES: _7_
NOES: 0
ABSTENTIONS: _o _
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MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT, and to
correctly reflect the duly constituted officers and members of the City Council of said City, and
the attached and following copy of said Ordinance is hereby certified to be a true and correct
copy of an official copy thereof on file among the official records of the City, all on this the 18th
day of May, 2006.
City Secretary
City of Lubbock, Texas
[SEAL]
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ORDIHAHCE Ro. 2~060
First & Final Ieading
May 18. 2006
Item Bo. 2.6
AN ORDINANCE AMENDING TIIE CITY'S ORDINANCE
PROVIDING FOR THE ISSUANCE OF CITY OF LUBBOCK, TEXAS,
GENERAL OBLIGATION REFUNDING BONDS, SERIES 2006 AND
RATIFYING THE PURCHASE CONTRACT PROVIDING FOR TIIE
SALE OF SUCH BONDS
WHEREAS, the City of Lubbock, Texas (the "City''), pursuant to Chapter 1207, Texas
Government Code, as amended, adopted an ordinance (the '"Ordinance") on April 26, 2006,
authorizing the issuance of its General Obligation Refunding Bonds, Series 2006 (the .. Bonds'')
and delegating to the Chief Financial Officer the authority to approve the amount, the interest
rate, price and terms of the Bonds authorized thereby and to otherwise take such actions as
necessary and appropriate to effect the sale of the Bonds; ..
WHEREAS, the City Council of the City (the .. City Council") has found and determined
that it is in the best interest of the City to amend the Ordinance to revise the parameters
pertaining to the minimum price to be paid for the Bonds and the maximwn maturity of the
Bonds and to ratify the execution of the Bond Purchase Contract (as defined in the Ordinance)
and the Pricing Certificate (as defined in the Ordinance) relating to the Bonds, each dated May
11, 2006; and
WHEREAS, the meeting at which this ordinance is considered is open to the public as
required by law, and public notice of the time, place, and purpose of said meeting was given as
required by Chapter 551, Texas Government Code, as_amended;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF LUBBOCK., TEXAS, THAT:
Section 1. The findings and determinations set forth in the preambles hereto are
hereby incorporated by reference for all purposes.
Section 2. Section 3.2(b) of the Ordinance is hereby amended to provide that the
maximum maturity for the Bonds shall not exceed twenty-five years.
Section 3. Exhibit B of the Orpinance entitled ••Refunding Parameters" is hereby
amended to provide that the maximum maturity for the Bonds shall not exceed twenty-five years
and the price to be paid for the Bonds shall be not less than 98.5% of the aggregate principal
amount of the Bonds.
Section 4. The execution of the Bond Purchase Contract and the Pricing Certificate
for the Bonds, each dated as of May 11, 2006, and the tenns and conditions contained therein are
hereby approved and ratified.
Section 5. This ordinance shall take effect from and after the date of its passage.
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PRESENTED, FINALLY PASSED AND APPROVED, AND EFFECTIVE on the 18th
day of May, 2006, at a special meeting of the City Council of the City fLubbock, Texas.
ATTEST:
Gs~~
ity Secretary ~
[SEAL}
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PRICING CERTIFICATE
) General Obligation Refunding Bonds, Series 2006
)
Re: $18,830,000 City of Lubbock, Texas General Obligation Refunding Bonds, Series 2006
(the "Bonds")
I, the undersigned officer of the City of Lubbock, Texas (the "City"), do hereby make and
execute this Pricing Certificate pursuant to an ordinance adopted by the City Council of the City
on April 26, 2006, as amended on May 18, 2006 (the "Ordinance'') authorizing the issuance of
the Bonds. Capitalized tenns used in this Pricing Certificate shaH have the meanings given such
terms in the Ordinance.
1. As authorized by Section 7.1 of the Ordinance, I have acted on behalf of the City in
selling the Bonds to the Underwriter pursuant to the terms of a bond purchase contract in
substantially the form accepted, approved and authorized pursuant to Section 7.1 of the
Ordinance, for the sum of $18,557,755.97 (representing the principal amount of
$18,830,000, less net original issue discount of $147,517.60 and less an underwriters'
discount of $124,726.43), and having the following terms, conditions and provisions, all
as authorized pursuant to Section 7 .1 of the Ordinance:
A. The Bonds shall be issued in the aggregate principal amount of$18,830,000. shall
be dated May 15, 2006 (the "Bond Date") and bear interest from such date, shall mature on
February 15 in the years and in the principal amounts and shall bear interest payable on
February 15 and August 15 of each year, commencing August 15, 2006, at the rates set forth in
the following schedule:
Serial Bonds
Principal Principal
Years Installments Interest Rate Years Installments Interest Rate
2007 $30,000 4.000% 2018 $ 50,000 4.400%1
2008 30,000 4.000% 2019 50,000 4.50()0/4
2009 35,000 4.000% 2020 55,000 4.500%
2010 35,000 4.000% 2021 55,000 4.500%
20ll 35,000 4.000% 2022 1,455,000 4.500°/o
2012 40,000 4.000% 2023 1,525,000 4.750%
2013 40,000 4.000% 2024 1,600,000 4.750%
2014 40,000 4.000% 2025 1,680,000 4.750%
2015 40,000 4.000% 2026 1,765,000 4.750%
2016 45,000 4.200% 2027 1,850,000 4.600%
2017 45,000 4.300%
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Term Bonds
Principal
Years Installments Interest Rate
2029 $1,000,000 5.000%
2029 2,965,000 4.750%
2031 4,365,000 4.750%
B. The Term Bonds are subject to scheduled mandatory redemption and will be
redeemed by the City, in part at a price equal to the principal amount thereof, without premium,
plus accrued interest to the redemption date, out of moneys available for such purpose in the
Interest and Sinking Fund, on the dates and in the respective principal amounts as set forth in the
following schedule:
$1,000.000 5.00% Tenn Bonds Maturing February 15, 2029
Redemption Date Principal Amount
February I 5, 2028
February 15, 2029 (maturity)
$460,000
540,000
$2,965.000 4.75% Term Bonds Maturing February 15. 2029
Redemption Date Principal Amount
February 15, 2028
February 15, 2029 (maturity)
$1,475,000
1,490,000
$4,365.0004. 75% Term Bonds Maturing February 15, 2031
Redemption Date Principal Amount
February 15, 2030
February 15, 2031 (maturity)
$2,130,000
2,235,000
C. In accordance with the parameters contained in Section 7 .1 and Exhibit B of the
Ordinance, the undersigned does hereby find, certify and represent that the foregoing terms of
the Bonds satisfy the following requirements and parameters contained within such Section 7. I
and Exhibit B:
(i) the price to be paid by the Underwriters for the Bonds shall be 98.554% of
the aggregate principal amount of the Bonds, which is not less than 98.5% of the
aggregate principal amount of the Bonds;
(ii) the Bonds do not bear interest at a rate greater than the maximwn rate
allowed by Chapter 1204, Texas Government Code, as amended;
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(iii) the aggregate principal amount of the Bonds issued for the purposes
described in Section 3.1 does not exceed the maximum amount authorized in Section 3.1
and equals an amount sufficient to (i) provide for the refunding of the Refunded
Obligations and (ii) pay the costs of issuing the Bonds;
(iv) the maximum maturity for the Bonds is February 15, 2031 which does not
exceed twenty-five years;
(v) the refunding of the Refunded Obligations will result in a net present value
savings of 2.502%, which is at least 2%; and
(vi) the Bonds have been rated, or will be rated prior to delivery, by a
nationally recognized rating agency for municipal securities in one of the four highest
rating categories for long term obligations.
2. The Refunded Obligations to be refunded through the issuance of the Bonds are the
City's Tax and Municipal Drainage Utility System Surplus Revenue Certificates of
Obligation, Series 2001 maturing February 15 in the years 2023 ($2,885,000 principal
amount), 2026 ($4,940,000 principal amount) and 2031 ($10,190,000 principal amount),
in the aggregate principal amount of $18,015,000. The Refunded Obligations are hereby
irrevocably called for redemption prior to maturity on February 15, 2011, at a price of
100% of par, plus accrued interest to the date fixed for redemption, and notice of such
redemption shall be given in accordance with the ordinance authorizing the issuance of
such obligations.
3. $18,348,279.17 of the proceeds of the Bonds and $339,198.47 of prior debt service funds
shall be deposited to the Escrow Fund. $145,000 from the proceeds of the Bonds shall be
deposited to the Cost of Issuance Fund for the purpose of paying costs and expenses
incurred with respect to the issuance of the Bonds. $63,013.15 of the proceeds of the
Bonds shall be applied to pay the bond insurance premium. Accrued interest plus
$1,463.65 of proceeds of the Bonds shall be deposited to the debt service fund for the
Bonds.
4. The Bonds shall be insured by Financial Guaranty Insurance Company.
5. The Bonds shall be issued substantially in the form attached hereto as Exhibit A.
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Executed as of the 11th day of May, 2006.
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Signature Page for Pricing Certificate
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EXHIBIT A
The form of the Bonds, including the fonn of the Registration Certificate of the Comptroller of
Public Accounts of the State of Texas, the form of Certificate of the Paying Agent/Registrar and
the form of Assignment appearing on the Bonds, shall be substantially as follows:
(a) Form of Bond.
REGISTERED
No.
INTEREST RA TE:
__ %
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
February 15 __ May 15, 2006
REGISTERED
$ ___ _
CUSIP NUMBER:
The City of Lubbock (the .. City"), in the County of Lubbock. State of Texas, for value
received, hereby promises to pay to
or registered assigns, on the Maturity Date specified above, the sum of
_________ DOLLARS
and to pay interest on such principal amount from the later of the Bond Date specified above or
the most recent interest payment date to which interest has been paid or provided for until
payment of such principal amount has been paid or provided for, at the per annum rate of interest
specified above, computed on the basis of a 360-day year of twelve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of each year, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Banlc, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
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Paying Agent/Registrar and the registered owner, provided, however. such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
If the date for the payment of the principal of or interest on this Bond shall be a Saturday,
Sunday, legal holiday, or day on which banking institutions in the city where the Designated
Payment/f ransfer Office of the Paying Agent/Registrar is located are required or authorized by
law or executive order to close, the date for such payment shall be the next succeeding day that is
not a Saturday, Sunday, legal holiday, or day on which banking institutions are required or
authorized to close, and payment on such date shall have the same force and effect as if made on
the original date payment was due.
This Bond is one of a series of fully registered Bonds specified in the title hereof issued
in the aggregate principal amount of $18,830,000 (herein referred to as the "Bonds"), issued
pursuant to a certain ordinance of the City, as amended (the "Ordinance") for the purpose of
refunding certain outstanding obligations of the City.
The City has reserved the option to redeem the Bonds maturing on or after February 15,
2017 before their respective scheduled maturities in whole or in part in integral multiples of
$5,000 on February 15, 2016, or on any date thereafter, at a redemption price of par. plus accrued
interest to the date fixed for redemption. If less than all of the Bonds are to be redeemed, the
City shall determine the maturity or maturities and the amounts thereof to be redeemed and shall
direct the Paying Agent/Registrar to call by lot Bonds, or portions thereof within such maturity
or maturities and in such amounts, for redemption.
Bonds maturing on February 15, 2029 and February 15, 2031 (the "Term Bonds") are
subject to mandatory sinking fund redemption prior to their scheduled maturity, and will be
redeemed by the City. in part at a redemption price equal to the principal amount thereof, without
premium, plus interest accrued to the redemption date, on the dates and in the principal amounts
shown in the following schedule:
UJB200lll006
Dallas 1119542_1.0CX:
$1,000,000 5.()0% Term Bonds Maturing February 15, 2029
Redemption Date
February 15, 2028
February 15, 2029 (maturity)
Principal Amount
$460,000
540,000
$2,965,000 4.75% Term Bonds Maturing February 15, 2029
Redemption Date
February 15, 2028
February 1S, 2029 (maturity)
A-2
Principal Amount
$1,475,000
1,490,000
)
) $4,365,000 4.75% Tenn Bonds Maturing February 15. 2031
Redemption Date
February 15, 2030
February 15, 2031 (maturity)
Principal Amount
$2,130,000
2,235,000
The Paying Agent/Registrar will select by lot or by any other customary method that
results in a random selection the specific Tenn Bonds (or with respect to Term Bonds having a
denomination in excess of $5,000, each $5,000 portion thereof) to be redeemed by mandatory
redemption. The principal amowit of Term Bonds required to be redeemed on any redemption
date pursuant to the foregoing mandatory sinking fund redemption provisions hereof shall be
reduced, at the option of the City, by the principal amount of any Term Bonds which, at least 45
days prior to the mandatory sinking fund redemption date (i) shall have been acquired by the
City at a price not exceeding the principal amount of such Tenn Bonds plus accrued interest to
the date of purchase thereo~ and delivered to the Paying Agent/Registrar for cancellation, or (ii)
shall have been redeemed pursuant to the optional redemption provisions hereof and not
previously credited to a mandatory sinking fund redemption.
Notice of such redemption or redemptions shall be given by United States mail, first class
postage prepaid, not less than 30 days before the date fixed for redemption, to the registered
owner of each of the Bonds to be redeemed in whole or in part. Notice having been so given, the
Bonds or portions thereof designated for redemption shall become due and payable on the
redemption date specified in such notice; from and after such date, notwithstanding that any of
the Bonds or portions thereof so called for redemption shall not have been surrendered for
payment, interest on such Bonds or portions thereof shall cease to accrue.
As provided in the Ordinance, and subject to certain limitations therein set forth, this
Bond is transferable upon surrender of this Bond for transfer at the designated office of the
Paying Agent/Registrar with such endorsement or other evidence of transfer as is acceptable to
the Paying Agent/Registrar; thereupon. one or more new fully registered Bonds of the same
stated maturity, of authorized denominations, bearing the same rate of interest, and for the same
aggregate principal amount will be issued to the designated transferee or transferees.
The City, the Paying Agent/Registrar, and any other person may treat the person in whose
name this Bond is registered as the owner hereof for the pwpose of receiving payment as herein
provided (except interest shall be paid to the person in whose name this Bond is registered on the
Record Date) and for all other purposes, whether or not this Bond be overdue, and neither the
City nor the Paying Agent/Registrar shall be affected by notice to the contrary.
IT IS HEREBY CERTIFIED AND RECITED that the issuance of this Bond and the
series of which it is a part is duly authorized by law; that all acts, conditions and things required
to be done precedent to and in the issuance of the Bonds have been properly done and performed
and have happened in regular and due time, fomt and manner, as required by law; that ad
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valorem taxes upon all taxable property in the City have been levied for and pledged to the
payment of the debt service requirements of the Bonds within the limit prescribed by law; and
that the total indebtedness of the City, including the Bonds, does not exceed any constitutional or
statutory limitation.
IN WITNESS WHEREOF, the City has caused this Bond to be executed by the manual
or facsimile signature of the Mayor of the City and countersigned by the manual or facsimile
signature of the City Secretary, and the official seal of the City has been duly impressed or
placed in facsimile on this Bond.
Mayor, City of Lubbock, Texas
City Secretary,
City of Lubbock, Texas
[SEAL]
WB200/71006
Dallas I I 19542_1.DOC
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(b) Form of Comptroller's Registration Certificate. The following Comptroller's
Registration Certificate may be deleted from the definitive Bonds if such Certificate on the Initial
Bond is fully executed.
OFFICE OF THE COMPTROLLER
OF PUBLIC ACCOUNTS
OF THE STATE OF TEXAS
§
§
§
REGlSTER NO. ___ _
I hereby certify that there is on file and of record in my office a Certificate of the
Attorney General of the State of Texas to the effect that this Bond has been examined by him as
required by law, that he finds that it has been issued in conformity with the Constitution and laws
of the State of Texas, and that it is a valid and binding obligation of the City of Lubbock, Texas;
and that this Bond has this day been registered by me.
Witness my hand and seal of office at Austin,.Texas, _______ ....,
[SEAL] Comptroller of Public Accounts
of the State of Tex.as
(c) Form of Certificate of Paying Agent/Registrar. The following Certificate of
Paying Agent/Registrar may be deleted from the Initial Bond if the Comptroller's Registration
Certificate appears thereon.
CERTIFICATE OF PAYING AGENT/REGISTRAR
The records of the Paying Agent/Registrar show that the Initial Bond of this series of
Bonds was approved by the Attorney General of the State of Texas and registered by the
Comptroller of Public Accounts of the State of Texas, and that this is one of the Bonds referred
to in the within-mentioned Ordinance.
Dated:
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JPMorgan Chase Bank, National Association
as Paying Agent/Registrar
By:
Authorized Signatory
)
(d) Form of Assignment.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns, and transfers unto (print or
typewrite name, address and Zip Code of transferee): ______________ _
(Social Security or other identifying number: ________ ....., the within Bond and all
rights hereunder and hereby irrevocably constitutes and appoints ________ _
attorney to transfer the within Bond on the books kept for registration hereof, with full power of
substitution in the premises.
Dated:
NOTICE: The signature on this Assignment
must correspond with the name of the
registered owner as it appears on the face of
the within Bond in every particular and must
be guaranteed in a manner acceptable to the
Paying Agent/Registrar.
Signature Guaranteed By:
Authorized Signatory
(e) The Initial Bond shall be in the form set forth in paragraphs (a), (b) and (d) of this
Section, except for the following alterations:
LUB200/7l006
(A) immediately under the name of the Bond the headings
"INTEREST RA TE" and "MA TUR1TY DA TE" shall both be completed with the
expression "As shown below"; and
(B) in the first paragraph of the Bond, the words "on the maturity date
specified above" shall be deleted and the following will be inserted: "on
February 15 in each of the years, in the principal installments and bearing interest
at the per annum rates set forth in the following schedule:
Principal Installments Interest Rate
(Information to be inserted from the Pricing Certificate
pursuant to Section 3.2 of the Ordinance)
Dallas 1119542.J .DOC
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ORDINANCE NO. 2001-00041
AN ORDINANCE authorizing the issuance of ~CITY OF LUBBOCK. TEXAS,
TAX AND MUNICIPAL DRAINAGE UTILITY SYSTEM SURPLUS
REVENUE CERTIFICATES OF OBLIGATION, SERIES 2001·; specifying
the terms and features of said certificates; providing for the payment of
said certificates of obligation by the levy of an ad valorem tax upon all
taxable property within the Cily and a lien on and pledge of lhe net
revenues from the operation of the City's Municipal Drainage Utility
System; and resolving other matters incident and related to the issuance,
sale. security, payment and delivery of said certificates. including the
approval of a Paying Agent/Registrar Agreement and Purchase Contract
and the approval and distribution of an Official Statement: and providing
an effective date.
WHEREAS, notice of the City Council's intention to issue certificates of obligation in the
maximum principal amount of $35,000,000 for the purpose of paying cootractual obligations to
be incurred for (i) drainage improvements. including the acquisition, construction and repair of
structures, equipment and facilities for the City's Municipal Drainage Ulilily System, and (ii)
professional services rendered in connection with such project and the financing thereof. has
been duly published in the Lubbock AvaJanche-Joumal. a newspaper hereby found and
detennined to be of general circulation in the City of Lubbock, Texas, on May 13; 2001 and
May 20, 2001. the date of the first publication of such notice being not less than fifteen (15) days
· prior to lhe tentative date slated therein for the second reading and final passage of this
Ordinance: and
WHEREAS, no petition, protesting the issuance of such certificates and bearing valid
petition signatures of at least 5% of the qualified voters of the City, has been riled with the City
Secretary, any member of the Council or any other official of the City on or prior to the date of
the passage of this Ordinance: and
WHEREAS. the Council hereby finds and detennines the certificates of obligation
desa-ibed in such notice should be issued and sold at this time in the amount and manner
hereinafter provided; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
SECTION 1: Authoriza~-Oesignation-Principal Amount-Purpose. Certificates of
obligation of the City shall be and are hereby authorized to be issued in the aggregate principal
amount of $35,000,000 to be designated and bear the title '"CITY OF LUBBOCK, TEXAS, TAX
ANO MUNICIPAL DRAINAGE UTILITY SYSTEM SURPLUS REVENUE CERTIFICATES OF
OBLIGATION, SERIES 2001• (the •certificates .. ), for . the purpose of paying oontractual
obligations to be inaJrred for (i) drainage improvements, inclucfmg the acquisition, construction
and repair of structures. equipment and facilities for the City's Municipal Drainage Utility
System, and [ti) professional sefVices rendered in connection with such project and the
financing ttlereof. pursuant to aulhority conferred by and in confoonity with the Constitution and
laws of the State of Texas, including V.T.C.A .• Local Government Code, Subchapter C of
Chapter 271. ·
SECTION 2: Futly Registered Obligations -Authorized Oenominations-Stated
Maturities-Date. The Certificates are issuable in fully registered form only; shall be dated
4SOlS694.2
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June 1. 2001 (the ~Certificate Oate•)and, other than the Initial Certificates referenced in Section
8 hereof) shall be in denominations of $5,000 or any integral multiple thereof (within a Stated
Maturity) and the Certificates shall become due and payable on February 15 in each of the
years and in principal amounts (the ·stated Maturities.) and bear interest at the per annum
rate(s) in accordance with lhe following schedule:
Year of Principal Interest
Stated Maturity Amount Rate
2002 160.000 5.000%
2003 550,000 5.000%
2004 575,000 5.000%
2005 605,000 5.000%
2006 635,000 5.000%
2007 670,000 5.000%
2008 705,000 5.000%
2009 740,000 5.000%
2010 780,000 5.000%
2011 815.000 4.400%
2012 855,000 4.625%
2013 aas.ooo 4.700%
2014 940,000 4.600%
2015 985,000 4.900%
2016 1,035,000 5.000°/4
2017 1,085,000 5.000%
·2Q18 1,145,000 5.125%
2019 1,205,000 5.125%
2020 1,270,000 5.200%
2021 1,335,000 5.200%
2023 2,885,000 5.200%
2026 4,940,000 5.250%
2031 10,190,000 5.300%
The Certificates shall bear-interest on the unpaid principal amounts from the Certificate
Date at the per annum rate{s} shown above in this Section (calculated on the basis of a 360-day
year of twelve 30-day monlhs). Interest on the Cemficates shaU be payable on February 15 and
August 15 in each year, c:oovnencing February 15. 2002.
SECTION 3: Terms of Payment-Paying Agent/Registrar. The principal of, p(emium, if
any, and the interest on the Certificates, due and payable by reason of maturity, redemption or
otherwise, shall be payable only to the registered owners or holders of the Certificates
(hereinafter called the "Holders1 appearing on the registration and transfer books maintained by
the Paying Agent/Registrar and the payment thereof shaH be in any coin or a.irrency of the
United States of America, which at the time of payment is legal tender for the payment of public
and pnvate debts, and shaU be without exchange or coQection charges to the Holders.
45035694.2 -2-
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The selection and appointment of U. S. Trust Company of Texas, NA, Dallas, Texas to
serve as Paying Agent/Registrar tor the Certificates is hereby approved and conficmed. Books
and records relating lo the registration, payment, exchange and transfer of the Certificates (the
·security Register") shall at all times be kept and maintained on behalf of the City by the Paying
Agent/Registrar, all as provided herein, in accordance with the terms and provisions of a
•pay;ng Agent/Registrar Agreemenr; substantially in the fonn attached hereto asExhibit A and
such reasonable rules and regulations as the Paying AgentJRegistrar and the City may
prescribe. The Mayor and City Seaetary of the City are hereby authorized to execute and
deliver such Agreement in oonnection with the delivery of the Certificates. The City covenants
to maintain and provide a Paying Agent/Registrar at all times until the Certificates are paid and
discharged. and any successor Paying Agent/Registrar shall be a bank. trust company, financial
institution or other entity qualified and authorized to serve in such capacity and perform the
duties and setvices of Paying Agent/Registrar. Upon any change in the Paying Agent/Regislrar
for the Certificates, the City agrees to prompdy cause a written notice thereof to be sent to each
Holder by United States Mail, fust dass postage prepaid, which notice shall also give t;he
address of lhe new Paying Agent/Registrar.
Principal of and premium, if any, on the Certificates shall be payable at the Stated
Maturities or the redemption thereof only upon presentation and su,render of the Celtfflcates to
the Paying Agent/Registrar at its designated offices in New Yorfc, New York (fhe •Designated
Payment/Transfer Office"). Interest on lhe Certificates shaU be paid by the Paying
Agent/Registrar to the Holders whose name appears in the Security Register at the close of
business on the Record Date (the last business day of fhe month next preceding each interest
payment date} and payment of such interest shall be (i) by check sent United States Mail, first
class postage prepaid, to the address of the Holder recorded in the Security Register or (ii) by
such other method, acceptable to the Paying Agent/Registrar. requested by, and at the risk and
expense of, the Holder. If the da_te for the paymeot of the principal of or interest on the
Certificates shall be a Saturday, Sunday. a legal holiday, or a day when banking institutions in
the City where the Designated PaymenVTransfer Office of the Paying Agent/Registrar is located
are authorized by law or executive order to close, then the date for such payment shaH be the
next succeeding day which is not such a Saturday, Sunday, legal holiday, or day when banking
institutions are authorized to dose; and payment on such date shall have the same force and
effed as if made on the original date payment was due.
In the event of a nonpayment of interest on a scheduled payment date, and for thirty (30)
days thereafter. a new record date for such interest payment (a "Special Record Date•) will be
established by the Paying Agent/ Registrar. if aod when funds for the payment of such interest
have been received from the City. Notice of the Special Record Date and of lhe scheduled
payment date of the past due interest (which shaU be 15 days after the Special Record Date)
shall be sent at least five (5) business days prior to the Special Reoocd Date by United States
Mai, first class postage prepaid, to the address of each Holder appearing on the Security
Register at the close of business on the last business next preceding the date of maiirlg of such
notice.
SECTION 4: Redemption (a) Optional Redemption. The Certificates having Stated
Maturities on and after February 15, 2012, shall be subject to redemption prior to malurity. at the
option of the City, in whole or in part in principal amounts of $5,000 or any integral multiple
thereof (and if within a Stated Maturity by lot by the Paying Agent/Registrar), on February 15,
2011 or on any date thereafter at the redemption price of par plus accrued interest to the date of
redemption.
•SO)S694.2 -3-
)
t, At least forty-five (45) days prior lo a redemption date for the Certificates (unless a
shorter notification period shall be satisfactory to the Paying Agent/Registrar), the City shaU
notify the Paying AgenVRegistrar of the decision to redeem Certificates, the principal amount of
each Stated Maturity to be redeemed, and the date of redemption therefor. The decision of the
City to exercise the right to redeem Certificates shall be entered in lhe minutes of the governing
body of the City.
(b) Mandatocy Redemption. The Certificates having Stated Maturities of February
15, 2023. February 15. 2026 and February 15, 2031 ("Tenn Certificates") shall be subject to
mandatory redemption in part prior to maturity at the redemption price of par and accrued
interest to the date of redemption on the respective dates and in principal amounts as follows:
Tenn Certificates due February 15, 2023 Term Certificates due February 15, 2026
Redemption Date Principal Amount Redemption Date Principal Amount
February 15, 2024 $1,560,000 Februa,y 15, 2022 $1,405,000
februa,y 15. 2025 . $1,645,000
Term Certificates Due February 15, 2031
Redemption Date Principal Amount
February 15, 2027 $1,830,000
February 15, 2028 $1,925,000
February 15, 2029 $2,030,000
February 15, 2030 $2,145,000
Approximately forty-five (45) days prior to eadl redemption date specified above the
Tenn Certificates are to be mandatorily redeemed. lhe Paying Agent/Registrar shall select by Jot
lhe numbers of the Term Certificates within the appficable Stated Maturity to be redeemed on
the next following February 15 from moneys set aside for that purpose in the Certificate Fund
(as hereinafter defined). Any Term Certificate not selected fOf priOf redemption shall be paid on
the date of lheir Stated Maturity.
The principal amount of the Term Certificates fOf a Stated Maturity required to be
redeemed pursuant to the operation of such mandatory redemption provisions may be reduced,
at the option of the City, by the principal amount of Tenn Certificates of fike Stated Maturity
which, at least 50 days prio," to a mandatory redemption date, (1) shall have been acquired by
the City at a price not exceeding the principal amount of such Term Certificates pJus accrued
interest to lhe date of purchase thereof, and delivered to the Paying Agent/Registrar fOf
cancellation or (2) shall have been redeemed pursuant to the optiOnal redemption provisions set
forth in paragraph (a) of this Section and not theretofore credited against a mandatory
redemption requirement
(c) Selection of Certificates for Redemption. If less than an Outstanding Certificates
of the same Stated Maturity are to be redeemed on a redemption date, the Paying
Agent/Registrar shall treat such Certificates as representing the number of Certificates
Outstanding which is obtained by dividing the principal amount of such Certificates by $5,000
and shall select the Certificates, or principal amount thereof, to be redeemed within such Slated
Maturity by lot. .
(d) Notice of Redemption. Not less than thirty (30} days prior to a redemption date
for the Certificates, a notice of redemption shall be sent by United States Mail, firat class
•S01S694.2 -4--
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postage prepaid, in the name of the City and at the City's expense, to each Holder of a
Certificate to be redeemed in whole or in part at the address of the Holder appearing on the
Security Register at lhe dose of business on the business day next preceding the date of
mailing such notice, and any notice of redemption so mailed shall be condusively presumed to
have been duly given irrespective of whether received by the Holder_
All notices of redemption shan (I) specify the date of redemption for the Certificates, (ii)
identify the Certificates to be redeemed and, in the case of a portion of the principal amount to
be redeemed, the principal amount thereof to be redeemed, (iii) state the redemption price,
(iv) state that the Certificates, or the pof1ion of the principal amount thereof to be redeemed.
shall become due and payable on the redemption date specified, and the interest thereon, or on
the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after
the redemption date, and (v) specify that paymenl of the redemption price for the Certificates, or
the principal amount thereof to be redeemed, shall be made at the Designated
Payment/Transfer Office of the Paying Agent/Registrar only upon presentation and surrender
thereof by the Holder. If a Certificate is subject by its terms to prior redemption and has been
called for redemption and notice of redemption thereof has been dwy given as hereinabove
provided, such Certificate (or lhe principal amount thereof to be redeemed) shall beCOf1'"!8 due
and payable and interest thereon shall cease to accrue from and after the redemption date
therefor; provided moneys sufficient for lhe payment of such Certificate ( or of lhe principal
amount thereof lo be redeemed) at the then applicable redemption price are held for the
purpose of such payment by the Paying Agent/Registrar.
SECTION 5: Registration -Transfer -Exchange ·of Certificates-Predecessor
Certificates. The P~ _Agent/Reg~r shall oblain. record, and maintain in the Sea.Jrity
Register the name and address of each and every owner of the Certificates issued under and
pursuant to the provisions of this Ordinance, or if appropriate, the nominee thereof. Any
Certificate may be transferred or exchanged tor Certificates of other authorized denominations
by the Hofder, in person or by his duly authorized agent, upon surrender of such Certificate to
the Paying Agent/Registrar for canceUation, accompanied by a written instrument of transfer or
request for exchange duly executed by the Holder or by his duly aulhorized agent, in fonn
satisfactory to the Paying Agent/Registrar.
Upon surrender of any Certificate (oUler than the Initial Certificates authorized in
Section 8 hereof) for transfer at the Designated Payment/Transfer Office of the Paying
Agent/Registrar. the Paying Agent/Regislrar shall register and deliver, in the name of the
designated transferee or transferees, one or more new Certificates of authorized denominations
and having the same Stated Matwity and of a like aggregate principal amount as the Certificate
or Certificates surrendered fOf" transfer.
At the option of the Holder, Certificates (other Ulan lhe Initial Certificates authorized in
Section 8 hereof} may be exchanged for other Certificates of authorized denominations and
having the same Stated Maturity, bearing lhe same rate of interest and of like aggregate
principal amount as the Certificates surrendered for exchange. upon surrender of the
Certificates to be exchanged at the Designated Payment/Transfer Offioe of the Paying Agent/
Registrar. Whenever any Cectificates are surrendered for exchange, the Paying
Agent/Registrar shall register and deliver new Certificates lo the Holder requesting the
ex.change. ·
All Certificates issued in any transfer or exchange of Certificates shall be delivered to the
Holders at lhe Designated Payment/Transfer Office of_ lhe Paying Agent/Registrar or sent by
4SOlS694.2
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United States Mail, first dass, postage prepaid to the Holders, and. upon the registration and
delivery thereof, the same shall be the valid obligations of the City, evidencing the same
obligation to pay. and entitled to the same benefits under this Ordinance. as lhe Certificates
surrendered in such transfer or exchange.
AJI transfers or exchanges of Certificates pursuant to this Section shaU be made without
expense or service charge to the Holder, except as otherwise herein provided, and except that
the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or
exchange of any tax or other governmental charges required to be paid with respect lo such
transfer or exchange.
Certificates canceled by reason of an exchange or transfer pursuant to the provisions
hereof are hereby defined to be •Predecessor Certificates; evidencing all or a portion, as the
case may be. of the same obligation to pay evidenced by the new Certificate or Certificates
registered and detivered in lhe exchange or transfer therefor. Additionally, the tenn
·Predecessor Certificates· ~hall indude any mutilated, lost, destroyed, °' stolen Certificate for
which a replacement certificate has been issued, registered and delivered in lieu thereof
pursuant to the provisions of Section 23 hereof and such new replacement Certificate shall be
deemed to evidence the same obligation as the mutilated. lost, destroyed. or stolen Certificate.
Neither lhe City nor the Paying Agent/Registrar shall be required to issue or transfer to
an assignee of a Holder any Certificate ~lled for redemption, in whole or in part. within 45 days
of the date fixed fOf' the redemption of such Certificate: provided, however. such limitation on
transferabiflly shall not be applicable to an exchange by the Holder-of the unredeemed balance
of a Certificate called for redemption in part. ·
SECTION 6: Book-Entry Only Transfers and Transactions. Notwithstanding the
provisions contained in Sections 3, 4 and 5 hereof retating to the payment and
transfer/exchange of the Certificates, the aty hereby approves and authorizes the use of
•Book-Entry Only" securities clearance, settlement and transfer system provided by The
Depository Trust Company (OTC). a limited purpose trust company mganized under the laws of
the State of New York. in accordance with the operational arrangements referenced in the
Blanket Issuer Letter of Representations by and between the City and OTC (the ·Depository
Agreement").
Pursuant to the Depository Agreement and the cutes of OTC, the Certificates shall be
deposited with OTC who shall hold said Certificates for its participant:S (the ·ore Participants·)
and, while the Certificate$ are held by OTC under the Oepositoty Agreement. the Holder of the
Certificates on the Security Register for all purposes, including payment and notices. shaU be
Cede & co., as nominee of OTC, notwithstanding the ownership of each actual purchaser cir
owner of each Certificate (lhe •Beneficial Owners1 being recorded in Che records of OTC and
OTC Participants_
In the event DTC detennines to discontinue serving as securities depository for the
Certificates or otherwise ceases to provide book-entry ~ and settlement of securities
transactions in general or the City determines that OTC is incapable of properly discharging its
duties as securities depository. for the Certificates, lhe City covenants and agrees with the
Holders of the Certificates to cause Certificates to be printed in definitiVe form and provide for
the Certificate certificates to be issued and delivered to OTC Participants and Beneficial
Owners. as ~ case may be. Thereafter, the Certificates in definitive fonn shall be assigned,
transferred and exchanged on lhe Seauity Register maintained ~Y the Paying Agent/Registrar
45035694.2
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and payment of such Certmcates shall be made in accordance with lhe provisions of Sections 3,
4 and 5 hereof.
SECTION 7: Execution -Regjstration. The Certificates shall be e)(ecuted on behalf of
the City by the Mayor under its seal reproduced or impressed thereon and countersigned by the
Qty Secreta,y. The signature of said officers on lhe Certificates may be manual or facsimile.
Certificates bearing the manual or facsimHe signatures of individuals who are or were the proper
officers of the City on the Certificate Date shall be deemed to be d~y executed on behalf of the
Qty, notwithstanding that one or more of the individuals executing the same shall cease to be
such officer at the time of delive,y of the Certificates to the initial purchaser(s) and with respect
to Certificates delivered in subsequent exchanges and transfers, an as authorized and provided
in V.T.C.A., Government Code, Section 1201.026.
No Certificate shaU be entitfed to any right or benefit under Hlis Ordinance, o.-be valid or
obligatory for any purpose._ unless Hlere appears on such Certificate either a certificate of
registration substantially in the fonn provided in Section 9C, manually executed by lhe
Comptroller of Public Accounts of the State of Texas. or his duly authorized agent. or a
certificate of registration substantially in the form provided in Section 9D, manually exeOJted by
an authorized officer, employee or representative of the Paying Agent/Registrar. and either such
certificate duly signed upon any Certificate shall be condusive evidence, and the only evidence,
that such Certificate has been duly certified, registered and delivered.
SECTION 8: Initial Certificate(s). The Certificates herein authorized shall be initially
issued either (i) as a single fuOy registered certificate in the total principal amount of
$35,000,000 with principal installments to become due and payable as provided in Section 2
hereof and numbered T-1, or (ii) as multiple fully registered certificates, being one certifitate for
each year of maturity in the applicable principal amount and denomination and to be numbered
consecutively from T-1 and upward (hereinafter called the ·initial Certificate(s)") and. in either
case, the Initial Certfficate(s) shall be registered in the name of the initial purchaser(s) or the
designee thereof. The Initial Certificate(s) shall be the Certificates submitted to the Office of the
Attorney General of the State of Texas for approval, certified and registered by the Office of the
Comptroller of Public Accounts of the State of Texas and delivered to the initial purchaser(s).
Any time after the delivery of lhe Initial Certificate(s), the Paying Agent/Registrar, pursuant to
written instructions from the initial purchaser(s), « the designee thereof, shaU cancel the Initial
Certificate(s) delivered hereunder and exchange therefor definitiVe Certificates of authorized
denominations, Stated Maturities, principal amounts and bearing applicable interest rates for
transfer ·and delivery to the Holders named at the addresses identified therefor; au pursuant to
and in accordance with such written inslructions from the initial purdlaser(s), or lhe desigoee
lhereof, and such other infonnation and documentation as the Paying ~I/Registrar may
reasonably require. ·.-
SECTION 9: Fonns. A fom,s Generally. The Certificates. the Regislration Certificate
of the Comptroller of Public Accounts of the State of Texas, the Registration Certificate of
Paying Agent/Registrar, and the form d Assignment to be printed on each of the Certificates.
shall be substantialy in the fonns set forth in this Section with such appropriate insertions,
omissions, substitutions, and olher variations as are pennitted « required by this Ordinance and
may have such letters, numbers, or other marks of identification f tnduding identifying numberS
and letters of the Committee on Uniform Securities Identification Procedures of the American
Bankers Association) and such legends and endorsements (including insurance legends in lhe
event the Certificates, or any maturities thereof, are purchased with insurance and any
reproduction of an opinion of counsel) thereon as may, consistentty herewith, be established by
45035694.2 -7-
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the City or determined by the officers executing such Certificates as evidenced by their
execution. Any portion of the text of any Certificates may be set forth on the reverse thereof,
with an appropriate reference thereto on the face of the Certificate.
The definitive Certificates and the Initial Cerfificate(s) shaU be printed, lithographed, or
engraved, typewritten. photocopled or otherwise reproduced in any other similar manner, all as
detennined by the officers executing such Certificates as evidenced by their execution thereof.
REGISTERED
NO. __ _
B. Foon of Certificates.
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF LUBBOCK, TEXAS,
REGISTERED
PRINCIPAL AMOUNT $ ___ _
TAX AND MUNICIPAL DRAINAGE UTILITY SYSTEM SURPLUS REVENUE
CERTIFICATE OF OBLIGATION, SERIES 2001
Certificate Date:
June 1,2001
Registered Owner.
Principal Amount
Interest Rate:
% ---
Stated Maturity: CUSIP NO: ___ _
OOUARS
The· C.ity of Lubbock (hereinafter referred to as the ·City"), a body corporate and
municipal corporation in the County of Lubbock. State of Texas, for value received.
acknowledges itself indebted to and hereby promises to pay to the Registered Owner named
above, or the registered assigns thereof, on the Stated MabJrity date specified above the
PrincipaJ Amount stated above (or so much thereof as shaU not have been paid upon prior
redemption) and to pay interest (computed on the basis of a 360-day year of twelve 30-day
months) on the unpaid Principal Amount hereof from lhe Ceftificate Date at the per aMum rate
of interest specified above; such interest being payable on February 15 and August 15 of each
year, commencing Februa,y 15, 2002. Principal of this Ceftificate is payable at ils Stated
Maturity or redemption to the registered owner hereof. upon presentation and surrender, at the
Designated Payment/Transfer Office of the Paying Agent/Registrar executing the registration
certificate appearing hereon, or its successor; provided, however, while this Certificate is
registered to Cede & Co.. the payment of principal upon a partial redemption of the principal
amount hereof may be accomptished without presentation and surrender of this CertifJCate.
Interest is payable to the registered owner Qf this Certificate (or one or more Predecessor
Certffieates, as defined in the Ordinance hereinafter referenced) whose name appears on the
•Seamy Register" maintained by the Paying Agent/Registrar at the close of business on the
•Recoro. Date·, which is the last business day of the month next preceding each interest
payment date and interest shaD be paid by the Paying Agent/Registrar by check sent United
States Mail, first class postage prepaid, to the address of the registered owner reconied in the
Security· Register on the Re<:ord Date or by such other method, acceptable to the Paying
Agent/Regislrar, requested by, and at the risk and expense of, the registered owner. AU
payments of principal of, premium, if any. and interest on this Certificate shaD be without
exchange or collection charges to the owner hereof and in any coin or currency of the United
.., .,
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States of America which at the time of payment is legal tender for the payment of public and
private debts.
This Certificate is one of the series specified in its title issued in the aggregate principal
amount of $35,000,000 (herein referred to as the ·Certificates•) for lhe purpose of paying
contractual obligations to be ina.irred for (i) drainage improvements, induding the acquisition,
construction and repair of structures, equipment and facilities for the City's Municipal Drainage
Utility System, and (ii) professional services rendered in connection with such project and the
financing thereof, under and in strict confonnity with the Constitution and laws of the State of
Texas, particularfy V.T.C.A., Local' Government Code, Subchapter C of Chapter 271, and
pursuant lo an Ordinance adopted by the governing body of the City (herein referred to as the
·orc1inance·).
The Certificates maturing on dates hereinafter identified (lhe -r enn Certificates") are
. subject to mandatory redemption prior to maturity wilh funds on deposit in lhe Certificate Fund
established and maintained for the payment thereof in the Ordinance, and shaU be redeemed in
part prior to maturity at the price of par and accrued interest to the mandatory redemption date
on lhe respective dates and in principal amounts as follows:
Term Certificates due February 15, 2023 Term Certificates due February 15, 2026
Redemption Date Principal Amounl Redemption Date Principal Amount
February 15, 2022 $1,405,000 February 15, 2024 $1,560,000
February 15, 2025 $1,645,000
Term Certificates Due February 15, 2031
Redemption Date Principal Amount
February 15, 2027 $1,830,000
February 15. 2028 $1,925,000
Fet>ruary 15, 2029 $2,030,000
February 15, 2030 $2,145,000
The particular Tenn Certificates of a stated maturity to be redeemed on each redemplioo
date shaU be chosen by lot by the Paying Agent/Registrar, provided, however, that the principal
amount of Tenn Certificates ror a stated maturity required to be redeented pursuant to the
operation of such mandatory redemption provisions may be reduced, at the option of the City,
by the principal amount of Tenn Certificates of like stated mab.lrity which, at least 50 days prior
to a mandatory redemption date, (1) shaff have been aoquired by lhe City at a pnce not
exceeding the principal amount of such Term Certificates plus acaued interest to the date of
purchase, and delivered to the Paying Agent/Registrar for canceDation or (2) shaJI have been
redeemed pursuant to the optional redemption provisions appearing below and not theretofore
a-edited against a mandatory redemption requirement
The Certificates maturing on and after February 15, 2012, may be redeemed prior to
their Stated Maturities, at lhe option of the City, in whole or in part in principal amounts of
$5,000 or any integral multiple thereof (and if within a Stated Maturity by lot by lhe Paying
Agent/RegiSlrar), on February 15, 2011, or on any date thereafter, at the redemption price of
par, together w;th accrued interest to the date of redemption.
At least thirty days prior to a redemption date, the City shall cause a written notice of
such redemption to be sent by United States Mail, first class postage prepaid, to the registered
45035694.2 -9-
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owners of each Certificate to be redeemed at the address shown on the Security Register and
subject to the terms and provisions reJaling thereto contained in the Ordinance. If a Certificate
(or any portion of its principal sum) shal have been duly called for redemption and notice of
such redemption duly given, then upon the redemption date such Certificate (or the portion of its
principal sum to be redeemed) shaU become due and payable, and, if moneys for the payment
of the redemption price and the interest accrued on the principal amount to be redeemed to the
date of redemption are held for lhe purpose of such payment by the Paying Agent/Registrar,
interest shall cease to accrue and be payable from and after the redemption date on the
principal amount redeemed.
In the event a portion of the principal amount of a Certificale is to be redeemed and the
registered owner is someone other than Cede & Co .• payment of lhe redemption price of such
principal amount shall be made to the registered owner only upon presentation and surrender or
such Certificate to lhe Designated Payment/Transfer Office of~ Paying Agent/Registrar, and a
new Certificate or Certificates of like maturity and interest rate in any authorized denominations
provided by the Ordinance for the then unredeemed balance of lhe principal sum thereof will be
issued to the registered owner, without charge. If a Certificate is selected for redemption, in
whole or in part, the City and the Paying Agent/Registrar shall not be required to transfer such
Certificate to an assignee of the registered owner within 45 days of the redemption date
therefor, provided, however, such limitation oo transferabUity shall not be applicable to an
exchange by the registered owner of the unredeemed balance of a Certificate redeemed in part.
The Certificates are payable from the proceeds of an ad valorem tax levied, within the
limitations prescribed by law. upon all taxable property in the City and are addffionaUy payable
from and secured by a lien on and pteclge of lhe Net Revenues (as defined in the Ordinance) of
the City's Municipal Drainage Utility System (lhe ·systemj, such lien and pledge, however.
being junior and subordinate to the r1en QCl and pledge of the Net Revenues of the System
securing the payment of -prior Lien Obligations• (as defined in the Ordinance). In the
Ordinance, the City reserves and retains the right to issue Prior Lien Obligations while the
Certificates are outstanding without limitation as to principal amount but subject to any lemlS,
conditions or restrictions as may be app&cable thereto under law Of othefwise, as weU as the
right to issue Additional Obligations (as defined in the Ordinance).
Reference is hereby made to the Ordinance, a copy of which is on file in lhe Designated
Payment/Transfer Office of 1he Paying AgentJRegistrar, and to an the provisions of which the
Holder hereof by the acceptance hereof hereby assents, for definitions of terms; the desaiption
of and the nature and extent of the tax levied fOC'" the payment of the Certificates; the nature and
extent of the limited pledge of the Net Revenues se<XJring the payment of the Certificates; the
temlS and conditions relating to the transfer or exchange of this Certificate; the conditions upon
which . the Ordinance may be amended or supplemented with or without the consent of the
Holders; the rights, duties, and obligations of the City and the Paying Agent/Registrar; the terms
and provisions upon which the lax levy and the pledge of the Net Revenues and covenants
made in lhe Ordinance may be discharged at or prior to the maturity of this Certificate, and this
Certificate deemed to be no lo~ Outstanding lhereooder; and for the other terms and
provisions contained lherein. Cap;tartzec:t terms used herein have the meanings assigned in the
Ordinance.
This Certificate, subject to certain limitations contained in the Ordinance, may be
transferred on the Security Register only upon its presentation and surrender at the Designated
Payment/Transfer Off,ce of the Paying Agent/Registrar. with the Assignment hereon duly
endorsed by, or accompanied by a written instrument of transfer in fotm satisfactory to the
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Paying Agenl/Registrar duly executed by, the registered owner hereof, or his duly authorized
agent When a transfer on the Security Register occurs, one or more fully registered
Certificates of authorized denominations and of the same aggregate principal amount will be
issued by lhe Paying Agent/Registrar to the designated transferee or transferees. ·
The City and the Paying Agent/Registrar. and any agent ot either, may treat the
registered owner hereof whose name appears on the Security Register (i) on lhe Record Date
as the owner entitled to payment of interest hereon, (ii) on the date of surrender of this
Certificate as the owner entitled to payment of principal hereof at its Stated Maturity or its
redemption, in whole or in part, and (iii) on any other date as the owner for all other pwposes,
and neither the City nor the Paying Agent/Registrar, or any agent of either, shall be affected by
notice to the contrary_ In the event of nonpayment of interest on a scheduled payment date
and for thirty (30) days lhereafter, 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 (which shall be 15 days after the
Special Record Date) shall be sent at least five (5) business days prior to the Special Record
Date by United Slates Mail, first dass postage prepaid, to the address of each Hdder appearing
on the Security Register at the close of business on the last business day next preceding the
date of mailing of such notice.
It is hereby certified, recited, represented and covenanted that the City is a body
corporate and political subdivision duly organized and legaJly existing under and by virtue of the
ConstitutiOn and laws of the State of Texas; that ·the issuance of the Certificates is duly
aulhorized by law; that all acts, conditions and lhings required to exist and be done precedent to
and in the issuance of the Certificates to render the same lawful and valid obligations of the City
have been property done, have happened and have been performed in regular and due lime,
fonn and manner as required by the Constitution and laws of the State of Texas, and the
Ordinance: that the Certificates do not exceed any constitutional or statutocy limitation; and that
due provision has been made for the payment of the principal of and interest on the Certificates
as aforestated_ In case any provision in this Ceroficate or any app6cation thereof shaU be
invalid, illegal, or unenforceable, 1he validity, legality, and enforceability of the remaining
provisions and applications shan not .in any way be affected or impaired then!by. The terms and
provisions of this Certificate and the Ordinance shafl be construed in accoroance with and shan
be governed by the laws of the State of Texas.
4503Sff4.2 -11-
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IN WITNESS WHEREOF, Ole City Council of the City has caused this Certificate to be
duly exea.Jted under the official seal of the City as of the Certificate Dale.
COUNTERSIGNED:
City Seaetaty
(SEAL)
CITY OF LUBBOCK. TEXAS
Mayor
C. *Form of Registration Certificate of Comptroller of Public Accounts to
Appear on Initial Certificate(s) only.
REGISTRATION CERTIACATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER
OF PUBLIC ACCOUNTS
THE STATE OF TEXAS
§
§
§
§
REGISTER NO. ----
J HEREBY CERTIFY that this cectilicate has been examined, certified as lo validity and
approved by lhe Attorney General of the State of Texas, and duty registered by the Comptroller
of Pubric Accounts of the State of Texas.
WITNESS my signature and seal of office this _______ _
Comptroller of Public Accounts
of the State of Texas
(SEAL)
•NOTE TO PRINTER Oo not print oo definitive Certificates
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0. Form of Certificate of Paying Agent/Registrar to Appear on Definitive
Certificales.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Certificate has been duly issued and registered under the provisions of the
within-mentioned Ordinance; the cef1ificate or certificates of the above entitled and designated
series originally delivered having been approved by the Attomey General of the State of Texas
arid registered by the Comptroller of Public Accounts. as shown by the records of the Paying
Agent/Registrar.
The designated offices of the Paying Agent/Registrar located in New York, New York. is
the ·Designated Payment/Transfer Office. for this Certificate.
U. S. TRUST COMPANY OF TEXAS, N .A.,
Dallas, Texas, as Paying Agent/Registrar
Registration Date:
By: -..,.---,--.......,,~--------Authorized Signature
E. Fonn of Assignment
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto
(Print or typewrite name, address, ~nd zip cede of transferee:) _________ _
(Social Security or other identifying number: ________________ ....,.
_______ __,..--,,-..,.....,....,......,.,..---,-----,..,,----,---,-------,...,---~...,....--=----:--:->
the within Certifica.te and all rights thereunder. and hereby irrevocably constitutes and appoints_
attorney to transfer the within Certificate on the books kept for registration thereof, with full
p0\_¥8r of substitution in the premises.
DATED: ----------
Signature guaranteed:
NOTICE: The signature on lhis assignment
must correspond wilh the name of the registered
owner as it appears on the face of the within
Certificate in every particular.
F. The Initial Certificate(s) shall be in the fonn set forth in paragraph B of this
Section. except that the form of a single fully registered Initial Certificate shall be
modified as follows:
(i) · immediately under the name of Ute ciertificate lhe
headings "Interest Rate• and ·stated Maturity" shall both be
omitted;
(ii) paragraph one shall read as follows:
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Registered Owner.
Principal Amount: DOLLARS
The City of Lubbock {hereinafter referred to as the ·city"'), a body corporate and
municipal corporation in the County of Lubbock, State of Texas, for value received,
acknowledges itself indebted to and hereby promises to pay to the Registered Owner named
above, or the registered assigns thereof, the Principal Amount hereinabove stated, on
· February 15 in each of the years and in principal installments in accordance with the following
schedule:
YEAR PRINCIPAL
INSTALLMENTS
INTEREST
RATE
(lnfoonation to be inserted from schedule in Section 2 hereof).
(or so mud\ principal thereof as shall not have been prepaid prior to maturity) and to pay
interest on the unpaid Principal Amount hereof from the Certificate Date at the per annum rates
of interest specified above computed on the basis of a 360-day year of twelve 3CHtay months; ·
such interest being payable on February 15 and August 15 of each year, commencing February
15, 2002. Principal instanments of this Certificate are payable in the year of maturity or on a
prepayment date to the registered owner hereof by U. S. Trust Company of Texas, NA, Dallas,
Texas {the •paying Agent/Registrar"), upon presentation and surrender. at its designated offices
in New York, New YQC'k (lhe "Designated Payment/Transfer Offacej. Interest is payable to the
registered owner of this Certificate whose name appears on lhe ·Security Register" maintained
by lhe Paying Agent/Registrar at the dose cJf business on the ·Recom Date•, which is the last
business day of the month next preceding each interest payment date hereof and interest shall
be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage
prepaid, to the address of the registered owner recorded in the Security Register or by such
other method, acceptable to the Paying Agent/ Registrar, requested by, and at the risk and
expense of, the registered owner. AU payments of principal of, premium, if any, and interest oo
this Certificate shall be without exchange or collection charges to the owner hereof and in any
coin or aJrrency of the United States of America which at the time of payment is legal tender for
the paymenl of public and private debts.
SECTION 10: Definitions. For pufPOses of this Onfnance and for clarity wilh respect to
the issuance of the Certificates, and the levy of taxes and appropriation of Net Revenues
therefor, the foJlowing words or terms. whenever the same appear herein without qualifying
language, are defined to mean as follows:
(a) The temi "Additional Obligations" sllaU mean tax and revenue
obligations hereafter issued which by their tenns are payable from ad valorem
taxes and additionally payable rrom and secured by· a parity lien on and pledge
of the Net Revenues of the System of equal rank and cfignity with lhe lien and
pledge securing the payment of lhe Certificates.
(b) The term •Certificates" shall mean $35,000,000 "CITY OF
LUBBOCK, TEXAS, TAX ANO MUNICIPAL DRAINAGE UTILITY SYSTEM
SURPLUS REVENUE CERTIFICATES OF OBLIGATION. SERIES 2001·
authorized by this Ordinance.
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(c) The term ·Certificate Fund· shall mean the special Fund created
and established under the provisions of Section 11 of this Ordinance.
(d) The term ·Co1Iection Date· shaU mean. when reference is being
made to the levy and oolledion of annual ad valorem taxes, the date annual ad
valorem taxes levied each year by the Cily become delinquent.
(e) The term "fiscal Year" shall mean the annual financial accounting
period used with respect to the operations of the System now ending on
September 3oth of each year: provided, however, the City Council may change,
by ordinance duly passed, such annual financial accounting period to end on
another date if such change is found and determined to be necessary for
budgetary or other fiscal pwposes.
(f) The term ·Government Securities• shall mean (i) direct
noncallable obfigations of the United States of America. induding obligations the
principal of and interest on which are unconditionalJy guaranteed by lhe United
States of America, (ii) noncallabte obligations of an agency or instrumentality of
the United States, induding obligations unconditionally guaranteed or insured by
lhe agency or instrumentality and on the date of their acquisition or purchase by
the City are rated as lo investment quality by a nationally recognized investment
rating rmn not less lhao AAA or its equivalent and (iii) noncallable obligations of a
state or an agency or a county, municipality, or other Political subdivision or a
state that have been refunded and on lhe date or their acquisition or purchase by
lhe City, are rated as to investment quality by a nationally recognized investment
rating firm not less than AAA or its equivalent
(g) The tenn ·Gross Revenues" shall mean, with respect: to any
period, all income, revenues and receipts received from the operation and
ownership of the System.
(h) The tenn ·Net Revenues· shaU mean the Gross Revenues of the
System, with respect to any period, after deducting lhe System's Operating and
Maintenance Expenses during such period.
0) Toe tenn •operating and Maintenance Expenses· shan mean all
reasonable and necessary expenses direcffy related and attributable to lhe
operation and maintenance of the System as defined in V.T.CA, Government
Code, Section 1502.056 as a first lien against the Gross Revenues. Depreciation
charges on equipment, machinery, plants and other facilities comprising 1he
System and expenditures classed under generally acoepled accounting
principles as capital expenditures shall not be considered as -Operating and
Maintenance Expenses• for purposes of determining "Net Revenues•.
0} The tenn "Outstancting• when used in this Onfinance wilh respect
to Certificates means, as of the date of determination, all Certificates theretofore
issued and delivered under this Ordinance, except
(1) those Certificates canceled by tile Paying
Agent/Registrar or delivered to the Paying Agent/Registrar for
canc:eUation;
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(2) those Certificates deemed to be duly paid by the
City in accordance with the provisions of Section 19 hereof; and
(3) those Certificates that have been mutilated,
destroyed, lost, or stolen and replacement Ceftificates have been
registered and delivered in lieu thereof as provided in Section 23
hereof.
(k} The term ~Prior Lien Obligations· shall mean all bonds or other
similar obligations hereafter issued that are payable in whole or in part from and
secured by a lien on and pledge of the Net Revenues of the System and such
lien and pledge securing the payment thereof is prior and superior in daim, rank
and dignity to the lien and piedge of the Net Revenues securing the payment of
· the Certificates.
(I) The term •system· or "Municipal Drainage Utility System· shall
mean all land, easements and interest in land, together with all structures,
equipment and facifiaes used in draining benefited property (within the meaning
of Subchapter C of Chapter 402 of the local Government Code, as amended),
including, but not limited to, bridges, catch basins. channels, conduits, creeks,
culverts, detenaon ponds, ditches, draws, flumes, pipes, pumps, sloughs,
treatment works, and appurtenances to those items, whether natural or artificial, °' using force or gravity, that are used to draw off SUffaoe water from land, carry
lhe water away, collect, store, or treat the water, or divert the water into natural or
artificial watercourses.
SECTION 11: certificate Fund. For the purpose of paying the interest on and to provide
a sinking fund for the payment and retirement of the Certificates, there shall be and is hereby
created a special Fund to be designated "SPEClAL 2001 CITY OF LUBBOCK. TEXAS, TAX
ANO MUNICIPAL DRAINAGE UTILITY SYSTEM SURPLUS REVENUE CERTIFICATE OF
OBLIGATION FUND•, which Fund shall be kept and maintained at the City's depository bank,
and moneys deposited in said Fund shafl be used ror no other purpose. Proper officefs of the
City are hereby authorized and directed to cause to be transferred to the Paying Agent for the
Certificates, from funds on deposit in the Certiftcate Fund, amounts sufficient to fully pay and
cflSCharge prompUy each installment of interest and principal of the Certificates as the same
accrues or matures or comes due by reason of redemption prior to maturity; such transfers of
funds to be made in such manner as wiH cause immediately avalabJe funds to be deposited with
the Paying Agent for lhe Certificates at the close of business on the last business day next
preceding each interest and/or principal payment date for the Certificates.
Pending the transfer of funds to the Paying Agent/Registrar, money in the Certificate
Fund may, at the option of the City, be invested in obligations identified in, and in accordance
with the provisions of lhe NPublic Funds Investment Ad' (V.T.CA, Government Code, Chapter
2256) relating to the investment of "bond proceeds·; provided lhat a1I such investments shall be
made in such a manner that the money required to be expended from said Fund wHI be
available at the proper time or times. All interest and income derived from deposits and
investments in said Certificate Fund shall be a-edited to, and any losses debited to, lhe said
Certificate Fund. All such inveslments shall be soCd promptly when necessary to prevent any
default in connection with the Certificates.
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SECTION 12: Tax Levy. That to provide for the payment of the ·oebt Service
Requirements" on lhe Certificates being (i) the interest on said Certifteates and (ii} a sinking
fund for their redemption at maturity or a sinking fund of 2% (whichever amount shaU be the
greater). there shaff be and there is hereby levied a sufficient tax on each one hundred dollars'
valuation of raxable property in said City to pay such Debt Service Requirements while the
Certificates are Outstanding, full allowance being made for d8'inqueocies and costs of
coQection, and said tax shaU be assessed and collected each year and applied lo the payment
of the Debt Service Requirements, and the same shall not be diverted to any other purpose.
The laxes so levied and collected shaU be deposited into the Certificate Fund. This goveming
body hereby dedares its purpose and intent lo provide and levy a tax legaUy and fully sufficient
to pay the said Debt Service Requirements, it having been determined that the existing and
available taxing authority of the City for such purpose is adequate to pennit a legally sufficient
tax in consideration of aU other outstanding indebtedness.
The amount of taxes to be provided annually for the payment of the principal of and
interest on the Certificates herein authorized lo be issued shall be determined and
accomplished in the foDowing manner.
(a) Prior to the date the City Council establishes the annual tax rate and passes an
ordinance levying ad valorem taxes each year, the City Council shall determine:
( 1) The amount on deposit in the Certificate Fund after
(a) deducting therefrom the total amount of Debt SE!Mce
Requirements to become · due on Certificates prior to the
Collection Date for the ad valorem taxes to be levied and (b)
adding thereto the amount of Net Revenues of the System
appropriated and aDocated to pay such Debt Service
Requirements prior to lhe Collection Date for the ad valorem taxes
lo be levied.
(2) The amount of Net Revenues if any, apprQpriated
and to be set aside for the payment of 1he Debt Service
· Requirements on the Certificates between the Collection Date for
the taxes lhen to be levied and the Collection Date for the taxes to
be levied during the next succeeding calendar year.
(3) The amount of Debt Service Requirements to
become due and payable on the Certificates between the
Collection Date for lhe ~es lhen to be le1.ied and the Collection
Date for the taxes to 6e levied during ~ next succeeding
calendar year.
(b) The amount of taxes to be levied annually ead1 year lo pay the Debt Service
Requirements on the Certificates shall be the amount established in paragraph (3) above less
the sum total of the amoonts established in paragraphs (1)and (2), after-laking into
consideration delinquencies and costs of collecting such annual taxes.
SECTION 13: Pledge of Revenues. The City hereby covenants and agrees that,
subject only to a prior lien on and pledge of the Net Revenues of the System for the payment
and sea.trity of Prior Lien Obligations, the Net Revenues of the System, with the exception of
those in excess of the amounts. required to be deposited to the Certiftcate Fund as hereafter
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provided, are hereby irrevocably pledged, equaUy and ratably, to the payment or the principal of
and interest on the Certificates and Additional Obfigations, if issued, as herein provided, and the
~ge of the Net Revenues or the System herein made for the payment of the Certificates shall
constitute a lien on the Net Revenues of the System in accordance with the tem,s and
provisions hereof and be valid and binding without further action by the aty and without any
filing or recording except for the filing of this Ordinance in the records of the City.
. SECTION 14: System Fund The City covenants and agrees that all Gross Revenues
(exduding earnings from the investment of money held in any special funds or accounts aeated
for the payment and security of lhe Prior Lien Obligations} shall be depasited as oollected into a
fund maintained at an official depository of lhe City and known on the books of the City as the
•city of Lubbock, Texas. Municipal Drainage Utility System Operation System fund"
(hereinafter called the "System Fund"}. All moneys deposited to the aedit of the System Fund
shall be allocated, dedicated and disbursed to Che extent required foe' the following purposes and
in the order of priority shown. to wit
First: To the payment of all necessary and reasonable Operating and
Maintenance Expenses of the System as defined herein or required by statute to
be a first charge on and claim against the Gross Revenues.
Second: To the payment of the amounts required to be deposited in the
special Funds created and established for the payment. security and benefit of
Prior Lien Obligalions in acccrdance with the temlS and provisions of the
ordinances authorizing the issuance of Prior Lien Obligations; and
Third: Equally and ratably to the payment of ~ amounts required to be
deposited in the special funds and accounts aeated and established for the
payment of the Certificates and Additional Obligations, if issued.
Any Net Revenues remaining in the System Fund after satisfying the foregoing
payments, or making adequate and sufficient provision for the payment thereof, may be
appropriated and used for any other City.purpose now or hereafter permitted by law.
SECTION 15: Deposits to Certificate Fund. The City hereby covenants and agrees to
cause to be deposited in the Certificate Fund prior to each interest and principal payment date
from the Net Revenues of the System, after deduclion of an payments required to be made to
special Funds or accounts created for the payment and security of lhe Prior lien Obligations, an
amount equal to one tiundred per centum (100%) of lhe amount required to fu11y pay the
accrued interest and principal of the Certificates then due and payable by reason of maturity or
redemption prior to maturity. such deposits to pay accrued interest and principal on the
Certificates to be made in substantially equal monthly installments on or before the last
business day of each month beginning the month the Certificates are delivered to the initial
purchaser.
The monthly deposits to the Certificate Fund, as hereinabove provided, shaU be made
until such time as such Fund oontains an amounl equal to pay the principal of and interest on
the Certificates to maturity. Ad valorem taxes levied, c:ol1eded and deposited in Ille Certificale
Fund for and on behalf of ffl8 Certificates may be taken into consideration and reduce the
amount of the monthly deposits otherwise required to be deposited in the Ceftificate Fund from
the Net Revenues of the $}stem. In addition, any proceeds of sale of the Certificates in excess
of the amount required to _pay the contradual obligations to be ina.lcred (induding change
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orders to a construction contract) shaU be deposited in the Certificate Fund, which amount shall
reduce the sums otherwise required to be deposited in said Fund from ad valorem taxes and the
Net Revenues of the System.
SECTION 16: Security of Funds. All moneys on deposit in the Funds for which this
Ordinance makes provision (except any portion lhereof as may be at any time property
invested) shall be secured in the manner and to the fullest extent required by lhe laws of Texas
for the security of public funds, and moneys on deposit in such Funds shaU be used only for lhe
purposes pennitted by this Ordinance.
SECTION 17: Special Covenants. The City hereby further covenants as follows:
(a) It has the fawfut power to pledge the Net Revenues of the System
supporting this issue of Certificates and has lawfuRy exercised said powers under
the Constitution and laws of the State of Texas, including said power existing
under V.T.CA, Government Code. Sections 1502.052, et seq. and V.T.C.A..
Local Government Code, Subchapter C of Chapter 402 and Subchapter C of
Chapter 271.
(b) Other lhan for the payment of the Certificates. the Net Revenues
of the System have not in any manner been pledged to the payment of any debt
or obligation of the City or of the System.
SECTION 18: Issuance of Prior Lien Obligations and Additional Obligations;
Suboroinate to Prior Lien Obligations Covenants and Agreements. (a) The City hereby
expressly reserves the right to hereafter issue Prior Lien Obligations, without limitation as to
principal amount but subject to any terms, conditions or restrictions applicable thereto under law
or otherwise.
In addition, the City reserves the right to issue Additional Obligations, without limitation
or any restriction or condition being applicable to their issuanoe under the terms of this
Ordinance, payable from and 5eaJfed by a lien on and pledge of lhe Net Revenues of the
Syslem of equal rank and dignity, and on a parity in all respects, with the lien and pledge
securing the payment of the Certificates.
(b) It is the intention or this governing body and ac.oordingly hereby recognized and
stipulated that the provisions, agreements and covenants contained herein bearing upon the
management and operations of the System and the administering and application of revenues
derived from the operation thereof, shaft to lhe extent possible be harmonized with 6ke
provisions, agreements and covenants contained in orninances authorizing the issuance of Prior
Lien Obligations, and to the extent of any irreconcilable conffect between the provisions
contained herein and in ordinances authorizing the issuance of Prior Lien Ob4igations, the
provisions. agreements and covenants contained therein shall prevail to the extent of such
conflict and be applicable to lhis On::tinance but in all respects sut>;ect to the priority of rights and
benefits. if any, conferred theteby to the holders or owners of the Prior Lien Obfagations.
Notwithstanding the above, any change or modification affecting lhe application of revenues
derived rrom the operation of the System shaD not impair the obligation of contract with respect
to the pledge of revenues herein made for the payment and security of the Certificates.
SECTION 19: . Satisfaction of Obligations of City. If lhe City shaU pay or cause to be
paid. or there shall otherwise be paid to the Holders, lhe principal of, premiUJl:1, if any, and
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interest on the Certificates, at the times and in the manner stipulated in this Ordinance, then the
pledge of taxes levied and the lien on and pledge of the Net Revenues of the System under this
Ordinance and all covenants, agreements, and other obligations of the City to the Hoklers shall
thereupon cease. terminate, and be discharged and satisfied.
Certificates shall be deemed to have been paid within the meaning and with the effect
expressed above in this Section when (i) money sufficient to pay in full such Certificates°' the
principal amount(s) thereof at maturity or (if notice of redemption has been duly given or waived
or if irreVQCable arrangements therefor acceptable to the Paying Agent/Registrar have been
made) the redemption date thereof, together with all interest due thereon, shall have been
irre110Cably deposited with and heJd in trust by the Paying Agent/Registrar. or an authorized
escrow agent, or (ii) Government Securities shall have been irrevocably deposited in trust with
the Paying Agent/Registrar. or an authorized esaow agent. which Government SeaJrities have
been certified by an independent accounting firm to mature as to principal and interest in such
amounts and at such times as will insure lhe availability, without reinveshnent. of sufficient
money, together with any tnoneys deposited therewith, if any, to pay when due the principal of
and interest on such Certificates, or the principal amount(s) lhereof, on and prior to the Stated
Maturity thereof or (if notice of redemption has been duly given or waived or if irrevocable
arrangements therefor acceptable to the Paying Agent/Registrar have been made) the
redemption date thereof. The City covenants that no deposit of moneys or Government
Securities will be made under this Section and no use made of any such deposit which would
cause the Certificates to be treated as "arbitrage bonds~ within the meaning of Section 148 of
the Internal Revenue Code of 1986, as amended, or regulations adopted pursuant thereto.
Ally moneys so deposited with the Paying Ageot} Registrar and all income from
Government Securities hekt in trust by the Paying Agent/Registrar, or an authorized esaow
agent, pursuant to this Section which is not required for the payment of the Certiftcates, or any
principal amount(s) thereof, or interest thereon with respect to which such moneys have been
so deposited shall be remitted to the City or deposited as directed by the City. Furthermore.
any money held by the Paying Agent/Registrar for the payment of the principal of and interest
on the Certificates and remaining unclaimed for a period of three (3) years after the
maturity. or applicable redemption date, of the Certificates for which such moneys were
deposited and are held in trust lo pay, shaU upon the request of the City be remitted to the
City against a written receipt therefor. Notwithstanding the above and foregoing, any remittance
of funds from the Paying Agent/Regislrar to the City shaft be subject to any applicable
unclaimed property laws of the State of Texas.
SECTION 20: Ordinance a Contract -Amendments. This Ordinance shaU constitute a
contract with the Holders from time to time, be binding on the City, and shall not be amended or
repealed by the City so long as any Certificate remains Outstand'mg except as permitted in this
Section. The City, may, without the consent of or notice to any Holders of the Certificates, from
time to time and at any time, amend this Ordinance in any mamer not detrimental to the
interests of the Holders of the Certificates, including Ille curing of any ambigutty. inconsistency,
or fonnal defect or omission herein. In addition, the City may, with the written consent of
Holders of the Certificates holding a majority in aggregate principal amount of the Certificates
lhen outstanding affected thereby, amend, add to, or rescind any of the provisions of this
Ordinance; provided that, without the consent of aR Holders of outstanding Certificates, no such
amendment. addition, or rescission shall (1) extend the time or times of payment of the principal
of, premium, if any, and interest on the Certificates, reduce the principal amoont 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, ir any, or interest on the Certificates, (2) give any
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preference to any Certificate over any other Certificate, or (3} reduce the aggregate principal
amount of Certificates required to be held by Holders for consent to any such amendment,
addition, or rescission.
SECTION 21: Notices to Holders -Waivers. Wherever lhis Ordinance provides for
notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein
expressly provided) if in writing and sent by United States Mail. first class postage prepaid, to
the address of each Holder appearing in the Security Register at the dose of business on the
business day next preceding the mamng of such notice.
In any case where notice to Hok:lers is given by mail, neither the fa~ure to mail such
notice to any particular Holders. nor any defect in any notice so mailed, shan affect the
sufficiency of such notice with respect to all other Certificates. Where this Ordinance provides
for notice in any manner, such notice may be waived in writing by lhe Holder entiUed to
receive such notice, either before or after the event with respect to which such notice is given,
and such· waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be
filed with the Paying Agent/Registrar, but such finng shan not be a condition precedent to the
vaHcfity of any action taken in reliance upon such waiver.
SECTION 22: Cancellation. Certificates surrendered for payment. redemption, transfer,
or exchange, if surrendered to the Paying Agent/Registrar. ~I be promptly canceled by it and,
if surrendered to the City. shall be delivered to the Paying AgenURegistrar and, if not already
canceled, shan be promptly canceled by lhe Paying Agent/Registrar. The City may at any lime
deliver to lhe Paying Agent/Registrar fOf cancellation any Cet1fficates previously certified or
registered and delivered which the City may have acquired in any mamer whatsoever, and au
Certificates so delivered shaD be promptly canceled by the Paying Agent/Registrar. All
canceled Certificates held by the Paying Agent/Registrar shall be returned to the City.
SECTION 23: Mutilated. Destroyed, lost and Stolen Certificates. In case any
Certificate shall be mutilated, or destroyed, lost or-stolen, the Paying Agent/Registrar may
exea.ite and deliver a replacement Certificate of like focm and tenor, and in the same
denomination and bearing a number not contemporaneously outstanding, in exchange and
substitution for such mutilated Certificate, or in lieu of and in substitution for such destroyed, lost
or stolen Certificate, only upon the approval of the City and after (i) the filing by the Holder
thereof with the Paying Agent/Registrar ot evidence satisfactory to the Paying Agent/Registrar
of the destruction, loss a,-theft of such Certificate, and of the aulhenticity of the ownership
thereof and (ii) the fumishing to the Paying AgenL'Registrar of"indemnification in an amount
satisfactory to hold the City and the Paying Agent/Registrar harmless. AH expenses and
charges associated with such indemnity and with the preparation, execution and derwe,y of a
replacement Certificate shall be borne by the Hokier of the Certificate mutilated, or destroyed,
lost or stolen.
Every replacement Certificate issued pursuant to this Section shall be a valid and
binding obligation, and shaR be entitled to all the benefits of lhis Orcfanance equally and ratably
with all other Outstanding Certificates; notwithstanaing lhe enforceability of payment by anyone
of the destroyed, lost or stolen Certificates.
The provisions of this Section are exclusive and shan preclac:Je (to the extent lawful) all
other rights and remedies with respect to the replacement and payment of mutilated, destroyed,
lost, Of st.oleo Certificates.
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federal income lax of the interest on any Certificate, the City shall comply with each of
the specific covenants in this Section.
C. No Private Use or Private Payments. Except as pennitted by section 141 of
the Code and the Regulations and rulings thereunder, the City shall at all limes prior to
the-last Stated Maturity of Certificates:
(1) exdusively own, operate and possess all property the acquisition,
construction or improvement of which is to be financed or refinanced directly or
indirecUy with Gross Proceeds of lhe Certificates, and not use or permit the use
of such Gross Proceeds (including an oontractual arrangements with tenns
different than those applicabfe to the general pubtic) or any property acquired,
constructed or improved with such Gross Proceeds in any activity carried on by
any person or entity (including the United States or any agency, department and
instrumentality thereof) other than a state or local government, unless such use
is solely as a member of the general public; and --
(2) not directly or indirectly impose or accept any dlarge or other
payment by any person or entity who is treated as using Gross Proceeds of the
Certificates or any property the acquisition, construction or improvement of which
is to be financed or refinanced directly or indiredly with such Gross Proceeds,
other than taxes of general application within lhe City °' interest earned on
investments acquired with such Gross ProceedS pending application for their
intended purposes.
0. No Private Loan. Except to the extent permitted by section 141 of the Code
and the Regulations and tuaings thereunder. the City shall not use Gross Proceeds of the
Certificates to make or finance loans to any person or entity other than a state or local
government For purposes of the foregoing covenant. such Gross Proceeds are
considered to be ioanecr to a person or entity if: (1) property acquired, conslructed or
improved wi1h such Gross Proceeds is sold or teased to such person or entity in a
transaction which ~tes a debt for federal income tax purposes; (2) capacity in or
SeMCe from such property is committed to such pefSOll or entity under a tak&-or-pay,
output or similar conlract or arrangement; or (3) indirect benefits. or burdens and
benefits of ownership, of such Gross Proceeds or any property acquired, constructed or:
improved with such Gross Proceeds are otherwise transferred in a transaction which is
the economic eq~t of a loan.
E. Not to Invest at Higher Yield. Except to the extent permitted by section 148 of
the Code and Ille Regulations and rurings thereunder. the City shaU not at any time prior
to the final Stated MabJrity of the Certificates direcdy or indirectly invest Gross Proceeds
in any Investment (or use Gross Proceeds to replace money so invested), if as a result
of such investment the Yield from the Closing Date of atl Investments acquired with
Gross Proceeds (or with money replaced• thereby), whether lhen held or previouslY
disposed of, exceeds lhe Yield of the Ceftificates.
F. Not Federally Guaranteed. Except to the extent pennitted by section 149{b)
of the Code and the Regulations and rulings thereunder, the City shall not take or omit to
take any action which would cause lhe Certificates to be fede..ally guaranteed within the
meaning of section 149{b) of the Code and the Regutations and rulings thereunder.
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G. Information Report The City shall timety file the information required by
section 149(e) of the Code with the Secretary of lhe Treasury on Form 8038-G or such
other form and in such place as the Secreta,y may prescribe.
H. Rebate of Arbitrage Profits. Except to the extent otherwise provided in
section 148{f) of the Code and the Regulations and rulings thereunder:
( 1 ) The City shall account !or all Gross Proceeds (including all
receipts. expenditures and investments thereof) on its books of account
separately and apart from ad other funds (and receipts, expenditures and
investments thereof) and shan retain alt records of acoounting for at least six
years after lhe day on Wtlich the last Outstanding Certificate is discharged.
However, to the extent permitted by law, the City may commingle Gross
Proceeds of the Certificates with other money of the City, provided that the City
separately accounts for each receipt and expenditure of Gross Proceeds and the
obligations acquired therewith.
(2) Not less frequently than each Computation Date. the City shall
calculate the Rebate Amount in accordance wtth rules set forth in section 148(f)
of the Code and the Regulations and rulings thereunder. The City shall maintain
such calculations with its official transcript of proceedings relating to the issuance
of the Certificates until six years after the final Computation Date.
(3) As-additional consideration for the purchase of the Certificates by
the Purchasers and the loan of lhe money represented thereby and in order to
induce such purchase by measures designed to insure the exdudability of the
interest thereon from the gross income of the owners thereof for federal income
tax. purposes, the City shall pay to the United States out of the Certificate Fund or
its general fund, as permitted by applicable Texas statute, regulation or opinion
of the Attorney General of the State of Texas. the amount that when added to lhe
future value of previous rebate payments made for the Certificates equals (i) in
the case of a Final Computation Oate as defined in Section 1 :148-3(e)(2} of the
Regulations, one hundred percent (100%) of the Rebate Amount on such date;
and (ii) in the case of any othef Computation Date, ninety percent (90%) of the
Rebate Amount on such date. In an cases. the rebate payments shall be made
at the times. in the installments, lo the place and In the manner as is or may be
required by section 148(f) of 1he Code and the Regulations and rulings
thereunder. and shaU be accompanied by Form 8038-T or such other forms and
infonnation as is or may be required by Section 148{f) of the Code and the
Regulations and rulings thereunder.
( 4) . The City shall exercise reasonable diligence to assure that no
erro,s are made in the calculations and payments required by paragraphs (2} and
(3), and If an error is made, to disa>Ver and promptly correct such error within a
reasonable amount of time thereafter (and in an events within one hundred eighty
(180) days after discovery of the enor), induding payment to the United States of
arr/ additional Rebate Amounl owed to it. interest thereon, and any penalty
imposed under Section 1.148-J(h) of the Regulations.
I. Not to Divert A1bitrage Profits. Except to the extent permitted by section 148
of the Code and the Regulations and rulings thereunder. the City shall not. at any time
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prior to the eartier of the Stated Maturity or final payment of the Certificates, enter into
any transaction that reduces the amount required to be paid to the United States
pursuant to Subsection H of this Section because such transaction results in a smaller
profit or a larger loss than would have resulted if the transaction had been at ann's
length and had the Yield of the Certificates not been relevant to either party.
J. Elections. The City hereby directs and authorizes the Mayor. City Secretary,
City Manager. Managing Director of Finance. and Flf'St Assistant City Manager,
individually or joinUy, to make elections permitted or required pursuant lo the provisions
of the Code or the Regulations, as lhey deem necessary or appropriate in connection
with the Certificates, in the Certificate as to Tax Exemption or similar or other
appropriate certificate, fo,m or document
SECTION 25: Sale of Certificates • Official Statement Approval. The Certiftcates
authorized by this Ordinance are hereby ~ by the City to Salomon Smith Barney, Dain
Rauscher Incorporated. Estrada Hinojosa & Company, Inc., Edward D. Jones and Southwest
Securities (her-ein c:ollectiveiy referred to as the •Purchasers") in accordance with the Purchase
Contract, dated June 14. 2001, attached hereto as Exhibit B and incorporated herein by
reference as a part of this Ordinance for all purposes. The Mayor is hereby a~lhorized and
directed to execute said Purchase Contract for and on behalf of the City and as the act and
deed of this Council, and in regard to the approval and execution of the PW"Chase Corltract, the
Council hereby finds. detemunes and declares that the representations, warranties and
agreements of the City contained therein are true and COfTed in an material respects and shall
be honored and performed by the City.
Furthennore, the use of the Official Statement by lhe Purchasers in connection with the
public offering and sale of the Certificates is hereby ratified, confirmed and approved in all
respects. The final Official Statement. which reflects the tenns of sale, attached as Exhibit A to
the Purchase Contract (together with such changes approved by the Mayor, City Manager. First
Assistant to City Manager, Managing Oireciof'" of Finance or City Sea-etary, one or more of said
officials). shall be and is hereby in aff respects approved and the Purchasers are hereby
authorized to use and distribute said final Offtcial Statement. dated June 14, 2001, in the
offering. sale and delivery of the Certificates to the pubfic. The Mayor and City Secretary are
further authorized and directed to manually execute and deliver for and on behalf of the City
copies of said Official Statement in final form as may be required by the PUf'Chasef'S, and such
final Official Statement in the form and cootent manually executed by said officials shaU be
deemed to be approved by the City Co\mca1 and constitute the Official Statement authorized for
distribution and use by the Purchasers.
SECTION 26: Control and Custody of Certificates. The Mayor of the City shaft be and is
hereby authorized to take and have charge of an neoossary orders and records pending
investigation by the Attorney General of the State of Texas, including the printing and supply of
definitive Certificates, and shall take and have charge and control of the Initial Certificate(s)
pending the approval thereof by the Attorney General, the registration thereof by the
Comptn:iller of Public Accounts and the delivery thef'eof to the Purchasers.
Furthermore, the Mayor, City Seaetary, City Manager. Managing Director of Finance
and Assistant City Manager, any one or ~ of said officials, are hereby authorized and
directed to furnish and execute such documents relating to the City and its financial affairs as
may be necessary for the issuance of the Certificates. the approval of the Attorney General and
the registration by the Comptroller of Pubic Accounts and, together with the City's financial
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advisor, bond counsel and the Paying Agenl/Registrar, make the necessary arrangements for
the delivery of the Initial Certificate(s) to the Purchasers and lhe initial exchange thereof for
definitive Certificates.
SECTION 27: Proceeds of Sale. The proceeds of sale of the Certificates, excluding the
acaued interest and premium, if any, received from the purchasers, shall be deposited in a
construction fund maintained at the City's deposilory bank. Pending expenditure for authorized
projects and purposes, such proceeds of sale may be invested in authorized investments in
accordance with the provisions of V.T.CA, Government Code, Chapter 2256, induding
guaranteed invesbnent contracts permitted by V.T.C.A., Section 2256.015 et seq., and the
City's investment policies and guidelines, and any investment earnings realized shaU be
expended for such authorized projects and pUJJ)Oses or deposited in the Interest and Sinking
Fund as shaU be determined by the City Council. Accrued interest and premium, if any.
received from lhe Purchasers as weU as all su,plus proceeds of sale of the Certificates,
induding investment earnings, remaining after oompletion of an authorized Proiects or purposes
shall be deposited to the credit of lhe Interest and Sinking Fund.
SECTION 28: Legal Opinion. The obligation of the Purchasers to accept delivery of the
Certificates is subject to being furnished a final opinion of Fulbright & Jaworski l.L.P., Attorneys,
Dallas. Texas, approving such Certificates as to their validity, said opinion to be dated and
detivered as of the date of delivery and payment for such Certificates. A true and correct
reproduction of said opinion is hereby authorized to be printed on the definitive Certificates or an
exea.ited counterpart &hereof shall accompany the global Certificates deposited with the
Depository Trust Company.
SECTION 29: CUSIP Nwnbers. Thal CUSIP numt>ers may be printed or typed on the
definitive Certificates. It is expressly provided, hoWever. that lhe presence Of absence of CUSIP
numbers on the definitive Certificates shall be of no significance or effect as regards the legality
thereof and neither the City nor attorneys approving said Certificates as to tegalily are to be held
responsible for CUSIP numbers incorrectly printed or typed on the definitive Certificates.
SECTION 30: Benefits of Ordinance. Nothing in this Ordinance, expressed or implied,
is intended or shall be construed to oonfer upon any person other than lhe City, the Paying
Agent/Registrar and the Holders, any right, remedy, or claim, legal or equitable. under or by
reason of this Ordinance or any provision hereof, this Ordinance and al its provisions being
intended to be and being for the sole and exclusive benefit of the City, lhe Paying
Ageof/Registrar and the Ho&ders.
SECTION 31: Inconsistent Provisions. All ordinances, orders or resolutions, or. parts
thereof, which are in conflict or inoonsistent with any provision of this Ordinance are hereby
repealed to the extent of such confticl and the provisions of this Ordinance shall be and remain
controlling as to the matters contained herein.
SECTION 32: Governing Law. This Ordinance shall be construed and enforced in
accordance with the laws of the State of Texas and lhe United States of America.
SECTION 33: Severability. If any provision of this Ordinance or the application thereof
to any circumstance shall be held to be invafid, the remainder of this Ordinance and the
application thereof to other c:iramstances shal nevertheless be vafld, and the City Council
hereby declares that this Ordinance would have been enacted without such invafld provision.
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SECTION 34: Effect of Hea<fmgs. The Section headings herein are ror convenience
only and shall not affect the construction hereof.
SECTION 35: Construction of Terms. If appropriate in the context of this Ordinance,
words of the singular number shall be considered to include the plural, words of lhe plural
number shall be considered to include the singular, and words of the masculine, feminine or
neuter gender shall be considered to include the other genders.
SECTION 36: Continuing Disclosure Undertaking. (a) Definitions. As used in this
Section, the following terms have the meanings ascribed to such terms below:
•MSREJ' means the Municipal Securities Rulema)<jng Board.
·NRMSI~ means each person whom the SEC or its staff has determined
to be a nationally recognized municipal securities information repository-within
the meaning of the Rufe from time to time.
·Rule" means SEC Rule 15c2-12, as amended from lime to time.
·sEC" means the United States Securities and Exchange Commission.
"Sia' means any person designated by the. State of Texas or an
authorized departmenl, officer. or agency thereof as, and determined by the SEC
or its staff to be, a state information depository within the meaning of the Rule
from time to time.
(b) Annual Reports. The City shall provide aMually to each NRMSIR and any SID,
within six months after the end of each fiscal year (begiming wilh the fiscal year ending
September 30, 2001) financial information and operating data with respect to lhe City of the
general type included in the final Official Statement approved by Section 25 of this Ordinaoce,
being the information described in Exhibil C hereto. Rnanciat statements to be provided shaU
be (1) prepared in accordance with the accounting principles described in Exhibit C hereto and
(2) audited, if the City commissions an audit of such statements and the audit is oompteted
withm the period during which they must be provided. If audited financial statements are not
available at the time the financial information and operating data must be provided, then the City
shaU provide unaudited financial statements for the applicable fiscal year to each NRMSIR and
any S10 with the financial infonnation and operating data and wiD file the annual audit report,
when and ir the same bec:0mes available.
If the City changes its ffscal year, it wil notify each NRMSIR and any SID of the
change (and of the date of the new fiscal year end) prior to the next date by which the City
othefwise would be required lo provide financial information and operating data pursuant to this
Section.
The financial information and operating data lo be provided pursuant to this
Section may be set forth in fun in one or more documents or may be included by specific
reference to any document ("including an oflkia1 statement or other offering document, if it is
available from the MSRB) that theretofore has been provided to each NRMSIR and any SID or
filed with the SEC.
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(c) Material Event Notices. The City shall notify any S10 and either each NRMSIR or
the MSRB, in a timely manner, of any of the following events with respect to the Certificates, if
such event is material within the meaning of lhe federal securtties laws:
1. Principal and interest payment delinquencies;
2. Non.payment related defaults;
3. Unscheduled draws on debt service reserves renecting financial difficulties;
4. Unscheduled draws on credit enhancements renecting financial difficulties;
5. Substitution or credit or liquidity providers, or their failure to peffoon;
6. Adverse tax gpinions or events affecting lhe tax--exempt status of the Certificates;
7. Modir.cations to rights of holders of the Certificates;
8. Certilicate calls;
9. Oefeasanoes;
10. Release, substitution, or sale of property sea.iring repayment of the Certificates; and
11. Rating changes.
The City shall notify any SID and either each NRMSIR or the MSRB,_ i_n a timely
manner, of any failure by the City-to provide financial infonnation or operating data in
accordance with subsection (b) of this Section by lhe time required by such Section.
(d) Umitations, Disclaimers, and Amendments. The City shaR be obligated to
observe and perform lhe covenants specified in lhis Section while. but only while, the City
remains an ·obligated person" with respect to lhe Certificates Within the meaning of the Rule,
except that lhe City in any event will give the notice required by subsection (c) hereof of any
Certificate calls and defeasance that cause the City to be no longer such an •oorigated person;
The provisions of this Section are for the sole benefit of lhe Holders and
beneficial owners of the Certificates, and nothing in lhis Section, express or implied, shall give
any benefit or any legal or equitable right remedy, or claim hereunder to any other person. The
City undertakes to provide only the financial infonnation, operating data, financial statements,
and notia!s which it has expressly agreed to provide pursuant to this Section and does not
hereby undertake to provide any other information lhat may be relevant or material to a
complete presentation of the City's financial results, condition. or prospects or hereby undertake
to update any information provided in aoeotdance with ttus SediOn or othefwise, except as
expressly provided herein. The City does not make any representation or warranty concerning
such infonnation or its usefulness to a decision to invest in or sen certificates at any ~re date.
UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO 11-tE
HOLDER OR BENEFICIAL OWNER OF ANY CERTIFICATE OR ANY OTHER PERSON, IN
CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY
BREACH BY THE CITY, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF
ANY COVENANT SPECIFIED IN 11-IIS SECTION, BUT EVERY RIGHT AND REMEDY OF
AftN SUCH PERSON, IN CONTRACT OR TORT. FOR OR ON ACCOUNT OF ANY SUCH
BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC
PERFORMANCE.
No default by the City in obsecving or performing its obHgations under this
Section shall constitute a breach of or default under this Ordnance for purposes of any ~
provision of this Ordinance.
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Nothing in this Section is intended or shall ad to disclaim, waive. or othervnse
limit the duties of the City under federal and state securities laws.
The provisions of this Section may be amended by the City from time to time to
adapt to changed circumstances resulting 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, but only if (1) the
provisions of lhis Section, as so amended, would have permitted an underwriter to purchase oc
sen Certificates in the primaiy offering of the Certificates in compliance with the RuCe, taking into
acoounl any amendments or interpretations of lhe Rule to lhe date of such amendment. as well
as such changed circumstances, and (2) either (a) the Holdet"S of a majority in aggregate
principal amount (or any greater amount required by any other provision of this Ordinance thal
authorizes such an amendment) of lhe Outstanding Certificates mnsent lo such amendment or
(b) a person that is unaffiliated with the City (such as nationally recognized bond counsel)
determines that 1i1Jch amendment will not materially impair the interests of the Holders and
beneficial owners of the Certificates. The provisions of this Section may also be amended from
time to time or repealed by the City if the SEC amends or repeals the appticabee prov!sions of
the Rule or a court of final jurisdiction determines lhat such provisions are invalid, but onty if and
to the extent that reservation of the City's right lo do so would not prevent undelWl'iters of the
initial public offering of the Certificates l'Tom lawfully purchasing or selling Certificates in such
offering. If the City so amends lhe provisions of this Section, it shall include with any amended
financial information or operating data next provided in accordance with subsection (b) an
explanation, in narrative fonn, of the reasons for the amendment and of the impact of any
change in the type of financial iofonnation or operating data ~ provided.
SECTION 37: Public Meeting. It is officially round, detennined, and declared that the
meeting at which this Ordinance is adopted was open to the public and public notice of lhe time,
place. and subject matter of lhe public business to be oonsidered at such meeting, including this
Ordinance, was given. an as required by V.T.C.A., Government Code, Chapter 551, as
amended.
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SECTION 38: Effective Date. This Ordinance shaU take effect and be in force
immediately from and after its passage on second and final reading, and IT IS SO ORDAINED.
PASSED AND ADOPTED ON FIRST READING, May 24, 2001.
PASSED ANO ADOPTED ON SECOND ANO FINAL READING, this the 14th day of
June, 2001.
ATTEST:
(City Seal)
APPROVED AS TO CONTENT:
APPROVED AS TO FORM:
Q,( B~r .. -
City Attorney
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EXHIBIT A
PAYING AGENT/REGISTRAR AGREEMENT
See Document Number 4
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EXHIBITS
PURCHASE CONTRACT
See Document Number 5
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ExhibitC
to
Ordinance
DESCRIPTION OF ANNUAL FINANCIAL INFORMA 11ON
The following infonnation is referred to in Section 36 of this Ordinance.
Annual Financial Statements and Oper.lting Data
The financial infonnation and operating dala wi1h respect to the City to be
provided amuaHy in acoordance with such Section are as specified (and included in the
Appendix or under lhe headings of the Official Statemenl referred lo) beloW:
1. The financial statements of the City appended to lhe Official Statement as
Appendix B. but for lhe most recentty concluded fiscal year.
2. The infonnatioo contained in Tables 1 through 6 and 8A through 17 of the
Official Statement
Accounting Principles
The accounting principles referred to in such Section are the generally accepted
accounting principles as appficable to govemmenlal units as presaibed by The Govenvnent
Accounting Standards Board.
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LUB200nt006
Dallas 1122092.J.DOC
PA YING AGENT/REGISTRAR AGREEMENT
between
CITY OF LUBBOCK, TEXAS
and
JPMORGAN CHASE BANK, NATIONAL ASSOCIATION
Pertaining to
City of Lubbock, Texas
General Obligation Refunding Bonds
Series 2006
Dated as of June 1, 2006
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TABLE OF CONTENTS
Page
Recitals ........................................................................................................................................ l
ARTICLE I
APPOINTMENT OF BANK AS PA YING AGENT AND REGISTRAR
Section 1.0 I.
Section 1.02.
Appointment. ................................................................................................... 1
Compensation. ................................................................................................. 1
ARTICLE II
'I DEFINITIONS
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Section 2.0 l. Definitions ........................................................................................ : .............. 2
Section 3.01.
Section 3.02.
Section 4.01.
Section 4.02.
Section 4.03.
Section 4.04.
Section 4.05.
Section 4.06.
Section 4.07.
Section 5.01.
Section 5.02.
Section 5.03.
Section 5.04.
Section 5.05.
Section 5.06.
Section 5.07.
Section 6.01.
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ARTICLE III
PAYING AGENT
Duties of Paying Agent. .................................................................................. 3
Paynient Dates ................................................................................................. 3
ARTICLE IV
REGISTRAR
Transfer and Ex change .................................................................................... 4
The Bonds ....................................................................................................... 4
Form of Register .............................................................................................. 4
List of Owners ................................................................................................. 5
Cancellation of Bonds ..................................................................................... 5
Mutilated, Destroyed, Lost, or Stolen Bonds ...........................................•...... 5
Transaction Information to Issuer ................................................................... 6
ARTICLEV
THE BANK
Duties of Bank ................................................................................................. 6
Reliance on Documents, Etc ........................................................................... 6
Recitals of Issuer ............................................................................................. 7
May Hold Bonds ............................................................................................. 7
Money Held by Bank ...................................................................................... 7
Indexnnification ............................................................................................... 8
Interp I eader ...................................................................................................... 8
ARTICLE VI
MISCELLANEOUS PROVISIONS
Amendment .......................................................................... , .......................... 8
(i)
Section 6.02. Assigrunent. ..................................................................................................... 8
Section 6.03. Notices ............................................................................................................. 8
) Section 6.04. Effect of Headings ........................................................................................... 9
Section 6.05. Successors and Assigns ................................................................................... 9
Section 6.06. Separability ...................................................................................................... 9
Section 6.07. Benefits of Agreement .................................................................................... 9
Section 6.08. Entire Agreement ............................................................................................ 9
Section 6.09. Counterparts .................................................................................................... 9
Section 6.10. T ennination ..................................................................................................... 9
Section 6.11. Governing Law .............................................................................................. 10
EXECUTION .............................................................................................................................. I
) Annex A-Schedule of Fees for Service as Paying Agent/Registrar
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PA YING AGENT/REGISTRAR AGREEMENT
THIS PA YING AGENT/REGISTRAR AGREEMENT (the or this "Agreement"), dated
as of June 1, 2006, is by and between CITY OF LUBBOCK, TEXAS (the "Issuer"), and
JPMorgan Chase Bank, National Association (the "Bank'), a New York state banking
corporation duly organized and existing under the laws of the United States of America.
WHEREAS, the Issuer has duly authorized and provided for the issuance of its General
Obligation Refunding Bonds, Series 2006 (the "Bonds"), dated May 15, 2006, to be issued as
registered securities without coupons; and
WHEREAS, all things necessary to make the Bonds the valid obligations of the Issuer, in
accordance with their terms, will be taken upon the issuance and delivery thereof; and
WHEREAS, the Issuer is desirous that the Bank act as the Paying Agent of the Issuer in
paying the principal, redemption premiwn, if any, and interest on the Bonds, in accordance with
the terms thereof, and that the Bank act as Registrar for the Bonds; and
WHEREAS, the Issuer has duly authorized the execution and delivery of this Agreement,
and all things necessary to make this Agreement the valid agreement of the Issuer, in accordance
with its tenns, have been done;
NOW, THEREFORE, it is mutually agreed as follows:
ARTICLE I
APPOINTMENT OF BANK AS PA YING AGENT AND REGISTRAR
Section LO 1. Appointment.
(a) The Issuer hereby appoints the Bank to act as Paying Agent with respect to the
Bonds in paying to the Owners of the Bonds the principal, redemption premium, if any, and
interest on all or any of the Bonds.
(b) The Issuer hereby appoints the Bank as Registrar with respect to the Bonds.
(c) The Bank hereby accepts its appointment, and agrees to act as, the Paying Agent
and Registrar.
Section 1.02. Compensation.
(a) As compensation for the Bank's services as Paying Agent/Registrar, the Issuer
hereby agrees to pay the Bank the fees and amounts set forth in Annex A hereto for the first year
of this Agreement, or such part thereof as this Agreement shall be in effect, and thereafter while
this Agreement is in effect, the fees and amounts set forth in the Bank's current fee schedule then
in effect for services as Paying Agent/Registrar for municipalities, which shall be supplied to the
Issuer on or before 90 days prior to the close of the Fiscal Year of the Issuer, and shall be
effective upon the first day of the following Fiscal Year.
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(b) In addition, the Issuer agrees to reimburse the Bank upon its request for all
reasonable expenses, disbursements and advances incurred or made by the Bank in accordance
with any of the provisions hereof, including the reasonable compensation and the expenses and
disbursements of its agents and counsel.
ARTICLE II
DEFINITIONS
Section 2.0 l. Definitions. For all purposes of this Agreement, except as otherwise
expressly provided or unless the context otherwise requires, the following terms have the
following meanings when used in this Agreement:
"Bank" means JPMorgan Chase Bank, National Association.
"Bank Office" means the Bank's office in Dallas, Texas. The Bank will notify the Issuer
in writing of any change in location of the Bank Office.
"Bond" or "Bonds" means any or all of the Issuer's General Obligation Refunding
Bonds, Series 2006, dated May 15, 2006.
"Bond Ordinance" means the ordinance, as amended, of the City Council. of the Issuer
authorizing the issuance and delivery of the Bonds.
"Fiscal Year" means the 12 month period ending September 30th of each year.
"Issuer" means the City of Lubbock, Texas.
"Issuer Request" and '"Issuer Order" means a written request or order signed in the name
of the Issuer by the Mayor of the Issuer, or any other authorized representative of the Issuer and
delivered to the Bank.
"Legal Holiday'' means a day on which the Bank is required or authorized by applicable
law to be closed.
''Owner" means the Person in whose name a Bond is registered in the Register.
"Paying Agent" means the Bank when it is performing the functions associated with the
terms in this Agreement.
"Person" means any individual, corporation, partnership, joint venture, association, jo,nt
stock company, trust, unincorporated organization, or government or any agency or political
subdivision of a government.
"Predecessor Bonds" of any particular Bond means every previous Bond evidencing all
or a portion of the same obligation as that evidenced by such particular Bond (and, for the
purposes of this definition, any Bond registered and delivered under Section 4.06 in lieu of a
mutilated, lost, destroyed or stolen Bond shall be deemed-to evidence the same obligation as the
mutilated, lost, destroyed or stolen Bond).
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.. Record Date" means the last Business Day of the month next preceding an interest
payment date established by the Bond Ordinance.
"Register'' means a register in which the Issuer shall provide for the registration and
transfer of Bonds.
"Responsible Officer" when used with respect to the Bank means the Chainnan or Vice
Chairman of the Board of Directors, the Chairman or Vice Chairman of the Executive
Committee of the Board of Directors, the President, any Vice President, the Secretary, any
Assistant Secretary, the Treasurer, any Assistant Treasurer, the Cashier, any Assistant Cashier,
any Trust Officer or Assistant Trust Officer, or any other officer of the Bank customarily
performing functions similar to those performed by any of the above designated officers and also
means, with respect to a particular corporate trust matter, any other officer to whom such matter
is referred because of his knowledge of and familiarity with the particular subject
•'Stated Maturity" means the date or dates specified in the Bond Ordinance as the fixed
date on which the principal of the Bonds is due and payable or the date fixed in accordance with
the terms of the Bond Ordinance for redemption of the Bonds, or any portion thereof, prior to the
fixed maturity date.
ARTICLE III
PAYING AGENT
Section 3.01. Duties of Paying Agent
(a) The Banlc, as Paying Agent and on behalf of the Issuer, shall pay to the Owner, at
the Stated Maturity and upon the surrender of the Bond or Bonds so maturing at the Bank Office,
the principal amowit of the Bond or Bonds then maturing, and redemption premium, if any,
provided that the Bank shall have been provided by or on behalf of the Issuer adequate funds to
make such payment.
(b) The Bank, as Paying Agent and on behalf of the Issuer, shall pay interest when
due on the Bonds to each Owner of the Bonds (or their Predecessor Bonds) as shown in the
Register at the close of business on the Record Date, provided that the Bank shall have been
provided by or on behalf of the Issuer adequate funds to make such payments; such payments
shall be made by computing the amount of interest to be paid each Owner, preparing the checks,
and mailing the checks on each interest payment date addressed to each Owner's address as it
appears in the Register on the Record Date.
Section 3.02. Payment Dates. The Issuer hereby instructs the Bank to pay the principal
of, redemption premium, if any, and interest on the Bonds at the dates specified in the Bond
Ordinance.
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ARTICLE IV
REGISTRAR
Section 4.01. Transfer and Exchange.
(a) The Issuer shall keep the Register at the Bank Office, and subject to such
reasonable written regulations as the Issuer may prescribe, which regulations shall be furnished
to the Bank herewith or subsequent hereto by Issuer Order, the Issuer shall provide for the
registration and transfer of the Bonds. The Bank is hereby appointed .. Registrar" for the purpose
of registering and transferring the Bonds as herein provided. The Bank agrees to maintain the
Register while it is Registrar. The Bank agrees to at all times maintain a copy of the Register at
its office located in the State of Texas.
(b) The Bank as Registrar hereby agrees that at any time while any Bond is
outstanding, the Owner may deliver such Bond to the Registrar for transfer or exchange,
accompanied by instructions from the Owner, or the duly authorized designee of the Owner,
designating the persons, the maturities, and the principal amounts to and in which such Bond is
to be transferred and the addresses of such persons; the Registrar shall thereupon, within not
more than three (3) business days, register and deliver such Bond or Bonds as provided in such
instructions. The provisions of the Bond Ordinance shall control the procedures for transfer or
exchange set forth herein to the extent such procedures are in conflict with the provisions of the
B<;tnd Ordinance.
(c) Every Bond surrendered for transfer or ex.change shall be duly endorsed or be
accompanied by a written instrument of transfer. the signature on which has been guaranteed in a
manner satisfactory to the Bank, duly executed by the Owner thereof or his attorney duly
authorized in writing.
( d) The Bank may request any supporting documentation it feels necessary to effect a
re-registration.
Section 4.02. The Bonds. The Issuer shall provide an adequate inventory of
unregistered Bonds to facilitate transfers. The Bank covenants that it will maintain the
unregistered Bonds in safekeeping and will use reasonable care in maintaining such unregistered
Bonds in safekeeping, which shall be not less than the care it maintains for debt securities of
other governments or corporations for which it serves as registrar, or which it maintains for its
own securities.
Section 4.03. Form of Register.
(a) The Bank as Registrar will maintain the records of the Register in accordance
with the Bank's general practices and procedures in effect from time to time. The Bank shall not
be obligated to maintain such Register in any form other than a form which the Bank has
currently available and currently utilizes at the time.
(b) The Register may be maintained in written fonn or in any other form capable of
being converted into written form within a reasonable time.
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Section 4.04. List of Owners.
(a) The Bank will provide the Issuer at any time requested by the Issuer, upon
payment of the cost, if any, of reproduction, a copy of the infonnation contained in the Register.
The Issuer may also inspect the information in the Register at any time the Bank is customarily
open for business. provided that reasonable time is allowed the Bank to provide an up-to-date
listing or to convert the infonnation into written form.
(b) The Bank will not release or disclose the content of the Register to any person
other than to, or at the written request of, an authorized officer or employee of the Issuer, except
upon receipt of a subpoena or court order or as otherwise required by law. Upon receipt of a
subpoena or court order the Bank will notify the Issuer so that the Issuer may contest the
subpoena or court order.
Section 4.05. Cancellation of Bonds. All Bonds surrendered for payment, redemption,
transfer, exchange, or replacement, if surrendered to the Bank. shall be promptly cancelled by it
and, if surrendered to the Issuer, shall be delivered to the Bank and, if not already cancelled,
shall be promptly cancelled by the Banlc. The Issuer may at any time deliver to the Bank for
cancellation any Bonds previously certified or registered and delivered which the Issuer may
have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly cancelled
by the Bank. All cancelled Bonds held by the Bank shall be disposed of pursuant to the
Securities Exchange Act of 1934.
Section 4.06. Mutilated, Destroyed. Lost, or Stolen Bonds.
(a) Subject to the provisions of this Section 4.06, the Issuer hereby instructs the Bank
to deliver fully registered Bonds in exchange for or in lieu of mutilated, destroyed, lost, or stolen
Bonds as long as the same does not result in an overissuance.
(b) If (i) any mutilated Bond is surrendered to the Bank, or the Issuer and the Bank
receives evidence to their satisfaction of the destruction, loss, or theft of any Bond, and (ii) there
is delivered to the Issuer and the Bank such security or indemnity as may be required by the
Bank to save and hold each of them harmless, then in the absence of notice to the Issuer or the
Bank that such Bond has been acquired by a bona fide purchaser, the Issuer shall execute, and
upon its request the Bank shall register and deliver, in exchange for or in lieu of any such
mutilated, destroyed, lost, or stolen Bond, a new Bond of the same stated maturity and of like
tenor and principal amount bearing a number not contemporaneously outstanding.
(c) Every new Bond issued pursuant to this Section in lieu of any mutilated,
destroyed, lost, or stolen Bond shall constitute a replacement of the prior obligation of the Issuer,
whether or not the mutilated, destroyed, lost, or stolen Bond shall be at any time enforceable by
anyone, and shall be entitled to all the benefits of the Bond Ordinance equally and ratably with
all other outstanding Bonds.
(d) Upon the satisfaction of the Bank and the Issuer that a Bond has been mutilated,
destroyed, lost, or stolen, and upon receipt by the Bank and the Issuer of such indemnity or
security as they may require, the Bank shall cancel the Bond nwnber on the Bond registered with
a notation in the Register that said Bond has been mutilated, destroyed, lost, or stolen; and a new
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Bond shal1 be issued of the same series and of like tenor and principal amount bearing a number,
according to the Register, not contemporaneously outstanding.
(e) The Bank may charge the Owner the Bank's fees and expenses in connection with
issuing a new Bond in lieu of or exchange for a mutilated, destroyed, lost, or stolen Bond.
(f) The Issuer hereby accepts the Bank's current blanket bond for lost, stolen, or
destroyed Bonds and any future substitute blanket bond for lost, stolen, or destroyed Bonds that
the Bank may arrange, and agrees that the coverage under any such blanket bond is acceptable to
it and meets the Issuer's requirements as to security or indemnity. The Bank need not notify the
Issuer of any changes in the security or other company giving such bond or the tenns of any such
bond, provided that the amount of such bond is not reduced below the amowtt of the bond on the
date of execution of this Agreement. The blanket bond then utilized by the Bank for lost, stolen,
or destroyed Bonds by the Bank is available for inspection by the Issuer on request
Section 4.07. Transaction Infonnation to Issuer. The Bank will, within a reasonable
time after receipt of written request from the Issuer, furnish the Issuer information as to the
Bonds it has paid pursuant to Section 3.01; Bonds it has delivered upon the transfer or exchange
of any Bonds pursuant to Section 4.01; and Bonds it has delivered in exchange for or in lieu of
mutilated, destroyed, lost, or stolen Bonds pursuant to Section 4.06 of this Agreement.
ARTICLE V
THE BANK
Section 5.01. Duties of Bank. The Bank wtdertakes to perform the duties set forth
herein and in accordance with the Bond Ordinance and agrees to use reasonable care in the
performance thereof. The Bank hereby agrees to use the funds deposited with it for payment of
the principal of, redemption premium, if any, and interest on the Bonds to pay the Bonds as the
same shall become due and ftir(her agrees to establish and maintain all accounts and funds as
may be required for the Bank to function as Paying Agent.
Section 5.02. Reliance on Documents. Etc.
(a) The Banlc may conclusively rely, as to the truth of the statements and correctness
of the opinions expressed therein, on certificates or opinions furnished to the Bank.
(b) The Bank shall not be liable for any error of judgment made in good faith by a
Responsible Officer, unless it shall be proved that the Bank was negligent in ascertaining the
pertinent facts.
(c) No provisions of this Agreement shall require the Bank to expend or risk its own
funds or otherwise incur any financial liability for performance of any of its duties hereunder, or
in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that
repayment of such funds or adequate indemnity satisfactory to it against such risks or liability is
not assured to it.
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(d) The Bank may rely and shall be protected in acting or refraining from acting upon
any ordinance, resolution, certificate, statement, instrument, opinion, report, notice, request,
direction, consent, order, certificate, note, security, or other paper or document believed by it to
be genuine and to have been signed or presented by the proper party or parties. Without limiting
the generality of the foregoing statement, the Bank need not examine the ownership of any
Bonds, but is protected in acting upon receipt of Bonds containing an endorsement or instruction
of transfer or power of transfer which appears on its face to be signed by the Owner or an
attorney-in-fact of the Owner. The Bank shall not be bound to make any investigation into the
facts or matters stated in an ordinance, resolution, certificate, statement, instrument, opinion,
report, notice, request, direction, consent, order, certificate, note, security, or other paper or
document supplied by Issuer.
( e) The Bank may consult with counsel, and the written advice of such cowisel or any
opinion of counsel shall be full and complete authorization and protection with respect to any
action taken. suffered, or omitted by it hereunder in good faith and in reliance thereon.
(f) The Bank may exercise any of the powers hereunder and perform any duties
hereunder either directly or by or through agents or attorneys of the Bank.
Section 5.03. Recitals of Issuer.
(a) The recitals contained herein and in the Bonds shall be taken as the statements of
the Issuer, and the Bank asswnes no responsibility for their correctness.
(b) The Bank shall in no event be liable to the Issuer, any Owner or Owners, or any
other Person for any amount due on any Bond except as otherwise expressly provided herein
with respect to the liability of the Bank for its duties under this Agreement.
Section 5.04. May Hold Bonds. The Bank, in its individual or any other capacity, may
become the Owner or pledgee of Bonds and may otherwise deal with the Issuer with the same
rights it would have if it were not the Paying Agent/Registrar, or any other agent.
Section 5.05. Money Held by Bank
(a) Money held by the Bank hereunder need not be segregated from any other funds
provided appropriate accounts are maintained.
(b) The Bank shall be under no liability for interest on any money received by it
hereunder.
(c) Subject to the provisions of Title 6, Texas Property Code, any money deposited
with the Bank for the payment of the principal, redemption premiwn, if any, or interest on any
Bond and remaining unclaimed for three years after final maturity of the Bond has become due
and payable will be paid by the Bank to the Issuer, and the Owner of such Bond shall thereafter
look only to the Issuer for payment thereof, and all liability of the Bank with respect to such
monies shall thereupon cease.
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(d) The Bank will comply with the reporting requirements of Chapter 74 of the Texas
Property Code.
(e) The Bank shall deposit any moneys received from the Issuer into a trust account
to be held in a paying agent capacity for the payment of the Bonds, with such moneys in the
account that exceed the deposit insurance, available to the Issuer, provided by the Federal
Deposit Insurance Corporation to be fully collateralized with securities or obligations that are
eligible under the laws of the State of Texas and to the extent practicable under the laws of the
United States of America to secure and be pledged as collateral for trust accounts until the
principal and interest on the Bonds have been presented for payment and paid to the owner
thereof. Payments made from such trust account shall be made by check drawn on such trust
account unless the owner of such Bonds shall, at its own expense and risk, request such other
medium of payment.
Section 5.06. Indemnification. To the extent permitted by law, the Issuer agrees to
indemnify the Bank, its officers, directors, employees, and agents for, and hold them harmless
against, any loss, liability, or expense incurred without negligence or bad faith on their part
arising out of or in connection with its acceptance or administration of the Bank's duties
hereunder, and under Article V of the Bond Ordinance, including the cost and expense (including
its counsel fees) of defending itself against any claim or liability in connection with the exercise
or performance of any of its powers or duties under this Agreement.
Section 5.07. lntetpleader. The Issuer and the Bank _agree that the Bank may seek
adjudication of any adverse claim, demands or controversy over its persons as well as funds on
deposit in a court of competent jurisdiction within the State of Texas; waive personal service of
any process; and agree that service of process by certified or registered mail, return receipt
requested, to the address set forth in this Agreement shall constitute adequate service. The Issuer
and the Bank further agree that the Bank has the right to file a Bill of Interpleader in any court of
competent jurisdiction within the State of Texas to determine the rights of any person claiming
any interest herein.
ARTICLE VI
MISCELLANEOUS PROVISIONS
Section 6.01. Amendment. This Agreement may be amended only by an agreement in
writing signed by both of the parties hereof.
Section 6.02. Assignmertt. This Agreement may not be assigned by either party without
the prior written consent of the other.
Section 6.03. Notices. Any request, demand, authorization, direction, notice, consent,
waiver, or other document provided or pennitted. hereby to be given or furnished. to the Issuer or
the Bank shall be mailed or delivered to the Issuer or the Bank, respectively, at the addresses
shown below:
WB200n1001
Dallas 1122092_1.DOC
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(a)
(b)
(c)
if to the Issuer:
if to the Bank:
City of Lubbock, Texas
1625 13th Street
Lubbock, Texas 79457
Attention: Director of Fiscal Policy and
Strategic Planning
JPMorgan Chase Bank,
National Association
200 I Bryan Street, 8th Floor
Dallas, Texas 7520 I
Attention: Corporate Trust Department
Section 6.04. Effect of Headings. The Article and Section headings herein are for
convenience only and shall not affect the construction hereof.
Section 6.05. Successors and Assigns. All covenants and agreements herein by the
Issuer shall bind its successors and assigns, whether so expressed or not.
Section 6.06. Separability. If any provision herein shall be invalid, illegal, or
unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in
any way be affected or impaired thereby.
Section 6.07. Benefits of Agreement Nothing herein. express or implied, shall give to
any Person, other than the parties hereto and their successors hereunder, any benefit or any legal
or equitable right, remedy, or claim hereunder.
Section 6.08. Entire Agreement. This Agreement and the Bond Ordinance constitute the
entire agreement between the parties hereto relative to the Banlc acting as Paying
Agent/Registrar, and if any conflict exists between this Agreement and the Bond Ordinance, the
Bond Ordinance shall govern.
Section 6.09. Counterparts. This Agreement may be executed in any nwnber of
counterparts, each of which shall be deemed an original and all of which shall constitute one and
the same Agreement.
Section 6.10. Tennination.
(a) This Agreement will terminate on the date of final payment by the Bank issuing
its checks for the final payment of principal, redemption premi~ if any, and interest of the
Bonds.
(b) This Agreement may be earlier terminated upon sixty (60) days written notice by
either party; provided, that, no tennination shall be effective until a successor has been appointed
by the Issuer and has accepted the duties imposed by this Agreement A resigning Paying
Agent/Registrar may petition any court of competent jurisdiction for the appointment of a
successor Paying Agent/Registrar if an instrument of acceptance by a successor Paying
WB20MIOOI
Dallas 1122092_I.DOC
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Agent/Registrar has not been delivered to the resigning Paying Agent/Registrar within sixty (60)
days after the giving of notice of resignation.
(c) The provisions of Section 1.02 and of Article Five shall survive and remain in full
force and effect following the termination of this Agreement.
Section 6. l 1. Governing Law. This Agreement shall be construed in accordance with
and governed by the laws of the State of Texas.
LUB20MIOOI
Dallas 1122092_I .DOC
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day
and year first written above.
CITY OF LUBBOCK, TEXAS
By: ~~4------
David A. Miller, Mayor
ATTEST:
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LUB200/7100 I
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JPMORGAN CHASE BANK,
ASSOCIATION
By:
Title:
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ANNEX«A"
SCHEDULE OF FEES FOR SERVICE AS PAYING AGENT/REGISTRAR
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JPMorganO
Schedule of Fees for Services as
Paying Agent and Registrar in connection with
$18,195 000 City of Lubbock General Obligation Refunding Bonds, Series 2006
Based upon our current understanding of your proposed transaction, our fee proposal is as
follows:
Notea:
Pricing for Paying Agent and Registrar
The Paying Agent and Registrar Fee covers the maintenance of records as
registrar, processing of transfers, and payment of interest/principal funds
for Debt Seivice.
Option No. 1
Acceptance Fee
Annual Fee (payable annually in advance)
Option No. 2
One-Time Fee (payable at closing)
$0.00
$300.00
$2,800.00
Pricing for Escrow Agent (for escrow terminating 2/15/2011)
The Escrow Agent Fee covers the consideration of documents and the
normal administrative duties of the escrow agent according to the
governing documents. Pricing includes distribution of the call notice to
holders of record, redemption processing, and notification to NRMSIRs.
Any publication expenses (i.e. Bond Buyer, regional periodical, financial
periodicals, etc.) for the call notice will be billed to the Issuer at cost. This
also includes cost associated with adjusting systems to reflect the partial
refi.mding of the Series 1998 bonds.
One Time Fee (payable at closing)
Redemption Fees on Refunded Bonds
Series 2001
$3,500.00
$300.00
Please note that our willingness to act in the capacities specified above and the fees designated in !his proposal are indicative and
based upon our wtdet"Standing of the transaction. We reserve the right to revise this proposal should any material aspect of the
transaction differ from our underst.andini Also, our aceeptance of the above con1racts and duties is subject to our usual internal
review, document review and the receipt of appropriate immunities and indemnities.
To help the govemrncnt fighl the funding of terrorism and money laundering activities, Federal law requires all financial instilUlions to
obtain, verify, anil record information that identifies each person who opens an account When you open an account, we will ask for
infonnation that will allow us to identify you.
Annual fees include one standard audit confirmation per year without charge. Standard audit confinnations include the final maturity
date, principal paid, principal outstanding, interest cycle, interest paid, cash and asset information, interest rate, and asset statement
infonnation. Non-standard audit confirmatioo requests may be assessed an additional fee.
J. P. Morgan Trust Company, N. A. • 4Z0 Throckmorton, 91h Floor, Fort Worth, TX 76102
Telephone: (817) 884-4726 • Facsimile: (817) 884-4651
jeffrey.c.salavarria@jpmorgan.com
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.JPMorganO
JPMorgan's Trust Accounting Reporting (TAR) website gives corporate and munici))lll issuers 24'1 hltemet access to information on
their cash and asset transactions/positions free of charge. TAR a 1so electronically posts and arc hives trust and escrow accounl
statements so you can access them online, easily at your convenience. With functionality allowing the user to customize n:porting,
choose fonnat, drill down for detail, and download for convenience, Trust Accounting Reponing on the Web is a powerful decision-
making and account management tool. To further facilitate your TAR online experience, intra-day updates are provided for more
timely and acc11111te reporting. This capability gives you the option of viewing asset details as of intra-day, close-of-business or to
review prior month-end reports. Please vi si I us at www.jpmorgan.com/tar [Of' more details or contact your JPMorgan Relationship
Manager or Sales Representative.
Periodic lenders, sinking fund, opliooal or extraordinary call redemptions will be assessed an additional charge ofSJOO per event.
Performance of any exlraordinary service or incurring extraordinary expenses, such as those in connection with any default, account
resignation, or outside legal counsel charges, will be billed in addition to lhe stated per annum fees .
JPMorgan Chase & Co. ("JPMorgan~) has entered into an agreement with The Bank ofNew York Company, Inc. ("BNY") pursuant to
which JPMorgan intends to exchange select portions of its corporate trust business, including municipal, corporal£ and structured
finance trusteeships and agency appointments, for BNY's consumer, small-business and middle-market banking businesses. This
transaction has been approved by bolh companies' boards of directors and is subject to regulatory approvals. It is expected to close in
the late third quarter or fourth quarter of 2006.
J.P. Morgan Trust Company, N. A. • 420 Throckmorton, 9th Floor, Fort Worth, TX 76102
Telephone: (817) 884-4726 • Facsimile: (817) 884-4651
jeffrey.c.salavania@jpmorgan.com
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PRELIMINARY OFFICIAL ST A TEME~T
Dated April 18, 2006
RatiD.gs:
Moody's: Applied For
S&P: Applied For
Filch: Applied For
NEW ISSUE -Book-Eatry-Only
See "Odler Iaformalioa -Ratiags"
and "Bo•d lasurance" herein
In the opinion or Bond Counsel, interest on the Bonds is exdudable from gross income for rederal income tax purposes under existing
law and the Bonds are not private activity bonds. See 'Tax Matters" herein for a discussion of the opinion of Bond Counse~ including a
description or al&emative minimum tax consequences for corporations.
THE BONDS WILL NOT BE DESIGNATED AS
"QUALIFIED TAX-EXEMPT OBLIGATIONS" FOR FINANCIAL INSTITUTIONS
Dated Date: April IS, 2006
$18,295,000*
CITY OF LUBBOCK, TEXAS
(Lubbock County)
GENERAL OBLIGATION REFUNDING BONDS. SERIES 2006
Due: February IS, as shown on page 2
PAYMENT TERMS ... lntel"Cst on the $18,295,000• City or Lubbock. Texas General Obligation Refunding Bonds. Series 2006 (the
"Bonds") will accrue from April 15, 2006 (the "Dated Date") and will be payable on August 15, 2006, and on each February 15 and
August 1S thereafter until malU.rity or prior redemption. Interest will be calculated on the basis of a 360-day year consisting of twelve
30-day months. The definitive Bonds will be initially l"Cgistered and delivered only lo 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 thereo[ No physical delivery or the Bonds wiU be made to the owners lhereof.
Principal of. premiwn., 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-Enlry-Only System" herein: The initial Paying Agent/Registrar is JPMorgan Chase Bank, Nacional Association.
Dallas, Texas (see "The Bonds -Paying Agent/Registrar"). ·
AUTHORITY FOR lssUANCE ... The Bonds are issued pursuant 10 the Constitution and general laws of the State of Texas (the "State"),
panicularly Chaplet" 1207, Texas Government Code, as amended. and constitute direct obligations of the City of Lubbock, Texas (the
"City"), payable from the levy and «illectiou of a direct and continuing ad valorem tax. within the limits prescribed by law, on all
taxable property within the City, as provided in the ordinance authorizing the Bonds (the "Ordinance") (see "The Bonds -Authority fur
Issuance").
Pl!ltPOSE ... Proceeds from the sale of the Bonds will be used for the purpose of (i) refunding a ponion of the City's outstanding ad
valorem tax supported indebtedness (the "Refunded Obligations") described in Schedule I to achieve debl service savings and (ii) paying
coslS of issuance of the Bonds.
BOND INSURANCE ••• The City has made application to municipal bond iosurance companies to have the payment of the principal of
and inlerest on the Bonds insured by a municipal bond guaranty policy.
CUSIP PREFIX: 549187
SEE MATURITY SCHEDULE., 9 Digit CUSIP AND REDEMPTION PROVISIONS
ON THE REVERSE OFTRIS PAGE
SEPARATE ISSUES ... The City is also simultaneously offering its $2,740,000• General Obligation Bonds, Series 2006 and its
$76,3 i 5,000• Tax and Waterworks System Surplus Revenue Certificates of Obligation, Series 2006 under a separate offering docwnent
LEGALITY ... The Bonds are offered for delivery when, as and if issued and received by the Underwricer and subject to the approving
opinion of the Attorney General of Texas and lhe opinion of Vinson & Elkins L.L.P .• Bond Counsel, Dallas. Texas (see Appendix C,
Hform or Bond Counsel's Opinionft). Certain legal matters will be passed upon for the Underwriter by McCall, Parld!urst & Horton
L.L.P., Dallas, Tex.as, Counsel for the Underwriter.
DELrvERY ... II is expected that the Bonds will be available for delivery through OTC on or about June 6, 2006.
• Preliminary, subject to change.
A.G. EDWARDS & SONS~ INC.
MA TllRJlY SCHEDULE• CUSIP Prefi:i: 549187 111
~ipal Malurity Interest Initial CUSIP Principal Mallllity lntcteSt Initial CUSIP
Amount (Fdmmy 1si R.ate Yield S11ffix (II AmoUDI !!:ebnwy I 5} R.ate Yield Suffix l')
s 10,000 2007 s 20.000 2020
l0,000 2008 20,000 2021
15,000 2009 1,425,000 2022
15,000 2010 l.S00,000 2023
IS,000 20ll l,.S75,000 2024
15,000 2012 1,660,000 2025
15,000 2013 1,745,000 2026
15,000 2014 1,835,000 2027
15,000 201S 1,925,000 2028
15,000 2016 2.025,000 2029
15,000 2017 2,130,000 2030
20,000 2018 2,240,000 2031
20,000 2019
(Accrued Intere.,t from April 15, 2006 to be added)
• Preliminary, subject to change.
(I) CUSIP is a registered trademuk of the American Banker.i Association. CUSIP data herein is provided by Standard and
Poor's CUSIP Service Bu.reau, a Division of The McGraw-Hill Companies, Inc. This data is not intended lo create a database
and does not serve in any way as a substitute for the CUSIP Services. Neither the City nor the Underwriter shall be responsible
for the selection or correctness of the CUSrP numbers shown on the inside cover page.
OPTlONAL REDEMPTION .•• The City reserves the right, at its option, to redeem Bonds having stated maturities on and after
February IS, 2017, in whole or in part in principal amounts of $5,000 or any integral multiple thereof, on February I 5, 2016, or
any date thereafter, at the par value thereof plus accrued inten:st lo lhe date of redemption (see "The Bonds -Optional
Redemption").
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For purpose of compliance wiJh Ri,k I 5cl -12. pro,,.,,lga,ed by the United Slala Securilies and Erchatrge Commwi<m(the "SEC"). this tioclaMM as the sam• may
be mpplemenled or corrected from ti""-to-ume. may be tr"'1ed as a Preli,,,;,,,,,,, Offici,,l SlaJemem of tJre City wit Ir respe.c:l ta tire Bonds describ.d here ill, which lro.,
bee,, • deemed fo,d .. by the City as of the dute hereof (or of any sud suppkmeru or correction) uapl for the omission of "a """" Ilion tJre information provided by
Subsection (b)( /J of Rule I Jcl-11.
Tlw Official Staument. which inc/J«ks the rover page, inside cover page and tire Appendices hereztJ. does not co,utlluJe "" offer to sell or tJre .,,,Ii.citation of"" offer
to buy in ""Y jurisdiction to ""Y person to ,.·/ram iJ is i,nl,r..fal tO mDk s,,ch offer. so/ic:ilalion or sale.
Na dealer. brakEr, salesperson or Ql/rer person has been o,,thorlzed to give information or /0 make ""Y repre.unlalion other than those cOIWined i11 this OfficW
SlaJDMnl. a,rd, if given or made. 1udi other in/ormalion or representQJi01'$ mYSt no/ be relied upon.
71re infomratio,, #t forth herein ht,s been obtc,/ned from the City and atlw-SQIIJ'Ct.$ f>elieved to be reliabk. but nteh infonnoJion is not gwzrlJJfleed <U to acamzcy or
cr,mp/etetle# and is not to be con.rtrued as the promise or guarlllfltt of rJre Financial Ad,,isor. This Official Sr,,/cnrent con/Dins. in part. estimarD and mailer, of
apinum which are nOl intended as statemDJJs of fact. ond no represe,,tation is m,,d,e as to tire con-ecmeu of such eslimDtes ond opinions. or t/sol they will be
realt,,ed.
Tiu /nfonnatfo,r and upressio,rs of opinion contailWI herein are subfecl to ck,nge withor,t "'1lice, and neither the delivery of this Official SU.-nor OIIJI sale
""1de hereunder sho/1. omdu any circumstances. creole ,u,y imp/icoJion that there has been no change in the ajfain of the City or 1)/1,er matters described herein
since the dote hereof Su "OTHER JNFORM.•l10N -Contim,ing Disclosure of lnfon,u,tk/n~ for a tkscription of IA¥ City's undenok;ng to provide cmain
infon,,atwlf on o conti""ing basis.
THE BONDS ARE EXEMPT FROM R£GTSTRATION WlT1I THE SEC AND CONSEQUENTLY HAVE NOT BEEN REGISTERED THEREWITH. THE
REG/STIUUON. QUALIFICATION. OR EXEMPT70N OF THE BONDS TN ACCO/lIJAIICE WITH APPUCA.8l£ S£CURJ11ES l.AW PROYISTONS OF THE
JURJSDICTTON IN WHICH THESE SECURJTIES HAVE BEEN REGISTERED OR EXEMPTED SHOULD NOT BE REGARDED AS A R.£COMMENDATION
THEREOF.
NEITHER 11fE CITY NOR THE UNDERWRITER MAK£ ANY REFRESENTATTON OR WARJUNTY WITH RESPECT TO THE JNFORMAUON CONTAINED fN
THIS OFFTCTAL STATEMENT REGARDING THE DEPOSITORY TRUST COMPANY OR ITS BOOK-ENTRY-ONLY SYSTEM. AS SUCH INFORMA110N HAS
BEEN FURNISHED BY THE DEPOSITORY TRUST' COMPANY IN CONNECTTON WITH THE OFFERING OF THE BONDS.
11IE UNDERWRITER MAY OVER-ALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAJNTAJN THE MARKET PRICES OF 11fE BONDS AT A LEVEL
ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN 1lfE OPEN MARJ<ET. SUCH STABIUZJNG. IF COMMENCED . .MAY BE DJSCONTTNUED AT ANY
TIME.
Tile Underwrite has p,ovl.ded the following senrence for lnclr.,slon in (he Official Slatemen~ Tiu Unduwriler has re11/ewed the inform,,ti,,n in this Offo;i,,l
Stalonenl in accordona with. ""d ar pan of. their respoMibiJitia lo investor, wider th, federal secwities l,r..s as applied to the facu and circwnstana:s of this
tronsoction. but the Undl!rwrlth does not guarantee the occr,rocy or c,,mp/etuu!Ss of slldl information.
TABLE OF CONTENTS
OFFICIAL STATEMENT SUMMARY------·4
CITY OFFICIALS, STAFF AND CONSULT ANTS ---6
ELECTED OmC1ALS ...................... ·-·········· .. ··-········· ............ 6
SELECTED ADMINISTRATIVE STAFF ................ ----·••6
CONSULTANTS ANO ADVISORS ................... _ ................ -...... 6
INTRODUCTION------------·-7
THE BONDS 7
BOND INSURANC 13
DISCUSSION OF RECENT FINANCIAL AND
MANAGEMENT EVENTS•-•·-•----•----14
AD VAWREM TAX INFORMATlON--···•-.... ----25
TABLE 1 - V A!.UATION, EXEMPTIONS ANO GENE1lAL
OBLIGATION DEBT .................................................... 29
TABLE 2 -TAXABLE AssESSED VALUATIONS BY
CATEGORY ................................................................ 31
TABLE 3A • VALUATION ANO GEN£RALO8UGAT10N DEBT
HlsTORY ............................................... ____ 32
TABLE 38 -DERIVATION OFGENE!lAL PURPOSE FUND£D
TAX DEBT ................................................................. 32
TABLE 4 -TAX RATE, LEvY ANO COLLECTION HlsTORY 32
TABL85 • TENLAll.OESl'TAXPAYERS ............................... 33
TABLE6 -TAX ADEQUACY ............................................... 33
TABLE 7 -EsTtMATEO 0VElU.APPING DEBT ..................... 34
DEBT INFORMATION ___ . _________ 35
TABLE SA -PRO-FORMAGENERAL0BUGATION DEBT
SERVICE Rt:QUIREMENTS ....................... -................. 35
TABLE 88 -DIVIS10N OF DEBT SERVICE REQUIR£MENTS 36
TABLE 9 -INTEREST AND SINK.ING F'I.JND BUDGET
PROJECTION .............................................................. 37
TABLE 10 • COMPUTATION OF SELF-SUPPORTING DEBT •• 38
TABLE 11 • AUTHORIZED BUT UNISSUED GENERAL
OBLIGATION BoNOS ................................................. 39
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ANTICIPATED ISSUANCE OF GENERAL OBLIGATION DEBT .... .
TABLE 12 ~ 0TH£ROBUGATIONS ...................................... 40
FINANCIAL INFORMATION ...... _________ 42
TABLE 13 ·• CJiANG£s IN NET AsSETS .............................. 42
T ASL£ 13-A • GENERAL FUND REVENUES ANO
E.xl'ENDITIJRE HisToft.Y ....................................... _ ••• 43
TABLE 14 -MUNICIPAL $AI.Es TAX HlsroRY .................. 44
TABLE IS • CURRENT INVEsTMENTS .................................. 48
TAX MATTERS---------------49
OTHER INFORMATION-------.. -.. -· ... SI
RATINGS ... -.......... ·---············ .. ······•·· ................... SI
LmGATI0N ...... ·----····· .. ••·•• ............................... SI
RBG!sTRATION AND QUAllflCATION OF BONDS FOK SALE 52
LEGAL INVEsTMENTs AND EuGIBILITY TO SECURE PUBLIC
FUNDS IN Tl:XA.s ....................................................... 52
LEGAL MATTERS ................. _ .............................................. 52
CONTINUING DlscLOSURE OF INFORMATION ..................... S2
FINANCIAL ADVISOR ........................................................... 54
VERIFICATION OF ARrrliMIITICAL AND MATHEMATICAL
COMPUTATIONS ......... : •. ·-··· .. ·· .................................. 54
UNDERWRITING ...................................... _____ .... 54
FORWARD-LooKINO STATEM.eNTS DISCLAIMER ................ 54
M!sca.u.NEOUS ..................... -......................................... 55
SCHEDULE OF REFUNDED
08LIGA110NS ............................................. SCHEDULE I
APPENDICES
GENERAL INFORMA T!ON REGAKDING THE CITY................ A
ExCERPTS FROM THE ANNUAL FINANCIAL R.EroRT .......... B
FORM OF BoND COUNSEL'S •PINION ................................. C
The cover page hereo( this page, the appendices included hefein
and any addenda, supplement or amendment hereto, are part of the
Official Swement
OFFICIAL STATEMENT SUMMARY
This summary is subject in all respects to the more complete information and definitions contained or inoorporatcd in this
Official 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 ot to otherwise use it without the entire Official
Sutement
TUE C.tTV ............................. _ ...... The City of Lubbock, TellllS (the "City") is a political subdivision and municipal corporation
of the State, located in Lubbock County, Texas. The City covers approximately l 19. J square
miles and has an estimated 2006 population of2l l,187 (see "Introduction -Description of the
City").
Tm: BoNDS .................................. The Bonds are issued as $18,295,000• General Obligation Refunding Bonds, Series 2006.
The Bonds are issued as serial bonds maturing on February IS in each of 1he years 2007
through 203 I• (see "The Bonds -Description of the Bonds").
PA.VMENTOFINTER£S1' .............. Interest on the Bonds accrues from April 15, 2006, and is payable August 15, 2006, and each
February 15 and August 15 thereafter until maturity or prior mlemptioo (see ''The Bonds -
Description oflhe Bonds" and "The Bonds-Optional Redemption").
AurUOR.ITY FOR ISSUANCE .......... The Bonds are issued pursuant to the general laws of the State, panicularly Chapter 1207,
Tex.as Government Code, as amended (see "The Bonds -Authority for Issuance").
Sl'.culuTYFOR~
8oNDS ........................................... The Bonds constitwe direct obligations of the City, payable from the levy and collection of a
direct and continuing ad valorem 1ax, within the limits prescribed by law, on all taxable property
within the City (see "The Bonds -Security and Source of Payment").
lb:DEMP110N ............................... The City rCSCTVes the right, at it$ option. to redeem Bonds having stated maturities on and
after February 15, 2017, in whole or in part in principal amounts of SS,000 or any integral
multiple thereof, on February lS, 2016, or aoy date thereafter, at the par value thereof plus
accrued interest to the date of redemption (see "The Bonds -Optional Redemption").
TAX 'EXEMFIION ............................ lo the opinion of Bond Counse~ 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.
USEOFPRocnos ....................... Proceeds from the sale of the Bonds will be used for (i) refunding a portion of the City's
outstanding ad valorem tax supported indebtedness (the "Refunded Obligations") described in
Schedule I to achieve debt service savings and (ii) paying costs of issuance of the Bonds (see
"The Bonds -Purpose").
RA11NCS ...................................... The presently outstanding ad valorem tax supported debt of the City is rated" Al" by Moody's
Investors Service, Inc. ("Moody's"), "AA-" by Standard & Poor's Ratings Services, a Division
of The McGraw-Hill Companies, Inc. ("S&P") and" AA-" Fitch Ratings ("Fitch"). The City
also has obligatioos outstanding which are rated "Aaa" by Moody's, "AAA" by S&P and
"AAA" by Fitch through insurance by various commercial insurance companies.
Applications for contract ratings on the Bonds have been made to Moody's, S&P and Fitch
(see "Other Information• Ratings").
Bo0K-ENTRY-0NLY
SYSlDf .......... --............ ·-·····.... 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 denominatioo.s of SS,000 or integral multiples
thereof. No physical delivery of the Bonds will be made to the beneficial owners thereof.
Principal of, premiwn. 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").
PA\'MElffREcORD ...................... The City bas never defaulted in payment of its general obligation tax debt.
• Preliminaiy, subject to change.
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SELECTED FINANCIAL INFoRMATION
Ratio
General
Purpose
Per Capita Funded
Fiscal Per Capita General General Tax Debt
Year Taxable Taxable Purpose Purpose to Taxable ¾of
Ended Estimated Assessed Assessed Funded Funded Assessed Total Tax
9/30 Pol!ulation (II Valuation Valuation Tax Debt (l) Tax Debt (2) Valuation (l) Collections
2002 202,000 $ 6,909,309,707
2003 204,737 7,342,344,867
2004 206,290 7,921,590,380
2005 209,120 8,664,190,909
2006 211,187 9,365,239,925
(I) Source: The City of Lubbock, Texas.
(2) Does not include self-supporting debt.
$ 34,205 S 63,115,346
35,862 70,188,204
38,400 70,161,218
41,432 80,210,269
44,346 87,256,363 (l)
$ 312 0.91% 99.41%
343 0.96% 98.78%
340 0.89% 99.69%
384 0.93% 100.08%
413 ()) 0.93% 0) 95.81% (4)
(3) Projected. includes the Bonds. Excludes the projected Refunded Obligations. Also includes the proposed $2,740,000
General Obligation Bonds, Series 2006 and $76,315,000 Tax and Waterworks System Surplus Revenue Certificates of
Obligation, Series 2006, scheduled to be sold simultaneously with the Bonds. Preliminary, subject lo change.
(4) Partial collections through February 28, 2006.
GENERAL F'VND CONSOLmATED STATEMENT SUMMARY
Fiscal Year Ended §3!tember 30,
200S 2004 2003 2002 2001
Fund Balance at Beginning of Year S 12,694,525 s 9,417,346 S I 6,598,252 (1) $ 16,716,042 S 16,620,652
Total Revenues and Transfers I 07 ,885, 132 97,437,436 91,753,809 92,490,374 90,463,799
Total Expenditures and Transfers I 03,203,237 94,160~57 98,934?15 90,5941059 9-0.368,409
Fund Balance at End of Year S 17,376,420 S 12,694,.525 $ 9,417,346 S 18,612,357 S 16,716,042
Less: Reserves and Designations (l,255,04ll !2,361,8601
Undesignated Fund Balance $ 17,376,420 S 12,694,525 s 9,417,346 S 17,357,316 S 14,354,182
( l) The nFund Balance at Beginning of Year" was restated. See "Discussion of Recent Financial and Management Events -FY
2003 Audit Restatemen1s, Reclassifications and Internal Controls Issues" for a further explanation of the restatements.
For additional infonnation regarding the City, please contact
Mr. Jeff Yates Mr. Vince Viaille Mr. Jason Hughes
Chief Financial Officer First Southwest Company First Southwest Company
City of Lubbock or l 00 I Main Stn:et or 325 North St. Paul Street
P.O.Box2000 Suite 802 Suite 800
Lubbock, Te,w 79457 Lubbock, Texas 79401 Dallas, Texas 75201
Phone(806) 775-2161 Phone (806) 749-3792 Phone(214)943-4000
Fax (806) 775-2051 Fax (806) 749-3793 Fax (214) 953-4050
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CITY omcIALS, STAFF AND CONSULTANTS
ELECTED OfflCIAI.S
Date of Tenn (
City Council Installation to Office Expires Occupation
Marc McDougal• May, 2002 May,2006 Business Owner, Real Estate
Mayor
Linda Deleon May, 2004 May,2006 Business Owner
Councilmember, District I
Floyd Price June, 2004 May,2008 Retired
Councilmember, District 2
Gary Boren May. 2002 May, 2006 Business Owner, Personnel Services
Councilmember, District 3
Phyllis Jones May, 2004 May,2008 Self-Employed
Councilmember, District 4
Tom Martin May,2002 May,2006 Retired Law Enforcement
Councilmember, District 5
Jim Gilbreath May, 2003 May, 2008 Business Owner
Councilmember, District 6
• Mr. McDougal bas served on the Council since May, 1998.
SELECTED ADMINISTRATIVE STAFF
Date of Employment Date of Employment Total Government
Name Position in Current Position with Ci~ of Lubbock Service
Lee Ann Dumbauld City Manager September, 2005 July, 2004 2o+ (
TomAdams Deputy City Manager August, 2004 August, 2004 23
Jeff Yates Chief Financial Officer September, 2005 November, 2004 s
Quincy White Assistant City Manager September, 2000 September, 2000 14
Anita Burgess City Attorney December, 1995 December, 1995 10 (
Rebecca Gau.a City Secretary January, 200 I August, 1996 9
Andy Burcham Director of Fiscal Policy September, 2005 November, 1998 7
and Strategic Planning
CONSULT ANTS AND ADVISORS
Auditors ............................................................................................................................................................................ BKD. LLP
Little Rock, Arkansas
Bond Counsel ................................................................................................................................................ Vinson & Elkins L.L.P.
Dallas, Texas
Financial Advisor ...................................................................................................................................... First Southwest Company
Lubbock and Dallas, Texas
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PRELIMINARY omCIAL STATEMENT
RELATING TO
$18,295,000*
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS, SERIES 2006
INTRODUCTION
This Official Statement, which includes the Appendioes hereto, provides certain information regarding the issuance of
$18,295,000• City of Lubbock, Texas General Obligation Refunding Bonds, Series 2006. Capitalized tenns used in this Official
Statement have the same meanings assigned to such terms in the Ordinance authorizing the issuance of the Bonds. except as
otherwise indicated herein.
TheR: 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
documenl Copies of such documents may be obtained from lhe Cily'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 was incorporated in 1909, and first
adopted its Home Rule Charter in 1917. The City operates under a Council/Manager fonn of government with a City Council
comprised of the Mayor and six Councilmembers. The Mayor is elected at-large for a two-year term ending in an even-
numbered year. Each of the six members of the City Council is elected from a single-member district for a four-year 1enn of
office. The tenns of three members of the City Council expire in each even-numbered year. 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, airport, sanitation and solid waste disposal, health and social
services, culture-recreation, public transportation, public improvemen1S, planning and zoning, and general administrative
services. The 2000 Census population for the City was 199,564; the estimated 2006 population is 211,187. The City covers
approximately 119.1 square miles.
FINANCIAL AND MANAGEMENT C'BALLENGIES ••. In recent years, the City experienced a variety of financial and management
challenges, and certain investigations and reports conducted or prepared by the City or its consultants found weaknesses in the
City's general management and financial practices, both with the City in general and the City's electric utility system, known as
Lubbock Power & Light tLP&L"), in particular. The City is of the view that it has substantially addressed many of these
conditions. Reference is made to nDiscussion of Recent Flllll!lcial and Management Eveotsft for a discussion of these events and
a description of how the City has responded to these even1S.
THE BONDS
DEscRlPTION OIITHE BoNDS ..• The Bonds are dated April 15, 2006, and mature on February 15 in each of the years and in the
amounts shown on the inside cover page hereof. Interest will be computed on the basis of a 360-day yeac of twelve 30-day
months, and will be payable on August 15, 2006, and on each February 15 and August 15 thereafter until maturity or prior
redemption. The definitive Bonds will be issued only iu fully registered fonn in any integral multiple of $5,000 for any one
maturity and will be initially ~gistered and delivered only to Cede & Co., the nominee of The Depository Trust Company
("OTC") pursuant to the Book-Entty-Only System described herein. No physical delivery of tbe Bends will be made to tbe
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-Ooly System" herein.
Pultl'osE ... Proceeds from the sale of the Bonds will be used 'for the purpose of (i) refunding a portion of the City's outstanding
ad valorem lax supported indebtedness (the ftRefunded Obligations") descn'bed in Schedule I to achieve debt service savings and
(ii) paying costs of issuance of the Bonds.
• PreliminaJy, subject to change.
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REFUNDED OBLIGATIONS ... Upon delivery of the Bonds, the City will deposit proceeds from the sale of the Bonds with
JPMorgan Chase Bank, National Association, Dallas, Texas (the "Escrow Agent"). The amount of Bond proceeds so deposited,
when added to any other lawfully available funds and the investment earnings thereon, will be sufficient to accomplish the
discharge and final payment of the Refunded Obligations. Such funds will be held by the Escrow Agent in a special escrow
account (the "Escrow Fundj and used to purchase direct obligatjons of the United States of America (the "Federal Securities").
Under the Escrow Agreement, the Escrow Fund is irrevocably pledged to the payment of principal of and interest on lhe
Refunded Obligations and amounts therein will not be available to pay the Bonds.
Grant Thornton LLP, Certified Public Accountants (the "Verification Agent"), will verify at the limeof delivery of the Bonds to
the Underwriter that 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 lo pay, on the scheduled inlerest payment dates and redemption dates, the principal
of and intereSl on the Refunded Ob ligations, and will issue a report to this effect ( the "Verification Report"). The arithmetical
llC(:utacy of certain computations included in the schedules provided by First Southwest Company to the Verification Agent on
behalf of the City relating to (a) computation of the sufficiency of the anticipated receipts from the Federal Securities, together
with the initial cash deposit, ir any, to pay when due the principal, interest and early redemption premium requirement, if any, of
the Refunded Obligations and (b) computation of the yields on the Federal Securities will be verified by the Verification Agent
Such computations will be completed using certain assumptions and information provided by First Southwest Company on
behalf of the City. The Verification Agent will restrict its procedures to recalculating the arithmetical accuracy of certain
computations and will not make any study or evaluation of the assumptions and infonnation on which the computations are
based, and accordingly, will not express an opinion on the data used, the reasonableness of the assumptions, or the achievability
of the forecasled outcome.
By the deposit of 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 Obligations in accordance with Texas law. As a result of such
defeasance, the Refunded Obligations will be outstanding only for the purpose of receiving paymentS from the Federal Securities
and any cash held for such pwpose by the Escrow Agent and such Refunded Obligations will nol be deemed as being
outstanding obligations of the City, and the obligations of the City to make payments in support of the debt service on such
Refunded Obligations will be extinguished.
AureoRITY FOR IssVA.NCE •.• 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. ·
SECUIUTY AND SOURCE OF PAYMENT ... The Bonds are payable from a continuing dii:ect annual ad valorem tax levied by the City in
an amount sufficient to provide for the payment of principal of and interest on the Bonds., whk:h tax must be levied within limits
prescribed by law.
TAX RATE LIMITA.TION ... All taxable property within the City is subject to the assessment, levy and collection by the City of a
continuing, direct annual ad valorem tax sufficienl to provide for the payment of principal of and interest on alt ad valorem tax
debt within the limits prescribed by law. Article XI, Section 5, of the Texas Constitution is applicable to the City, and limits its
maximum ad va\orem tax rate to $2.50 per $ I 00 Tax.able Assessed Valuation for alt City putpOSCS. The Home Rule Charter of
the City adopts the constitutionally authorized maximum tax rate ofS2.50 per $100 Taxable Assessed Valuation.
OPTIONAL REDEMYflON •.. The City reserves the right, aJ. its option, to redeem Bonds having stated maturities on and after
February 15, 2017, in whole or in part in principal amounls of$5,000 or any inu:gral multiple thereof, on February 15, 2016, or
any date thereafter, at the par value thereof plus accrued interest to the date of redemption. Ifless 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 lo 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 t.o accrue from and after the
redemption date, provided funds for the payment or the redemption price and accrued interest thereon an: held by the Paying
Agent/Registrar on the redemption date.
NOTICE OF REDEMYflON •.• 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, firsc 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 HA VE BEEN DULY GIVEN, WHETHER OR NOT 1HE REGISTERED OWNER
RECEIVES SUCH NOTICE. NOTICE HAVING BEEN SO GIVEN, TIIE BONDS CALLED FOR REDEMPTION SHALL
BECOME DUE AND PAYABLE ON THE SPECIFIED REDEMPTION DATE, AND NOTWITIISTANDING THAT ANY
BOND OR PORTION THEREOF HAS NOT BEEN SURRENDERED FOR PAYMENT, INTEREST ON SUCH BOND OR
PORTION TIIEREOF SHALL CEASE TO ACCRUE.
AMENDMENTS •.. The City may amend the Ordinance without lhe consent of or notice to any regislered owners in any manner
not detrimental to the inlerests of the registered owners, including the curing of any ambiguity, inconsistency, formal defect or
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omissioll therein. In addition, the City may, with the written consent of the holders of a majority in aggregate principal amount
of the Bonds then outstanding, amend, add to, or rescind any of the provisions of the Ordinance, except that, without the consent
of the registered owners of all of the Bonds no such amendment, addition or rescission may (I) change the date specified as the
date on which the principal on any installment of interest is due payable, reduce the principal amount or the rate of interest, or in
any other way modify the terms of their payment, (2) give any preference to any Bond over any other Bond or (3) reduce the
aggregate principal amount required to be held by owners for consent to any amendment, addition or waiver.
DEFEASANC& . • . 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 matter permitted by law. Under current Texas law, such
discharge may be accomplished by either (i) depositing with the Comptroller of Public Accounts of the State of Texas a sum of
money equal to principal, premium, ir any and all interest to accrue on the Bonds to maturity or redemption and/or (ii) by
depositing with a paying agent or other 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, noncallable 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 of America, including obligations that are unconditionally
guaranteed or insured by the agency or instrumentality and that are rated as to investment quality by a nationally recognized
investment rating finn not less than AAA or its equivalent, and (c) noncallable obligations ofa state or an agency or a county.
municipality, or other political subdivision of a state that have been refunded and that are rated as to investment quality by a
nationally recognized investment rating finn not less than AAA or its equivalent.
Under current Tex~ law, upon the making of a deposit as described above, such Bonds shall no longer be regarded to be
outstanding or unpaid. After finn banking and financial arrangements for the discharge and final payment or redemption of the
Bonds have been made as described above, alt rights of the City to initiate proceedings lo call the Bonds for redemption or to
talce any other action amending the terms of the Bonds are extinguished; provided however, the right to call the Bonds for
redemption is not extinguished if the City: (i) in the proceedings providing for the finn 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 finn banking and financial amangements; and (iii) directs that notice of the
reservation be included in any redemption notices that it authorizes.
BooK-ENTRY-ONL Y SYSTEM ... This secJion describes h(JW ownership of the Bonds is to be transferred and how the principal
of. premium, if any, and interest on the Bonds are to be poid to and credited by The Depository Trust Company ('DTC 'J, New
York, New York, while the Bonds are registered in its nominee n.ame. The information in this section concerning DTC and the
Book-Entry--Only System has been provided by DTC for use in disclosure docunrents such as this Official S1a1ement. The City
believes the source of such information to be reliable. but takes no responsibUity for the accuracy or completeness therrof.
The City cannot and does not give any assurance that (I) DTC will distribute payments of debt service on the Bonds, or
redemption or other notices, to DTC Porticipants, (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
applictlb/e to DTC are on file with the Securities and &change Commission, and the current procedures of DTC to be followed
in dealing with DTC Participants are on file with DTC.
OTC will act as securities depository for the Bonds. The Bonds will be issued as fully•regislered 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 Bond will be issued for each maturity of the Bonds, in the aggregate principal amount of each 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 nclearing 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 mwricipal debt issues, and money market instruments from over 85
countries that DTC's participants (''Direct Participantsn) 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 Bonds.
Dim::t Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations,
and certain other organizations. OTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation eoTCC").
DTCC, in tum, is owned by a number of Direct Participants of OTC and Members of the National Securities Clearing
Corporation, Government Securities Clearing Corporation, MBS Clearing Corporation, and Emerging Markets Clearing
Corporation, (NSCC, GSCC, 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, [nc. Access to the DTC system is
also available to others such as botli. 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.
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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 tum to be
recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confinnation from OTC of
their purchase. Beneficial Owners are, however, expected to receive written confinnations 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 OTC 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 OTC. The deposit
of Bonds with DTC and their registration in the name of Cede & Co. or such other OTC nominee do not effect any change in
beneficial ownership. OTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC's records reflect only the
iden1i1y 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 behalfof their customers.
Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants 10 Indirect Participants,
and by Dim:t 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 IO 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 Bond 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 1ransmit 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 lo them.
Redemption notices shall be sent to DTC. If less than all of the Bonds within a maturity are being redeemed, DTC's practice is
to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed.
Neither OTC nor Cede & Co. (nor any other OTC 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 the City
as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co. 's consenting or voting rights to those Direct
Participants to whose accounts 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
alllhorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and
con-esponding detail infonnation from the City or the 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, the Paying Agent/Registrar,
or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and
interest 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 the 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
lndirect 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 the Paying Agent/Registrar. Under such circumstances, in the event that a successor depository is not obtained,
Boods are required to be printed and delivered.
Subject to DTC's policies and guidelines, the City may discontinue use of the system of book-entry transfers through DTC (or a
successor securities depository). In that event, Bonds will be printed and delivered.
Use of Certain Terms in Other Secdoos of Ibis 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 OTC 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 Underwriter.
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Effect or Termination of Book-Entry-Only System In the event that the Book-Entry-Only System is discontinued, printed
Bonds will be issued to the holders and the Bonds will be subject to transfer, exchange and registration provisions as set forth in
the Ordinance and SUIIllnariud under nTransfer, Exchange and Registration" below.
PAYING AGENT/RJ:GISTRAR ... The initial Paying Agent/Registrar is JPMorgan Chase Bank, National Association, Dallas,
Texas. In the Ordinance, the City retains !he right to replace the Paying Agent/Registrar. The City covenants lo maintain and
provide a Paying Agent/Registrar at all times until the Bonds are duly paid and any suc~ssor Paying Agent/Registrar shall be a
commercial bank or trust company organized under the laws of the State of Texas or other entity duly qualified and legally
authorized to serve as and perform the duties and services of Paying Agent/Registrar for the Bonds. 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 shalt be paid to the registered owners appearing on the registration books of the Paying Agent/Registrar at
the close of business on the Record Date (hereinafter defined), and such interest shall be paid (i) by check sent United States
mai~ 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 the stated m.aturity or earlier redemption
upon presentation to the designated payment/transfer office of the Paying Agent/Registrar. ff 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 payment/transfer office of the Paying Agent/Registrar is located are authorized to close, then the date for
such payment shall be the neitt succeeding day wbich 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.
TRANSFU, ExCRANGE AND REGISTRATION ... In the event the Book-Entry-Only System should be-discontinued, the Bonds
may be transferred and exchanged on the registration books of the Paying Agent/Registrar only upon presentation and surrender
to the Paying Agent/Registrar 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 lo 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 lo 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 eittenl 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 duly 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 $5,000 for any one maturity and for a like aggregate
principal amount as the Bonds surrendered for exchange or transfer. See flThe Bonds -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 ••• Toe record date ("Record Date~) for the interest payable on the Bonds on any
interest payment date means the close of business on the last business day of the preceding month.
lo 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 mai~ 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.
II
BoNDUOU>£RS' REMEDIES . . . The Ordinance establishes as "events of defau\tft {i) lhe failure to make payment of principal of
or interest on any of the Bonds when due and payable; or (ii) default in the performance or observance of any other covenant,
agreement or obligation of the City, which default materially and adversely affects the rights of the Owners, including, but not
limited to, their prospect or ability to be repaid in accordance with the Ordinance, and the continuation thereof for a period of
sixty days after notice of such default is given by any Owner to the City with respect to the Bonds. Under State law there is no
right to the acceleration of maturity of the Bonds upon the failure of the City to observe any covenant under the Ordinance.
Allhough a registered owner of Bonds could ptt;sumably obtain a judgment against the City if a default occurred in the payment
of principal of or interest on any such Bonds, such judgment could not be satisfied by execution against any property of the City.
Such registered owner's only practical remedy, if a default occurs, is a mandamus or mandatory injunction proceeding lo
compel the City to levy, assess and collect an annual ad valorem tax sufficient to pay principal of and interest on the Bonds as it
becomes due. The enforcement of any such remedy may be difficult and time consuming and a registered owner could be
required to enforce such remedy on a periodic basis. In addition, recent Texas lower court decisions have questioned whether
statutory language aulhoriziog political subdivisions to ftsue and be suedn is sufficient to waive a municipality's sovereign
ilMlunity to suit. While these decisions could affect the ability of an Owner to seek specific performance of a covenant made by
the City in the Ordinance or other bond document or to seek recovery of damages from the City, the remedy of mandamus has
not been at issue in these cases. These decisions ace currently under review by the Texas Supreme Court. The Ordinance does
not provide for the appointment of a trustee to represent the interests of the bondholders upon any failure of the City lo perform
in accordance with the terms of the Ordinance, or upon any other condition. Furthennore, 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, the pledge of taxes in support of a general obligation of a bankrupt
entity is not specifically recognized as a security interest under Chapter 9. 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
credilO~, the ability to enforce would be subject lo 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 iL 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.
USEoFBoND PROCEEDS ... Proceeds from the sale of the Bonds are expected to beeic;pended as fotlows;
SOURCES OF FUNDS:
Principal Amolllll oflhe Bonds
Accrued Interest
Reoffering Premium
Total Sources of Funds
USES OF FUNDS:
Deposit to Escrow Fund
Deposit to Interest and Siolcing Fund (Includes Rounding)
Underwriter's Discount
Original Issue Discount
Costs of Issuance (including Bond Insurance Premium)
Total Uses of Funds
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BOND INSURANCE
The City has made application to municipal bond insurance companies to have the payment of the principal of and interest on the
Bonds insured by a municipal bond guaranty policy.
[THE REMAJNDER. OF THJS PAGE INTENTIONALLY LEFT BLANK]
13
DISCUSSION OF RECENT FINANCIAL AND MANAGEMENT EVENTS
rn the 2002 and 2003 fiscal years (a fiscal year is referred to herein as "FY.ff with the year designation being the year in which
the fiscal year ends; each City fiscal year begins on October I and ends on September 30), the City experienced a variety of
financial and management challenges. [n response to the events and circwnstances that have created such challenges, the City
has taken actions to address and correct matters, and the City is of the view that progress bas been made in correcting many of
these condilions (see "Discussion of Recent Financial and Management Events -Cily's Responses to Recent Financial and
Management Events").
The following discussion includes an analysis of the events that have occurred, a summary of the measures laken in response to
the challenges that have arisen, and a current description of the City's financial and management position.
Caution Regarding Forward-Looking Statements
This Official Statement, and in particular the information under the heading "Discussion of Recent Financial and Management
Events," contains forward-looking statements. Although lbe City believes such forward-looking statements are based 011
n:asonable assumptions, any such forward-looking s1atemcnl involves uncertainties and is qualified in its entirety by reference to
the considerations described below, among olhers, that could cause the actual financial results of the City to differ materially
from those contemplated in such foiward-looking statements.
The City cannot fully predict what effects factors of the nature described below may have on the operations of the Cify and
financial condition of the general fund of the City (the "General Fund") or its business-type activities, including its electric
enterprise fund, which operates as Lubbock Light & Power (referred to herein as "LP&L" or the "electric fundff), but the effects
could be significant. The discussion of such factors herein does not purport to be comprehensive or definitive, and these matter.;
are subject to change subsequent to the date hereof. With respect to LP&L, ~tensive information on the electric utility industry
is, and will be, available from the legislative and regulatory bodies and other sources in the public domain, and potential
purchasers of the securities of the City should obtain and review such information.
Among the factors that could affect the operations and fmancial condition of the City in general, and its electric utility in
particular, are the following:
> Significant changes io governmental policies and regulatocy actions. including those of the Federal Energy
Regulatory Commission, the United States Environmental Protection Agency (the "EPA"), the United States
Department of Homeland Security, the United States Department of the Treasury, the Texas Commission on
Environmental Quality ("TCEQ"), the Public Utility Commission of Texas (the "PUC") and the Southwest Power Pool,
Inc., with respect to;
-changes in and compliance with environmental and safety laws and policies effecting the City's water,
sewer, stormwa1er and solid waste funds;
-changes in and compliance with national and state homeland security laws and policies effecting the City's
water, sewer, solid waste and airport funds;
• electric transmission cost rate structure;
-purchased power and recovery of investments in electric system assets;
-acquisitions and disposal of assets and facilities; and
-present or prospective wholesale and retail competition in the electric industry;
> Unanticipated population growth or decline, and changes in market demand, demographic patterns and the
development of technology affecting the City's service area, its general government and public safety expenditures and
City revenue from:
-investor owned utility franchise fees,
-City utility and service fees
-sales tax revenues; and
~ ad valorem tax revenues;
> With respect to LP&L:
-the implementation of or adjustments made to new business strategies by LP&L;
-competition for retail and wholesale customers by LP&L, particularly competition with Xcel (as defined
below) and its subsidiaries;
-access to adequate electric transmission facilities to meet current and future demand for energy;
-pricing and transportation of coal, natural gas and other commodities that may affect the cost of energy
pw-cbased by LP&L; .
-inability of various contractual counterparties to meet their obligalions to the City, and with LP&L in
particular with respect to LP&L's fuel and power purchase arrangements
> With respect to the City's financial performance in general;
-legal and administrative proceedings and settlements; and
-significant changes in critical accounting policies.
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FY 2003 Financial Cooceros and Mid-Year Budget Ameodments
Going into FY 2003, the City Council adopted General Fund and Enterprise Fund budgets that were balanced. However, during
the preparation of the budget it was apparent that the transfers to the General Fund from the City's electric fund would need to be
reduced as compared to transfers included in prior years' budgets. This situation arose as a result of the cumulative effect of net
losses to LP&L after transfers to the City's General Fund. During FY 2003, interfund loans were made to LP&L from the water
fund and the General Fwd
A number of factors contributed to the LP&L losses (see "Discussion of Recent Financial and Management Events -Past Events
Relating to LP&L and West Texas Municipal Power Agency"); a significant factor was that LP&L, unlike most other municipal
electric utilities in Tellas, competes directly with Southwestern Public Service Company ("SPS"), a subsidiary of a large investor
owned energy company, Xcel Energy, [nc. Xcel Energy, Inc., and its subsidiaries with which the City has contracted for energy
and other services -principally SPS -and with which it competes, are hereinafter referred to collectively as "Xcel." Xcel is
based in Minneapolis., Minnesota, and is the fourth-largest combination electricity and natural gas energy company in the U.S.
[n addition to the service area that bas dual certification with Xcel, a small part of the City is also served by South Plains Electric
Cooperative ("SPEC"). The City, through LP&L, has competed for both wholesale and retail electric customers against investor
owned utilities for over 80 years. This competition has existed despite the fact that the City is nol within the transmission system
governed by the Electric Reliability Council of Texas ("ERCOT''). ERCOT was opened to retail electric competition through the
adoption of State deregulation legislation that went into effect on January I, 2002.
Prior to FY 2004. the City operated LP&L in a manner that was designed to recover administrative or indirect costs provided by
the General Fund for LP &L ( such as legal and financial services) as well as certain other general transfers. Such transfers
included a payment in lieu of ad valorem taxes, an allocation for indirect costs such as legal and financial services, and a cost of
business transfer (which approllitnates a payment in lieu of franchise taxes, and was based on 3% of the gross opera.ting revenues
of LP&L) (collectively, the "Cost Recovery Payments"). In addition to the Cost Recovery Payments, prior to FY 2003 LP&L
was required to annually transfer to the General Fund amounts to support economic development incentives in the City, a
payment designated for infrastructure use, a "gas tax" transfer, and a reimbursement of the street lighting ellpense incurred by the
City (collectively, the "Other Transfer Amounts"). Over the ten year period from 1993 to 2002, the average annual operating
income of LP&L before transfers was $8 million, and during that period, LP&L transfers to the General Fund for payments in
lieu of taxes and recovery of costs of business averaged $8 million per year.
During the preparation of the FY 2003 City budgets, it was evident that the amount of money transferred from LP&L to the
General Fund would need to be reduced given the financial condition of LP&L. Consequently, the FY 2003 budget trirmned
$4.8 million from LP&L transfeD included in prior year budgets. In February 2003. during a period of extraordinarily high
natural gas prices, City finance staff projected that, in the absence of corrective measures, the electric enterprise fund would have
an operating loss of $24 million for FY 2003.
During the then current practice of undertaking a mid-year budget assessment, in the Spring of 2003 the City Council amended
the LP&L and General Fund budgets to eliminate $7.7 million in transfers from LP&L to the General Fund. City management
then undertook a comprehensive review of the General Fund and other enterprise funds for the purpose ofidentifying budget cuts
throughout City government that would offset the reduced LP&L transfers. Ultimately, the City Council adopted budget
amendments during the Spring 2003 mid•year review that totaled $9. 7 million for the General Fund (hereinafter referred to as the
"2003 Budget Adj11Stments"), which represented approximaJely 10.5% oftbe original FY 2003 General Fund budget. In addition
to the $7.7 million budget adjustment made to address the LP&L transfer reduction, the City Council determined to write off$2
million owed to the General Fund from the golf course enterprise fund.
Other measures lhat were taken after the 2003 Budget Amendments to address the projected LP&L operating loss included an
increase in the fuel cost adjustment ("FCA") for residential and small commercial customers of LP&L by $0.01 per kWh
effective May I, 2003 and, effective June I, 2003, the City increased the FCA for its two largest customeD, which include Texas
Tech UnivetSity (''Tellas Tech"), and which accouut for approximately 10% of the energy sales of LP&L. AJ. the time of the
May I, 2003 FCA increase for residential and small commen:ial customers, the total electric cost energy fur that class of LP&L's
customers was appro,timately 30% above those of Xcel In addition, in August 2003, the City issued two series of tax-supported
debt to refund $8.S million of LP&L revenue bonds and to provide $13 million for LP&L capital e:ilpCDditures. The City
anticipates that such debt will be self-supporting from LP&L revenues, although as discussed below, LP&L failed to generate
sufficient revenues to pay all of its outstanding bonds for FY 2003; nevertheless, the issuance of tax-supported debt for LP&L
reduced the cost ofbonowing for, and outstanding debt attributed directly to, LP&L.
15
Past Events Relating to LP&L and West Texas Manicipal Power Agency
The City is a member of WfMPA, a municipal power agency that was fonned by concurrent ordinances adopted by the
governing bodies of the cities of Brownfield, Floydada, Lubbock and Tulia, Texas (the ''Member Ciliesn) in 1983. The original
purpose of WTMP A was to engage in the generation, transmission, sale and exchange of electric energy to the Member Cities.
As described below, under the heading "Discussion of Recent Financial and Management Events -City's Responses to Recent
Financial and Management Events -Recent Measures taken to Address Financial and Management Concerns at LP&L," the
scope of WTMP A's activities has changed as a result of a series of related agreements reached among WTMP A and the Member
Cities in December 2003 (the nWTMPA Settlements"). WTMPA is a separate political subdivision under the laws of the State.
In June 1998, WTMPA issued $28,910,000 of its Revenue Bonds, Series 1998 (the nWfMPA Bondsn), to finance the
construction and acquisition of a 62 MW electric co-generation project (the "WTMP A Project"). The WTMP A Project consists
of a 40 MW combustion turbine generator (the ''Mllsengale Unit 8 turbine") and the re-powering of an existing 22 MW
genetation unit, each located at the City's J.R. Massengale Plant.
Numerous issues, both operational and managerial. arose from the WTMP A Project As a result, the City embarlced upon a
series of internal financial and management audits of the relationship between LP&L and WTMPA, as well as an analysis of the
internal controls of the City with respect to LP&L. Such audits (collectively, the "LP&UWTMPA Management Audit") are
available on lhe City's website at www.ci.lubl:,ock.tx.us under the heading "West Texas Municipal Power Agency Audit" No
malfeasance was uncovered with respect to the administration oflP&L or WTMPA funds. However, the reviews concluded that
the prevailing view that guided the administration of WTMPA affairs by the man11gemen1 of LP&L, was that WTMPA was
indistinguishable from LP&L. In April 2003, the WTMPA Member Cities (including the City) engaged Ernst & Yowtg LLP
("E&Y") to conduct an audit of the records of WTMPA and LP&L. The final report of E&Y was delivered in May 2003, and
included findings of misallocation of costs among the Member Cities. The report noted that no evidence of misappropriation of
assets or intentional omissions of financial information was discovered. The E& Y report found that the misallocations, adding
an interest factor for such allocations, and an unbilled 5% management allocation that LP&L was entitled to under the power
agreements, would iesult in a total amount owing to the City ofSS,590,746, of which the City owed itself, as a Member City of
WTMPA, approximately 90% of the total amount.
In March 2005, the City delivered its C-ombination Tax and Electric Light and Power System Surplus Revenue Certificates of
Obligation, Series 2005, in the aggregate principal amount of$23,055,000. A portion of the proceeds of this issue was used by
the City to acquire the WTMPA Project. WTMPA used-the proceeds received from the City to defease all of the outstanding
WTMP A Bonds. The City now owns and operates the WTMP A Project, as part of LP&L.
Financial Staff and City Management Turnover
Following the publication of the LP&L/WTMPA Management Audit and the E&Y audit, several key City officers and LP&L
management ~nnel resigned. Among the officials and management of the City who resigned was a member of the City
Council with almost 11 years of service, the City Manager, who bad served 27 years with the City (the last ten of which as City
Manager), the Deputy City Manager, who had almost 8 years of service to the City, the Assistant City Manager for Public
Works, who had over five years of service to the City, and the ChiefExecutive Officer ofLP&L, who had served in that capacity
since 1998. Also, in late summer of 2002, the City's Chief Accountant died during the implementanon of Governmental
Accounting Standards Board Statement 34 ("OASB 34"). Between the beginning of FY 2002 and the close of FY 2003, some 29
persons who held senior management positions wilh the City left the City's employment, some on their own accord and others as
a result of a reorganization of City government. For a discussion of the City's. responses to these events, see "Discussion of
Recent Financial and Management Events -City's Responses to Recent Financial and Management Events" below.
September 30, 2003 Financial Results
The General Fund ... As hereafter described in "Discussion of Recent Financial and Management Events -FY 2003 Audit
Restatements, Reclassifications and Internal Controls Issues", the financial position of the City in FY 2003 was impacted by
significant changes in the reporting entity and prior period adjustments and reclassifications of the City's FY 2002 financial
statements. With respect to the General Fund, the beginning fund balance/net assets was restated from $18.6 million to $16.6
million. The iestaternent was attributable to the write off of a receivable in the General Fund from the City's golf fund.
In addition, the General Fund experienced a $7.2 million reduction in fund balance/net assets in FY 2003, the most significant
drawdown of the General Fund reserves in over ten years. The decrease in fund balance occurred because of the $9.3 million
transfer to LP&L to ensure the ongoing operation ofLP&L and the payment oftbe senior lien revenue bonds issued by the City
for LP&L. In addition, the General Fund reduction in fund balance was a result of the forgiveness of originally budgeted
payments in lieu of taxes, franchise fees and indirect costs of S4.8 million from the elecnic fund to the General Fund. The
aggregate result of restatement of the beginning fund balance and the FY 2003 use of fund balance was a General Fund ending
balance of$9.4 million. Coming in to FY 2003, the City bad a fund balance (adjusted) of$18.6 million. The City has adopted a
policy (the nGeneral Fund Balance Policy") to maintain an unreserved General Fund balance equal to two months operating
expenditures. At September 30, 2002 the General Fund balance exceeded the General Fund Balance Policy by S4.5 million. At
September 30, 2003, the General fund Balance Policy required a fund balance of $14.2 million. As a result of the FY 2003
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events described above. the City was $4.8 million W1der the fund balance required under its policy at the close of FY 2003. The
decline in General Fund balance limils the City's ability 10 mitigate future risks of revenue shortfalls and unanticipated
expenditures. Reference is made to the infonnation hereafter presented under the headings "Discussion of Recent Financial and
Management Events -General Fund and General Government Actions -General Fund Budgetary Actions" and ttFY 2006
Budget, n for a discussion of the results for the General Fund and a summary of the City's planning for FY 2006.
The Electric Fund ... With respect 10 LP&L, the measures taken by the City Council during the FY 2003 mid-year budget
review yielded substantial results as measured by the projected operating loss of$24 million in February 2003. LP&L ended FY
2003 with a $6.3 million operating loss. Before taking into acco11Dt transfers from other funds, the electric fund reported a $9
million loss, the first such loss in over ten years. As a consequence of the operating loss, LP&L failed to meet its revenue bond
rate covenant under which the City has agreed to set rates for the electric system sufficient to produce net revenues equal to
100''/4 of its senior lien bonded indebtedness. In FY 2003, LP&L produced S0.704 million that was available for the payment of
debt service, which represents a 0.3 times coverage of average annual debt service and a 0.2 times coverage of maximum annual
debt service, in each case after talcing into account the issuance of City general obligation debt for LP&L that occurred in August
2003. Under the temtS of its bond ordinances, the failure to meet the rate covenant, while significant, did not result in the
acceleration of LP&L's debt Moreover, the failure did not materially affect LP&L's operations, as LP&L was able lo make its
debt payments after receiving a S9.3 million contribution from the General Fund, and LP&L has never defaulted in the payment
of its bonded indebtedness. In making ils debt payments, LP&L has not used any moneys set aside as a debt service reserve fund
under its senior lien revenue hood ordinances.
Despite the relatively small operating income that resulted after taking into account the General Fund contribution to LP&L, total
net assets of the electric fund decreased by $3.9 million during FY 2003, to $88.S million, as a result of a restatement of the
beginning fund balance. The restatement reflected the write off of a $4.48 million receivable recorded from WTMPA in FY
2002, although the obligation was disputed by the other Member Cities of WIMP A As described below under "Discussion of
Recent Financial and Management Events -City's Responses IO Recent Financial and Management Events -Recent Measures
talcen to Address Financial and Managemi;nt Concerns at LP&L", the wrMPA Settlements have resolved the disputed
receivable.
Other Major Enterprise Funds: Water. Sewer, Solid Waste and Stonnwater ... In addition to the electric fund, for which FY
2003 financial results are discussed above, the City's other major enterprise funds, consisting of the water, sewer, solid waste and
stonnwater funds, produced total operating revenues ofS7l.6 million in FY 2003, as compared to $73.6 million for FY 2002. In
FY 2003, operating expenses for those funds were $57. 7 million, as compared with $51.6 million for FY 2002. Net operating
tnnsfers for the other major enterprise funds totaled $12.8 million in FY 2003 as compared to S6.5 million in FY 2002. The
increase in net transfers out was due primarily to an increase of$5.2 million in net transfers from the solid waste fund that was
attributable to the write off of an interfund loan made to the community investment fund in connection with an economic
development grant agreement (see ''Discussion of Recent Financial and Management Events -FY 2003 Audit Restatements,
Reclassifications and Internal Controls Issues -Audit Restatements"). In addition. operating expenses of the solid waste fund
increased $5.8 million over FY 2002, which was the result of a change in accounting estimate related to depreciation expense for
the City's landfills.
FY 2003 Audit Restatements, Reclassifications and Internal Controls Issues
As was lhe case with other municipalities in the State and U.S., the implementation of GASB 34 by the City in FY 2002 effected
a substantial change in the presentation of the City's financial statements. Prior to the implementatiou of GASB 34,
governmental accounting standards did not require the use of a government-wide perspective in the presentation of financial
information; instead, fund accounting was generally used to present financial data. Under GASB 34, fund accounting has been
supplemented by government-wide statements and certain aspects relating to the presentation of the fund level statements have
been modified, as well, particularly with respect to the presentation of restricted and unrestricted net assets within each fund. For
additional information regarding accounting policies that are applicable to the City, see Note I. "Summary of Significant
Accounting Policies" in the financial statements of the City attached as Appendix B.
The FY 2002 financial statements, and the City's financial statements dating to FY 1993, were audited by Robinson Burdette
Martin Seright & Burrows, L.L.P. (the ttfonner Extemal Auditor"). In keeping with the overall reassessment of its financial and
management affairs undertaken by the City following the occurrenc.e of the events summarized W1der "Discussion of Recent
Financial and Management Events-Past Events Relating to LP&L and West Texas Municipal Power Agency FY 2003," in the
Summer of 2003, the City conducted a request for qualifications for its extema.L auditor and selected KPMG L.L.P. ("KPMG") to
audit its FY 2003 financial statements. Consequently, the Former External Auditor guided the City through the initial year
implementation of GASB 34, while in the second year of GASB 34 financial reporting, the City's financial statements were
audited by KPMG.
Audit Restatements ... During the preparation of the FY 2003 CAFR, some seven restatements to beginning fund balance/net
assets were made to various fund level statements of the City. The restatements totaled $36.7 million. These restatements
represented an aggregate increase in net assets of the City of $2.56 million, as some affected funds had their beginning balances
restated to a higher figure, while other funds were restated to decrease their beginning fund balance.
17
As described above under "Discussion of Recent Financial and Management Events -FY 2003 Financial Concerns and Mid-
Year Budget Amendments~, the General Fund was restated from a fund ba.lance ofS18.6 million to $16.6 million to reflect a
write off for an at,c0unt receivable, which as of September 30, 2002 bad ceased to be'collectible. Also, as described above under
ftOiscussion of Recent Financial and Management Events -September 30, 2003 Financial Results -The Electric F\llld", the
electric fund's beginning fund balance was restated downward by $4.48 million to reflect a receivable from WTMPA thal was
uncollectible. Other enterprise fund restatements include an $0.867 million increase in the water fund beginning balance and a
$0. 722 million increase in the sewer fund beginning balance, each of which were made to reflect a change in accounting
treatment pertaining to the appropriate party that is responsible for Rlimbursement of fees collected by the City for new water
and sewer connections. With respect to the impact on a particular fund asset, the most significant restatement in beginning fund
balance occurred in the City's community investment fund, a fund used in prior years to account for economic development
initiatives, which was restated from a beginning balance of $46.8 million to $36.8 million. The change was associated with an
economic development grant made by that fund in FY 2002 that was originally reflected on the accounting statements of the City
as a loan. [n preparing the 2003 CAFR, it was detennined_that such transaction should be treated as a grant, not a loan, although
Market Lubbock, Inc., a component unit of the City that administers the grant agreement, retains certain recourse actions in the
event that the grant recipient fails to satisfy its economic development initiative agreement As a result, the receivable in the
community investment fund for the $10 million amount was deleted as an asset of the fund ($6 million of the $10 million grant
had originally been funded through an interfund loan to the community investment fund from the water and solid waste funds).
In addition to these five restalements of existing fund balances, in preparing the 2003 CAFR, new assessments were made with respect to two entities with which the City has long-standing contractual relationships: a corporate entity that does business
under contract with the City as "Citibus", and.WTMPA, a legally separate municipal corporation. In prior fiscal years, the
former entity bad been accounted for by the City as a discretely presented component unit of the City, while the City's
relationship with WTMPA had been described in the footnotes to City financial statements as a contingent liability of the City,
because the City had contractually agreed lo provide a debt service guarantee for the debt of the agency. In the 2003 CAFR, the
accounting treatment or these entities was reconsidered, and each was added to the City's financial statements as an enterprise
fund. The result of the addition of each of these funds was an increase in net assets, in the amount of $12.3 million for the new
tJanSit fund, and $3.2 million for the new WTMP A fund.
Audit Reclassifications ... In addition to the restatements summarized above, other reclassifications of net assets were made in
connection with the preparation of the FY 2003 CAFR. Except for the restatements that were made to the financial statements,
as described above, the m:lassifications did not affect the ftbottom line" statement of net assets for a particular fund, and did not
reflect the discovecy of missing funds or uncollcctible amounts from the prior fiscal period. Instead, the reclassifications pertain
to the portion of a fund's net assets that are shown as invested in plant, restricted for future claims or that are unrestticled and
available to support the operations of the entity, and as such, the incorrect information shown in the portions of the FY 2002
financial statements that required corrections, or reclassifications, could have provided a reader of the financial statements with
misleading information regarding the liquidity of such funds.
ID the preparation of the FY 2003 CAFR, it was discovered that the portion of net assets shown in certain of the financial
statements. particularly with respect to the enterprise funds (or business-type activities), had been mathematically incorrectly
calculated in the FY 2002 CAFR. While the government-wide statement of net assets of the City included in the FY 2002 CAFR
showed $37.9 million unrestricted net assets for business-type activities of the City, the fund financial statements showed an
aggregate amount of unrestricted net asselli of the enterprise funds that totaled $195.2 million of unrestricted net assets. The FY
2003 CAFR reports in the government-wide statement of net assets of the City $32.9 million of unrestricted net assets for
business-type activities of the City and the fund financial statements in the FY 2003 CAFR report an aggregate amount of
unrestricted net assets for the enterprise funds that total $30.2 million ( certain reconciliations are required to balance
government-wide and fund level reports, thus small differences should appear between the two presentations).
Internal Controls Issues ... In accordance with accounting guidelines, the extemal auditor customarily provides the govenunental
entity with a "management letter" that includes a discussion of any material weaknesses in the audited government's internal
control structure. In its FY 2003 Management Letter (the "2003 Management Le~). KPMG noted several weakness in the
City's internal con1rols, including an overall iotemal control weakness in the City during FY 2003. The 2003 Management
Letter noted that the City operated during FY 2003 with an interim City Manager, an interim Chief Financial Officer and a
vacant Internal Auditor, and that a high turnover of staff within the City Manager's office dating to late 2002 had a significant
effect on the City's intemal control structure. See "Discussion of Recent Financial and Management Events -Financial Staff and
City Management Turnover" above.
In addition, the 2003 Management Letter noted deficiencies in the year end GAAP financial reporting cycle, citing as elt31tlples
the significant restatement of beginning net assets/fund balances and the reclassifications described above, as well as numerous
adjustments that were required to be posted after the initial closing of the City's books for FY 2003. The failure to timely obtain
financial statements from component units, including WTMP A, was also noted. KPMG recommended that the City review the
personnel within the City's accounting department and the accounting staff within LP&L to determine whether .sufficient
qualified personnel were in place to provide accurate and timely closing of the City's books and preparation of annual financial
statements. Other material weaknesses noted include the failure of the City to properly reconcile its cash balances, the failure of
LP&L to meet its bond rate covenant (as described above under "Discussion of Recent Financial and Management Events -
September 30, 2003 Financial Results -The Electric Fund"), a lack or oversight or monitoring of contracts with other entities (for
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example, WTMPA), and the failure of the City to abide by its General Fund Balance Policy (as described above under
"Discussion of Recent Financial and Management Events -September 30, 2003 Financial Results-The General Fund").
City's Responses to Recent Financial and Management Events
In FY 2004, the City implemented a number of significant steps to address both its management needs and financial challenges.
Certain of the measures taken by the City to strengthen City government in general, and to address its financial challenges, are
described below.
General Fund and General Government Actions
> General Fund Budgetary Actions ... The City has restored its General Fund balance within a 2-year period to roughly 20% of
operating revenues. For FY 2005, the General Fund balance ended with a surplus of$17,376,420. While no assurances can be
given as to future financial results, based on historic expenditure trends, an increase in the General Fund balance of an additional
S2.5 million is currently expected for FY 2006 year end. City management also has implemented monthly assessments of the
budget.
Establishment of Audit Committee ... Through the adoption of a resolution in June 2003, the City Council established an
independent Audit Committee composed of five members. The City believes it is one of only a Jew municipalities nationwide
that has created an audit committee. taking its design in large part from the provisions of SaJbanes-Oxley Public Company
Accounting Refonn and Investor Protection Acl The Audit Committee is charged with maintaining an open avenue of
communication between the City Council, City Manager, internal auditor and independent external auditor to assist the City in
fulfilling its fiduciary responsibility to its citizens. The committee has the power to conduct or authorize investigations into the
city's financial performances, internal fiscal controls, e~sure and risk assessmenl The committee is appointed by the City
Council and informally reports to City Manager. The establishment of the Audit Committee is designed to serve as an additional
check on the preparation of the City's financial statements and to avoid weaknesses in the City's internal controls, including the
status and adequacy of information systems and security.
The chairperson is appointed by the Mayor and the other positions are filled by a vote of the City Council. At least two members
of the Audit Committee are required to have a background in financial reporting, accounting or auditing, and at least one member
is required to be a certified public accountant. The current membership of the committee consists of Mike Epps, an Executive
Vice President at American State 8aok in Lubbock, ftm Brunjes, Senior Vice Chancellor and Chief Financial Officer for the
Texas Tech Univenity System; Dan Benson, a professor at the Texas Tech University School of Law with expertise in federal
criminal law and appellate procedure; RJ. Givens, a real estate agent in the City; Kim Twner, the Director of Internal Audit at
Texas Tech; and John Zwiacher, a member of the Board of Directors of LP&L. Mr. Epps is the chair of the Audit Committee.
City Management Changes ... As reflected in "City Officials, Staff and Consultants -Selected Administrative Staff", the City
has in place an experienced management team representing extensive government service experience. This management team
bas implemented procedures that have addressed lhe general internal control weakness cited by KPMG ill the 2003 Management
Letter.
Recent Measures taken to Address Financial and Management Concerns at LP&L
> Increase in Fuel Cost Adjustment ... As described under "Discussion of Recent Financial and Management Events -Past
Events Relating to LP&L and West Texas Municipal Power Agency" io May 2003, the City Council approved an increase in the
FCA portion of the residential and small commercial customers rate class by $0.0 I per kWh, an average increase of 12.5% for
both residential and commercial customers, which resulted io LP&L bemg approximately 30% higher in cost for those rate
classifications than Xcel The increase was approved in order to pass through fuel costs that had been incUITed by LP&L but not
recovered through its rate base. LP&L adjusts its FCA each month, and may do so under the existing methodology without
further action of the City Council, to reflect cum:nt energy prices plus an additional measure to recover a portion of the rolling
eighteen month average for uncollected fuel expense; provided, however, that no such adjustment is typically made unless the
overall cost of energy after the FCA adjustment permits LP&L to remain competitive with Xcel. If the adjustments will not
permit LP&L to remain competitive and are not passed through, they become an unrecovered fuel expense. After losing almost
4,000 metered customers following the May I, 2003 FCA increase; LP&L began to increase its customer count in May 2004.
Since May 2004, LP&L has had an average increase of approximately 263 customers per month.
The City bas undertaken periodic adjustments to its fuel cost to remain competiti:ve with Xcel In May 200S, the City FCA was
increased by $0.085 per kWh, an ineteaSe d!at was in line with a rate increase imposed by Xcel Fwthermore, while maintaining
its competitive position, LP&L has undertaken two recent FCA increases to offset increasing fuel costs, including an FCA
incR:aSe in November 2005 of approximately 14.78% and an FCA increase in February 2006 of approximately 11.76%. Fuel
cost will be continually evaluated and adjustments may be made as wammted.
> Establishment of New Electric Utilities Board ... On February S, 2004, the City Council adopted an ordinance (the "LP&L
Governance Ordinance") (I) creating a new Electric Utilities Board (the "Electric Board") for LP&L (the new board replaces a
former board that was advisory only), (2) reserving certain duties and responsibilities with respect to LP&L to the City Council
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(i.e., the powers to approve LP&L's annual budget; set LP&L's rates; issue debt for LP&L; exercise the power of eminent
domain for LP&L; and require the payment of an annual fee to the City), and (3) mandating the creation of certain reserve
accounts by LP&L and restricting the transfer of revenues ftom LP&L to any other fund of the City, including, particularly, the
General Fund, until such reserves have been funded. The Electric Board was appointed in February 2004. In June 2004, the
City initiated a solicitation to the holders of LP&L's senior revenue debt seeking approval to amend each LP&L bond ordinance
to provide for the governance of LP&L by the Electric Board In accordance with the provisions of the bond ordinances, the
City was obligated to obtain the consent of at least 51 % of the LP&L bondholders, and in August 2004 the City received the
requisite consents. The City amended the bond ordinances to provide for the governance of LP&L by the Electric Board in
January 2005.
On November 2, 2004, the voters of the City approved a referendum amending the City Charter to require the establishment of
the Electric Board. The pwpose of the charter amendment was to ensure the pennanent establishment of the Electric Board, as
the action of the City Council in adopting the LP&L Governance Ordinance was subject to repeal by subsequent City Councils.
The City Council adopted the New LP&L Govemance Ordinance on December 16, 2004. Each of the New LP&L Governance
Ordinance, the bond ordinance amendment and the charter amendment contain similar provisions regarding the powers of the
Electric Board, although as noted above, and as further described below, the New LP&L Governance Ordinance includes
additional provisions that pertain to the establishment or financial reserves and restrictions on transfer of funds from LP&L. In
addition, the charter amendment stipulates that the Electric Board shall determine the transfer and disbursement of all net
revenues of the City's electric utility.
The New t,.P&L Governance Ordinance provides that the Electric Board consist of nine members appointed by the Cily Council,
and that the City Council consider extensive business and/or financial experience as the primary qualification for serving on the
Electric Board. Electric Board members serve without compensation. Under the New LP&L Governance Ordinance, the Board
is given the authority, duty and responsibility to (l) approve an annual budget and electric rate schedule for submission to the
City Council for approval and, from rime to time, submit lo the City Council amendments to the budget and/or the electric rate
schedule; (2) oversee the audit of the electric fund,. and engage an accounting finn for that pwpose; and (3) subject to applicable
law, includi'ng the City Charter and Code of Ordinances, govern, manage, administer and operate lhe City's electric system,
including contracting for legal and other services separate and apart from those provided by the City. In addition, the City
Manager is required to consult with, and seek approval of, the Electric Board prior lo appointing and/or removing the director of
LP&L. In accor:dance with the New LP&L Governance Ordinance, the director of LP&L reports to the Board. While the City
Cotmeil retains substantial powers over the electric system, an additional goal of the City in establishing the Electric Board is to
develop local expertise in a pool of individuals who can provide a sharper focus by the City on the operation of LP&L thao has
occurred in the recent past.
> Establishment of Reserve Funds for LP&L; Restriction on Transfers from LP&L .. .As noted above, the LP&L Governance
Ordinance includes a provision that requires LP&L to establish reserve f\mds. Such funds consist of ( 1) an operations reserve
fund to be equal to three months' gross retail electric revenue as detennined by LP&L's previous fiscal year; (2) a rate
stabilization reserve to be funded to an amount equal to two months' gross retail electric revenue as determined by LP&L's
previous fiscal year; and (3) an electric utility development reserve to be funded to a level equal to one months' gross retail
electric revenue as determined by LP&L's previous fiscal year and to be used solely to meet any rapid or unforeseen increase in
development in the City. Under the LP&l, Governance Ordinance, the City may not require that LP&L transfer any fee
equivalent to a franchise fee, a payment in lieu of taxes or other disbursement of the net revenues ofLP&L until (a) aU bond debt
service requirements have been funded (which obligation is senior in right to the obligation to fund the reserves) and (b) the
reseives have been fully funded. As noted above, the charter amendment provides that the Electric Board shall detennine the
transfer and disbursement of all net n:venues. Consequcmtly, subject to (i) provisions of State laws that govern municipal
utilities, and which stipulate that a first use of the utility's gross revenues be used to pay operating expenses, and (ii) the
obligations of the City with respect to LP&L's bonded indebtedness, it is possible that the Electric Board could devise a flow of
funds for LP&L that is substantially different from that set forth in the LP&L Governance Ordinance. To date, the Electric
Board has not deviated from the flow of funds contemplated under the LP&L Governance Ordinance.
At the end of FY 2005, LP&L partially funded its electric utility development reserve fund by the amount of $2 million.
However, LP&L has not funded all of the reserves established under the LP&L Governance Ordinance, as net revenues have
been inadequate for a tolal funding of such accounts. Moreover, the mere establishment of the funds does not imply that such
reserves will be funded within any particular time frame. Nevertheless, in adopting the LP&L Governance Ordinance and calling
the special charter election, the City Council has evidenced its commitment that LP&L be given the opportunity to regain
financial stability without being obligated to make ITilnsfers, other than its indirect cost of business transfer, to the General Fund
or any other fund of the Cily.
> New Contractual Arrangeroents Affecting LP&L Operations and Revenues •. .As a result of continued high (by historic levels)
natural gas prices, foUowing the negotiation of an additional wholesale power purchase agreement between the City and SPS in
July 2003, the City concluded that, given the then prevailing gas prices, it was more economical to purchase wholesale energy
from SPS thao to operate its gas generation units, a significant portion of which are older and, in light of cWTent gas prices,
obsolete. In recent years, the City has explored several alternatives to the use of its gas generation units, including the possible
acquisition of new generation, perhaps through a joint venture for a coal generation facility, and the possibility of purchasing
energy oo a wholesale basis from entities other than Xcel or its subsidiaries. The City is in a severely electric transmission-
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constrained area. The lack of sufficient transmission for delivery of energy to the City and the absence of other energy providers
in the vicinity of the City with excess energy for sale were factors that contributed to the failure of the City to negotiate a
wholesale energy purchase agmemenl with an entity other than Xcel or its subsidiaries. Consequently, to reduce fuel and
production expenses, in the Summer of 2004 the City began taking greater amounts of energy from the Xcel contracts, and
restricted the generation of energy primarily to that produced at lhe WTMPA Project, and only then during periods of high
energy demand. As described below under "Wholesale Energy Agreement with Te,c:as Tech", these events led lo a contract
dispute between the City and Texas Tech, the largest LP&L customer.
> The WTMPA Settlement Agreement ... In December 2003, the City, WTMPA and the other Member Cities of WTMPA
entered into a series of agreements styled the "Comprehensive Settlement Agreement." Such agreements were negotiated for the
purposes of (I) reallocating among the Member Cities of WTMPA, the right to WfMPA power resources and the costs
associated with such power resources, which consist of the WTMPA Project and certain power purchase agreements between
WTMPA and SPS; (2) resolving disputes regarding the composition and voting power of the WTMPA board; and()) settling the
outstanding, disputed claims for costs incurred by the City on behalf of WTMP A. In addition, the WTMP A Settlements include
a purchased power allocation under which the City has agreed to allocate to the other Member Cities energy requifements
nominated by the other Member Cities from other agency purchased power agreements, and the City agreed lo schedule such
power for the other Member Cities. The WTMPA Settlements repealed certain power sales agreements and operating
agreements entered into by the parties in connection with the issuance of the WTMPA Bonds that were associaied with the
operation of the WTMPA Project. The WTMPA Settlements eliminated the position of WTMPA chainnan, but the relative
voting powen; of the Member Cities were not modified. Under the WTMPA rules and regulations, each Member City appoints
two members 10 the WTMPA Board, each of which has an equal vote (certain actions of the WTMPA Board require a six vole
~super majority"). but, in addition to the affirmative votes of the board members, the rules and regulations provide, in effect, a
veto right over WTMP A Board actions based upon the amount of net enei;gy consumed by each Member City. As LP&L takes
substantially all of the energy from WTMPA resoun:es, it bas a veto over certain of the actions of the WTMPA Board, including
adoption of a budget, certain energy sales and the amendment of the agency's bylaws.
The City believes the comprehensive settlement agreement modifies the principal WTMPA agreements in a manner that better
reflects the historical manner in which the Member Cities have engaged in energy activities. In addition, while LP&L will
continue to schedule power deliveries for all Member Cities, the contract administration of WTMP A agreemen1S has been
simplified by the acquisition by the City of the WTMP A Project and the defeasance of the WTMP A Bonds. As noted under
"Discussion of Recent Financial and Management Events -FY 2003 Audit Restatements, Reclassifications and Internal Controls
Issues", for FY 2003 and subsequent years, WTMPA has been classified as an enteJprise fund of the City, which reflects the
ex.tensive associations between WTMPA and the City.
> New Full Requirements Enenzy Agreement ... In June 2004, WTMPA entered into a 15 year full requirements wholesale
power agreement (lhe "New Power Agreement") with SPS. The New Power Agieement became effective July I, 2004, and
replaced a series of existing agreements between WTMP A and SPS and the City and SPS, which had expiration dates in 2004
and 2005. Under the New Power Agreement, SPS or its pennitted assigns is obligated to provide all energy requirements for
each of the Member CitiesofWTMPA, including the City, during the term of the agreement, which terminates on June 30, 2019.
As in past WTMPA agreements, and in accordance with the WTMPA Settlements, LP&L will schedule energy purchased under
the agreement for each of the other WTMP A Member Cities. The New Power Agreement includes a fixed demand charge and
energy components, with a. pass through of SPS's fuel cost, which is billed in accordance with SPS's FERC approved fuel cost
adjustment schedule. Under the terms of the New Power Agreement, the fixed demand charge will increase inctementally, in
most years annually, during the tenn of the agreement based upon a predetermined schedule set forth in the New Power
AgreemenL SPS may terminate the agr=ment upon the occurrence of an advene regulatory action under which SPS is required
to sell generation assets. and WTMP A may terminate the agreement upon notice and during the final four years of the scheduled
termination date if WTMPA acquires an interest ill replacement, coal-fired generation. Each party may requife adequate
assurances of performance whenever there is a reasonable basis therefor.
The New Power Agreement represents a significant departure for LP&L, in that it reflects a long-term commitment to lake all of
its energy from SPS. The contract reflects a decision of the City to abandon the role of power generator, although, as described
below, in coMection with the consummation of the New Power Agreement the City has entered into two unit contingency
agreements (the "Unit Contingency Agreements") with SPS that will require LP&L to maintain i1s generation units for dispaJch
by SPS. Among the implications for LP&L of the New Power Agreement are that LP&L bas resolved its long-term power
supply issues, and I~ its exposure lo fuel price volatility, although SPS will pass through its fuel charges lo LP&L on a
monthly billing basis. SPS, in IUm, may not pass its fuel costs through to its retail customers in the City more frequently than
once every six months under current State law that requires SPS to seek a rate order from the PUC before increasing retail fuel
cost chaiges. As a result, the New Power Agreement provides the possibility of both advantages and disadvantages lo the City
with respect to cash flow, particularly if the City determines to match its FCA to changes in SPS's fuel adjustment, as it has
generally done in the pasL According to information filed with various regulatory agencies, the City believes that over 60% of
the energy that it purchases from SPS is from coal generation. This fuel mix was a significant factor in the City's determination
to approve the New Power Agreement by WTMPA. In the event that gas prices should decline over the term of the Agreement,
the City believes that SPS bas the flexibility to switch a larger portion of its generation to gas, including through the use of the
City's generation units in accordance with the Unit Contingency Agreements.
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With respect to the competitive posture of the City in light of the long-tenn commitment of the New Power Agreement, the City
notes that under current market conditions, and taking into account the secondary benefits of the agreement, including future
savings associated with reduced peiwonel and maintenance costs as a result of the shift from being an active electric generator to
being a passive genetator (for SPS under the terms of the Unit Contingency Agreements), the wholesale price of the pun:hased
energy, together with the other financial benefits of the Unit Contingency Agreements and the possible receipt of revenues under
the new WTMP A gas agreement described below, permits the City to compete favorably with SPS.
An additional benefit of the New Power Agreement is that it will permit the City to increase its efforts in developing LP&L's
distribution business. In light of recent rate structure changes implemented by both the City and SPS that require new
developments in the City to fund electric infrastructure through a development charge paid when the development is platted, new
principals in developments are choosing to install only one electric distribution infrastructure. Since this new development
charge was implemented in FY 2003, all major new developments in the City have selected LP&L as the electric distributor,
which positions the Ci1y as a distributor of energy to those developments in the future, even though the retail provider of such
energy could be a utility other that LP&L and other electric pwviders could choose to build their own distribution infrastructure
to serve the developments.
Perhaps the greatest risk to LP&L from the New Power Agreement is that given the term of the agreement and the dynamic
nature of electric competition, over time the wholesale price of the purchased energy will not permit the City to obtain the
favorable margins that are currently being achieved by the City. While the City does not believe that the area served by LP&L
will be opened in the short-term lo retail deregulation. as is the case in other parts of the State, that could occur during the term
of the New Power Agreement. While there are significant uncertainties as to how such deregulation, if it occurs, would be
administered, it is possible that new retail energy providers could eoler the market during the term of the New Power Agreement
In addition. by tying its energy requirements solely to SP S, and though the other new agreements discussed in this section, the
City has significantly increased its dependence on SPS as a counterparty to vital agreements relating to the operation and
financial condition of LP&L. Counterparty risk is risk associated with the counterparty's financial condition, credit ratings,
changes in business strategies and other quantitative and qualitative measures that could affect the ability of the counterparty to
perform its obligations to the City. Both the long-term Unil Contingency Agreement and the New Power Agreement provides
the City the right to demand certain credit assurances from its counterparty if it has reasonable grounds for insecurity regarding
the perfonnance of any contract obligation.
The City was relatively unrestrained by existing gas purchase and transportation agreements in making the move from a
generation utility to a full requirements energy purchase business strategy, as only one contract, for gas delivery, was in place
that required the City to pay a fixed price component for gas transportation irrespective of whether the City purchases gas. That
contract, between the City and ConocoPhillips, expires in February 2008. In connection with the Unit Contingency Agreements,
the City has in place standby gas purchase agreements that can be used 10 supply LP&L with gas to the extent that SPS calls
upon the units, and the Cily will m:eive an offset against its minimwn gas transportation requirements from ConocoPhillips for
any gas pim;based by SPS under the new WTMP A gas contract, if any, described below. While such offset will be subject to the
same risks described below with respect to the new gas contract, the City does not anticipate that it will incur substantial costs in
connection with prior contractual commilments relating to the purchase and lransportation of natural gas as a result of the new
LP&L business strategy.
> Other New Energy Related Agreements ... As noted above. in connection with the negotiation of the New Power Agreement,
the City negotiated the Unit Contingency Agreements., which consist of two agreements that dedicate the City's generation
capacity solely lo SPS, which, subject to certain customary conditions, including reasonable notice and run times, has the right to
call upon one or more of the generation units owned or controlled by LP&L, from time to time to meet energy requirements of
SPS. Including the WTMP A Project, all of the capacity of which, in accordance with the WTMP A Settlements, is dedicated to
LP&L, the City has dedicated generation capacity of 219 megawatts ("MW") to SPS under the Unit Contingency Agreements.
The most fuel efficient units within that capacity are the 39 MW capacity of Massengale Unit 8 and the 21 MW capacity of the
Brandon Unit I ("Brandon Station"), which is located on the campus of Texas Tech(the ''New Units"). The remaining capacity
is in twelve older units (the MOider Units"). With respect to the New Units, SPS may dispatch those units during the tenn ending
June 30, 2007; the term of the Unit Contingency Agreement for the Older Units is fifteen years, matching the term of the Power
Purchase Agreement, with an expiration date of June 30, 2019. Aside from the differences in units covered, the tenn of the
agreements and certain termination provisions in the Older Unit agreement, each Unit Contingency Agreement is substantially
identical. The Unit Contingency Agreements include a demand charge, which must be paid irrespective of whether SPS chooses
to take energy from the City's units, and an energy charge that is based upon the output of any of the City's units that is
dispatched for SPS. While the amount of the energy charge will depend upon the energy taken by SPS from the City's
generation units, if any, the Unit Contingency Agreements provide an annual minimum payment by SPS lo the City of S6.3
million.
> Natural Gas Sale Agreement ... Subsequent lo its execution of the New Power Agreement, WIMP A and other parties entered
into a series of agreements (collectively, the "New WTMPA Gas Agreements") under which WTMPA may acquire natural gas
and effectively exchange it for electric power to realize a cost savings. Under the New WTMP A Gas Agreements, WTMP A may
purchase natural gas from Texas Municipal Gas Corporation ("TMGC") at below-market prices and sell the gas to SPS in return
for a market-priced credit (reduced by nominal administrative and incentive fees) against payments due from WTMPA under the
New Power Agreement. The net savings, if any, will be applied proportionately to reduce the power charges of WTMPA's
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Member Cities, including the City. ThfGC is a Texas public fucility corporation crealed for the purpose of acquiring producing
natural gas reserves and selling its production to municipal entities such as WfMPA and LP&L. The City's standby gas
purchase agreement, mentioned above io connection with the Unit Contingency Agreements, is also with ThfGC.
Under the terms of the New WTMP A Gas Agreements, SPS is not obligated to purchase gas ftom WfMP A unless natural gas
producers, dealers, or other suppliers execute contracts to sell gas to TMGCs upstream gas provider, those suppliers offer to sell
such gas on terms that SPS considers at least as advantageous as those available from other producers and dealers, and the
aggregate quantities sold do not exceed either SPS's Texas gas requirements or the quantities available to WTMP A from TMGC
at a discount from lhe offered prices or the quantities needed to generate WfMP A's electric requirements.. WTMP A's market-
price credit is based on the prices offered by the qualified suppliers. and its supply of gas is dependent on sales by the qualified
suppliers at those prices. TMGC has secured contracts with five suppliers (Conoco Phillps, Coral Energy, NOTS, Concorde
Energy, and Tenaska). There can be no assurance that sufficient qualified suppliers will contract to sell gas, or that they will
offer to do so on sufficiently advantageous tenns, IO supply all or any portion of WTMP A's gas requirements under the New
WTMP A Gas Agreements. In addition, the discount now offered by TMGC may be reduced as necessary to enable it to comply
with financial covenants, although the discount has remained essentially constant for three years. For these and other reasons,
there can be no assurance that WTMPA will be able to realize savings in any amount or for any tenn for the benefil of its
members under the New WTMPA Gas Agreements. Nevertheless, the City believes that the New WTMPA Gas Agreements
contain sufficient economic incentives to induce SPS to qualify sufficient suppliers and to accept gas under the agreements up to
the permitted quantities, and that the TMGC discount will continue to hold. Accordingly, the City has included $3.8 million in
gas rebate income in the electric system's FY 2006 operating budget That amount assumes that the maximum quantities of gas
will be acquired and credited by SPS under the New WfMPA Gas Agreements in FY 2006; City management is or the view,
however, that it is possible the rebate budgeted will be achieved.
Wholesale Energy Agreement wlth Texas Tech ... As noted above, Texas Tech, a four year State institution of higher education
with a student enrollment of almost 29,000, is the largest customer of LP&L in terms of both energy sold and revenues
generated. In 1990, the City constructed Brandon Station oo the campus of Texas Tech. The Brandon Station is a cogeneration
plant and waste heat is used to produce steam which in the past has been sold to the University. In addition, the City owns the
electric distribution system on the campus of Texas Tech.. In response to mediation to resolve disputes under a prior agreement,
the City and Texas Tech executed a new contract on April 28, 2005 (the ''New Texas Tech Agreement"). In general terms,
Texas Tech has agreed to continue to purchase energy from the City at a price that wlll provide the City wlth a small rate of
return. and is paying for energy usage at the rates provided in the New Texas Tech Agreement The City has agreed that steam
produced at Brandon Station, if any, will be delivered to Texas Tech at no charge. The City has also agreed with Texas Tech
that it may terminate the agreement upon reasonable notice to the City, in which event the City will wheel energy to Texas Tech
in accordance with an energy delivery charge. The City is of the view that the New Texas Tech Agreement has resolved the
dispute with its latgest customer on terms that are mutually beneficial for the parties.
New Chief Executive Officer for LP&L ... Gary Zheng was appointed Chief Executive Officer of LP&L in September 2005.
Previously, he bad served as the Superintendent of Electric Distributions at LP&L and subsequently, from March 2003 until bis
recent appointment to CEO, as the Chief Operating Officer of LP&L. He has more than 19 years of engineering and
management experience in electrical utility business. Mr. Zheng, a registered Professional Engineer, is a graduate of the
Unive111ity of Southern California with a MS in Electrical Engineering, a MS in Computer Engineering and a PhD in Electrical
Engineering.
FY 2006 Budget
General Fund ... The City Council adopted the FY 2005-06 budget and five year forecast on September 8, 2005. The City's FY
2005-06 budget for the General Fund is balanced wlth SI05.8 million in total revenues and expenses.. The budget projects that
sales tax revenues wlll produce 54.0% of total tax revenues (tax revenues represent 69.9% of the General Fund's total operating
revenues), while ad valorem tax revenue is budgeted to produce 44.7% of total tax revenues. As shown in Table 14 "Municipal
Sales Tax History," the City's sales tax receipts have increased each year over the past six years.
In FY 2006 the City's total tax rate was set at $0.4472 per $100 taxable assessed valuation, down from S0.4597 in FY 2005. The
City's tax. roll increased $701.0 million, or 8.1%, from FY 2005 to FY 2006. The City Council, on June 12, 2003, passed a
resolution affirming their support for truth-in-taxation. The goal of this n:solution is to allow the citizens to be better infonned
about the real needs of City government and if the increased revenue from increased appraisal values is truly necessary. The
resolution goes on to provide that each year the tax rate should be adopted based on the actual needs of government This goal
was affirmed in April 2004 in a resolution that stated lhe City Council has supported as well as taken action to provide tax relief
to property owners within the City, and that the City Council recognized the need for the City lo be autonomous in its ability to
provide the public safety, health, and quality of life for its citizens. The FY 2005-06 Operating Budget was developed in
consideration of the goals oftbe resolutions and as a result, there was a $0.0125 reduction in the adopted tax rate.
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Total transfers to lhe General Fund from enterprise and internal service funds are budgeted to decrease by S4.2 million, while
transfers out decrease by $3.0 milli01L On the expenditure side, administrative services, community services, cultural and
recreation services and public works budgets are comparable wilh the amended FY 2005 budgel Expenditures for public safety
are $7.1 million greater than the amended FY 2004--05 budget, or an 11.2% increase. This increase is due to the City Council
goal of increasing public safety officers in Fire and Police. Overall. Genera.I Fund operating ell:penditures are budgeted to
increase by $6.3 million over the amended FY 2005 budget
Enterprise Funds •.. The following table illustrates the revenues, use or contribution of net appropriable assets, and
appropriation as approved in the City's FY 2005-06 adopted operating budget and five year forecast for the Solid Waste,
Wastewater, Water and Electric Funds:
Adopted
FY200S-06
Adopted Planned Use Adopted Change
FY2005-06 (Contribution) FY 2005-06 from
Revenues Net Assets Appropriation Prior Year
Solid
Waste $ 13.9 0.8 14.7 -33.6%
Wastewater 21.2 0.8 22.0 -13.9%
Water 37.9 2.2 40.1 3.8%
LP&L 196.3 (2.5) 193.8 7.3%
The decreased budget in Solid Waste is a result of reduced transfers to the Sewer Fund. In 2004-05, a transfer of $5.0 million to
the Wastewater operating fund occurred in order to fund the Wastewater rate stabilization fund. Additionally, a reduction in
tipping fee expense of $35 million for the City garbage collections department was budgeted. Historically, the landfill was
charging landfill-tipping fees to the City garbage collections departmeoL Since the landfill and garbage collection departments
both reside in the Solid Waste fund, the revenues and expenditures were inflated by the amount of those charges. These
revenues and expenditures have been eliminated to reflect the true revenues and ell:penditures in lhe fund. The change had a zero
net effect on the uti Ii ty' s fund balance.
The decreased budget in Wastewater is a result of reduced transfers to the Wastewater Rate Stabilization Fund. In 2004-05, a
transfer of $5.0 million from the operating fund to the Wastewater rate stabilization fund occurred. This transfer was not
budgeted for FY 2005-06 as the rate stabilization fund was at adequate levels.
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AD VAWREM TAX INFORMATION
ADV Al.OREM TAX LAW ... The appraisal of property within the City is the responsibility of the Lubbock Cowity Cenlral Appraisal
District (the "Appraisal District;. Excluding agricultural and open-space laod, which may be taxed on the basis of productive
capacity, the Appraisal District is required under the Property Tax Code (defined below} to appraise all property within the Appraisal
District on the basis of I 00% of its market value and is prohibited from applying any assessment ratios. In detennining market value
of property, different methods of appraisal may be used, including the cost method of appraisal, the income method of appraisal and
market data comparison me1hod of appraisal, and the melhod considered most appropriate by the chief appraiser is to be used. State Jaw
further limits the appraised value of a residence homestead for a lax year IO an arnoWll not to exceed lhe lesser of (I) the marlcet value of
the property, or (2) the sum of(a) 10% of the appraised value of the property for the last year in which the property was appraised for
laxation times the number of years since the property was last appraised, plus (b) lhe appraised value of the property for the last year in
which the property was appraised plus (c) the market value of all new improvements to the property. The value placed upon property
within the Appraisal District is subject to review by an Appraisal Review Board, consisting of three members appointed by the Board
of Directors of the Appraisal District The Appraisal District is required to review the value of property within the Appraisal District
at least every three years. The City may require annual review at its own expense, and is entitled to challenge the determination of
appraised value of property within the City by petition filed with the Appraisal Review Board.
Reference is made to Tille I of the Texas Taic Code (the "Property Tax Code"), for identification of property subject to taxation;
property exempt or which may be exempted from taxation, if claimed; the appraisal of property for ad valorem taxation pwposes;
and the procedures and limitations applicable to the levy and collection of ad valorem taxes.
Article vm of lhe State Constitution(" Article vnr; and State law provide for certain exemptions from property taxes, the valuation
of agricultural and open-space lands at productivity value, and the exemption of certain personal property from ad valorem taxation.
Under Section 1-b, Article vm, and State law, the governing body of a political subdivision, at its option, may grant (I) an
exemption ofnot less than $3,000 of the mad:et value of the residence homestead of persons 65 years of age or older and lhe disabled
from all ad valorem laxes thereafter levied by the political subdivision; or (2) an exemption of up to 20% of the market value of
residence homesteads. The minimum exemption under this provision is $5,000.
In lhe case of residence homestead exemptions granted under Section 1-b, Article VIII, ad valorem laJces may continue to be
levied against the value of homesteads exempted where ad valorem taxes have previously been pledged for the payment of debt
if cessation of lhe levy would impair the obligation of the contract by which the debt was created.
State law and Section 2, Article VIll, mandate an additional property tax ex.emption for disabled veterans or the surviving spouse or
children of a deceased veteran who died while on active duty in the anned forxes; the exemption applies to either real or personal
property with the amount of assessed valuation exempted ranging from $5,000 lo a maximum of$12,000.
Effective January l, 2004, under Article VIII and State law, the governing body of a county, municipality or junior college
district, may provide that the total amount of ad valorem taxes levied on the residence homestead of a disabled pem>n or persons
65 years of age or older will not be iocreased above the amount of taxes imposed in the year such residence qualified for such
limitation. Also, upon teeeipt of a petition signed by five percent of the registered voters of the county, municipality or junior
college district, an election must be held to determine by majority vote whether to establish such a limitation on taxes paid on
residence homesteads of persons 65 years of age or older or who are disabled. Upon providing for such exemptioo, such freeze
on ad valorem taxes is transferable to a different residence homestead within the taxing unit and to a surviving spouse living in
such homestead who is disabled or is at least 55 years of age. If improvements (other than maintenance or repairs) are made to
the property, the value of the improvements i.s taxed at the then current tax rate, and the total amount of taxes imposed is
increased to reflect the new improvements with the new amount of taxes then serving as the ceiling on taxes for the following
years. Once established, lbe tax rate limitation may not be repealed or rescinded. The City has established such a limitation on
ad valorem taxes.
Article VIII provides 1hat eligible owners of both agricultural land (Section 1-d) and open-space land (Section I -d-l ), including
open-space land devoted lo farm or ranch pwposes or open-space land devoted to timber production, may elect to have such property
appraised for property taxation on the basis of its productive capacity. The same land may not be qualified under both Section 1-<I
and l-d-1.
Nonbusiness personal property, such as automobiles or light trucks, are exempt from ad valo1etn taxation unless the governing body
of a political subdivision elects to tax this property. Boats owned as nonbusiness property are exempt from ad valorem taxation.
Article vm, Section 1-j, provides for "freeport property~ to be exempted from ad valorem taxation. Freeport property is defined as
goods detained in Texas for 175 days or less for the purpose of assembly, storage, manufacturing, processing or fabrication.
Decisions to continue to tax may be reversed in the future; decisions to exempt freeport property are not subject to reversal.
The City may create one or more tax increment financing zones, under which the tax values on property in lhe wne are "frozen" at
the value of the property at the time of creation of the zone. Other overlapping taxing units may agree to contribute all or part of
future ad valorem taxes levied and collected against the value of property in lbe zone in excess of the "frozen value" to pay or
25
finance the costs of certain public improvements in the zone. Taxes levied by the City against the values of real property in the
zone in excess of the "frozen value" are oot available for general city use but are restricted to paying or financing "project costs"
within the zone. See ''Tax Increment Financing Zones" below.
The City also may enter into tax abatement agreements to encourage economic development Under the agreements, a property
ownef agrees to construct certain improvements on its property. The City in tum agrees not to levy a tax on all or part of the
increased value attributable lo the improvements until the expiration of the ag,:eement. The abatement agreement could last for a
period ofup to 10 years. See "Tax Abatement Policies" below.
EFTECTIVE TAX RATE AND RoLLBACK TAX RATE ..• By each September I or as soon thereafter as practicable. the City
Council adopts a tax rate per $100 talalble value for the current year. The City Council is required to adopt the annual tax rate
for the City before the later of September 30 or the 6011> day after the date the certified appraisal roll is re<:eived by the City. If
the City Council does not adopt a tax rate by such required date the tax rate for .that tax year is the lower of the ~effective tax
rate" calculated for that tax year or the tax rate adopted by the City for the preceding tax year. The tax rate consists of two
components: ( 1) a rate for funding of maintenance and operation expenditures and (2) a rate for debt service.
Under the Property Tax Code, the City must annually calculate and publicize ils "effective tax rate" and "rollback tax rate". A tax
rate cannot be adopted by the City Council that exceeds the lower of the rollback tax rate or 1he effective tax rate until two public
hearings are held on the proposed tax rate following a notice of such public hearing (including the requirement that notice be posted
on the City's website if the City owns, operates or controls an internet website and public notice be given by television if the City has
free access to a television channel) and the City Council has otherwise complied with the legal requirements for the adoption of such
tax rate. If the adopted tax rate exceeds the rollback tax rate the qualified voter.. of the City by petition may require that an election be
held to determine whether or not to reduce the tax rate adopted for the current year 10 the rollback tax rate.
"Effective tax rate" means the rate that will produce last year's total tax levy (adjusted) from this year's total taxable values
(adjusted). "Adjusted" means lost values are not included in the calculation of last year's taxes and new values are not included
in this year's taxable values.
"Rollback tax rate" means the rate that will produce last year's maintenance and operation tax levy (adjusted) from this year's
values (adjusted) multiplied by 1.08 plus a rate tha1 will produce this year's debt service from this year's value8 (unadjusted)
divided by the anticipated tax collection rate.
The Property Tax Code provides that certain cities and counties in the State may submit a proposition to the voters to authorize
an additional one-half cent sales tax on retail sales of taxable items. If the additional tax is levied, the effective tax rate and the
rollback tax rate calculations are required to be offset by the revenue that will be generated by the sales tax in the current year.
Reference is made to the Property Tax Code for definitive requirements for the levy and collection of ad valorem taxes and the
calculation of the various defined tax rates.
PROPERTY AssESSMENT AND TAX PAYMENT ... Property within the City is generally assessed as of January I of each year.
Business inventory may, at the option of the taxpayer, be assessed as of September. Oil and gas reserves are assessed on the
basis ofa valuation process which uses an average of the daily price of oil and gas for the prior year. Taxes become due October
I of the same year, and become delinquent on February I of the following year. Taxpayers 65 years old or older are pennitted by
State law to pay taxes on homesteads in four installments with the first due on February I of each year and the final installment
due on August 1.
PENAL TIES AND INTEREST . . . Charges for penalty and interest on the unpaid balance of delinquent taxe5 are made as follows:
Cumulative Cumulative
Month Penalty Interest Total
February 6% 1% 7%
March 7 2 9
April 8 3 II
May 9 4 13
June 10 5 15
July 12 6 18
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After July, the penalty remains at 12%, and interest increases at the rate of 1% each month. In addition, if an account is
delinquent in July, a 15% attorney's collection fee is added to the total tax penalty and interest charge. Under certain
cin:umstances, taxes which become delinquent on the homestead of a taxpayer 65 years old or older incur a penalty of 8% per
annum with no additional penalties or interest assessed. In general, property subject to the City's lien may be sold, in whole or in
parcels, pursuant to court order to collect the amounts due. Federal law does not allow for the collec,ion of penalty and interest
against an estate in bankruptcy. Federal bankruptcy law provides that an automatic stay of action by creditors and other entities,
including governmental units, goes into effect with the filing of any petition in bankruptcy. The automatic stay prevenlS
governmental units from foreclosing on property and prevents liens for post-petition taxes from attaching to property and
obtaining secured creditor status unless, in either case, an order lifting the stay is obtained from the bankruptcy court. In many
cases post-petition taxes are paid as an administrative expense of the estate in bankruptcy or by order of the bankruptcy court.
CITY APFLICA TION OFT AX CODE ... The City grants an exemption to the market value of the residence homestead of persons
65 years ofage or older of S 16,600; the disabled are also granted an exemption of$ I 0,000.
The City has not granted any part of the additional exemplion of up to 20% of the market value of residence homesteads; the
minimum exemption that may be granted under this provision being $5,000.
The City has established the tax freeze on residence homesteads of disabled persons and persons 65 and over.
See Table I for a listing of the amounts of the exemptions described above.
Ad valorem taxes are not levied by the City against the exempt value of residence homesteads for the payment of debt.
The City does not tax nonbusiness personal property; and the Appraisal District collects taxes for the City.
The City does not permit split payments of taxes., and discounts for early payment of taxes are not allowed by the City, although
permitted on a local-option basis by the Property Tax C-Ode.
In the past, the City has taxed freeport property, although beginning with the 1999 tax year the City has exempted freeport
property from taxation.
The City collects an additional one-eighth cent sales tax. for reduction of ad valorem taxes. The City held an election on
November 4, 2003 to increase this tax by one quarter cent, for a total of three eighths of a cent. The rate increase became
effective on October I, 2004.
The City has adopted tax abatement policies, as described below.
TAX ABATEMENT PouCIES .•• The City has established a tax abatemenl program lo encourage economic development. In order
to be considered for tax abatement, a project must be located in a reinvestment zone or enterprise zone (a commercial project
must be in an enterprise zone) and must meet several crit.eria pertaining to job creation and property value enhancement. The
City has established tluee enterprise zones, the north zone, of approximately 18.6 square miles, the south zone, of approximately
IS.7 square miles, and the international airport zone, of approximately 10.3 square miles. At present, there are 20 active
enteJprise projects and tax abatements, principally in the northeast and southeast sections of the City. In accordance with State
law, the City bas adopted policies for granting tax abatements, which provide guidelines for tax abatements for both industrial
and commercial projects. The guidelines for industrial and commercial projects are similar, except that qualifying industrial
projects may receive a ten year abatement, while qualifying commercial projects are limited to five year tax abatements.
Although older abatements made by the City were given full (100%) tax abatement, since 1997 the City bas negotiated
abatements on a declining percentage basis, with a portion of the tax value being added to the City's tax roll each year during the
life of the abatement. Toe City's policies provide a variety of criteria that affect the terms of the abatement, including the
projected life of the project, the type of business seeking the abatement, with certain businesses targeted for abatement, the
amount of real or personal property to be added to the tax roll, the number of jobs to be created or retained, among other factors.
The policies disallow abatements for certain categories of property, including real property, inventories, tools, vehicles, aircraft,
and housing. Each abatement policy provides for a recapture of the abated taxes if the business is discontinued during the term
of the agreement, except for discontinuances caused by natural disaster or other factors beyond the reasonable control of the
applicant For a description of the amount of property in the City that has been abated for City taxation purposes, see "Table l -
Valuations, Exemptions, and General Obligation Debt"
TAX INCREMENT FINANCING Z.ONES ••• Chapter 31 I, Texas Tax Code, provides that the City and other taxing entities may
designate a continuous geographic area in its jurisdiction as a TIF if the area constitutes an economic or social liability in its
present condition and use. Other overlapping taxing units may agree to contribute all or a portion of their taxes collected against
the ttJncremental Value" in the TIF to pay for TIF projects. Ally ad valorem taxes relating to growth of the tax base in a TIF
above the frozen base may be used only lo finance improvements within lhe TIF and are not available for the payment of other
tax supported debt of the City and other participating tax.ing units. Together with other taxing units, the City participates in two
TIFs, the Cenlral Business District Reinvestment Zone (the "Downtown TIFtt) and the North Overton Tu Increment Financing
Reinvestment Zone (the "North Overton TIF").
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The Downtown TIF covers an approximately 0. 71 square-mile area which includes part of the central business district and abuts
the North Overton TIF. The base taxable values of the TIF are frozen at the level of taxable values for 2001, the year of creation,
at $101,376,054. In FY 2005, the Downtown TIF had a taxable value of$! 17,046,263 before talcing into account tax abatements
and exemptions. Airer tax abatements and exemptions, the tax value in the Downtown TIF is $114,147,891. In addition to the
City, the County, Lubbock County Hospital District and the High Plains Underground Water Conservation District (collectively,
the "Taxing Units"} participate in the Downtown TIF. Given the relative tax rates of the participants, it is anticipated that the
City will be the largest contributor to the tax increment fund if there is growth from the frozen base. The Downtown TlF was
created pursuant to City ordinance and official action of the other participating taxing entities and is to expire in 2021.
In addition to the Downtown TIF, the City enacted an ordinance in 2001 establishing the North Overton TIF. Each of the other
Taxing Units in the Downtown TIF also participate in the North Overton TIF. As is the case with the Downtown TIF, the tax.es
levied by the City in the FY 2005 represent approllimately 54.8% of all taxes levied by all participating Taxing Units. The City
ordinance establishing the North Overton TIF provides that the TIF will tenninate on December 31, 2031 or at an earlier time
designated by subsequent ordinance of the City Council. The North Overton TIF consists of approximately 325 acres near the
Central Business District of the City. The frozen tax base for the North Overton TIF was established as of January I, 2002 at
$26,940,604. In FY 2005, the North Overton TIF had a taxable value ofSl44,869,221 before taking into account lax abatements
and eitemptions. After tax abatements and exemptions. the tax value in the North Overton TIF is $144,045,505.
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TABLE 1 -VALUATION, EXEMPTIONS AND GENERAL OBLIGATION DEBT
2005 Market Valuation Established by Lubbock Central Appraisal District
Less Exemptions/Reductions at 100% Malket Value:
Residential Homestead Exemptions
Homestead Olp Adjustment
Disabled Veterans
Agricultucal/Opm-Space Land Use Reductions
Pollution Exemptions
Solar and Wind-powered Exeroptions
Freeport Exemptions
Tax Abatement Red11ctions 1"
Tax Freeze Adjustment
2005 Taxable Assessed Valuation
City Funded Debt Payable &om Ad Valorem Taxes
General Obligation Debt (as of 4-1--06) (Z>
TheBondslll
General Obligation Bonds, Series 20060>
Tax and Waterworks System S1.Uph.1S Revenue Certificates of Obligation, Series 2006(Jl
Total Funded Debt Payable from Ad Valorem Taxes
Less: SelfSuppol'ting Debt (as or 4-1--06) <•>
Waterworks System General Obligation Debt
Sewer System General Obligation Debt
Solid Wasle Disposal System General Obligation Debt
Drainage Utility System General Obligation Debt
Tax lncn:ment Financing General Obligation Debt
Electric Light and Power System General Obligation Debt
Cemetery General Obligation Debt
Gateway Genetal Obligation Debt
Airport General Obligation Debt
General PI.Upose Funded Debt Payable from Ad Valorem Taxes
Genetal Obligation Interest and Sinking Fund as of 2-28--06
Ratio Total Funded Debt to Taxable Assessed Valuation
Ratio General Pwpose Funded Debt to Taxable Assessed Valuation
2006 Estimated Population -211,187 (Sl
Per Olpita Taxable Assessed Valuation -$44,346
$ 218,84S,6IO
68,094,952
14,325,479
66,049,991
1,744,920
152,622
58,215,911
71,434,955
27,802,642
$ 18,295,000
2,740,000
76,315,000
$ l 17,521,524
57,633,526
11,747,885
79,409,173
18,769,896
51,931,908
491,408
l7,115,740
6,632,577
Per Capita Total Funded Debt Payable from Ad Valorern Taxes -$2,124
Per Capita General Purpose Funded Debt Payable from Ad Valorem Taxes -$413
(I) See above, "Tax Information -Tax Abatement Policies".
$ 9,891,907,007
526,667,082
$ 9,365,.239,925
$ 351,l60,000
$ 448,510,000
361,253,637
s 87,256,363
$ 1,575,272
4.79%
0.93%
(2) The statement of indebtedness does not include outstanding $24,840,000 Electric Light and Power System Revenue Bonds,
as these Bonds are payable solely from the Net Revenues of the City's Electric Light and Power System. Excludes the Refunded
Obligations.
(3) Preliminary, subject to change.
(4) As a matter of policy, the City provides debt seivice on general obligation debt issued to fund improvements to its
Waterworks System. Sewer System, Solid Waste System, Tax Increment Finance Reinvestment Zone, Gateway Fund, Electric
Light and Power System and Drainage System from surplus revenues of these Systems (see "Table 8A -Pro-Forma General
Obligation Debt Service Requirements", "Table 88 • Division of Debt Service Requirements", "Table 9 -Interest and Sinking
Fund Budget Projection" and "Table 10-Computation of Self-Supporting Debt").
"Waterworks System General Obligation Debt" includes $1 17,521,524 principal amount of outstanding general obligation bonds
and certificates of obligation that were issued to finance or refinance Watenvorks System improvements, and that are being paid,
or are expected to be paid, from Waterworks System revenues. The City bas no outstanding Waterworks System Revenue Bonds
but has obligated revenues of the Waterworks System under water supply contracts.
29
"Sewer System General Obligation Debt" includes $57,633,526 principal amount of general obligation bonds and certificates or
obligation that were issued to finance Sewer System improvements, and that are being paid, or are expected to be paid, from
Sewer System revenues. The City has no outstanding Sewer System Revenue Bonds.
"Solid Waste Disposal System General Obligation Debt~ includes $11,747,885 principal amount of general obligation debt that
was issued for Solid Waste System improvements, and that is being paid, or is expected to be paid, from revenues derived from
Solid Waste service fees. The City has no outstanding Solid Waste Disposal·System Revenue Bonds.
"Drainage Utility System General Obligation Debt" includes $79,409,173 principal amount of general obligation debt that was
issued for Drainage System improvements, and that is being paid, or that is expected to be paid, from revenues derived from
Drainage Utility System fees. The City has no outstanding Drainage Utility System Revenue Bonds.
"Tax Increment Financing General Obligation Debt" represents $18,769,896 principal amount of general obligation Tax
Increment Certificates of Obligation issued for construction of improvements in the North Overton TIF, and is being paid. or is
expected to be paid, from revenues derived from the Pledged Tax Increment Revenues. The City has no outstanding Tax
Increment Financing Revenue Bonds. However, for FY 2005 the City projects that the incremental tax revenue available lo
cover debt service on the existing Tax Increment Certificates of Obligation will cover approximately 57% of such debt, and that
for FY 2006 (based upon the January 1, 2004 tax roll), the incremental tax revenue available to cover debt service on the existing
Tax Increment Certificates or Obligation will cover approximately 97% of such debl In FY 2007, based upon development
projections that the City believes to be reasonable, but which are dependent in part on future economic conditions and other
factors that the City can not conlro I and as to which it can give no assurances, the City anticipates lhilt tax increment revenues
will be adequate to cover debt requirements on the existing Tax Increment CertificaJes of Obligation. In the interim, the City
intends to make an interfund loan to cover the debt service, and if the projected development in the Nonh Overton TIF proceeds
as expected, the City would repay such loan from revenues received in future years. The North Overton master plan projects
additional debt to be issued by the City for infrastructure improvements in the TIF. If that occurs, there would likely be years in
which the TIF would not produce revenues in amounts sufficient to cover all debt issued for it, at least until the TIF has reached
full build-out status-
"Electric Light and Power System General Obligation Debt" includes $51,931,908 principal amount of general obligation bonds
and refunding bonds that were issued to finance Electric Light and Power System improvements and to refund certain Electric
Light and Power System Revenue Bonds.
"Cemetecy General Obligation Debt" includes $491,408 principal amount or general obligation debt that was issued to finance
Cemetery improvements.
•Gateway General Obligation Debt" includes $17,115,740 principal amount of general obligation debt that was issued for
Gateway Streets improvements, and that is being paid, or that is expected to be paid, from Franchise Fees. The City has no
outstanding Gateway Fund Revenue Bonds.
"Airport General Obligation Debt" includes $6,632,577 principal ammml of general obligation debt that was issued to finance
Airport improvements.
(5) Source: City of Lubbock. Texas.
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TABLE2 -T AXA.BU: AssESSEP VALUATIONS BY CA TEGOKY
Taxable Appraised Value for fis«l Year l:nded Seetembcr JO.
) 2006 2005 2004
%of %of %of
Cate12!l Amount Toral Amount Total Amount Total
Real, Residential, Single-Family s S,518,686,680 55.19% s 5,156,169,884 56.29"/o s 4,690.153.16] 55.50%
Real. Residential. Multi-Family 784,395.414 7.93% 614,63 1,057 6.71% 561,569,438 6.64%
Real, Vacant Lots/fractS 164.261,677 1.66% 135,464,357 1.48"./4, I 08,625.954 1.29%
Real. Actcage {Land Only) 79,430,309 0.80% 64,528.231 0.70% 65,880,410 0.78%
) Real, Farm and lwlch lmprovcmcnlS 11,035,385 0.11% 10,391,139 0.]1% 10,835.088 0.13%
Real, Commercial and Industrial 1,813,142,623 18.33% l,701,14S,839 18.57% 1,638,846,765 19.39%
Real Oil, Gas and Other Mineral Rcsavcs 17,428,230 0.18% 11,298,200 0.12% 8,923,810 0.11%
Real and Tangible Personal. Utilities 177,838.907 1.80% 173,908.469 1.90% 185.761,346 2.20o/,
Tangible l'fflolllll, Commen:ial and Industrial 1,217,205,610 12.llo/o 1.198.078,620 13.08% 1,090.862,579 12.91%
Tangible Pe,sc,Dal. Other 14,311,517 0.14% IS,279,192 0.17% 16,287,022 0.19%
Real Pmpcny, lnvcn!Ory 26.816.741 0.271/, 10,987,935 0.12% 4.774.287 0.06%
Sp<eial hlve!IIOry 67,353,915 0.68% 68,226.182 0.74% 68.663,514 0.81%
Total Appraised Value Before Exerpptions $ 9.891,907.008 100.00% s 9,160.109.lOS 100.00% s 8.451.188,424 100.00%
Less: Total Exemptions/Reductions !526.667 ,083) (495,918,196) {529,598.044)
Taxable Assessed V a!ue s 9.365,239,925 s 8.664.190.909 s 7 .921,590,380
) Tuable ~raised Value for fiscal Year Ended S!;2tembcr 30,
2003 2002
%of •to of
Cate1~ Amount Total Amount Toti!
Real. Resiclclllial. Single-Family $ 4,282,214,635 56.78% s 3,935,486,660 S3.S9o/,
Real. Re8ide11tial. Multi-family 455,993,262 6.05% 466,775,473 6.36%
Real, Vacant Lors/Tracts 93,473,144 1.24% 96,407,484 1.31%
) Real, Acreage (I.and Only) 59,644,977 0.79% 60,l7l.S06 0.82¾
Real, Fann ad Ranch Improvements 11,391,782 0.15% 12,003,313 0.16%
Rml. Commercial aud llldus1rial 1,370,730,397 18.18% l,445,74$,160 19.69%
Real Oil, Gas and Other Miaenl Reserves 7,909,460 0.10% 8,849,390 0.12%
Ilea! and Tangible Personal, Utitilies 192,138,423 2.SS% 18S,S88,935 2.53%
Tangible Personal, CommercW and Industrial 974.534,729 12.92% 1,039,521.384 14.16%
Tangible Personal, 0th..-IS,336.364 0.20% 15.296,446 0.21%
) Special lnvcntOI)' 11,087,603 0.15% 10,279.056 0.14%
Real Property, Inventory 67,339,159 0.89% 67,429,634 0.92%
Total Appraised Value Befori Exemptions s 7,S41,79l,9JS 100.00% s 7,343,SS?,446 I00.00%
Less: Total Excmptiom/Reductions (1!19,449,068) (434,247,739)
Taitablc Assc$scd Value s 7,342,344,867 s 6,909,309,707
; NOTE: Valuations shown are certified taxable assessed values reported by the Lubbock Central Appraisal District to the City
fof puzposes of establishing and levying the City's annual ad valorem tax rate and lo the State Comptroller of Public Accounts.
Certified values are subject to change throughout the year as contested values are resolved and the Appraisal District updates
rerords.
31
TA.BUJA -VALUATION AND GENERAL 0BLIGA TION DEBT IIJsTORY
General Purpose Ratio
Fiscal Taxable Funded Tax Debt Tax Debt Funded
Year Taxable Assessed Outstanding to Taxable Debt
Ended Estimated Assessed Valuation at End Assessed Per
9/30 Valuation <2> PerCaeita of Year (JJ Valuation131 Capita(J) P22ulation (l)
7oo'i"'" 202,000 $ 6,909,309,707 $ 34,205 $ 63,115,346 0.91% $ 312
2003 204,737 7,342,344,867 35,862 70,188,204 0.96% 343
2004 206,290 7,921,590,380 38,400 70,161,218 0.89% 340
2005 209,120 8,664,190,909 41,432 80,210,269 0.93% 384
2006 211,187 9,365,239,925 44.346 87,256,363 141 0.93% (4) 413 i4>
(I) Source: The City of Lubbock, Texas
(2) As reported by the Lubbock Central Appraisal District on City's annual State Property Tax Board Reports; subject to change
during the ensuing year.
(3) Does not include self-supporting debt (see Table 3B and footnote 3 to Table I).
(4) Includes the Bonds and excludes the Refunded Obligations. Also includes the proposed $2,740,000 General Obligation
Bonds, Series 2006 and the proposed $76.315,000 Tax and W;itcrworks System Surplus Revenue Certificates of Obligation,
Series 2006, scheduled to be sold simultaneously with the Bonds. PR!iminary, subject to change.
TABLE 38 • DERIVATION OF GENERAL PUllPOSE FIJNDED TAX DEBT
The following table sets forth certain information with respect to the City's general purpose and self-supporting general
obligation debt. The City is revising its capital improvement plan, but the City expects to issue additional self-supporting
general obligation debt within the three to five year time frame. See "Debt Infonnation-Capital lmprovemeot Program and
Anticipated Issuance of General Obligation Debt "
Fiscal Funded Tax Debt Less: General Purpose
Year Outstanding Self-Supporting Funded Tax Debt
Ended at End Funded.Tax Outstanding
9/30 ofYear Debt at End of Year
2002 $ 217,269,682 $ 154,154,335 $ 63,115,346
2003 295,935,000 225,746,796 70,188,204
2004 285,885,000 215,723,783 70,161,217
2005 388,595,000 308,384,731 80,210,269
2006 448,5 I 0,000 Ill 361,253,637 (lJ 87,256,363 (I)
(I) Includes the Bonds and excludes the Refunded Obligations. Also includes the proposed $2,740,000 General Obligation
Bonds, Series 2006 and the proposed $76,315,000 Tax and Waterworks System Surplus Revenue Certificates of Obligation,
S~es 2006, scheduled to be sold simultaneously with the Bonds. Preliminacy, subject to change.
TABLE 4 -TAX RATE. LEVY AND COLLECTION HISTORY
Fiscal %of Current % of Total
Year Distribution Tax Tax
Ended Tax General Economic Interest and Collections Collections
9/30 Rate Fund Develo~ment Sinkin~ Fund Tax: Levy to Tax Levy toTaxL~
2002 S 0.57000 $ 0.42844 $ 0.03000 $ 0.11156 S 39,351,225 97.60% 99.41%
2003 0.57000 0.43204 0.03000 0.10796 42,286,967 97.25% 98.78%
2004 0.54570 0.41504 0.03000 0.10066 43,659,111 97.02% 99.69%
2005 (I) 0.45970 0.33474 0.03000 0.09496 39,777,866 97.53% 100.08%
.2006 (I) 0.44720 0.35626 0.03000 0.06094 41,881,353 94.54% (l) 95.81% {2)
(I) For a discussion of the factors affecting the decline in the 2005-2006 General Fund tax rate, see "Discussion of Recent
Financial and Management Events -FY 2006 Budget. "
(2) Collections for part year only, through February 28, 2006.
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TABLE 5 -TEN LARGEST T A.XPA 'VERS
2005/06 % of Total
Taxable Taxable
Assessed Assessed
Name orTaxea:t:er Nature of Pro!!!:!:!l:'. Valuation Valuation
Macerich Lubbock LTD Partnership Regional Shopping Mall $ 108,834,600 1.16%
Southwestern Bell Telephone Co. Telephone Utility 60,284,618 0.64%
Southwestern Public Service Electric Utility 54,323,701 0.58%
United Super Markets Retail Grocery 41,577,740 0.44%
Mc Canton Woods Real Estate 40,985,875 0.44%
Mclane Food Services Food Wholesale 36,011,717 0.38%
Wal-Mart Stores Inc. Retail 35,393,886 0.38%
Atmos Energy Corp. Natural Gas Utility 25,562,068 0.27%
X Fab Texas. Inc. Electronic Manufacturer 24,220,539 0.26%
Lubbock Two Associates Apartment Complex 23,000,000 0.25%
$ 450,194,744 4.81%
GENERAL OBLIGATION DEBT LIMITATION .•. No general obligation debt limitation is imposed on the City wider cum:nt Slate
law or the City's Home Rule Charter (see "Tax Rate Limitation~).
TABLE6 -TAXADEQUAd1>
Maximum Principal and Interest Requirements,
All General Obligation Debt, 2oog(2> ···············-··························· ............................................................................ S 43,096,995
S0.4696 Tax Rate at 98% Collection Produces ···········-··································· ... · ............................................................. $ 43,099,583
Maximum Principal and Interest Requirements,
General Purpose General Obligation Debt, 2CJOi3> ....................................................................................... ·-····--· S 9,120,688
$0.0994 Tax Rate at 98"/o Collection Produces ...................................................... _ ......................................................... $ 9,122,868
(I) Based on 2005•2006 taxable assessed valuation. Prelimmary, subject lo change.
(2) See Table 8A
(3) See Table 88.
33
TABLE 7 -EsTIMATED OVERLAPPING D£BT
Expenditures of the various taxing entities within the territory of the City are paid out of ad valorem taxes levied by such entities
on properties within the City. Such entities are independent of the City' and may incur borrowings to finance their expenditures.
This statement of direct and estimated overlapping ad valorem tax bonds ("Tax Debt") was developed from infonnation
contained in "Texas Municipal Reports" published by the Municipal Advisory Council of Texas. Except for the amounts
nilating to the City, the City has not independently verified the accuracy or completeness of such infonnation, and no person
should rely upon such information as being accurate or complete. Furthermore, certain of the entities listed may have issued
additional Tax Debt since the date hereof, and such entities may have programs requiring the issuance of substantial amounts of
additional Tax Debt, the amount of which cannot be determined. The following table reflects the estimated share of overlapping
Tax Debtofthe City.
2005/06 Tomi Funded City's Authorized
Taxable Debt Estimated Overlapping But Unissucd
Assessed Tn As Of % G.O. Debt Debt As Of
Taxioli Jurisdiction Value Rate 2-28--06 AEJ!licable Asof2-28--06 2-28--06
City of Lubbock S 9,365.239, 925 S 0.44720 $ 44S.5 IO.OOO tn 100.00% S 448.510.000 S 21, 71 Z,000
Lubbock Independent School District 7,.350,064, 195 1.65890 96,511,156 98.91% 95.459.184 52.2485'13
lubboclr. County 11,079.168.912 0.26162 73,695,000 82.94% 61,122,633 505.347
Lllbboclr. County Hospital District 11,056.555,800 0.11034 82.94%
High Plams UIM!aground Water ConscM11io11
Disuict No. I l1,0S6,SS5,800 0.00830 82.94%
Freas hip Independent Schoo I Oisuict 1,551,333,929 1.71060 67,331,742 64.44% 43,388,575
Idalou Independent School District 133,910,0S7 1.55000 540,000 1.10% 5.940
Lubbock-Cooper Independent School District 743,14S,347 1.51700 12,514,555 IS.JO% 1,923,907
New Deal Independent School District I 32.486.994 1.50000 0.03%
Tola! Di~ and Ovmapping G.O. Debt s 650,410,239
Ratio oCDirec1 and Overlapping 0.0. Debt to Taxable Assessed Valuation ..........................................•.... 6.94%
Pc:r Capita Dim:t and Overlapping G.O. Debt. •..•..•.•.........................•......•.•....................•............. I J .080
(1) Includes the Bonds. Excludes the Refunded Obligations. Also includes the proposed $2,740,000 General Obligation Bonds,
Series 2006 and the proposed $76,315,000 Tax and Waterworks System Surplus Revenue Certificates of Obligation, Series 2006,
scheduled to be sold simultaneously with the Bonds. Preliminary, subject to change.
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J '-.J ...... ..J '--' -J '--' .,.,, \.J ., DEBT INFORMATION TABLE 8A -PRO-FORMA GENERAL OBLIGATION' DEBT SERVlCE REQUlREMJ.NTS Filcal v .. Tait & Wllletv,Qrb S)'Jlm. S:uq,lns Rnenue Oaxnl Obliplicm TuW &dad Oa!lladdmgDobl~) o-1 Ob!!e!or 8md, "aics :zoosOl Cati1kala o(Oblilll'llo,,. Send 2006") ~ Bonda s..;,.11J(#l Cocnl,iaoci 9/30 P,gw,jpel '-TO!al Priflcl~ btaesl Tow Prillcipal lm«CII Tomi Prilldf!;! IDtaa! Total ~ Z006 s 20,180,000 !'> S 17,244,812 s 37,424,812 $ s s s s $ $ $ 304,112 s 3CM,l82 s 37,728.993 2007 21,J'H,000 1'.$15,193 36,910,193 156,321 156,321 5,0rl,667 5,0rl,667 10,000 912,370 922,370 43,076,552 2008 21,0'10,000 14,670,4$9 35,740,~9 95,000 11S,S21 210,521 2,470,000 3,7.5-4,000 6,224,000 10.000 912,014 922,0U 43,096,995 200II 20,9&S,OOO IJ,812,498 34,797,498 100,000 111,978 211,978 2,595,000 l,G27,l7S 6,222,.375 U,000 911,561 926,561 42.1511,411 2010 21),83S,ODO 12,944,.518 33,779,518 103,000 108,210 213,210 2,725,000 ],494,375 6,219,37$ 15,000 1111,017 926,017 41,138,120 2011 11,lJ0,000 12,037,977 33,367,m 110,000 104,205 214,205 2,86j,OOO 3,lS4,61S 6).19,62$ U,000 1110,464 915,464 40,m,211 2012 11),~,000 ll,117~ 31,762,294 IIS,000 99,940 214,940 l,OIS,000 3,200,62.S 6,222,625 15,000 909,898 924,8118 19,124,757 2013 21,175,000 10,190,638 31,365,638 120,000 95.380 21$,380 3,170,000 J,OSJ,000 6,223,000 IS,000 909,320 924,320 38,728,338 2014 21,780,000 9,206,336 JD,916,336 120,000 'l0,610 210,610 l,330,000 2.890,500 6,220,SOO IS,000 908,728 923,728 38,341,174 20\S 19,~S,OOO 8,211,728 27,826,728 ru,ooo U.642 210,642 l,S00,000 2.719,750 6).19,750 15,000 908,120 923,120 35,180).39 2016 19,280,000 7,390,433 26,670,433 135,000 80,291 215,291 3,680,000 ~,lSO 6,220.150 15,000 907,501 922,501 .l-1,028,•75 2017 19,195,000 6,4$1,649 25,6$3,6,19 1411,000 74,557 214,557 3,870,000 2,351,SOO 6,221,500 1$,000 906,875 921,875 33,011,580 1018 111,9!!0.000 '-517,061 15,497,061 14$,000 68,470 213,470 4,070,000 2,153.000 6,223,000 20.000 906,115 926,125 32.859,6116 2019 18,835,000 4,538,623 23,l'n,623 150,000 62,001 212.001 4,215,000 1,944,375 6,219,375 20,000 905,245 925).45 30.730,244 2020 16,$45,000 3,6~ 20,22J).S4 160,000 55,095 21S,09S 4,495,000 1,725,12!1 6).20,125 20,000 1104,350 924,350 27,580,823 mt 14,800,000 2,91o,360 17,710,360 l~,000 •7,782 212.782 4,ffl,000 1,4114,62.S 6,219,625 10,000 903,450 92J,4SO 1S,066,ll7 2022 10.$30,000 2,m.993 12,822,993 17$.00Q 40,071 215,(111 4,970,000 J).52,230 6,222,2'0 1,425,000 867,37$ 2,292,375 21,552,619 2m 9,355,000 1,111,m 11,166,583 UW,000 31,961 211,968 S,225,000 997,375 6,222,375 1,500,000 794,250 2,294,250 19,1195,176 2024 7,215,000 1,367,62:Z 8,592,622 190,000 23,467 213,467 5,490,000 7211,500 6,219,500 1,575,000 717,375 2,292,3?5 17,317,963 2025 5,870,000 l,osl,522 6,928,522 200,000 14,44? 214,447 S,775,000 447,875 6,222,815 1,660,000 636,500 2,196,500 I 5,li6l,344 2026 1,660,000 rn,soo 2,537,500 210,000 4,904 214,904 6,070,000 151,750 6,221,750 1,745,000 551,375 2,296,375 11,270,529 2021 1,745,000 m,m 2,m,m 1,835,000 461,875 2,296,875 4,834,250 2021 1,830.000 '1!13,000 2,533,000 1,92$,000 367,875 2,292,815 4,825,875 2029 1,925,000 609,125 2.™,l1S 2,025,000 269,llS 2,294,125 4,828,250 2030 2,025,000 5111,l'n lJlS,375 2,130,(lOO 1'5,250 2,295,ZO •,830,625 1031 2,130.000 406,500 2,536,SOO 2,240,000 56,000 2,296,000 •,83l,SCO 2032 2,240,000 29'1).SO 2,53?~ 2,$37,2$0 2033 2,3SO.OOO 182.500 2,532,500 2,532,500 2034 ~47~ 61 875 ?i!!~' s J6~ s 166,414f51 s 535,• 111.(151 s 315000 S l,410,8S9 swea S 76)15.00l S 46.m,~2 s 123.291,542 s 18.295.000 s llgSIB.218 S 37,113.218 ~875 S 1ff:034t6'° (1) "Outstanding Debt" does not include \ease/purchase obligations, Excludes the Refunded Obligations. (2) Average life of the issue -12.114 years. (nterest on the General Obligation Bonds, Series 2006 has been calculated al the TIC rate of 4.482% for purposes of illustration. Preliminary, subject to change. (3) Average life of the issue -12.311 years. Interest on !he Tax and Waterworks System Surplus Revenue Certificates of Obligation, Series 2006 has been calculated at the rate of 4.497% for purposes of illustration. Preliminary, subject to change. (4) Average life of the issue -20.636 years. Interest on the Bonds has been calculated at the rate of 4.759% for purposes of illustration, Preliminary, subject to change. (5) Includes combined principal and interest paid by the City on February 15, 2006. 35
TABLE 88 • l>MslON OP DEBT SERVICE REQUJREM£NTS Lea: I.ma: IMI: Leu:, Laa, 1-: SolldW-Drom.p Tu Bi-io WllllrWmlla Sna-Dupoaal Udllty lnc:mDCllt LIJbload 1.-: Leu: 1-; Oon,nl FIM:11 Syrtom. Syalcm Syatcm S)'llem Fill""'""i l'oworSy,lem ~ °"""'ay Ai,po,t PUlpose Var o-.i Omerll Oenml ()ononl Oenetll OcDtral (Jenenl Omni Omni Omoral Eadod Combillod~') 01,tJp!i<m Obtiplioa. Oblipdon Obllgtdo,, OblipDGD Oblipnom Obllpdoa Obllsotlon ObUplioa Obliaolloa 9130 Prillcipo] lntCtat Total lloquirmnonls(II ~(I) ~ ~Q) !!:!,uiJemonlll') R<quizema,tal>l ~w•> llr,qulmnoolSl1) ~•> ~IJ 1006 $ 20,180,000 <'> S 17,548,993 s ]7,728,993 s 11,059,339 $ 5,956,374 $ 78(,471 s 4,669,917 s 997,403 $ 4,596,132 $ s 1,138,516 s 577,IIS $ 7,952,706 2007 21,405,000 21,671,552 43,076,552 12,019,820 7,0'J'J,874 1,066,1194 5,341,120 1,417,4'16 4,919,905 32,760 1,321,351 729,693 9,llll,688 200& 23,645,000 19,451,995 43,096,995 11,155,698 6,992,948 1,123,477 S,46t,8S9 l,508,520 4,944,029 40,0'/8 l,366,429 159,462 9,037,495 2009 23,695,000 11,463,411 42,158,411 11,766,821 6,758,148 98US4 5,470,116 l,SU,237 4,864,817 40,067 l,364,743 SIS,735 8,806,706 2010 n,6ao,ooo 11,458,120 41,138,120 11,590,944 6,372,368 1,063,IU S,471J93 1,513,191 4,787,671 40,048 1,366,US 510,377 8,352,625 2011 24,320,000 16,407,271 40,727,271 11,49'1,548 6,212,271 1,044,240 S,410,611 1,509,410 4,723,544 40,049 1,361,350 575,363 8,292,875 2011 :!:3,790,000 15,J:U,757 39,12A,7S? 10,614,481 5,974,606 1,034,590 S,465,530 1,509,762 4,Ml,364 40,069 1,365,222 570,600 1,90'!.S34 lOIJ 24,480,000 14,248,338 J1,12s,m 10,562,281 5,788,358 1,024,042 S,461,$115 1,508,267 4,573,256 40,071 1,362,773 564,712 7,837,013 2014 1$,24$,000 13,096,174 31,341,174 10,522,282 s,623,m 1,008,007 S,464,$$9 l,508,113 4,494,212 40,055 1,36$,15B 557,732 7,757,903 2015 23,185,000 11,995,239 35,180,239 10,39$,0$$ 3,745,356 992,040 S,467,613 1,$07,314 4,417,722 40,050 1,36$,693 424,164 6,825,163 21116 21,110,000 10,918,475 34,028,475 10,341,720 2,951,661 1,012,573 S,466,811 1,510,093 4,337,657 40,0,3 1,364,774 423,149 6,S79,912 2011 23,2l0.000 9,~l,580 33,011,510 10,308,737 2,912,613 990,lll 5,461,637 l,513,570 4,259,001 40,061 1,362,944 42$,939 S,736,866 2-018 24,215,000 8,644,6$6 32,859,6$6 10,256,261 2,887,4118 977,419 S,470,919 1,507,835 4,191,76'1 40,0'II 1,363,323 424,137 S,740,459 2-019 23,280,000 7,4So,2A4 30,730,244 9,907,300 l,BS3,210 783,036 S,463,909 1,509,965 2,64~.94) 40,048 1,361,767 421,920 S,739,148 2010 21,220,000 6,160,813 27,510,113 7,465,642 2,130,110 776,7'7 5,466,468 l,S13,017 1,651,119 40,053 1,364,419 42l,69S S,749,43$ 2ll21 19,710,000 5,356,217 2$,066,21? 5,572,317 2,130,647 769,688 5,462,640 1,508,848 2,646,192 40,049 1,364,776 424,929 S,14$,$32 2llll 17,100,000 4,452,689 21,552,689 2,1189,475 2,129,755 635,429 S,478,922 1,507,937 2,651,649 40,066 1,362,996 42$,763 4,430,697 21113 16,260.000 3,635,176 19,ffl,176 2,346,901 1,804,lli 638,680 5,419,428 1,5119,m 2,646,646 40,067 1,)63,119 425,892 3,640,777 2024 14,480,000 2,U?,963 17,317,963 2,344,606 1,799,6]3 636,162 5,477,665 1,507,853 966,08 40,049 1,364,843 4",293 2,755,422 2025 13,505,000 2,157,344 JS,662,344 1,610,308 1,753,014 365,066 5,482,143 1,224,126 971,m 40,070 1,163,284 42$,201 2,427,602 2026 9,615,000 1,585,529 11,270,519 1,323,94-1 1,175,442 365,000 S,4B6,02S 508.72) 490.13-1 40.063 223.853 200,3$9 J,•$6,987 2017 3,580,000 1,254,250 4,834,250 4,834,250 2028 3,755,000 1,070,$75 4,815,875 4,825,875 2029 3,950,000 878,2.SO 4,82B,25G 4,828,250 2030 ,,us,ooo 675,625 4,830,625 4,830,62S 2031 4,370,000 462,$00 4,832,500 4,832,500 2032 2,240,000 297,250 2,537,250 2,537,250 2033 2.350.000 182,500 2,m.soo 2,532,500 21114 214751000 6li!7S 1~::a; 2,s3~a15 s 466.285.(JOIJ s 233,749170 s s 176,251¢86 s IS.051!938 s 18,°'6,935 s 145.719,776 s 29(8111983 s 75{26,417 $ 793,899 s 27)37,454 s 10,371)37 $ l31593,544 (I) Includes debt service on the Bonds, and the proposed General Obligation Bonds, Series 2006 and Tax and Wateiworks System Surplus Revenue Certificates of Obligation, Series 2006. Excludes the Refunded Obligations. Preliminary, subject to change. (2) Includes the principal and semiannual interest to be paid on February 15, 2006. 36 .,, .,..,. r,,. .r,. r,. r-,. r.. r,. ?, r,. .r,.
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TABLE 9 -INTEREST AND SINKING FuND BUDGET PROJECTION*
General Pmpose General Obligation Debt Service Requirements (Pro-Forma), Fiscal Year Ending 9-30-M11
Fiscal Agent, Tax Collection and Other Uses
Total Requirements
Sources of Funds
Int~ and Sinking Fund, 9-30-05
Budgeted Ad Valorem Tax Receipts
Budgeted Interest Earned
Total Sooo;es ofFunds
Projel;ied Balance, 9-30-06
(I) See ''Table IO -Computation of Self-Supporting Debln.
*See Table 8B -Footnote (I)
[THE REMAINDER OF THIS PAGE IN'mmONALL Y LEIT BLANK]
s
s
s
$
$
7,952,706
15,000
7,967,706
2,624,340
5,465,000
483,010
8,572,350
604,644
TABLE 10 -COMl"l/TATION OF SELF-SUPPORTING DEBT
In addition lo the enterprise funds shown in this Table 10, on September 8, 2005, the City Council of lhe City approved an
ordinance designating the City's Gateway Fund and Airport Fund as self-supporting enterprise funds of the City for FY 2006. In
the same ordinance, the City Council of the City approved the budget for the City's Tax Increment Financing Fund wherein it is
designated that debt relating to such fund shall be partially self-supported by tax increment revenues (i.e., in an amount equal to
at least 15% of debt service for FY 2006) and the remainder supported by a loan from the City's Solid Waste Fund.
Furthermore, the City Council of the City approved ordinances on March 23, 2006 and February 24, 2006 designating debt
issued for the CemetCI)' (a unit of the City's General Fund) to be supported by sales of crypts and niches at the City Cemetery.
See also Table 8B.
TBE WATERWORKS SYsn:M<II
Net System Revenue Available, Fiscal Year Ended 9-30-05
Less: Requirements for Revenue Bonds, Fiscal Year Ended 9-30-06
Balance Available for Other Purposes
Requirements for System General Obligation Debt, Fiscal Year Ending 9-30-06
Percentage of System General Obligation Debt Self-Supporting
$ 16,570,942
-0-
$ 16,570,942
$ 11,059,339
100.00%
(I) Each Fiscal Year the City transfers Net Revenues of the Waterworks Enterprise Fund to the General Obligation Interest and
Sinking Fund in an amount equal to debt service requirements on Waterworks System general obligation debt
Tm: SEWER SYSTEM(!)
Net System Revenue Available., Fiscal Year Ended 9-30-05
Less: Requirements for Revenue Bonds, Fiscal Year Ended 9-30-06
Balance Available for Other Purposes
Requirements for System General Obligation Debt, Fiscal Year Ending 9-30-06
Percentage of System General Obligation Debt Self-Supporting
$
$
$
9,342,565
-0-
9,342,565
5,956,374
100.00%
(I) Each Fiscal Year the City transfers Net Revenues of the Sewer Enterprise Fund lo the General Obligation Interest and Sinking
Fund in an amount equal to debt service requimnents on Sewer System general obligation debt.
TUE SOLID WASTE DlSPOSAL SYSTEM <1>
Net System Revenue Available. Fiscal Year Ended 9-30-0S $ 3,591,426
Less: Requirements for Revenue Bonds, Fiscal Year Ended 9-30-06 -0-
Balance Available for Other Purposes $ 3,591,426
Requirements for System General Obligation Debt, Fiscal Year Ending 9-30-06
Percentage of System General Obligation Debt Self-Supporting
$ 781,472
100.00%
(I) Each Fiscal Year the City transfers Net Revenues of the Solid Waste Enterprise Fund to the General Obligation Interest and
Sinking Fund in an amount equal to debt service requirements on Solid Waste System general obligation debL
TUE DRAINAGE SYSTEM (ll
Net System Revenue Available, Fiscal Year Ended 9-30-05
Less: Requirements for Revenue Bonds. Fiscal Year Ended 9-30-06
Balance Available for Other Purposes
Requirements for System General Obligation Debt, Fiscal Year Ending 9-30--06
Percentage of System General Obligation Debt Self-Supporting
$ 5,685,303
--0-
$ 5,685,303
$ 4,669,927
100.00%
(I) Each Fiscal Year the City transfers Net Revenues of the Drainage Enterprise Fund to the General Obligation Interest and
Sinking Fund in an amount equal lo debt service requirements on Drainage System general obligatioo debt
THE ELECTRIC LIGHT AND POWER SYSTEM (II
Net Electric Light and Power System Revenue Available, Fiscal Year Ended 9-30-0S
Less: Requirements for Revenue Bonds, Fiscal Year Ending 9-30-06
Balance Available for Other Purposes
Requirements for Electric System General Obligation Debt, Fiscal Year Ending 9-30--06
Percentage of Electric System General Obligation Debt Self-Supporting
$ 16,061,968
4,099,673 S 11,962,295
$ 4,596,132
100.00%
(l) The City transfers Net Revenues of the Electric Light and Power Enterprise Fund to the General Obligation Interest and Sinking
FW!d in an amount equal to debt service requirements on Electric Light and Power System general obligation debt.
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TABLE 11 -AlmlORIZED BUT UNISSUED GENERAL OBLIGATION 8oNDS
Amoimt The
Date Amount Previously Series 2006 Unissued
Pu~sc Authorized Authorized Issued Bondi" Balance
WatcrworksSystem 10{17137 s 2,810,000 s 200,000 s s 2,610,000
Sew .. Systeru S121n7 3,303,000 2,175,000 1,128,000
Slrcct Improvements S/1193 10,170,000 10,166.000 4,000
Slrcct lruprovements 511 S/04 9,210,000 3,055.000 1,914,000 4,241,000
Civic Ceorerf Auditorium RmovatioDS and Improvements SIi S/04 6.4SO,OOO 6.450.000
Park lmprovemeots S/IS/04 6,l9S.0OO 4,670,000 826,000 899,000
Poliu/M"llieipal Coun Facilities SIi S/04 3,350,000 3.350,000
Libral}' lroprovcmcms Sil S/04 2,145,000 2,145,000
Fire Sbllions SIIS/04 1,405,000 1.405.000
Animal Sllclter Renovations and lmpmvcments S/15104 1,045,000 160.000 885,000
$ 46.,283,000 s 21.831,000 s 2,740,000 s 21,712,000
(I) Proposed to be issved simultaneously with the Bonds. Preliminary. subject to change.
ANTICIPATED ISSUANCE OF GENERAL OBUGA TION DEBT ... The City Council adopted a resolution during the 1984-85 budget
process establishing capital maintenance funds for capital projects. A capital improvement plan is made for planning purposes
and may ideotify projects that will be deferred or omitted entirely in future years. In addition, as conditions change. new projects
may be added that are not currently identified. Under current City policy, for a project lo be funded as a capital project it must
have a cost of$25,000 or more and a life of seven or more years. For FY 2006, the City Cowicil approved $101.5 million in total
expenditures for capital projects for all general purpose projects, as well as projects for the electric fund, water fund, sewer fund.
solid waste fund, storm.water fund and airport fund (up from $26.9 million in FY 2005). The Capital Projects Fund blldget for
FY 2006 also included an additional $305.4 million in future improvements for all City departments over the four succeeding
fiscal years. The improvements included in the City's capital improvement plan are generally funded from a blend of bond
proceeds, reserves or current year revenue sources.
As shown in Table l l, after the issuance of the proposed ~eral Obligation Bonds, Series 2006, the City will have $17,970,000
of authorized but unissued bonds from the May 15, 2004 bond election. When tha1 election was held. the City anticipated that
the booos would be issued over the 2004 through 2008 time frame. The City typically issues voted bonds for general purpose
City projects, such as streets, parks, libraries, civic centers and public safety improvements. However, the City has incurred
substantial unvoted tax supported debt to fund portions of the capital budget of the Electric Fund. Water Fund, Sewer Fund,
Solid Waste Fund, Storm Water Fund, Tax Increment Fund. Gateway Fund and Airport Fund. As described elsewhere in this
Official Statement, such enterprise ti.Ind indebtedness is generally anticipated to be self-supporting from enterprise fund
revenues.
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TABLE 12 -On!ER OBLlGATI0NS
ru February 28, 2006, the City had capital lease obligations for leased equipment in the following amounts:
Fiscal Governmental Business-type Total
Year Capital Lease Capital Lease Capital Lease
Ended Minimum Minimwn Minimum
9/30 Pa:z:!!!ent Pa:z:!!!ent Pa:z:!!!ent
2006 $ I, 167,281 $ 584,092 $ 1,751,373
2007 679,328 461,618 I, 140,946
2008 679,328 130,124 809,452
2009 659,569 127,681 787,250
2010 530,413 127,681 658,094
2011-2015 639,898 639,898
Less Interest: {400,932) F6,620~ (477,552)
$ 3,954,885 $ 1,354,576 $ 5,309,461
At February 28, 2006, the City had a note agreement outstanding described as follows: On January s"', 2004, the City entered
into a note agreement with the Department of Housing and Urban Development ("HUD") for loan guarantee assistance under
Section 108 oftitle I of the Housing and Community Development Act of 1974, as amended, in the amount of$1,000.000. The
Nole was issued to aid in the establishment of a Housing Rehabilitation Program in order to provide rehab options for low-10-
moderate income households on a citywide basis, pay professional services rendered in relation to such project, and the financing
thereof. Under the tenns of the Note, the City will make annual principal payments on August I, of each year beginning in 2005
through 2012; interest payments are due semi-annually. As of February 28, 2006, the outstanding balance of this note agreement
was $875,000. The Note is a liability of the City's Community Development Block Grant Program and debt service will be paid
from this granL
Fiscal
Year
Ended Cootract Revenue Bonds
9/30 Princie!l Interest Total
2006 s 125,000 s 36,688 s 161,688
2007 125,000 32,825 157,825
2008 125,000 28,300 153,300
2009 125,000 23,300 148,300
2010 125,000 17,900 142,900
2011 125,000 12,188 137,188
2012 125,000 6,200 131,200
$ 875,000 $ 157,4-00 s 1,032,400
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PENSION FlJND ... TExAs MUNlCIPAL ilEnREMENT SYSTEM (l)(2) ••• All pennanent, full-time City employees who are not
firefighters an: coveted by the Texas Municipal Retirement System ("TMRS"). TMRS is an agent, multiple-employer, public
employee retirement system which is covered by a State statute and is administered by six trustees appointed by the Governor of
Texas. TMRS operates independently of its member cities.
The City joined TMRS in 1950 to supplement Social Security. All City employees except firefighters are covered by Social
Security. Options offered under TMRS, and adopted by the City, include current, prior and antecedent service credits, five year
vesting, updated service credit, occupational disability benefits and survivor benefits for the spouse of a vested employee. An
employee who retires receives an annuity based on the amount of the employees contributions over-matched two for one by the
City. Since October II, 1997, the employee contribution rate has been 7% of gross salary. The City's contribution rate is
calculated each year using actuarial techniques applied to experience. The 2006 contribution rate is 15.84%. Enabling statutes
prohibit any member city from adopting options which impose liabilities that cannot be amortized over 25 years within a
specified statutory rate.
On December 31, 2004, the actuarial value of assets held by TMRS (not including those of the Supplemental Disability Fund,
which is "pooled"), for the City were $186,398,545. Unfunded actuarial accrued liabilities on December 31, 2004 were
$62,034,262, which is being amortized over a 25-year period beginning January, 1997. Total contributions by lhe City to TMRS
for Calendar Year 2005 were $ I 0,426,241.
FIR.EMEN'S RELIEF AND RETlREMENT FUIIID (t)_ •• City firefighters are members of the locally administered Lubbock Firemen's
Relief and Retirement Fund (the "Fund"), operating under an act passed in 1937 by the State Legislature and adopted by City
firefighters, by vote of the department, in 1941. Firefighters are not covered by Social Security.
The Fund is governed by seven trustees, consisting of three firelighters, two outside trustees (appointed by the other trustees), the
Mayor or the representative thereof and the chief financial officer or the representative thereof. ExecUlion of the act is monitored
by the Firemen's Pension Commissioner, who is appointed by the Governor.
Benefits of retired firemen are detennined on a "fonnula" or a "final salary" plan. Actuarial reviews are performed every two
years, and the fimd is audited annually. Firefighters contribute a percentage of full salary into the fund. The ftrefighters'
contribution rate for 2006 is 12.43%. The City must contribute a like amount; however, the city contributes on a basis of the
percentage of salary which is a ratio adjusted annually thal bears the same relationship to the firefighter's contn"bution rate that
the City's rate paid into the TMRS and FICA bears lo the rate other employees pay into the TMRS and FICA. The City's
contribution rate for 2006 is 19.93% ..
As of December 31, 2004, unfunded pension benefit obligations were $13,816,991 which is amonized with the excess of the
assumed total contribution rate over the nonnal cost rate. The number of years needed to amortize the unfunded pension
obligation is determined using an open. level percentage of payroll method, assuming that the payroll will increase 4% per yeu,
and was 24. 7 years as of the December 31, 2002 actuarial valuation and 20.6 ye.us as of the December 31, 2004 actuarial
valuation, both based on the plan provisions effective November I, 2003.
0nmR POST-EMPLOYMENT BENEFITS ... The City currently provides certain post-employment benefits to its employees, as
described in Note ill. K. (Notes to the Basic Financial Statements) set forth in Appendix B. The City intends to comply with the
n:quirements of GASB No. 43 and 45, with respect to the reporting of post-employment benefits, in accotdaoce with the
timelines set forth in GASB No. 43 and 45. As of the date orthis Official Statement, the City has not retained the services of an
actuarial finn to prepare the calculations required under GASB No. 43 and 45, but intends to do so in anticipation of
implementing the requirements of GASB No. 43 and 45.
(I) For historical information concerning the retirement plans, see Appendix B, "Excerpts from the City's Annual Financial
Report~ -Note #DI, Subsection E, "Retirement Plans".)
(2) Source: Texas Municipal Retirement System, Comprehensive Annual Financial Report for Year Ended December 11,
2004, "City of Lubbock, Texas".
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FINANCIAL INFORMATION
TABLE 13 -CHANGES IN Na-AsSETS(U C
Fiscal Year Ended ~!ember 30,
2005 2004 2003 2002
Govemmencal Governmental Governmental Governmental
Activities Activities Activities Activities
BEYENJlfS· (in OOO's) ~in OOO's) !in OOO's! (in OOOs!
Program Revenues:
Charges for services $ 10,583 s 12,713 s 13,888 s 9,369 r
Operating grants and oontnl>utions 1),296 9,643 12,137 7,007 ....
General Revenues:
Property Taxes 39,748 44.497 42,303 40,408
Sales Taxes 41,803 30,555 29,092 28,903
Oth«Taxes 4,242 3.793 3,712 3,681
Franchise Tues l 1,154 9,654 6,613 6,998
Grantlcontnoutions not restricted to specific programs (25)
0th« 5,742 4,274 3,834 6;227 C
Total Revenues $ 126,568 s 115,129 $ 111,579 $ 102.568
EXPENSES·
Administrative/Community Services $ 23,355 $ 22,313 s 21,793 s 32,483
Electric 2,459 2,471 2,373 2,585
Financial Services 2,240 2,387 1,965 1,908
Fin: 23,667 21,998 20;207 18,664
General Government 27,600 20.562 21,009 23,436 ' Human Resources 776 777 786 883
Police 37,773 33,249 31,429 29,715
Streets 11,985 10.789 9,827 5,940
Public Works 2,699 3,078 9,856 4,322
lnt=st on L-T Debt 3,195 4,593 3,346 3,382
Total Expenses s 135,749 s 122,217 s 122,591 s 123,318
Change in net assets before special items & IImlsfers (9.181) (7,088) (11,012) (20.7S0) ' Spe,.:ial it,,rns (687)
Transfers 15,469 9,745 2,554 IS,668
Change in net assets s 6,288 s 2.,657 s (8,458) s (5,769)
Net assets -begjaning of year, as resta!ed s 104,341 s 101.684 s l l0,142 s 115,911
Net assets • end of year $ 1'°;629 s 104,341 s 101,684 s 110,142 C
(I) Data shown in Table 13 reflects general governmental activities repo!'tOO in accordance with GASB Statement No. 34. The
FY 2003 financial statements include a management discussion and analysis of the operating results of such fiscal year,
including restatements to beginning fund balances and net assets. As of the date of this Official Statement, a copy of the FY
2003 financial statement can be accessed through the City's website, http://www.ci.lubbock.tx.us.
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TABLE 13--A -GENERAL FtlND REVENUES AND Exl'ENDITURE HISTORY
) Fiscal Year Ended S3!tember J0/1l
Bemires 2005 2004 2003 2002 2001
Ad Valorem Taxes $ 29,414,773 $ 33,233,274 $ 32,194,087 S 29,885,252 $ 28.604,141
Sales Taxes 38,319,501 30,554,632 29,092,032 28,902,649 28,183,746
Franchise Fees 6,693,209 9,654,447 6,612,822 6,998,085 7.684,683
Miscellaneous Taxes 982,327 939,456 848,816 820,507 774.587
Licenses and Permits 1,953.666 1,982,281 1,875,118 1,475,451 1,202,794
Intergovernmental 480.648 428,459 348,787 351,878 333,171
Charges for Services 4,070,642 4,467,733 4,945,591 4,472,094 4,299,958
Fines 4,015,402 3,675,856 3,672,509 3,069,362 3,051,055
Miscellaneous 1,506,315 1,442,677 1,532,346 1,058.237 995,494
Interest 349,236 334,730 285,756 433,393 l,058,Q96
Operating Transfers Cll 16,565,397 10,723,891 10,345,945 15,023,466 14,276,074
Total Revenues and Transfers $ 104,351.116 S 97,437,436 S 91,753,809 $ 92,490,374 S 90,463,799
Expeodimres
General Government $ 6,159,536 $ 5,633,469 s 5,717,15 l $ 5,596,868 $ 5,772,031
Financial Services 2,139,492 2,333,469 1,969,413 1,958,051 1,833,933
) Non-departmental 445,251 214,562 175,499 1,497,485 1,716,167
Admin/Communicy Services 18,330,508 18,156,455 17,837,076 17,997,152 18,314,255
Police 33,919,626 32,400,371 30,321,182 28,905,651 28,139.047
Fire 21,943,267 20,613,077 19,511,797 18,632,109 17,903,118
Planning and Transportation 8,120,727 7,180,843 6,610,394 6,510,394 7,443,017
Street Lighting 2,214,291 2,185,286 2,078,277 2,168,620 2,146,212
) Human Resources 740,826 754,225 780,529 895,311 913,250
Capital Outlay 5,277,100 415,58S 378,059 480,749
Operating Transfers 3,912,645 4,212,915 13~551338 5,9S 1,669 61187.379
Total Expenditures S 103,203,269 $ 94,160,257 S 98,934,715 $ 90,594,059 S 90,368,409
Excess (Deficiency) of Revenues
and T11111Sf'ers Over Expenditures $ 1,147,847 $ 3).77,179 S (7,180,906) $ 1,896,315 $ 9S,390
Capital Leases Issued 3,534,048
Fund Balance at Beginning of Year 12,694,525 9,417,346 16,598,252 (4) 16,716.042 16,620,652
Fund Balance at End of Year s 17,376,420 $ 12,694,525 $ 9,417,346 $ 18,612,357 $ 16,716,042
Less: Reserves and Designations <3> 11.255,041! !2,361,8602
) Undesignated Fund Balance s 17,376,420 S 12,694,525 s 9,417,346 S 17,357,316 S 14,354,182
(I) Prior yean. have been restated to reflect current organization.
(2) For fiscal year 2004/05, the water, solid waste and waste water funds transferred an amount sufficient to cover the pro rata
share of the City's general and administrative expenses and an amount representing a payment in lieu of ad valorem taxes.
The water, waste water and solid waste funds transferred an amount representing a franchise payment equal to 6% of gross
) receipts. The Electric System was not required to make transfers to the General Fund for any of the foregoing purposes
during the fiscal year.
(3) The City's financial policies target a General Fund undesignated balance of at least 20% of General Fund revenues.
uodesignated fund balance is at 99% of the target established by the City's financial policies.
The
(4) The "Fund Balance at BegiMing ofY ear" was restated. ·
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TABU: 14 -MUNICIPAL SALF.S TAX HISTORY
The City bas adopted the Municipal Sales and Use Tax Act, Chapter 321, Texas Tax Code, which grants the City the power lo
impose and levy a 1% Local Sales and Use Tax within the City; the proceeds are credited to the General Fund and are not
pledged lo the payment of the Bonds or other debt of the City. In addition, in January, 1995, the voters of the City approved the
imposition of an additional sales and use tax of one-eighth of a cent as authorized by Chapter 323 Texas Tax Code, as amended.
Collection for the additional tax commenced in October, 1995 with the proceeds from the one-eighth cent sales tax designated
for the use and benefit of the City to replace property tax revenues lost as a result of the adoption of the tax. At an election held
in the City on Noverober 4, 2003, voters approved an additional one-quarter cent sales and use tax, with the proceeds to be
dedicated to the reduction of ad valorem taxation, and an additional one-eighth cent sales and use tax under Section 4A of the
Texas Development Corporation Act (Article 5190.6, Texas Revised Civil Statutes), to be used for economic development in the
City. The City began to receive proceeds of these taxes in October 2004. Collections and enforcements of the City's sales tax
are effected through the offices of the Comptroller of Public Accounts, State ofTexas, who remits the proceeds of the tax, to the
City monthly, after deduction of a 2% service fee. Historical collections of the City's 1.125% local Sales and Use Tax are
shown below:
Fiscal
Year %of Equivalent of
Ended Total Ad Valorem Ad Valorem
9/30 Collected<a Tax Le~ Tax Rate
2002 S 28,902,648 73.37% $
2003 29,092,032 73.85%
2004 30,554,632 70.67%
2005 41,803,092 105.07%
2006 11,722,467 ()) 27.99%
(l) Excludes bingo tax receipts.
(2) Based on population estimates of lhe City.
(3) Partial collections October 1, 2005 through February 28, 2006.
Effective as of October I, 2004 the sales tax breakdown for the City is as follows:
FINANCIAL POLICIES
City:
City Sales & Use Tax
City Sales & Use Tax for Property Tax Relief
City Sales & Use Tax for Economic Development
County Sales & Use Tax
State Sales & Use Tax
Total
0.4L83
0.3962
0.3857
0.4825
0.1252
1.000¢
0.375¢
0.125¢
0.500¢
6.250¢
8.250¢
Per
Capita (2)
$ 143.08
142.09
148.11
199.90
55.51
Basis of Accounting . . . The accounting policies of the City conform to generally accepted accounting principles of the
Governmental Accounting Standards Board and program standards adopted by the Government Finance Officer's Association of
the United States and Canada ("GFOA "). The GFOA has awarded a Certificate of Achievement for Excellence in Financial
Reporting to the City for each of the fiscal years ended September 30, 1984 through September 30, 2002 and September 30,
2004. The City will submit the City's 2005 report to GFOA to determine its eligibility for another certificate.
Comprehensive Annugl Fi,,p,citJJ Report (CAFR> ... Beginning with the year ended September 30, 2002, the City's CAFR has
been presented under the Governmental Accounting Standard Board ("'GASB") Statement No. 34, Basic Financial Stalements -
and Management's Discussion and Analysis • for State and Local GovernmenJs, GASB Statement No. 37, Basic Financial
Statements • and Management's Discussion and Analysis • for Stale and Local Governments: Omnibus, and GASB Statement No.
38, Certain Financial Note Disclosures. For additional iofonnation regarding accounting policies that are applicable to the City,
see Note I. ''Summary of Significant Accollllting Policies~ in the financial statemenls of the City attached as Appendix B.
General Fund Balance ... The City's objective is to maintain an unreserved/undesignated fund balance at a minimum of an
amount equal to two months budgeted operating expenditures to meet unanticipated contingencies and fluctuations in revenue.
The ·city's General Fund currently has an unreserved/uodesignated fund balance that is at 99% of the target established by the
City's financial policies.
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Water. Wastewater, Storm Water, Solid Waste and Airport Enterprise Fund Balances ... It is the policy of the City tO maintain
appropriable net assets in the Water and Wastewater funds in an amount equal to 25% of operating revenues for unforeseen
contingencies. The City's goal of appropriable net assets in the Solid Waste, Airport, and Stonn Water funds is an amount equal
to 15% of regular operating revenues. With the exception of the Electric Enterprise Fund (as further described below). the City
currently exceeds its policy on appropriable nel assets for its various enterprise funds. See HDiscussion of Recenl Financial and
Management Evenls -September 30, 2003 Financial Results.fl According to audited numbers for FY 2005, the target net assets
by policy and current appropriable net assets for the Water, Wastewater, Slorm Water and Airport enterprise funds are as
follows:
Enterprise Fund Target Net Assets Appropriable Net
by Policy Assets•
Water $9.5 million $13.7 million
Wastewater $5.3 million $9. 2 million
Storm Water $.9 million $11.3 million
Solid Waste $2. I million $3.8 million
Airport $.9 million $2.0 million
Electric Enterprise Fund Balance ... II is the policy of LP&L to maintain appropriable net assets set by the City Charter.
Ordinance No. 2004-00140 requires LP&L to restrict cash based on prior year's gross retail electric revenue (GRR) as
determined by the previous fiscal year or LP&L. The City's goal of appropriable net assets LP&L is an amount equal lo iliree
months GRR reserved for operations, two months GRR reserved for rate stabilization. and one month GRR reserved for electric
utility development According to audited nwnbers for FY 2005, the total target net assets by ordinance and current appropriable
net assets for LP&L is as follows:
Enterprise Fund Target Net Assets Appropriable Net
by Policy Assets•
LP&L $53.3 million $24.6 million
* Appropriable net assets are calculated on a budget basis. The calculation takes the audited FY 2004--05 current assets less
current liabilities and adds/subtracts FY 2005--06 adjusted budgeted revenues over/under expenditures and adds restricted cash
for debt service. Restricted cash for debt service is added to the calculation, as this is already included in the budge led
expenditures for FY 2005-06.
Enterprise Fund Revenues ... It is the policy of the City that each of the Electric, Water, Solid Waste and Sewer funds be
operated in a manner that results in self sufficiemcy, without the need for additional monetary transfers from other funds
(although the Electric Syslem received transfers from the General Fund during the FY 2003). Such self sufficiency is to be
obtained through the rat.es, fees and charges of each of these enterprise funds. For pUipOses of determining self sufficiency, cost
recovery for each enterprise fund includes direct operating and maintenance expense, as well as indirect cost recovery, in-lieu of
transfers tO the General Fund for property and franchise tax payments, capital expenditures and debt service payments, where
appropriate. Rate increases may be considered in future budgets as costs may warrant, including specifically the costs related t.o
fuel charges that may affect LP&L and the cost of providing service.
Debt Service Fund Balance ••. A reasonable debt service fund balance is maintained in order to compensate for unexpected
contingencies.
Budgetary Procedures ..• The City follows these procedures in establishing operating budgets:
l) Prior to August I, the City Manager submits lo 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 October I the bud.get is legally enacted through passage of an ordinance.
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4) The City Manager is authorized to transfer budgeted amounts betweeu accounts below the department level Any
b'ansfer of funds between departments or higher level are presented to the City Council for approval by ordinance
before the funds are transferred or expended. Expenditures may not legally exceed budgeted appropriations at the
fund level.
5) Fonnal budgetary integration is employed as a management control device during the year for the Convention and
Tourism, Criminal Investigation, and Capital Projects Funds. Budgets are adopted on an annual basis. Fomial
budgetary integration is not employed for Debt Service funds because effective budgetary control is alternatively
achieved through general obligation bond indenture and other contract provisions.
6) The Budget for the General Fund is adopted on a basis consistent with generally accepted accounting principles.
7) Appropriations for the General Fund lapse at year-end Unencumbered balances for the Capital Projects Funds
continue as authority for subsequent period expenditures.
8) Budgetary comparison is presented for the General Fund in the combined financial statement section of the
O:,mprehensive Annual Financial Report.
The City has received the Distinguished Budget Presentation Award from the GFOA for the following budget years beginning
October I. 1983-88 and 1990-05.
Insurance and Risk Management ... The City is self-insured for public entity liability and health benefits coverage. Risk
management purchases a $10,000,000 excess insurance policy for liability claims in e1'cess ofSS00,000, per occurrence. Airport
liability insurance and wori.ers· compensation is insured under guaranteed cost policies. The Health Benefits are covered by a
self insured program with a $18,845,756 cap and a $175,000 individual cap. The City maintains insurance policies with large
deductibles for fire and e1'tended property coverage and boiler and machinery coverage.
An Insurance Fund has been established in the Internal Service Fund to account for insurance programs and budgeted transfers
are made to this fund based upon estimated payments for claim losses.
At September 30, 2005 the total Net Assets of these insurance funds were as follows:
Self-insurance -health
Self-insurance -risk management
$ 2,0S0,874
S 1,688,257
The City obtains an actuarial study of its risk management fund (the "Risk FW1d") every year. In fiscal year 2005, an actuarial study
was conducted thal considered the types of insurance protection obtained by the City, the loss exposure and loss history, and cl~
being paid or reserved that are not covered by insurance. The 2005 actuarial review recommended thal the liabilities of the Risk
Fund be increased to $6,479,000 from $6,437,000 to the minimum expected confidence level of the Government Accounting
Standard Board Statement Number 10 ("GASB 1 O"), which requires maintenance of risk maoagemeot assets at a level representing at
least a 50% confidence level that all liabilities, if presented for paymenl immediately, could be paid. The Risk Fund has net assets
restricted for insurance claims of $1,688,000 over the recommended funding level. Given the risk net assets balance, the City
exceeds the minimmn GASB 10 requirement
The City invests its investab\e funds in investments authorized by Texas law in accordance with investment policies approved by the
City Council oflhe City. Both state law and !he City's investment policies are subject to change.
LEGAL iNVFSrMENrS ... Under Te,cas law, the City is authorized to invest in (1) obligations. including leuers of credit, of the United
States or its agencies and insttumentalities, (2) direct obligations of the State of Texas or its agencies and instrumentalities. (3)
collateralized mortgage obligations diiectly issued by a federal agency or instrumemality of the United States, the underlying security
for which is guaranteed by an agency or instrumentality of lhe United States, ( 4) other obligations, the principal of and interest on
which are unconditionally guaranteed or insured by, or backed by the full fui.th and credit of, the State ofTexas or the United States
or their respective agencies and instrumentalities, ( S) obligations of S1ates, agencies, counties, cities, and other political subdivisions
of any state rated as to investment quality by a nationally recognized investment rating finn not less than A or its equivalent, (6)
bonds issued, assumed, or guaranteed by the State of Israel, (7) certificates of deposit (i) meeting the requirements of the Texas
Public Funds Investment Act (Chapter 2256, Texas Goveroment Code) that are issued by or through an institution that either has its
main office or a branch in Texas, and are guaranteed or insured by the Federal Deposit Insurance Corporation or the National Credit
Union Share Insurance Fund, or are secured as 10 principal by oblig31ions described in the clauses (1) through (6) or in any other
manner and amount provided by law for City deposits, or (ii) where: (a) the funds are invested by the City through a depositocy
institution thal has its main office or branch office in the State of Texas and that is selected by the City; (b) the depository institution
selected by the City arranges for the deposit of funds in one or more federally insured depository institutions, wherever located; (c)
the certificates of deposit are insured by the United States or an instrumentality of the United States; ( d) the depository institution acts
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as a custodian for the City with respect to lhe certificates of deposit; and ( e) at the same time th.at the certificates of deposit are issued,
the depository institution selected by the City receives deposits from customers of other federally insured depository institutions,
wherever located, that is equal to or greater than the funds invested by the City through the depository institution selected wider
cbwse (ii)(a) above, (8) fully collatera.lized repurchase agreements that have a defined termination date. are fully secured by
obligations descnbed in clause ( I ), and are placed through a primary government securities dealer or a financial institution doing
business in the State of Texas, (9) bank=' acceptances with the remaining term of 270 days or less, if the short-term obligations of
the accepting bank or its parent are rated at least A-I or P-1 or the equivalent by at least one nationally recognized credit rating
agency, (10) commercial paper th.at is rated at least A-I or P-1 or the equivalent by either (a) two nationally recognized credit rating
agencies or (b) one nationally recognized credit rating agency if the paper is fully secured by an irrevocable letter of credit issued by
a U.S. or state bank. (II) no-load money market mutual lund.s 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$ I for each share. (12) no-load mutual funds registered with the Securities and Exchange Commission lha.t; 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 finn of not Jess than AAA or its
equivalent, and (13) guaranteed investment contracts secured by obligations of the United States of America or its agencies and
insttwnentalities, other than the prohibited obligations described in the next succeeding paragraph.
The City may invest in such obligations directly or through government investment pools th.at invest solely in such obligations
provided that the pools are rated no lower than AAA or AAArn or an equivalent by at least one nationally recognized rating service.
The City is specifically prohibited from investing in: (I) obligations whose payment represents the coupon payments on the
outstandmg 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)
collaterali7.ed mortgage obligations that have a stated final maturity of greater than IO yeaB; and ( 4) collateralized mortgage
obligations the interest rate of which is detennined by an index that adjusts opposite to the changes in a market index.
Governmental bodies in the State are authorized to implement securities lending programs if (i) the securities loaned under the
program are collateralired, a loan made under the program allows for termination at any time and a loan made under the program
is either secured by (a) obligations that are described in clauses (I) through (6) of the first paragraph under this subcaption, (b)
irrevocable letters of credit issued by a state or national bank that is continuously rated by a nationally recogniud investment
rating furn not less than "A .. or its equivalent, or (c) cash invested in obligations that are described in clauses (I) through (6) and
(10) through (12) of the filst paragraph under this subcaption, or an authorized investment pool; (ii) securities held as collateral
under a loan are pledged to the governmental body, held in the name of the governmental body and deposited at the time the
investment is made with the City or a third party designated by the City; (iii) a loan made under the program is placed through
either a primary government securities dealer or a financial institution doing business in the State of Texas; and (iv) the
agreement to lend securities has a term of one year or less.
INVEsrMENT Poucn:.s .•. Under Texas law, the City is requin:d to invest its funds under written inveslment policies that primarily
emphasiz.e safety of principal and liquidity; th.at address investment di versification, yield. maturity, and the quality and capability of
investment management; and that includes a list of authorized investments for City funds, maximwn allowable stated malllrity of any
individual investment and lhe maximum average dollar-weighted maturity allowed for pooled fund groups. All City funds must be
invested consistent with a Connally adopted ''Investment Sttategy Statement" that specifically addresses each funds' investment Each
Investment Stndegy Statement will describe its objectives conceming: ( I ) suitability of investment type, (2) preseivation and safety of
principal, (3) liquidity, ( 4) marketability of each investment, (5) divenification of the portfolio, and ( 6) yield.
Under Texas law, City investments IIUlst be made "with judgment and care, under prevailing circumstances, that a pelSOl1 of
prudence. discretion, and intelligence would exercise in the management of the person's own affair.;, 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 sball submit an investment report detailing: (l) 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 invesbnent was acquired, and (7) the compliance of the investment portfolio as it relates to: (a) adopted investment
strategy statements and (b) slate law. No person may invest City funds without express written authority liOin tbe City Council
ADDmONAL l'RoVISIONS ••• Under Texas law the City is additionally requim:I to: (I) annually review its adopted policies and
strategies; (2) require any investment officers' with personal business relationships or relatives widt firms seeking to sell securities to
the entity IO disclose the relationship and file a statement wilh the Texas Ethics Commission and the City Council; (3) require the
registered principal of fums seeking to sell secwities to the City to: (a} receive and review the City's inveslrnent policy, (b}
acknowledge that reasonable controls and procedures have been implemented lo preclude imprudent investment aaivities, and (c)
deliver a written statement attesting to these requiiements; ( 4) perform an annual audit of the management conlrols on investments and
adherence to lhe City's investment policy; (5) provide specific investment training for the Treas=, Chief Financial Officer and
investment officers; (6) n:strict revme repurchase agreements to not more lban 90 days and restrict the investment of reverse
repurcltase agreement funds to no greater than the term of the reverse repmchase agreement; (7) restrict its investment in mutual
funds in the aggregate to no more than 15 percent of its monthly average fund balance, excluding bond prooeeds and reserves
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and other funds held for debt service, and to invest no portion of bond proceeds, reserves and fuods held for debt service, in
mutual funds; and (8) requiie local government investment pools to conform to the new disclosure, rating, net asset value, yield
calculation. and advisocy board requirements.
TABLE 15-CURR£NTINVESTMENTS
Afl ofFebnwy 28, 2006, the City's inveslable funds were invested in lhe following categories:
Estimated Fair
Book Value Market Value(ll Weighted
% ofToial %ofTotal Average
T~ Par Value Value Book YalllC Value Mari:et Value Maturi!2'. (Da~s)
United States Agency Obligalions S 50,500,000 49,838,470 24.22 $ 49,606,005 24.13 50 days
Money Marte.et Mutual Fullds(ll 63,948,615 63,948,61S 31.08 63,948,615 31.11 1 day
Local government iovesanelll pool:f'> 91,987,482 91,987,482 44.70 91,987,482 44.75 t day
206,436,097 205,774,567 100.00 205,542.102 100.00 51 days
(I) Market prices are obtained from Advent's interface witli FT Interactive Data. No funds are invested in mortgage back
securities. The City holds all investments to maturity which minimizes the risk of market price volatility.
(2) Money Market Funds are held at Wells Fargo Bank, Texas N.A.
(3) Local government investment pools consist of entities whose investment objectives are preservation and safety of principal,
liqu.idity and yield. The pools seek to maintain a $1.00 value per share as required by the Texas Public Funds Investment Act.
The investment pools used by the City include TexPool and Te,c:STAR. TexSTAR is a local government invesbnent pool for
whom First Southwest Asset Management, Inc., an affiliate of First Southwest Company, provides customer service and
marketing for the pool. TexSTAR currently maintains an "AAA" rating from Standard & Poor's and has an investment objective
of achieving and maintaining a stable net asset value of $1.00 per share. Daily investments or redemptions of funds are allowed
by the participants. First Southwest Company is a Financial Advisor for the City in connection with the issuance of City debt
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TAXMATfERS
TAX EXEMPTION
In the opinion of Vinson & Elkins LLP., Bond Counsel, (i) interest on the Bonds is excludable from gross income for federal
income tax pU1pOses under e,dsting law and (ii) interest oo the Bonds is not subject to the alternative minimwn tax on individuals
and corporations, except as described below in the discussion regarding the adjusted current earnings adjustment for
corporations.
The Internal Revenue Code of 1986, as amended (the "Code"), imposes a number of requirements that must be satisfied for
interest on state or local obligations, such as the Bonds. to be e,c:cludabte from gross income for federal income tax purposes.
These requirements include limitations on the use of bond proceeds and the source of repayment of bonds, limitations on the
invesbnent of bond proceeds prior to expenditure, a requirement that excess aroitrage earned on the investment of bond proceeds
be paid periodically to the United States and a requirement that the issuer file an infonnation report with the Internal Reven\lC
Service. The Issuer has covenanted in the Ordinance that ii 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 that 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 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 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 Issuer should fail to comply with the covenants in the
Ordinance or if the foregoing representations or report should be determined to be inaccurate or incomplete, interest on the
Bonds could become taxable from lhe date of delivery of the Bonds, regardless of the date on which the event causing such
taxability occur...
The Code also imposes a 20% alternative minimum tax on the "alternative minimum taxable incomen 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 coq,oration (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 e,c:empt obligations, such as the Bonds, is included in a corporation's "adjusted current
earnings," ownmhip of the Bonds could subject a corporation to alternative minimum tax consequences.
Except as stated above, Bond Counsel will 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.
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 thereof. Bond Counsel assumes oo 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 detennine 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 and the Owners may not have a right to participate in such audit 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 ultimate outcome of the audit.
ADDmONAL FEDERAL INCOME TAX CONSIDERATIONS
· COLLATERAL TAX CONSEQUENCES ••• Prospective purchasers of the Bonds should be aware that the ownerahip 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 COipOrations 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 coq,orations doing business in the United States
may be subject to the "branch profits taxn on their effectively connected earnings and profits, including tax ex.empt 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. Prospective purchasm of the Bonds should also be aware that, under the Code, taxpayers are required to
report on their returns the amount ofta,c:-exernpt interest, such as interest on the Bonds, received or accrued during the year.
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T .0:: ACCOUNTING TREAnu:NT OF ORIGINAL lssUE PREMIUM ... The issue price or all or a portion of the Bonds may exceed
the stated redemption price payable at maturity of such Bonds. Such Bonds (the "Premium Bonds") are considered for federal
income tax purposes to have "bond premium" equal to the amount of such excess. The basis of a Premium Bond in the hands of
an initial owner is reduced by the amount of such excess that is amortized during the period such initial owner bolds such
Premium Bond in determining gain or toss for federal income tax purposes. This reduction in basis will increase the amount or
any gain or decrease the amount of any loss recognized for federal income tax purposes on the sale or other taxable disposition
of a Premium Bond by the initial owner. No corresponding deduction is allowed for federal income tax purposes for the
reduction in basis resulting from amortizable bond premium. The amollllt of bond premium on a Premium Bond that is
amortizable each year (or shorter period in the event of a sale or disposition of a Premium Bond) is determined using the yield to
maturity on the Premium Bond based on the initial offering price of such Bond.
The federal income tax consequences of the purchase, ownership and redemption, sale or other disposition of Premium Bonds
that are not pun;:based in the initial offering at the initial offering price may be detennined according to roles that differ from
those described above. All owners of Premium Bonds should consult their own tax advisors with respect to the detennination for
federal, state, and local income tax purposes of amortized bond premium upon the redemption, sale or other disposition of a
Premium Bond and with respect to the federal, state, local, and foreign tax consequences of the pun:base, ownership, and sale,
redemption or other disposition of such Premiwn Bonds.
TAX ACCOtJNTJNG TREATMENT OF ORJGCNAL ISSUE DISCOUNT BoNDS ... The issue price of all or a portion of the Bonds may
be less than the stated redemption price payable at maturity of such Bonds (the "Original lssue Discount Bonds"). In such case,
the difference between (i) the amount payable at the maturity of each Original Issue Discount Bond, and (ii) the initial offering
price to the pubJic of such Original Issue Discount Bond constitutes original issue discount with respect to such Original Issue
Discount Bond in the hands of any owner who has pllfCbased s11Ch Original Issue Discount Bond in the initial public offering of
the Bonds. Generally, 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. Because original
issue discount is treated as interest for federal income tax purposes, the discussion regarding interest on the Bonds under the
captions "Tax Exemption" and "Coll~ Tax Consequences" generally applies, and should be considered in connection with
the discussion in this portion of the Official Statement.
In the event of the redemption, sale or othet taxable disposition of such Original Issue Discount Bond prior to stated maturity,
however, the amount reali7.ed by such owner in excess of the basis of such Original [ssue 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 iD gross income.
The foregoing discussion assumes that (a) the Underwriter bas purchased the Bonds for contemp0raneous 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 stated on the cover page of this Official Statemenl Neither the Issuer nor Bond Counsel
has made any investigation or offers any comfort that the Original Issue Discount Bonds will be offered and sold in accordance
with such asswnptions.
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 semiannual
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 detennining 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 (detennined 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 inten:st during such accrual period on such Bond.
1be federal income tax consequences of the pun:hase, 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. Alt 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 or 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 pun:hase, ownership, redemption, sale or other disposition of such Original Issue Discount Bonds.
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OTHER INFORMATION
RATINGS
The presently outstanding tax supported debl of the City is rated "Al" by Moody's. "AA·" by S&P and "AA-" by Filch. The
City also has issues outstanding which are rated "Aaa" by Moody's, "AAA" by S&P and "AAA" by Fitch through insurance by
various commercial insurance companies. Applications for contract ratings on the Bonds have been made to Moody's. S&P and
Fitch. An explanation of the significance of such ratings may be obtained from the company furnishing the raling. The ratings
reflect only the respective views of such organizations and the City makes no representation as to the appropriat.eness 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 ming companies, if in the judgment of either or both companies,
circumstances so warrant Any such downward revision or withdrawal of such ratings may have an adverse effect on the market
price of the Bonds.
LmGATION
The City is involved in various legal proceedings related to alleged personal and property damages, breach of contract and civil
rights cases, some of which involve claims against the City that exceed $500,000. State law limits mwticipal liability for
personal injury at $250,000/$500,000 and property damage at Sl00,000 per claim The following represents the significant
litigation against the City at this time. ·
The City is also involved in a lawsuit with the City's firefighters regarding pay issues. The firefighters obtained a $688,000
judgment against the City for damages that accrued through July 2002. Damages have continued to accrue since July 2002. The
City appealed this judgment, and the Court of Appeals overturned the judgmenL The plaintiffs have filed an appeal to the Texas
Supreme Court. The Supreme Coun has not made a decision on whether to hear the appeal. While any liability would not be
coverecj by an insurance policy, the City Attorney only assesses the potential that the firefighters will obtain relief from the
Texas Supreme Court as possible.
The City is also involved in a suit filed by the general contractor for a laxge drainage project in the City. In the suit, the
contractor asserted damages in excess of $2.6 million under a breach of contract claim. The City obtained a summary judgment
in this case against the contractor. The contractor appealed the decision to the Fifth Circuit Court of Appeals and oral argument
was heard on March 7, 2006. While this liability is not covered by any insurance policy, the City Attorney only assesses the
likelihood of recovery by the contractor as possible.
The City has also been sued by a another contractor who was not awarded the bid on a different portion of the stonnwater
drainage project. The contractor has alleged violations of the state bid statute and a violation of Section 1983. The plaintiffs
took a nonsuit in state court and re-filed the case in federal court. The federal court has dismissed the contractor's Section 1983
claims, and the contractor has filed a Notice of Appeal The City Attorney assesses the likelihood of liability as possible.
Potential damages are unknown. The City Attorney believes there is insurance coverage for lhe Section 1983 claim, although
there is a dispute with the carrier regarding coverage.
The City has been sued by sixty-two plaintiffs who allege that the City and/or Lubbock County failed to properly -=on!
information in its cemetery -=ords that would show where their relatives were buried. The Plaintiffs' attorney indicates that he
has about eighty other clients with similaf claims. The City will assert a defense under statutes of limitations, that the City was
not the owner of the property during portions of the time in question, and/or that the allegations fail to state a claim upon which
relief can be granted The City Attorney assesses the poteotial for liability as possible. There is no insurance coverage for these
claims.
The City intends to vigorously defend itself on all claims, although no assurance can be given that the City will prevail in all
cases. However, the City Attorney and City management is of the view that its available sources for payment of any such
claims, which include insurance policies and City reserves for self inslll'Cd claims, are adequate to pay any presently foreseeable
damages (see .. Financial Policies -Insurance and Risk Management'').
On the date of delivery of the Bonds to the Underwriter, the City will execute and deliver to the Underwriter a. certificate to the
effect that, except as disclosed herein, no litigation of any nature has been filed or is pending, as of that date, to reslrain or enjoin
the issuance or delivery of the Bonds or which would affect the provisions made for their payment or security or in any manner
question the validity of the Bonds.
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lb:GISrRA TION 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 J(a)(2); and the Bonds have not been qualified under the Securities Acl of Texas in
reliance upon various exemptions contained therein; nor have the Bonds been qualified Wider 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 INVESTMENTS AND ELIGIBILITY TO SIOCURE Ptl8LIC FUNDS IN T!EXAS
Section 1201.041 of the Public Security Procedures Act (Chapter 1201, Tex.as Government Code) provides that the Bonds are
negotiable inslruments governed by Chapter 8, Texas Business and Commerce Code, and are legal and authorized investments
for insurance companies, fiduciaries, and trustees, and for the sinking funds of municipalities or other political subdivisions or
public agencies of the State of Texas. With respect to investment in the Bonds by municipalities or other political subdivisions
or public agencies of the State of Texas, the Public Funds Investment Act, Chapter 2256, Tex.as 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 ff-Other
Information -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 detennine whether the Bonds are legal investments for various institutions in
those states.
LEGAL MATTERS
The delivery of the Bonds is subject to the approval of the Attorney Genera.I ofTexas to the effect that such Bonds are valid and
legally binding obligations of the City payable from sources and in the manner described herein and io the Bond Ordinance and
the approving legal opinion of Bond Counsel, to like effect and to the effect that the interest on the Bonds will be excludable
from gross income for federal income tax pwposes wider Section 103(a) of the Code, subject to the matters described under "Tax
Matters" herein, including the alternative minimum tax on corporations. The fonn of Bond Counsel's opinion is attached hereto
in Appendix C. The legal fee to be paid Bond Counsel for services rendered in connection with the issuance of the Bonds is
contingent upon the sale and delivery of the Bonds. The legal opinion of Bond Counsel will accompany the Bonds deposited
with DTC or will be printed on the definitive Bonds in the event of the discontinuance of the Book-Entry-Only System. Certain
legal matters will be passed upon for the Underwriter by McCall, Parkhurst & Horton LLP, Dallas, Texas, Counsel for the
Underwriter. The legal fee of such fum is contingent upon the sale and delivery or the Bonds.
Bond Counsel was engaged by, and only represents, the City. Except as noted below, Bond Counsel did not take pan in the
preparation of the Official Statement, and such fum has not asswned any responsibility with respect thereto or undertaken
independently to verify any of the information contained herein except that in its capacity as Bond Counsel, such fum has
reviewed the infonnation appearing in this Official Statement under the captions "The Bondsfl (exclusive of the infonnation
under the subcaptions "Book-Entry Only System," "Use of Bond Proceeds" and neondholders' Remedies") and "Tax Matters"
and under the subcaptions "Legal Opinions," "Legal Investments and Eligibility to Secure Public Funds in Texas" and
"Continuing Disclosure of Information" under the caption "Other Infonnation" and such firm is of the opinion that such
descriptions present a fair and accurate summary of the provisions of the laws and instruments therein described and, with
respect to the Bonds, such information coofonns to the Ordinance.
The legal 0pinions to be delivered concurrently with the delivery of the Bonds express the professional judgment of the attorneys
rendering the opinions as to the legal issues explicitly addressed therein. In rendering a legal opinion, the attorney does not
become an insurer or guarantor of that expression of professional judgment, of the transaction opined upon, or of the future
performance of the parties to the transaction, nor does the rendering of an opinion guarantee the outcome of any legal dispute
that may arise out of the transaction.
CoNTINUING 0ISCL05URE 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 ..emains 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 infonnation will be available to securities brokers and
others who subscribe to receive the information from the vendors.
ANN1JAL REl'oR.TS ... The City will provide certain updated financial information and operating data to certain infonnation
vendors annually. The information to be updated includes all quantitative financial information and operating data with respect
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to the City of the general type included in this Official Statement uoderTables numbered I through 6 and SA through 15 and in
Appendix B. The City will update and provide this information within six months after the end of each fiscal year ending in or
after 2006. The City will provide the updated information to ea.ch nationally recognized municipal securities information
repository ("NRMSIR") approved by the staff of the United States Securities and Exchange Commission ("SEC') and to any
state information depository ("SID") that is designated and approved by the State of Texas and by the SEC staff.
The City may provide updated infonnation in full text or may incorporate by reference certain other publicly available
docwnents, as permitted by SEC Rule l.5c2-l2. The updated information will include audited financial statements, if the City
commissions an audit and it is completed by the required time. If audited financial statements are not available by the required
time, the City will provide unaudited financial infonnation and operating data which is customarily prepared by the City by the
required time, and audited financial statements when and if such audited financial statements become available. Any such
financial statements will be prepared in acwrdance 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 cunent fiscal year end is September 30. Accordingly, it must provide updated information by March 31 in each year,
wiless 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 (the "MAC") has been designated by the State of Texas and approved by the SEC
staff as a qualified SID. The address of lhe MAC is 600 West 8th Street, P.O. Box 2177, Austin, Texas 78768-2177, and its
telephone number is 512/476-6947. The MAC has also received SEC approval to operate, and has begun to operate, a "central
post office" for information filings made by m"!llicipal issuers, such as the City. A municipal issuer may submit its infomiation
filings with the central post office, which then transmits such infomiation 10 the NR.MSIRs and the appropriate SID for filing.
This central post office can be accessed and utilized at www.DisclosureUSA.org ("DisclosureUSA"). The Cily may utilize
DisclosureUSA for the filing of information relating to the Bonds .
MATERIAL EVENT Nonct:S .•. The City will also provide timely notices of certain events lo 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: (I) 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 holdm of the Bonds; (8) early redemption of the
Bonds; (9) defeasances; (10) release, substitution, or sale of property securing repayment of the Bonds; and (11) rating changes.
(Neither the Bonds nor OnliDance make any provision for debt service reserves or liquidity enhancement.) In addition, the City
will provide timely notice of any failure by the City to provide infonnation, data, or financial statements in accordance with its
agreement described above under "Annual Reports. R 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").
Av All.ABILITY OF INFORMATION FROM NRMSIRS AND SID ... The City has agreed to provide the foregoing information only
to NRMSIRs, the MSRB and the SID, as described above. 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.
L~AnONs AND AMENDMENTS ... The City has agreed to update information and to provide notices of material events only as
described above. The City has not agreed to provide other infonnation 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 oo representation or wammty 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
agreemenl
The City may amend its continuing disclosure agreement from time to lime 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 pllfChase 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 amendmeot, as
well as such changed cin:umstances, 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 m;ognized bond counsel)
determines that the amendment will not materially impair ~ 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 l5c2-l 2 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 the Boods in the primary offering of such Bonds.
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If the City so amends the agreement, it has agreed lo include with the next financial infonnation and operating data provided in
accordance with its agreement described above under "Annual Reports" an explanation, in nattative fonn, or the reasons for the
amendment and of the impact of any change in the type of financial information and operating data so provided.
COMPLIANCE Wl'l'H PRIOR UNDERTAKINGS .•. The City became obligated to file annual reports and financial statements with
the state information depository ("SID") and each nationally recognized municipal securities information repository
("NRMSIR") in an offering that took place in 1997. All of the City's General Obligation debt reports and financial statements
were timely filed with both the SID and each NRMSIR; however, due to an administrative oversight, the City filed its fiscal year
end 1999, 2000, and 2001 Electric and Power Revenue debt reports late to the SID and each NRMSIR. The financial
infonnation has since been filed, as well as a notice of late filing. The City has implemented procedures to ensure timely filing
of all future financial infonnation. Under previous continuing disclosure agreements made in connection with LP&L revenue
bonds, the City committed to make prompt filings with the SID and either each NRMSIR or the MSRB upon the occurrence of
_any "non-payment related defaults." The City's FY 2003 audited financial statements were not available until mid-September
2004. Therefore, when the City made its annual disclosure filing with the SID and NRMSIRs in March 2004, it filed unaudited
financial statements in accordance with its undertaking. Several references in that filing, including in the unaudited MD&A, in
notes to those statements and in the statistical tables, reported that for FY 2003 LP&L had failed to meet its rate covenant (see
"Discussion of Recent Financial and Management Events -September 30, 2003 Financial Results -The Electric Fundft).
Because there was an uncertainty as to an amount by which the rate covenant would fail to be met, which was not finally
determined until the audited financials were released in September 2004 (although the City had a reasonable belief prior to that
time that the rate covenant had not been met), the City waited until September 2004 to make its event filing of non-compliance
with its LP&L rate covenant.
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, 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 sent~ce for inclusion in this Official Statement The Financial
Advisor has reviewed the infonnation in this Official Statement in accordance with, and as part of, its respoosibilities to the City
and, as applicable, to investors under the federal secnrities laws as applied to the facts and circumstances of this transaction, but
!he Financial Advisor does not guarantee the accuracy or completeness of such information.
VEIUFCCATION Of AIUTRMETICAL AND MATHEMATICAL COMPIITATIONS
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 Obligations 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 Compa11y 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 asmunprions and i.nfonnation on which the computations are based and, accordingly, has not expressed an opinion on the data
used, the reasoll8bleness or the assumptions, or the achievability of the forecasted outcome.
UNDERWRITING
The Underwriter has agreed, subject to certain conditions, to pw-chase the Bonds from the City, at an underwriting discount of
$. ____ ~• 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 Undetwriter and other dealers depositing Bonds into
invesbnent 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.
Foaw ARD-Lo<>KlNG ST A TEMENTS DISCLAIMER
The statements contained in this Official Statement, and in any other information provided by the City, that are nol pw-ely
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 lo the City on the date hereof, and the City assumes no
obligation to update any such forward-looking statements. The City's actual results could differ materially from those discussed
in such forward-looking statements.
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The foiward-loolcing statements included 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, lega~ and
regulatory circumstances and conditions and actions taken or omitted to be taken by third parties, including customers, suppliers,
business partners and competiton, 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 assµmplions could be inaccurate and, therefore, there can be no assurance that the
forward-looking statements included in this Official Statement will prove to be accurate.
MlscELLANEOUS
The financial data and other information contained herein have been obtained &om 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 swrunaries do not purport to be complete
statements of such provisions and reference is made to such docwnents for further information. Reference is made lo 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 authome its further use in the reoffering of the Bonds by the Underwriter.
ATIEST:
/s/ REBECCA GARZA
City Secretary
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Isl MARC McDOUGAL
Mayor
City of Lubbock, Texas
Schedule I
SCHEDULE OF REFUNDED OBLIGATIONS*
Tax and Municipal Drainage Utility System Surplus Revenue Certificates or Obligation, Series 2001
Original Interest
Orisjnal Dated Date Maturi!X Rates Amount
June I, 2001 02/15/23 5.20% $2,885,000
02/15/26 5.25% 4,940,000
02/15/31 5.30% I0,190,000
The term certificates maturing in the years 2023, 2026 and 2031 will be redeemed prior to original maturity on February 15, 2011 at
par.
• Preliminary, subject to change.
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APPENDlXA
GENERAL INFORMATION REGARDrNG THE CITY
..
THECrrY
LocATION
The City orLubbock, which is the County Seat of Lubbock County, Texas, is located on the South Plains or West Texas. Lubbock is
the economic, educational, cultural and medical services center of the~
POPULATION
Lubbock is the ninth largest City in Texas:
1910 Census
1920 Census
l930Census
1940 Census
1950 Census
1960 Census
1970 Census
1980 Census
1990 Census
2000 Census
2005 (Estimated) (I)
Cily or Lubbock
<Corporate Limits)
1,938
4,051
20,520
31,853
71,747
128,691
149,701
173,979
186,206
199,564
209,120
Metropoli1an Statistical Area l"MSA"} {Lubbock County}
1970 Census 179,295
1980 Census 21 1,65 I
1990 Census 222,636
2000 Census 242,628
(I) Soun:e: CiayorLubbock, Texas
AGRICULTURE; BUSINESS AND INDUSTRY
Lubbock is the center of a highly mechanized agricultural area with a majority of the crops irrigated with water &om underground
sources. Principal crops are cotton and grain sorgbwns with livestock a major additional sou.tee of agricultural income. The
Southern High Plains is one of the United State's most productive agricultural areas. Almost eighteen percent of the nation's
cotton crop and fifty-one percent of the state's cotton crop is planted by fanners in the Southern High Plains. In 2004,
approximately 3.59 million bales of cotton were produced in Lubbock and the I 0-counties surrounding Lubbock. This was more
than the 1.72 million bales produced in 2003. Projections for the 2005 cotton crop are 4.1 million bales. This will be two
consecutive years with record cotton crops for the area. Lubbock also has a large number of service and retail businesses that are
agriculturally related.
Over 200 manufacturing plants in Lubbock produce such products as semiconductoIS, vegetable oils, irrigation equipment and pipe,
plastics products, fann equipment, paperboard boxes, custom millwork/shuttets, foodstuffs. prerabricated homes, poultry and
Ii vestock feeds, boilers and pressure vessels, automatic sprinkler system heads, and structural. steel fabrication.
(I) Source: Texas Agricultural Statistics Services.
LUBBOCK MSA LABOR FORCE Est'lMATES (I)
Civilian Labor Force
Total Employment
Unemployment
Percent Unemployment
February
200#)
142,1%
136,511
5,635
4.00"/o
(I) Source: Texas World'orce Commission.
(2) Subject to revision.
2005
141,606
135,878
5,728
4.00%
Annual Averages
2004 2003
140,436 138,611
134,068 131,896
6,368 6,715
4.50% 4.80%
2002 2001
135,772 134,187
129,876 129,262
5,896 4,925
4.30% 3.70%
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Estimated non-agricultural wage and salaried jobs in various categories as ofDecember, 2005 were: (L)
Manufacturing
Construction
Trade, Transportation & Public Utilities
Financial Activities
Professional & Business Services
Education & Health Services
Information
Leisure &Hospitality & Other
Government
Total
5,400
5.300
24,900
6,800
10,400
18,500
6,200
19,900
28,800
126,000
(I) Source: Texas Workforce Commission.
MAJOR EMPLOYERS (300 EMPLOYEES OR MORE)
Texas Tech University
Covenant Health System
Lubbock Independent School District
University Medical Center
United Supennarkets
City of Lubbock
Texas Tech Health Sciences Center
Cingular
Convergys Corporation
Lubbock County
Lubbock State School
Texas Dept. of Criminal Justice Psychialric Hospital
Fienship ISD
Tyco Fire Protection
G Boren Services, Inc.
SBC/Southwestern Bell
Wahnart Supercenter
U.S. Postal Service
State National Bank of West Tex.as
Texas Department of Transportation
Gene Messer Ford Inc.
Lubbock-Cooper ISO
Lubbock Regional MHMR Center
Opet.1tor Service Company
Sonic Drive In
ChaseCom/Staffinark
Wells Fargo Phone Bank
Lubbock Christian University
Plains Capital Bank
NTS Communications, Inc.
American State Bank
Dillards Department Stores
Cox Cable of Lubbock, Inc.
Mclane High Plains
Sodexho School Services
ARAMARK
Lubbock Heart Hospital
Interim Healthcare of West Texas
(I) Source: Business Development.
(2) Full and part time.
Type of Business
Slate U ruversity
Hospital
Pub lie Schools
Hospital
Supermarkets
City Government
Medical and Allied Health School
Wireless Communications
Call Center
County Govemmenl
School for Mentally Retarded
Psychiatric Hospital
Public Schools
Manufacturing/Fire Sprinklers
Staffing/HR Consulting
Telephone Utility
DiS(:OIIDI Retailer
Post Office
Bank
State Highway and Street Maintenance
Automobile Dealership
Public Schools
Social Services
Customer Service
Restaurants
Call Center
Bank Phone Center
College/University/Professional School
Bank
Telephone Utility
Bank
Department Store
Cable Utility
Wholesale Food Distribution
Facilities Management
Managed Food Services
Heart Hospital
Home Health Care
Estimated
Employees
July, 2004(11
9,919 (ll
4,310
3,669
2,310
2,156
2,109
2,010
1,750
1,450
950-1200
850
155 (JI
639
540
516
500-999
500-999
500-999
500
474
449
444
427
427
425
400
392
384
371
367
355
341
339
330
316
316
308
300
(3) See Texas Department of Criminal Justice ("TDC.J'') Prison Psychiatric Hospital following for more detailed information.
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EDUCATION -TEXAS TECH UNIVERSITY
Established in Lubbock in 1923, Texas Tech University is the fifth largest State-owned University in Texas and bad a Fall, 2005,
enrollment of 28,001. Accredited by the Southern Association of Colleges and Schools, the University is a co-educational State-
supported institution offering a bachelor's degree in 158 major fields, the master's degree in 107 major fields, the doctorate degree in
64 major fields, and a professional degree in 2 major fields (law and medicine).
The University proper is situated on 451 acres of the 1,829 acre campllS, and bas over 160 permanent buildings with additional
construction in progress. According IO the July, 2004 major employer list the total employment was 9,919 full rime and part lime
employees.
The medical school had an enrollment of 2,391 for Fall, 2005, not including residents; there were 91 graduate students. The School
of Nursing had a Fall, 2005, enrollment or 632. The Allied Health School had a Fall, 2005, enrolhnent of 795.
Source: Texas Tech University.
OTHER EDUCATION INFORMATION
The Lubbock l'ndependent School District, with an area of 87 .5 square miles, includes over 90"/o of the City of Lubbock There are
approximately 3,669 total employees. The District operates four senior high schools, ten junior high schools, 34 elementary schools
and other educational programs.
Scholastic Membership History <1>
Average
School Daily
Year Attendance
2000-01 27,046
2001-02 27,019
2002-03 27,094
2003-04 26,800
2004-05 28,474 ro
(I) Source: Superinteodent's Office, Lubbock Independent School District.
(2) Estimated.
Lubbock Quistian University, a privately owned, co-educational senior college located in Lubbock, had an enrollment of2,079 for
the Fall Semester, 2005.
The State of Texas School for the Mentally Retarded, located on a 226-acre site in Lubbock, consists of 40 buildings with bed-
capacity for 436 students; 400 students were in residence. There are approximately 850 professiooal and other employees.
Wayland Baptist College, Plainview Texas, operates a Lubbock campus which had a Fall, 2005, enrollment of756 students.
South Plains Junior College. operates a Lubbock Campus which had a Fall, 2005, enrollment of approximately 4,200 students.
TRANSPORTATION
Scheduled airline transportation at Lubbock Preston Smith International Airport is furnished by Southwest Airlines, Continental
Airlines and American Eagle; non-stop service is provided to Dallas-Fort Worth International Airport,.. Dallas Love Field, Bush
Intercontinental Aiiport (Houston), Ho11Ston Hobby, El Paso, Las Vegas, Austin, and Albuquerque. Passenger boardings for
2001 536,670, for 2002 513,0%, for 2003 514,250, for 2004 541,549 and 553,688 for 2005. Ex.tensive private aviation services
are located at the airport.
Rail n-ansportation is furnished by the Burlington Northern Santa Fe Railroad with through service to Dallas, Houston, Kansas City,
Chicago, Los Angeles and San Francisco. Short-haul rail service is also furnished by lhe Seagraves, Whiteface and Lubbock
Railroad. Texas, New Mexico and Oklahoma Bus Lines, a subsidiary of Greyhound Corporation, provides bus service. Several
motor freight common carrien provide service.
Lubbock bas a well~veloped highway network including Interstate 27 (Lubbock-Amarillo), four U.S. Highways, one State
Highway, a controlled-access outer loop and a county-wide system of paved fann..to-marlcet roads.
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GOVERNMENT AND MILITARY (ll
The former air base, now known as Reese Technology Center (the "Center') is a 2500-acre campus with over 1 million square feet
of space. The Center is the 5th largest Research Parle in the United Stales and is considered by Department of Defense as "one or
the most rapid and successfully redeveloped closed militaty bases in the country." The Center is currently 80% occupied with 11
commercial lenaots employing over 670 people (created over the last three years). Anchor tenants include Texas Tech Research
and the 4,200-student campus of South Plains College, a two-year community college.
Reese Center is the home of the prized Institute of Environmental and Human Health (TIEHH). TIEHH is a joint venture between
Texas Tech University and Texas Tech University Health Sciences Center and researches the exposure and effects toxic chemicals
have on human health and the environment TIEHH has assisted in stimulating the Lubbock economy with over $50 million in
grants. TIEHH's location as the anchor tenant at the Reese Technology Center has assisted the facility in being transformed into a
research. industrial and commel'cial center.
Current areas of specialty at the Center include Biotechnology, Environmental Sciences, Food Technology and Work Force
Development. Reese Center recently received an EDA grant for $1.7 million dollars to install an OC-192 fiber optic network
and wireless system for the entire campus making it a leader in high tech communications. Other research facilities that have been
relocated to Reese Technology Center are the Texas Tech University Wind Engineering and Advanced Vehicle Engineering
Research Centers. Total economic impact of the Reese Technology Center has been $26.8 million dollars over the last three
years.
State of Texas ... More than 25 State of Texas boards, departments, agencies and commissions have offices in Lubbock; several of
these offices have multiple units or offices.
Federal Government ... Several Federal departments and various other administrations and agencies have offices in Lubbock; a
Federal District Court is located in the City.
(I) Source; City of Lubbock, Texas.
TEXAS DEPARTMENT OF CRIMINAL JUSTICE ("TOCJ") PRISON PSYCIUA TRIC HOSPITAL
TOCJ operates a 550-bed Prison Psychiatric Hospital and a 48-bed regional prison hospital on a 1,303 acte site in southeast Lubbock.
An adjacent 400-bed capacity "trusty" facility houses prison trusties some of whom work at the hospital Employment for all
facilities is approximately 870 with an annual estimated payroll of $17 million and an estimated remaining annual opc:ratiog budget
of$27 million.
HOSPITALS AND MEDICAL CARE
There are four hospitals in the City with over 1,800 beds. Covenant Medical Center is the largest and also operates an accredited
nursing school. Lubbock County Hospital District, with boundaries contiguous with Lubbock County, owns the University Medical
Center which it operates as a teaching hospital for the Texas Tech Health Sciences Center. There are approximately I 00 clinics and
over 800 practicing physicians, surgeons, and dentists. Lubbock's Health Care Sector employs over 18,000 people whose payroll
of almost $580 million and related contributions provide a substantial impact to the Lubbock area. Lubbock's Health Care
Sector draws patients from 77 counties in West Texas and Eastern New Mexico.
RECREATION AND ENTERTAINMENT
Lubbock's Mackenzie Regional Park and over 75 City parks and playgrounds provide recreation centm., pavilions, shelter buildings,
a garden and art center, swimming pools, a golf course, tennis and volley ball courts, baseball diamonds and picnic ~. including
the Jim Bertram Canyon Lakes system of six lakes and 7.50 acres of adjacent parkland extending &om northwest lo southeast
Lubbock along the YeUowhouse Canyon. There are several privately-owned public swimming pools, golf courses, ·and country
clubs.
The City of Lubbock has developed a 36 square block area of approximately I 00 acres adjacent to downtown Lubbock under the
Lubbock Memorial Civic Center program. Approximately 50 acres contain the 300,000 square foot Lubbock Memorial Civic
Center, the main City libI1lry building and State Department of Public Safety offices; a .SO-acre peripheral area has been redeveloped
privately with office buildings, hotels and motels, a hospital, and other facilities.
Available to residents are Texas Tech University programs and events., Texas Tech University Museum, Planetarium and Ranching
Heritage Center exlul>its and programs, United Spirit Arena and its events, Lubbock Memorial Civic Center and its events, Lubbock
Symphony Orchestra programs, Lubbock Theatre Center, Lubbock Civic Ballet, Municipal Auditorium and coliseum programs and
events, the library and its branches, the annual Panhandle-South Plains Fair, college and high school football, basketball and other
sporting events, as well as modem movie theaters.
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CHURCHES
Lubbock has approximately 300 churches representing more Imm 25 denominations.
UTil.ITY SERVICES
Water and Sewer -City of Lubbock
Gas -Atmos Energy Company.
Electric -City of Lubbock (Lubbock Power & Light) and Xcel Energy; and, in a small area, South Plains Electric CO-Operative.
ECONOMIC INDICES (I)
Utility Connections
Building Electric
Year Permits Water Gas (LP&L Only)Q.1
2001 $ 294,064,200 10,156 65,332 59,431
2002 314,077,929 72,615 67,308 62,713
2003 417,252,162 72,505 69,9S4 62.203
2004 408,726,402 74,026 70,1_96 63,076
2005 452,511,964
(I) Alt da.ta as of 12-31, except where noted; Source: City ofLubboclc.
(2) Electric connections are those of City of Lubbock owned Lubbock Power and Light (''LP&L") and do oot include those of Xcel
Energy or South Plains Electric Cooperative. LP&L provides service to approximately 70% of the electric customers in the City.
BUil.DING PERMITS BY CLASSIFICATION <1>
Residential Permits
Single Family Multi-Family Total Residential Commm:ial,
No. No. Public Total
Calendar No. Dwelling Dwelling and Other Building
Year Units Value Uoits tll Value Uoitsm Value Permits Permits
2000 819 $87 ,50 I ,009 281 $11,548,809 1,100 $ 99,049,818 $101,377,832 $200,427,650
2001 941 l08,589 ,812 853 37,242,260 l,794 145,936,072 148,128,128 294,064,200
2002 1,281 148,190,769 549 31,700,960 1,830 178,891,729 134,186,200 314,077,929
2003 1,288 172,679,238 1,595 101,540,351 2,883 274,219,589 [43,032,573 417,252,162
2004 1,204 169,075,633 2,382 114,339,697 3,586 283,415,330 125,311,072 408,726,402
2005 1,129 179,992,398 350 37,835,811 l,479 217,828,209 234,683,755 452,511,964
(I) Source: CityofLubboclc, Texas.
(2) Data shown wider "No. Dwelling Units" is for each individual dwelling unit, and is not for separate buildings; includes duplex,
lriplex, quadruplex and apartment permits.
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APPENDIXB
EXCERPTS FROM THE
CITY OF LUBBOCK, TEXAS
ANNUAL FINANCIAL REPORT
For the Year Ended September 30, 2005
The infurmation contained in this Appendix consists of excerpts from the City of Lubbock,
Texas Annual Financial Report for the Year Ended September 30, 2005, and is oot intended
to be a complete statement of the City's financial condition. Reference is made to the
complete Report for further information.
February 13, 2006
Honorable Mayor, City Council, and Citizens of the City of Lubbock, Texas:
We are pleased to submit the Comprehensive Annual Financial Report (CAFR) of the City of
Lubbock, Texas (City) for the fiscal year ended September 30, 2005. The pUipose of this report
is to provide the City Council, citizens, representatives of financial institutions, and others with
detailed information concerning the financial condition and performance of the City of Lubbock.
In addition, the report provides assurance that the City presented fairly, in all material respects,
its financial position as verified by independent auditors.
This report consists of management's representations concerning the finances of the City.
Consequently, management asswnes full responsibility for the completeness and reliability of all
of the information presented in this report. To provide a reasonable basis for making these
representations, management of the City has established a comprehensive internal control
framework that is designed both to protect the City's assets from loss, theft, or misuse and to
compile sufficient reliable information for the preparation of the City's financial statements in
confonnity with generally accepted accolDlting principles (GAAP). Because the cost of internal
controls should not outweigh their benefits., the City's comprehensive framework of internal
controls has been designed to provide reasonable. rather than absolute, assurance that the
financial statements will be free from material misstatement. As management, we assert that, to
the best of our knowledge and belief, this financial report is complete and reliable in all material
respects.
The City's financial statements have been audited by BKD, LLP, a firm of licensed certified
public accountants. Toe goal of the independent audit was to provide reasonable assurance that
the :financial statements of the City for the fiscal year ended September 30, 2005, are free of
material misstatement The independent audit involved examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements; assessing the accounting
principles used and significant estimates made by management; and evaluating the overall
financial statement presentation. The independent auditor concluded, based upon the audit, that
there was a reasonable basis for rendering an unqualified opinion that the City's financial
statements for the fiscal year ended September 30, 2005, are fairly presented in conformity with
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Honorable Mayor, City Counci~
And Citizens of the City of Lubbock, Texas
February 13, 2006
GAAP. The independent auditor's report is presented as the first component of the financial
section of this report.
The independent audit of the financial statements of the City was part of a broader, federally
mandated "Single Audit" designed to meet the special needs of federal grantor agencies. The
standards governing Single Audit engagements require the independent auditor to report not only
on the fair presentation of the financial statements, but also on the audited government's internal
controls and compliance with legal requirements, with special emphasis on internal controls and
legal requirements involving the administration of federal awards. These reports are available in
the City's separately issued Single Audit Report.
GAAP require that management provide a narrative introduction, overview, and analysis to
accompany the basic financial statements in the form of Management's Discussion and Analysis
(MD&A). This letter of transmittal is designed to complement MD&A and should be read in
conjunction with it. The City's MD&A can be found immediately following the report of the
independent auditors.
THE CITY AND ITS ORGANIZATION
Population and Location
The City is located in the northwestern part of the state commonly known as the South Plains of
Texas. The City currently occupies a land area of 119.I SJluare miles and serves a population of
211,187 (2006 estimated population). Lubbock is the 11 largest city in the State of Texas and
the 13th largest Metropolitan Statistical Area (MSA). The Lubbock ·MSA includes Lubbock and
Crosby Counties.
Form of Government and City Services
The City was incorporated in 1909. The City is empowered to levy a property tax on both real
and personal properties located within its boundaries. It is also empowered by state statute to
extend its corporate limits by annexation, which occurs periodically when deemed appropriate by
the City Council.
The City has operated under the council-manager form of government since 1917. Policy-
making and legislative authority are vested in a city council consisting of the mayor and six other
members. The City Council is responsible, among other things, for passing ordinances., adopting
the budget. appointing committees, and hiring the City Manager, City Attorney, and City
Secretary. The City Manager is responsible for canying out the policies and ordinances of the
City Council, for overseeing the day-to-day operations of the City, and for appointing the heads
of the various departments. The City Council is elected on a non-partisan basis. Council
members serve four-year staggered terms, with three council members elected every two years.
The mayor is elected to serve a two-year term. Six of the council members are elected by
district. The mayor is elected at large .
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Honorable Mayor, City Council,
And Citiuns of the City of Lubbock, Texas
February 13, 2006
The City provides a full range of services that include public safety, the construction and
maintenance of highways, streets, and other infrastructure, solid waste services, and recreational
activities and cultural events. The City also provides utilities for electricity, water, wastewater,
and storm water as well as a public transportation system.
Public safety includes police protection and fire protection. Police protection is provided
through the Police Departme~ which includes 359 sworn police officers. The City's Fire
Department operates 15 fire stations and has 319 total personnel including administration, fire
prevention, maintenance, training, and communications.
Electric service in the City is provided by Lubboclc Power and Light (LP&L), Xcel Energy and
South Plains Electric Cooperative. LP&L, the municipal electric company, has 66,172 meters in
the City with an average daily consumption of 3,956,904 kwh. LP&L has 14 substations, 1005
mil~ of distribution lines, and 85 miles of transmission lines. Natural gas service is provided
by Atmos Energy.
Currently, the City obtains 75% to 85% of its drinking water supply from the Canadian River
Municipal Water Authority (CRMWA). The CRMWA combines surface water from Lake
Meredith and ground water from Roberts County to meet the water demands of Lubbock and the
other 10 member cities of CRMW A. Lubbock secures the remaining 15% to 25% of its water
from its groundwater rights in Bailey and Lamb Counties. The City provides water service to
75,700 meters as well as the City of Shallowater, City of Ransom Canyon, Buffalo Springs Lake,
and Lubbock Reese Redevelopment Authority. The capacity of the City water transmission
system is 81 million gallons per day with an average utilization of 39 million gallons per day.
The City has 1,341 miles of distribution lines and 146 active water wells with 83,265 acres of
water rights. The CRMW A allocates more than 11 billion gallons of water to the City annually.
Lake Alan Henry, built by the City in 1993, is considered a third water supply for future use. In
order for the City to utilize water from Lake Alan Henry, future construction is required for
pump stations, a pipeline to carry the water to Lubbock, and a new treatment plant
For the past several years, the City has been planning for future water needs. In March 2003,
the City contracted with WaterTexas, Inc. to evaluate and make recommendations on how the
City could optimize 'existing and potential water supplies on a short-~ mid-, and long-term basis.
In a report titled City of Lubbock Strategic Water Pl~ WaterTexas reported that the City has
adequate water supply and will continue to do so provided that it takes steps to address its
maximum day capacity limitations; addresses its ability to respond readily to drought conditions
at Lake Meredith; and strategically develops additional supplies giving due consideration to
demand, co~ opportunity, and competing budgetary needs. To strategically develop additional
water supplies, the City Council established the Lubbock Wat.er Advisory Commission in July
2003. The primary objective of this Commission is to assist in the development of a l 00-year
water supply plan.
The CRMWA has secured an additional 180,000 acres of groundwater rights in the Northern
Panhandle. The total of groundwater rights now st.ands at over 220,000 acres with an estimated
15 million acre feet of water within those rights. Conservative projections using current secured
water rights indicate the CRMW A member city water demands can be fully met through 2097.
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Honorable Mayor. City Council,
And Citizens of the City of Lubbock, Texas
February 13, 2006
Wastewater collection and treatment is provided within the city limits to residential, commercial,
and industrial customers. The collection system consists of 940 miles of sanitary sewer as of
January I. 2005. The wastewater treatment plant has a capacity of 31.5 million gallons per day
(permitted capacity) and an average utiliz.ation of approximately 23 million gallons per day.
The peak utili7.ation of the wastewater treatment plant is 27 million gallons per day.
The City of Lubbock's drainage is primarily conveyed through the Citys street system that
discharges into more than 115 playa lakes. The subsurface drainage, via storm sewer pipes with
curb inlets, conveys water to two small intermittent streams (Blackwater Draw and Yellowhouse
Draw) which both converge at the upper reaches of the North Fork of the Double Mountain Fork
of the Brazos River. The City's municipal separate stonn sewer system (MS4) is made up of
1,076 linear miles of paved and unpaved streets, 530 linear miles of paved and unpaved alleys,
1,188 miles of storm sewer inlets, 70 miles of subsurface storm sewer pipe, three detention
basins, 115 playa lakes, and one pump station. · Maintenance of all of the stonn sewers and street
cleaning was funded from the Storm Water Fund during FY 2005.
During FY 2005 the primary focus of the storm water fund was the construction of the South
Lubbock Drainage Project-Phase I Main Trunk Line and the completion of the one mile portion
of storm sewer between University Avenue and Indiana Avenue as part of the street widening
project The design of the drainage channel north of Andrews Park Lake was also completed this
fiscal year. Work was completed on the Maxey Park Feasibility Study and work began on a
Federal Emergency Management Agency (FEMA) Restudy of two of the playa lake systems.
The other focus was on the sulnniwo_n of the Citys application for the Texas Pollution
Discharge Elimination System (TPDES) MS4 permit for the City's storm water quality activities.
Until the new permit is issued, the City will continue to comply with the existing MS4 permit
from the Environmental Protection Agency. The eleven different programs that are part of the
existing pemrit were continued during FY 2005.
The City also provides garbage collection and disposal services. The City provides services to
63,103 residential customers and 2,930 commercial customers. The City has two landfill sites.
One site is designated as Lubbock Landfill and is a transfer station only. The second site is
Lubbock's premier landfill, the West Texas Regional Disposal Facility. The West Texas
Regional Disposal Facility opened in 1999 and is currently the largest landfill in the State of
Texas. With 1,260 acres it is expected to serve the region for the next 100 years.
Citibus is the public transportation provider for the City. Citibus provides three primary types of
services. They include a Fixed Route Service, CitiAccess (paratransit system), and Special
Services. Citibus has also expanded service later into the evenings. The Citibus Evening
Service is designed to meet the needs of both CitiA.ccess and fixed route passengers who are
transit dependent and who would have no other means of transportation in the evenings if the
Evening Service were not provided. A majority of Evening Service passengers work at night and
use the service for transportation to and from job sites. Citibus is professionally managed by
McDonald Transit Associates. Inc.
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Honorable Mayor, City Counci~
And Citizens oftbe City of Lubbock, Texas
February 13, 2006
The City has an aggressive housing and community development program implemented and
administered through funding from the Federal Community Development Block Grant program,
HOME Investment Partnership Program, and Emergency Shelter Grant program. This year the
City completed work on over 823 houses, assisted over 25,888 individuals, and created 6 jobs
through an economic development loan program.
Community enrichment and cultural services are also major programs of the City. The City
owns and operates four libraries with over 388,220 volwnes. The City also ovvns and maintains
76 parks and 55 playgrounds. Extensive recreational facilities include 4 swimming pools, 60
tennis comts, 31 baseball and softball fields, 5 recreation centers and 5 senior centers. To further
enhance quality of life and to provide support to the tourism industry, the City also operates the
Civic Center ( convention center), a coliseum, an auditorium for performing arts, the Buddy
Holly Center. and the Silent Wings Musewn.
The City is responsible for the construction and maintenance of highways and streets. Currently
the City has 1003.8 miles of paved streets. A new fund was established after the City Council
passed a resolution in 2004 stating that 40% of the franchise fee revenue and telecom line
charges would be devoted to funding street projects. This fund is called the Gateway Street
Fund. The funding wilt be used to fund the debt service on street projects as determined by the
City Council. The FY 2005-06 bl!(iget for the Gateway Street Fund includes the widening of
Milwaukee Avenue from 341h to 9glh Street, construction of a T~2 thoroughfare street on Erskine
from Frankford to Salem, construction of a T-2 thoroughfare street on Slide Road from Loop 289
to Erskine, and widening Loop 289 just north of 41b Street to just south of Erskine and rebuilding
the interchange. These projects support substantial commercial and residential development on
the west side of the City.
Other major road construction in the City includes construction on 98th Street from Slide Road to
Frankford Avenue and construction of the Marsha Sharp Freeway by the Texas Department of
Transportation (TXDOT). This freeway will run from West Loop 289 east to link up with
Interstate 27. The first phase of the project is completed and included widening Loop 289 from
folll' to six lanes from 34th street to Slide Road and rebuilding the frontage road system under the
main lanes -three lanes on each side. It also included building the 50th Street overpass and
extending 50"' Street to Frankford Avenue. TXDOT awarded the bid for the second phase of
the Marsha Sharp Freeway that began construction in May 2005. The Marsha Sharp Freeway
will benefit the City by providing a western connection to West Loop 289 enswing a more
efficien1 flow of traffic throughout the City. It will also reduce the congestion on north/south
and east/west major arterials and give faster access to all points in Lubbock, specifically Texas
Tech University, the central business district, education centers, and medical facilities. The
entire project is expected to cost $256 million and be completed sometime after 2010.
One of the key components of the City's transportation system is the Lubbock Preston Smith
International Airport, located 7 miles north of the City's central business district on 3,000 acres
of land adjacent to Interstate 27. It is operated as a department of the City. The airport operates
a 220~000 square foot passenger terminal and has three runways; 11,500' x 150'; 8,000' x 150\
2869' x 75'. Air traffic control services include a 24-hour Federal Aviation Administration
control tower and a full range of instrument approaches. The airport is currently served by three
major passenger airlines and two major cargo airlines having over 80 commercial flights per day.
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Honorable Mayor, City Council,
And Citizens of the City of Lubbock, Texas
February 13, 2006
The City is :financially accountable for a legally separate civic services corporation and an
economic development corporation, both of which are reported separately within the City's
.financial statements as discretely presented component units. Additional information on these
legally separate entities can be found in the notes to the financial statements.
Annual Budget Process
The annual budget serves as the foundation for the City's financial planning and control. All
departments of the City are required to submit requests for appropriation to the City Manager in
June of each year. The City Manager uses these requests as the starting point for developing a
proposed budget The City Manager then presents this proposed budget to the City Council for
review prior to August 31. The City Council is required to hold public h~ on the proposed
budget and to adopt a final budget by no later than September 30. the close of the City's fiscal
year. The appropriated budget is prepared by fund and department. Department directors may
request transfers of appropriations within a department. Transfers of appropriations between
funds, however, require the approval of the City Council. Budget-to-actual comparisons are
provided in thls report for the General Fund, as part of the basic .financial statements.
ECONOMIC CONDITION AND OUTLOOK
The information presented in the financial statements is perhaps best understood when it is
considered within the context of the City's local economy. The following information is
provided to highlight a broad range of economic forces that support the City's operations.
Local Economy
The City has a stable economy that has historically shown slow, steady growth and it has
continued that growth through October 2005. The City's economy is agriculturally based but has
diversified over the past 20 years which minimizes the affects of business cycles experienced by
individual sectors.
The South Plains is one of the United States' most productive agricultural areas. Almost
eighteen percent of the nation's cotton crop and fifty-one percent of the state's cotton crop is
planted by farmers in the Sou.th Plains. Production on the Southern High Plains is estimated to
total 4.1 million bales for 2005, up fourteen percent from last year• s production.
The City has strong manufacturing, wholesale and retail trade, services, and government sectors.
The manufacturers are a diverse group of employers who support approximately 5,400 workers.
A central location and access to transportation have contributed to the City's development as a
regional warehousing and distribution center. The City also serves as the major retail trade
center and health-care provider for a region of more than a half a million people. A breakdown
of the percent of employment base by industry category has been provided below, which gives a.
'~snapshot" of the industry base of the City.
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Honorable Mayor, City Council,
And Citizens of the City of Lubbock., Texas
Februacy 13, 2006
!PERCENT EMPLOYMENT BASE BY INDUSTRY CATEGORYI
Tr;insp, Wan!housing &
Ulillie$
Manufacu,nng
4.3%
Natural Resoo:,;es,
Mining & Construction
4.S'!.
2.9%
Financial Activkies
5.6%
Professional & Business
Services
8.7%
Educaijonal & Heahh
Services
14.6%
Two major components of the local economy are education and health care services. Lubbock
is home to three universities and one community college; Texas Tech University, Lubbock
Christian University, Wayland Baptist University -Lubbock Center and South Plains College.
Enrollment increased steadily through. Fall 2003, but because of increased tuition costs decreased
slightly in Fall 2004 and 2005. The availability of the schools in Lubbock is an added advantage
for our industries as they provide a ready source of labor for their successful operation.
The healthcare and social services sector is also a vital component of the Lubbock economy.
This sector employs almost 18.000 people, whose payroll of ahnost $580 million and related
contributions provide a substantial impact to the Lubbock area.
(Source: 2003 County Business Patterns)
Other current and trend information has been provided below, which gives a picture of the
overall city economy.
Lubbock Economic Index.
Toe Lubbock Economic Index is designed to represent the general condition of the Lubbock
economy by tracking local economic growth rates. It is based at 100.0 in January 1996. The
economic index for October 2005 was 124.6, which is .4% improved over the index for October
2004. .
The Lubbock economy continues to be "high. but flat'', with most sectors posting solid numbers,
but with little growth sector by sector, or in the overall Lubbock economy.
(Source: Lubbock Economic Index October 2005)
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Honorable Mayor, City Counci~
And Citizens of the City of Lubbock, Texas
February 13, 2006
Lubbock Economic Index
January 1996 to October 2005
100 ..-==---....... --------r----.----.------.-----,-----.-----.--_J
Jan-96 Jan-97 Jan-98 Jan-99 Jan-00 Jan-01 Jan-02 Jan-03 JaA-04 Jan-05
Building Permit Valuations.
Construction continues to make a strong contribution to the Lubbock economy, with the value of
all building permits issued so far in 2005 up by 5.2% from last year's total through October.
The $388 million in building permits issued through the first ten months of 2005 continues the
upward trend that has set records for the City for the last several years.
(Source: Economic and Demographic OVefView: Building Valuations -10-Year Trend/ Original Source of Data:
Building lnspeclion Statistical Report)
Total Building Permit Valuations
$450.0 $417.3$408.7
$400.0 -l----------------J~!!!III~
$350.0 ~----------~-........ ~...,_ ___ _
$300.0 -t-------~-,,---=::-:-::~~------!!!9~---.. § $250.0 ~--------~!!!:..:---------
~ $200.0 f--:::--~~,c-___.::,--...r;a,i:::.._-----------
$150.0 ~~~C.--~~------------
$100.0 +---------------------
$50.0 -+--------------------
$0.0 +--....--..---.--.--..----.-----,-----.----,
1995 1996 1997 1996 1999 2000 2001 2002 2003 2004
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Honorable Mayor, City Council,
And Citizens of the City of Lubbock, Texas
February 13. 2006
Total new residential pennits decreased by 28.3% through October 2005 when compared to the
same period in 2004. The $184 million in residential building permits issued for the first 10
months of 2005 is slightly down from the record setting levels that have been seen in the City
over the last few years. Average home sale price year-to-date through October 2005 has
increased by .01 % from October 2004 to October 2005.
(Source: Economic and Demographic Overview: Building Valuations -10-Year Trend/ Original Source of Data: Building
Inspection Statistical Report and The Real Estate Center at Texas A & M University, Lubbock Residential Housing Activity
Report)
Sales Tax Collections
Sal.es tax collections for October 2005 were 10.86% improved over the October 2004 sales tax
collected. Year-to-date sales tax collections through October 2005 were 35.90/4 improved over
the same period in 2004. A portion of this increase is due to the increase in the sales tax rate
from 7.875 to 8.25% in October 2004. (Counted in the month the sales tax was collected. not
the month it was paid)
(Source: Economic and Demographic Overview; Monthly Sales Tax Collections -Calendar Year -City of Lubbock. / Original
Sowce of Data: State Comp!I'Oller of Public Accounts -Allocation Historical Summary)
TourismNisitor Related Indicators
Lodging tax receipts increased from $2.6 million in October 2004 to $2.8 million in October
2005. This is a year-to-date increase through October 2005 of 8.6%. Airline boardings at
Lubbock Preston Smith International Airport also increased in 2005 by 1.5% over the same
period last year.
(Soun;e; Lubbock Economic Index)
Employment
The total non-agricultural employment estimate for October 2005 was 126,100. This was .4%
improved over October of last year. There were 500 more people employed in October 2005
than in the same period of 2004. The unemployment rate for the Lubbock MSA in October 2005
was 3.6%, 3nl lowest in the State of Texas. Historically Lubbock has a low rate of
unemployment that is generally 1 % -2% below the national rate and about 1 % below the rate for
Texas.
(Source: Lubbock Economic and Demographic Overview aod 2004 Population and Economics Report I Original Source of cwa:
Texas Workforce Commission)
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Honorable Mayor, City Counci~
And Citizens oftbe City ofLubbock, Texas
Febrwuy 13, 2006
Unemployment Rates -Lubbeck MSA
5%
5%
4%
4•/0
3%
3%
2%
2%
1%
1%
0%
1995 1996 1997 1998 1999 2000 2001 2002 2003 2004
Note: The methodology for calculating the unemployment rate was changed in 2005 and the last five years
was recalculated based on the new method. The Lubbock MSA also changed in 2005 to include both
Lubbock and Crosby Counties.
Economic Development
Economic development is a priority for the City of Lubbock. In 1995, the City Council created
Market Lubbock, Inc .• a non-profit corporation, to oversee economic development for the City.
Market Lubbock, Inc. is funded with 3 cents of the property tax allocation. In October 2004 the
Lubbock Economic Development Alliance (LEDA). an economic development sales tax
corporation, assumed the responsibility for economic development in the City of Lubbock.
LEDA program strategies include business retention. business recruitment, workforce
development. foreign trade zone, and the bioscience initiative. LEDA is funded by a 1/8 cent
economic development sales tax. Total estimated revenues for LEDA for FY 2005-06 are
3,487,455. Over the last year, through their business retention, expansion, and attraction
programs, LEDA assisted eleven companies in the creation of 355 new jobs with an estimated
annual payroll of$12.4 million and capital investment of $52.5 million.
The City's Business Development Department works closely with LEDA to provide the support
needed to assist in their economic development projects. Business Development is responsible
for tracking and maintaining economic and demographic information for the City, assisting with
city-related business issues, the enterprise zone and tax abatement programs, the two Tax
Increment Financing Reinvestment Zones, and all Public Improvement Districts. Business
Development also works with retail and commercial projects that do not fit the criteria required
by the state for economic development sales tax corporations.
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Honorable Mayor, City Council,
And Citizens of the City of Lubbock, Texas
February 13, 2006
Development Initiatives
Overton Park.
Overton Park is a 300+-acre revitalization project that is underway in the heart of the City. It
has been called the largest privately funded revitalization project in the United States. Overton
Park is the complete revitalization of a blighted area in the City called North Overton.
Toe North Overton area was established in 1907 and over the next twenty years developed as a
middle class neighborhood, with home ownership predominating. Then, in 1925, Texas Tech
University (Texas Technological College) was established along 1he western boundary of the
neighborhood. Following World War II, the growth of Texas Tech University stimulated a need
for student housing. This need was provided by many non-ronforming aparbnents, converted
garages, and subdivided. houses, reducing home ownership in the area considerably. Continued
growth of Texas Tech encouraged development of apartment buildings, further destroying the
stability of the area. By the 1980s, the Lubbock City Council recognized that the passage of
time, market trends, and land use changes had created severe pressures on North Overton.
Through the 1990s, the situation in North Overton continued to stagnate. Population was
declining, vacancies were high, owner occupancy was only 7.3% of the properties compared to
51.5% in the City as a whole. Crime was high in the area and many properties in the area were
in poor condition, abandoned vehicles and weeds were prevalent, and there was little to attract
residents to this neighborhood other than extremely low values and rents.
A local developer approached the City to discuss plans to redevelop the North Overton area. The
developer planned to purchase and redevelop about 90% of the North Overton area. The
developer and other property owners submitted a petition to the City and asked that the City
establish a Tax Increment Financing Reinvestment Zone {fIRZ) to provide the public funds for
constmcting public improvements in the proposed district In response, the City created the
North Overton TIRZ with participation from the City, County, High Plains Underground Water
District and Lubbock County Hospital District. This public/private partnership provides for a
significantly enhanced redevelopment of the North Overton area by using public funds for
upgraded intersections, additional right-of-way landscaping. improved street lighting, park
improvements, and street and utilities replacement and reconstruction. These infrastructure
projects are designed to replace 70-year old utilities, provide new street lighting and
signali:zation, upgrade existing Pioneer Park; and provide for enhanced. right-of~way landscaping,
wider sidewalks, and street :furniture. The plans called for street closures to allow for larger
development projects, student housing, a variety of well-planned housing developments, retail to
support the neighborhood and the Tech student population, and for the entire development to be
pedestrian oriented. The City has approved site design guidelines for the development in
Overton Park in order to ensure the high quality of this development project.
It is anticipated that build-out of this public/private partnership will occur over a seven-year
period. It is expected that the North Overton TIRZ planned expenditure of approximately $72. 7
million for public infrastructure improvements will result in future development/redevelopment
in the North Overton TIRZ, which will increase the taxable value by approximately $445 million
over the zone's 30-year life.
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Honorable Mayor, City Council,
And Citizens of the City of Lubbock, Texas
February 13, 2006
At this time, three student-oriented apartment complexes have been completed. The Centre, a
$26 million, 618,000 square foot project that includes the construction of a multi-story apartment
complex built over an upscale retail shopping center and more than 226,000 square feet of
parking, is completed. City Bank has also completed their new 10,000 square foot bank facility.
The new Starbucks has also been completed. Walmart has broken ground on their new 200,000
square foot plus store that will be built near the southwest comer of 4lh Street and Avenue Q.
Also in 2005, construction began on the condominiums in Overton Park and it is expected that
ground will be broken on the first single-family houses in early 2006. The project, as a whole, is
running about three years ahead of schedule, with much of the construction now expected to be
completed by the end of 2007 .
Central Lubbock Stabilization and Revitalization Master Plan
The Central Lubbock Stabilization and Revitaliz.ation Master Plan is a comprehensive guide for
future growth and prosperity for the Central Lubbock Area The plan was develope.d with the
assistance of Gould Evans Affiliates through a public process bringing together local residents,
local employers, city smff: and major stakeholders. This plan is intended to provide a framework
for future development in Central Lubbock and to be a "living document'' evolving to address
any unforeseen future concerns or strategies. As a result of the plan, the 34th Street Business
Association, made up of business owners on 34th Street, was formed in 200S.
North & East Lubbock Community Development Corporation
During the last 50 years, while Lubbock grew, North and East Lubbock experienced an out-
migration of people. From 1960 to 2000, the area's population decreased by 47%. Concluding
that portions of northern and east.em Lubbock were in serious disrepair, the City and the North &
East Lubbock Development Advisory Committee decided to take action. A comprehensive
master plan for the area was completed in October 2004. The City created the North & East
Lubbock Community Development Corporation (CDC) to oversee and promote development in
the area and committed to providing funding to the CDC for four years. The North & East
Lubbock CDC is working on its first project, a new single-family housing project called Kings
Dominion. Construction of the first houses should begin in early 2006.
Central Business District Tax Increment Reinvestment Zone
The City of Lubbock Central Business District (CBD) has been typically developed over the
years with office, retail, and governmental agency uses. Like many cities in the last ten to
twenty years, retail has moved to shopping areas and other areas outside the CBD and office
development bas stagnated. In an effort to reverse that trend and to stimulate further
development downtown, the City established a new CBD Tax Increment Finance Reinvestment
Zone (TIRZ) on December 3, 2001. The Board of the CBD TIRZ created a project plan that
includes projects that will assist redevelopment in the CBD. It is expected that the CBD TIRZ
planned expenditure of almost $8.4 million for public infrastructure improvements will result in
future development and redevelopment in the CBD TIRZ which will increase the taxable value
by approximately $106 million over the zone>s 20-year life.
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Honorable Mayor, City Cotmcil,
And Citizens of the City of Lubbock, Texas
February 13, 2006
Downtown Redevelopment Commission
The City Council created the Downtown Redevelopment Commission in May 2005 to develop
an action plan for the redevelopment of the downtown area The Commission is composed of
eleven members that are citizens of Lubbock and stakeholders in the downtown area. Since its
creation in May, the Commission members have been working on gathering information on what
is available and what is needed in the downtown area. Although there were no fiscal activities
during FY 2005, the Commission members have started their fimd raising efforts and have begun
the process of searching for a consultant to prepare a Downtown Master Plan.
FINANCIAL INFORMATION
Long-term financial planning.
The City uses 10-year rate models for long-range planning in the General Fund and all
enterprise fimds. These models are based on current projects and policies. The models are
driven by the idea that the rate should be annually adjusted to reflect the service needs of the
citizens. Because of this philosophy, the rates in the models are annually trimmed to leave as
little excess as possibl~ after allowing for financially sound working capital and rate
stabilization reserves. The models, in association with the City's "5-year Forecast", provide
anticipated trends given current policies. These forward looking models provide a basis for
budget discussion and policy decision-making.
During fiscal year 2003 the City formed the Citizens Advisory Committee to survey City-wide
infrastructure needs and priorities. The committee developed a six-year program for future
capital needs for which general obligation bonds have been or will be issued. The bond
issuance was approved by the citizens of Lubbock in a bond election held in May 2004.
Cash management policies and practices.
Cash temporarily idle during the year was invested in certificates of deposit, obligations of the
U.S. Treasmy, U.S. Agencies, money market qiutual funds, and state investment pools. The
matwities of the investments range from 1 day to 3-1/2 yea.rs, with an average maturity of
approximately 7~1/2 months. The average yield on investments was 2.68 percent for the City's
operating funds and 2. 71 percent for the City's bond fimds. In:vestment income is offset by
decreases in the fair value of investments. Decreases in fair value during the cunent year,
however, do not necessarily represent trends that will continue; nor is it always possible to
realiz.e such amounts, especially in the case of temporary changes in the fair value of investments
that the City intends to hold to maturity.
Risk management
During 2005, the City continued its use of third party workers1 compensation coverage. The
current coverage provides for coverage to begin with the initial dollar of claims. The City is
primarily self-insured for medical and dental coverage. Stop loss coverage of $150,000, per
insured per year, is currently maintained with a third party insurer to mitigate risk associated
with medical coverage. Additional information on the City's risk management activities can be
found in the notes to the financial statements.
Pension benefits.
The City sponsors a multiple-employer hybrid defined benefit pension plan for its employees
other than firefighters. Each year, an independent actuary engaged by the plan calculates the
amount of the annual contribution that the City must make to the plan to ensure that the plan will
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Honorable Mayor, City Council,
And Citizens of the City of Lubbock, Texas
February 13, 2006
be able to fully meet its obligations to retired employees on a timely basis. As a matter of policy,
the City fully funds each year's annual required contribution to the pension plan as determined by
the actuary. As a result of the City's conservative funding policy, the City has succeeded as of
December 31, 2004, in funding 75 percent of the present value of the projected benefits earned
by employees. The remaining unfunded amount is being systematically funded over 25 years as
part of the annual required contribution calculated by the actuary.
The City also provides benefits for its firefighters. These benefits are provided through a single-
employer defined benefit pension plan, the Lubbock Firemen's Relief and Retirement Fund
(LFRRF), which is administered by the Board of Trustees of the LFRRF. The City contributes
an amount that is determined by formula and is anticipated: to average 19.9 percent of
firefighter's pay annually.
The City does provide 25% -60% of post retirement health and dental care benefits for retirees
or their dependents.
Additional information on the City's pension arrangements and post employment benefits can be
found in the notes to the financial statements.
AWARDS AND ACKNOWLEDGEMENTS
The Government Finance Officers Association (GFOA) awarded a Certificate of Achievement
for Excellence in Financial Reporting to the City of Lubbock, Texas, for its comprehensive
annual financial report for the Fiscal Year Ended September 30, 2004. The City reapplied for
this prestigious award last year after a one-year lapse in applying for 1he award. In order to be
awarded a Certificate of Achievement, a governmental unit must publish an easily readable and
efficiently organized comprehensive annual financial report, whose contents conform to program
standards. Such reports must satisfy both generally accepted accounting principles and
applicable legal requirements.
A Certificate of Achievement is valid for a period of one-year only. We believe our current
report continues to conform to the Certificate of Achievement Program requirements and we are
submitting it to the GFOA to determine its eligibility for another certificate.
The preparation of this report would not have been possible without the efficient and dedicated
services of the entire staff of the Finance Division. Exceptional and tireless effort was invested
by the Accounting Department. We would particularly like to thank Jeffery Snyder, Pamela
Moon, the Senior Accountants, and Accountants for their countless hours of work on this
financial report. We would like to express our appreciation to all members of the departments
who assisted with and contributed to the preparation of this report. Credit is also given to City
Council and the Audit Committee for their interest and support in planning and conducting the
operations of the City of Lubbock in a responsible and progressive manner.
Respectfully submitted,
Lee Ann Dumbauld
City Manager
Jeff Yates
Chief Financial Officer
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r
Certificate of C
Achievement
for Excellence
in Financial
Reporting -Presented to ...
City of Lubbock,
Texas C
For its Comprehensive Annual
Financial Report
for the Fiscal Year Ended
September 30, 2004 C
A Certificue of Achievement fur E,roeIJcw:e iB Financial
hporting ispre.sented bytbe GovamnentFinance Officers
Association of the United S1ates and Canada to
go"Yemwe.uf: unit8 and public employee 1etiirmcnt
systems whose c:omprehensive a:mma:r financial C
reporlB (CAFRs) ~ the highest
s1andards iogovCIDIDeDt accounting
and fioancial reporting.
~~ r ...
President
~/.~ C
Executive Director
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FINANCIAL
SECTION
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Independent Accountants' Report on Financial Statements
and Supplementary Information
The Honorable Mayor and City Collllcil
City of Lubbock, Tex.as
We have audited the accompanying financial statements of the governmental activities, the business-type
activities, the aggregate discretely presented component units, each major fund, and the aggregate
remaining fund information of the City of Lubbock, Texas. as of and for the year ended September 30,
2005, which collectively comprise the City's basic financial statements as listed in the table of contents.
These financial statements are the responsibility of the City's management. Our responsibility is to
express opinions on these financial statements based on our audit. We did not audit the financial
statements of Civic Lubbock, Inc., Market Lubbock Economic Development Corporation d/b/a Market
Lubbock and Lubbock Economic Development Alliance, which comprise the aggregate discretely
presented component units. In addition, we did not audit the financial statements of the major fund West
Texas Municipal Power Agency, which statements reflect total assets and total revenues of $14,059,03 I
and $ I 58,128,217, respectively, and represent two percent and thirty-eight percent of the business-type
activities' total assets and operating revenues, respectively. The financial statements of these entities
were audited by other auditors whose reports thereon have been furnished to us, and our opinion, insofar
as it relates to the amounts included for such entities, is based solely on the reports of the other auditors.
We conducted our audit in accordance with auditing standards generally accepted in the United States of
America and the standards applicable to financial audits contained in Government Auditing Standards,
issued by the Comptroller General of the United States. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements are free of material
misstatement The financial statements of the component units Civic Lubbock, Inc.; Market Lubbock
Economic Development Corporation d/b/a Market Lubbock; Lubbock Economic Development Alliance
and the major fund West Texas Municipal Power Agency, were not audited in accordance with
Government Auditing Standards. 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 om audit and the reports of the other auditors provide a
reasonable basis for our opinions.
5000 Rogers A:v11nue, Suile 700
Rlrt Smilh, AA 72903-207S
479 452-1040 Fax 479 452-5542
-400 W. Capilol Avenue, Suite 2500
P.O. Bax 3667
Little Rock, AA 72203-3/J67
501 372·1040 Fax 501 372·1250
Bmad Your Namllers
200 E. 11th Avenue
P.O. Bax 8306
P"me l!lutf, AR 7161 Hl306
870 534-9172 Fax 870 534-..2146
... ..........,_.,l".?J ---'!!)/
The Honorable Mayor and City Council
Page2
In our opinion, based on our audit and the reports of the other auditors, the financial statements referred to
above present fairly, in all material respects, the respective financial position of the governmental
activities, the business-type activities, the aggregate discretely presented component units, each major
fund, and the aggregate remaining fund infonnation of the City of Lubbock, Texas, as of September 30,
2005, and the respective changes in financial position and cash flows, where applicable, thereof for the
year then ended in conformity with accounting principles generally accepted in the United States of
America.
In accordance with Government Auditing Standards, we have also issued our report dated January 6,
2006, on our consideration of the City's internal control over financial reporting and our tests of its
compliance with certain provisions oflaws, regulations, contracts and grant agreements and other matters.
The purpose of that report is to describe the scope of our testing of internal control over financial
reporting and compliance and the results of that testing, and not to provide an opinion on the internal
control over financial reporting or on compliance. That report is an integral part of an audit performed in
accordance with Government Auditing Standards and should be considered in assessing the results of our
audit.
The accompanying management's discussion and analysis as listed in the table of contents is not a
required part of the basic financial statements but is supplementary information required by the
Governmental Accounting Standards Board. We have applied certain limited procedures, which
consisted principally of inquiries of management regarding the methods of measurement and presentation
of the required supplementary information. However, we did not audit the information and express no
opinion on it.
/s/ BKD, LLP
January 6, 2006
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City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended September 30, 2005
As management of the City of Lubbock, Texas (City), we offer readers this narrative overview and
analysis of the financial activiti~ of the City for the fiscal year ended September 30, 2005.
We encourage readers of these financial statements to consider the information included in the
transmittal letter and in the other sections of the Comprehensive Annual Financial Report (CAFR)
e.g., combining statements and the statistical se.ction in conjunction with this discussion and analysis.
Financial Highlights
These financial highlights summarim the City's financial position and operations as presented in
more detail in the Basic Financial Statements (BFS), as listed in the accompanying Table of Contents.
• The assets of the City exceeded its liabilities at September 30, 2005 by $545.S million (net
assets). Of this amount, $64.9 million (unrestricted net assets) may be used to meet the City's
ongoing obligations to citizens and creditors.
• The City's total net assets decreased by nearly $1.3 million as a result of operations during the
fiscal year.
• The ending unreserved fund balance for the General Fund was $17.3 million or approximately
17.4% of total General Fund expendmu-es, or 19.7% of total General Fund revenues; an increase
of $52 million over the prior year amount.
• All of the City's governmental fw.ds reported combined ending fund balances of $85.2 million.
Of this total amount, $25.9 million is available for spending at the City's discretion.
• All of the City's business-type activities reported combined ending net assets of$429.7 million.
Of this total amount, $42.0 million is available for spending at the City's discretion.
• The City's proprietary funds net assets decreased by $2.4 million from $432.1 million to $429.7
million.
• During FY 2005, the City issued $75.3 million in debt for various capital projects and issued
$112.2 million in debt t.o refund $114.0 million in outstanding debt.
• In 2002, the City entered into an interest rate swap agreement t.o protect against the risk of rising
interest rates between March 28, 2002 and May 1, 2005. On August IS, 2005, the City of
Lubbock chose to terminate the swap and issue bonds in the amount of $43.1 million to retire
$43.8 million bonds. The combined refunding and swap tennination agreement resulted in an
economic bn:ak-even transaction with negligible present value savings; yet the swap termination
and related expenses resulted in an acco1D1ting loss of $6.6 million. This is recorded as a special
item in the Water Enterprise Fund financial statements.
Overview of the Financial Statements
Basic Financ:ial Statements. Management's Discussion and Analysis (MD&A) is intended to serve
as an introduction to the City's BFS. The BFS are comprised of three components: 1) Government-
Wide Financial Statements (GWFS), 2) Fund Financial Statements (FFS), and 3) Notes to Basic
Financial Statements (Notes). This CAFR also contains other supplementary information in addition
to theBFS.
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City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended September 30, 2005
Government-Wide Financial Statemenu. The GWFS, shown on pages 35.37 of this report,
contain the statement of net assets and the stalernent of activities. described below:
The staJement of net asseJs presents information on all of the City's assets and liabilities
(including capital assets and short-and long-term liabilities), with the difference between the
two reported as net assets using the accrual basis. Over time, increases or decreases in net
assets serve as a useful indicator of whether the financial position of the City is improving or
deteriorating.
The statemenJ of activities presents a comparison between direct expenses and program
revenues for each of the City's functions or programs (referred to as "activities''). Direct
expenses are those that are specifically associated with an activity and are therefore clearly
identifiable with that activity. Program revenues include charges paid by the recipfont of the
goods or services offered by the program. in addition to grants and contributions that are
restricted to meeting the operational or capital requirements of a particular activity.
Revenues that are not directly related to a specific activity are presented as general revenues.
The comparison of direct expenses with revenues from activities identifies the extent to
which each activity is self.financing, or alternatively, draws from any City generated general
revenues. The governmental activities (activities that are principally supported by taxes and
intergovernmental revenues) of the City include administration of community services,
electric (street lighting), financial services, fire, general government, human resources,
police, streets. and public works. The business-type activities (activities intended to recover
all of their costs through user fees and charges) of the City include Electric (LP&L), Water,
Sewer, Solid Waste, Stormwater, Transit, and Airport. All changes in net assets are reported
as soon as the underlying event giving rise to the change occurs (accrual basis), regardless of
the timing of related cash flows. Thus, revenues and expenses are reported in this statement
for some items that will only result in cash flows in future fiscal periods, such as uncollected
taxes and earned but unused vacation leave.
Component Units. The GWFS include not only the City itself (the "primary government'').
but also three legally separate entities (the "component units); Market Lubbock Economic
Development Corporation, dlb/a Market Lubbock, Inc., Lubbock Economic Development
Alliance, and Civic Lubbock, Inc., for which the City is financially accountable. These
entities provide economic development services and arts and cultural activities for the City.
Financial information for these component units is reported separately in the GWFS in order
to differentiate them from the City•s financial information. None of these component units
are oonsidered major component units.
Fund Financial Statements. A.fund is defined as a fiscal and accounting entity with a self-
balancing set of accounts recording cash and other financial resomces, together with all
related liabilities and residual equities or balances, and changes therein, which are segregated
for the purpose of carrying on specific activities or attaining certain objectives in accordance
with special regulations, restrictions, or limitations. The principal role of funds in the new
financial reporting model is to demonstrate fiscal accountability. The City, as with other st.ate
and local governments, uses fund accounting to ensure and demonstrate compliance with
finance-related legal requirements.
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City of Lubbock, Texas
Management's Discussion and Analysis
For-the Year Ended September 30, 2005
The focus of the FFS is on major funds. Major funds are those th.at meet minimum criteria (a
percentage of assets, liabilities, revenue, or expenditures/expenses of fund category and of the
governmental and ent.erprise funds combined), or those that the City chooses to report as
major funds given their qualitative significance. Nonmajor funds are aggregated and shown
in a single column in the appropriate financial statements. Combining schedules of nonmajor
funds are included in the CAFR following the BFS. All of the funds of the City can be
divided into three categories: governmental funds, proprietary fonds. and fiduciary fonds.
Governmental FFS. Governmental funds are used to account for essentially the same
functions reported as governmental activities in the GWFS. However, tmlike the GWFS,
governmental FFS focus on near-tenn inflows and outflows of spendable resources, as well
as on balances of spendable resources available at the end of the City's fiscal year. Such
information is useful in evaluating the City's near-term financing requirements.
Because the focus of governmental funds is narrower than that of the GWFS (modified
accrual versus accrual basis of accounting, and current financial resources versus economic
resources), it is useful to compare the infonnation presented for governmental funds with
similar information presented for governmental activities in the GWFS. By doing so, readers
may better understand the long-term impact of the near-term financing decisions.
Reconciliations are provided for both the governmental fund balance sheet and the
governmental fund statement of revenues, expenditures, and changes in fund balances to
facilitate the comparison between governmental funds and governmental activities.
The City maintains 29 individual governmental funds. Information is presented separately in
the governmental fund balance sheet and in the governmental fund statement of revenues,
expenditures, and changes in fund balances for the General Fund only. The General Fund is
considered to be a major fund. Data from the other governmental funds are combined into a
single aggregated presentation. The City adopts a budget annually for the General Fund and
al) other funds. A budgetary comparison statement has been provided for the General Fund to
demonstrate compliance with this budget It is presented in the FPS following the statement
of changes in revenues, expenditures, and changes in fund balances. The governmental FFS
can be found on pages 38-41 of this report
Proprietary FFS. The City maintains two different types of proprietary funds. Enterprise
funds are used to report the same functions presented as business-type activities in the GWFS.
Ent.erprise FPS provide the same type of information as the GWFS, only in more detail. The
City uses enterprise funds to account for its Electric (LP&L), Water, Sewer, West Texas
Municipal Power Agency (WfMPA), Stonnwater, Transit, Solid Waste, and Airport
activities, of which the first five activities are considered to be major funds by the City and
are presented separately. The latter three activities are considered nonmajor funds by the City
and are combined into a single aggregated presentation.
Internal service funds are an accounting device used to accumulate and allocat.e costs
internally among the City's various functions. The City uses internal service funds to account
for its fleet of vehicles, management information systems. risk management, print shop. and
central warehouse activities among others. The services provided by the internal service
funds benefit both governmental and business-type activities, and accordingly, they have
been included within governmental activities and business-type activities, as appropriate, in
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City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended September 30, 2005
the GWFS. All internal service funds are combined into a single aggregated presentation in
the proprietary FFS. Reconciliations are provided for both the proprietary fund statement of
net assets and the proprietary fund statement of revenues, expenses, and changes in fund net
assets to facilitate 1he comparison between enterprise funds and business-type activities. The
proprietary FFS can be found on pages 44.55 of this report.
Y-ulMciary FFS. Fiduciary funds are used to account for resources held for the benefit of
parties outside the government Fiduciary funds are not reflected in 1he GWFS because the
resources of those funds are not available to support the City's own programs. The City
presents an agency fund as its only fiduciary fund in the FFS. The fiduciary FFS can be
found on page 56 of this report.
Notes to Basic Financial Statements. The Notes provide additional information that is essential
to a full understanding of the data provided in the GWFS and FFS. The Notes can be found on
pages 57-93 of this report.
Required Supplementary Information Other Thau MD&A. The City bas presented required
supplementary infonnation relating to its progress in funding its ob1igation to provide pension
benefits to its employees in the Notes to the BFS.
Government-Wide Financial Analysis
As noted earlier, net assets serve as a useful indicator of the City's financial position. For the City,
assets exceeded liabilities by $545.S million (net assets) at the close of the fiscal yeax. This compared
to assets exceeding liabilities by $546.7 million (Mt assets) at the end of the prior fiscal year. As a
result of operations, total net ass«s decreased by $1.2 million during the period.
By far the largest portion of the City's net assets, 81. 7%, reflect its investment in capital assets, e.g.,
land, buildings, infrastructure, machinery, and equipment. less any related debt used to acquire those
assets that is still outstanding at the close of the fiscal year. The City uses these capita) assets to
provide services to citimns; consequently, these assets are not available for future spending.
Although the City's investment in capital assets is reported net of related debt, it should be noted that
the resources needed to repay this debt must be provided from other sources, since the capital assets
themselves cannot be used to liquidate these liabilities.
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City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended September 30, 2005
City of Lubbock Net Aaets
Sq,lmabe.-30
(inOOO's)
Gavemmadal Business-Type
Amrities Adivmes Tomi
1005 1.00C 2005 2004 2005 2004
Currad and other assets $ 116,021 $ 100.489 $ 170.945 $ 177,959 $ 286,966 $ 278.,448
Capilalimets 13!&614 129,014 6371444 611,703 776,058 740,717
Tolalassds 254,635 2291503 808,389 789,662 1,063,0'14 110191165
Oirrent l.iabilities 16,837 48,739 2S,50S 44,156 42,342 92,895
Noncum:nt liabilities 127,169 76,423 348,036 303,173 47S~ 379,596
Tolal liabilities 144,006 125,162 373,541 347~29 517,547 472,491
Net~
Invested in capital assets,
net of mated debt 82,330 74,433 363,227 355,816 445.551 430,249
Restricted 8.770 20,339 ~6 45,417 35,046 65,756
lktremickld 19,529 9,569 45,345 41,190 64,,874 501159
Totalnetime:ts $ 1l0,629 $ 104,.341 S 434,848 $ 442,42.3 $ 545,477 $ 5461764
An additional portion of the City's net assets, 10%, represents resources that are subject to external
restrictions on how they may be used. The remaining balance of unrestricted net assets of $64.9
million may be used to meet the City's ongoing obligations to citizens and creditors.
The City also reports positive balances in all three categories of net assets for the City as a whole, as
well as for its separate governmental activities, and business-type activities.
Toe City's governmental activities experienced an increase in net assets of $6.3 million, while net
assets increased by $2. 7 million during the prior fiscal year. This increase is primarily a result of
strong growth in new construction and better than anticipated sales tax revenues coupled with a
concentrated effort by City management to contain expenditures. This is the third year in a row that
the City Council bas been able to cut property tax rates while streamlining City operations.
The City's business-type activities experienced a decrease in net assets of $7 .6 million during the
current fiscal year as compared to a decrease of $5.3 million during the prior fiscal year. This
<birease in net assets resulted primarily from the $6.6 million accounting loss recorded in the Water
Fund for the bond refunding and associated swap termination fee. This transaction generated
negligible present value savings.
Changes in Net .As..ets. Details of the following summarimd information can be found on pages 36-
3 7 of this report
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City of Lubbock, Texas
Management's Discussion and Allalysis
For the Year Ended September 30, 2005
C
City of Lubbock Changes in Net Assets
For the Year Ended September JO
(in0OO's)
Business-
Govenuaeatal Type
Activities Actimies Totals C
Revenues: 2005 2004 2005 1004 2005 2004
Program Revenues:
Omges for servioes $ 10,583 $ 12,713 $ 2Tl,902 $ 181,411 $ 283.485 s 194,124
Operating grants and contnoutions 13,296 9,643 8,156 6,739 21,452 16.382
capital grants and contributioas S,206 9,269 S,206 9,269
General Revenues: C Property taxes 39,748 44,497 39,748 44,497
Sales taxes 41,&03 30,555 41,803 30,555
Other taxes 4,242 3,793 4,242 3,793
Franchise fees 11,154 9,654 11,154 9,654
Other S,742 4.274 51146 ~932 101888 7;1.06
Total revenues 126,568 115,129 2911410 2001351 417l!8 315,480
Expenses: C
Administrative/Comnumity Services 23,355 22,313 23,355 22,313
Stn:et Lighting 2,459 2,471 2,459 2,471
Financial Services 2,240 2,387 2,240 2,387
F'rre 23,667 21,998 23,667 21,998
GeneralGo'llll'DIJlel1 27,600 20,562 27,600 20,562
Hwnan Resources 776 m T16 m
Police 37,773 33,249 37,773 33,249 C
Planning and Trarl$portalion 11~5 10,789 11,985 10,789
Public Works 2,699 3,078 2,699 3,078
Intere.5t on long-term debt 3,195 4,593 3,195 4,.593
Electric 19'2,902 U0,591 19'2,902 110,591
Water 28,738 21,r/9 28,738 27,879
Se\m' 17,&04 17,020 17,804 17,020
Solid Waste 14,69S 17,662 14,695 17,662 C
Stormwater 5,586 5,351 S,586 S,357
Tramit 9,003 10,S6S 9,003 10,565
Airport !zlSl 6J53 81151 61853
TotalExpen.,es 135,749 122,217 276,ffl 1951927 41~628 3181144
01ange in net 8s.1CtS before
special items and transfm (9,181) (7,088) 14,531 4,424 5,350 (2,664) C Special items (6,637) (6,637)
Tnmsfers 15z469 91745 ,151469} (9z74~
Omnge in net assets 6,288 2,657 (7,575) (5,321) (1,287) (2,664)
Net assets -beginning of year 104~ 101:ffl 442,423 447,744 546,764 ;:428
Net assets -mi of year $ rm:-:s 104 :s ~4,1411 s :;m;.i~ !: 3'13,ffl s 764
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City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended September 30, 2005
Governmental activities. Governmental activities increased the City's net assets by nearly $6.3
million. Key elements of the increase follow:
• Transfers to/from business-type activities during the fiscal year increased governmental activities
net assets by $15.4 million.. Dming the prior fiscal year these transfers increased governmental
activities net assets by approximately $9.7 million. This is a net increase of $5.7 million in
resources to governmental activities, which is the primary factor for the increase in net assets.
Transfers from the business-type activities included payments in lieu of taxes, franchise fees, and
indirect costs of operations for centralized services such as payroll and purchasing.
• Total expenses increased by nearly $13.S million from the prior year due primanly to increased
spending in severaJ of the functional categories including gener.al government $7 million, police
$4.S million, and fire $1.7 million. The general government increase was due to the creation of
the voter approved Lubbock Economic Development Alliance (LEDA) and the corresponding
$35 million sales tax payment plus increased spending in the hotel motel fund to promote-
tourism and the start up operations for new special revenue funds: $.7 million for Municipal
Court Fund. Donations Fwd, North Overton Public hnprovement District. and Abandoned Motor
Vehicle Fund. The increase in public safety spending of $6.3 million is a result of the City
Council's continued commitment to increased public safety.
• Revenues increased by approximately $11.4 million. The key factors impacting this increase
include a voter approved increase in sales taxes of $11.2 million, which corresponds to the voter
approved decrease in property tax of $4. 7 million. Also contn'"buting is increases in franchise fees
of$ 1.5 nn1lion due to growth and implementation of the 5% franchise fee.
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City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended September 30, 2005
This graph depicts the expenses and program revenues generated through the City•s various
governmental activities.
$35,000
$30,000
$25,000
$20,000
$15,000
$10,000
$5,000
so
Expenses and Program Revenues -Governmental Activities
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City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended September 30, 2005
The following graph reflects the source of the revenue and the percentage each soun:e represents of the
total.
Revenues by Source -Governmental Activities
Charges for
Services
8.4%
Operating grants &
Contributions
10.5%
Fraacbise Fees
8.8%
Other Taxes
3.4%
Miscellaneous
4.5%
333/ ..
Property Taxes
31.4¾
Business-type activities. Business-type activities decreased the City's net assets by $7.6 million as a
result of operations. Key elements of this increase follow:
• Charges for services for business-type activities increased by $91.5 million. During the current
fiscal year the Lubbock Power and Light (LP&L) and West Texas Municipal Power Agency
(WTMPA) began selling natural gas (gas swap sal~) to a third party which brought in revenues
of $65.2 million. Revenues were also up slightly in all of the City's other enterprise funds.
Because of the inter-fund activity between LP&L and WTMPA, approximately one third of the
revenue was eliminated for the entity wide statements.
• Operating grants, capital grants, and contnbutions continue to be a significant revenue source for
LP&L. Airport, Water, and Sewer Ftmds during the current fiscal year, producing nearly $13.4
million in revenue. This is a slight decrease in prior fiscal year's support of $16.0 million. These
27
City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended September 30, 2005
contributions came primarily from federal grants and from water and sewer lines and taps that
were funded by property owners.
• Expenses increased in total by $81.0 million over the prior fiscal year. This increase is primarily
due to the cost of fuel for the new gas swap sales contract of $62. l million and the increased cost
of operations for electric operations. Increases in the nation •s fuel and energy costs have also
affected both LP&L 'sand WTMPA's cost of power.
The following graph reflects the revenue sources generated by the business-type activities. As noted
earlier, these activities include LP&L, Water, Sewer, Solid Waste, Transit, WTMPA, Airport, and
Stormwater Drainage.
Revenues by Source -Business-type Activities
Charges for
Services
93.7%
Financial Analysis of the Cit}''s Funds
Captial Grants &
Contributions
1.8%
Operating Grants
& Contributions
2.8%
Go11erlUIUltllllfands. The focus of the City's governmental funds is to provide infonnation on near-
term inflows, outflows, and balances of spendable resources. Such information is useful in assessing
the City's financing requirements. In particular, wu-eserved fund balance serves as a useful measure
of the City's resources available for spending at the end of the fiscal year.
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City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended September 30, 2005
At the end of the fiscal year. the City's governmental funds reported combined ending fund balances
of$85.2 million. This compared to $47.7 million at the end of the prior fiscal year. This increase is
primarily the result of debt issuance for capital projects including the Gateway Streets projects, parks
projects, tax increment financing projects, and street projects. This resulted in an increase of ftmd
balance of $37.9 million. Also affecting this increase was the result of operations of the Geneml
Fund where fimd balance increased by $4.7 million. Of the ending governmental fund balance, $25.9
million or 30.4%, constituted unreserved fund balance which is available for spending at the City's
discretion. This compared to $13.8 million or 28.9% at the end of the prior fiscal year. The
remainder of the fimd balance is reserved to indicate it has already been committed to, 1) pay debt
service, 2) use in construction of approved capital projects, or 3) is restricted for other purposes.
The General Fund is the chief operating fund of the City. At the end of the fiscal year, umeserved
fund balance in the General Fund was approximately $17.3 million compared to $12.1 million in the
previous fiscal year, representing an increase of approximately $5. l million. Total fund balance
(reserved and unreserved) approximated $17 .4 million at the end of the fiscal year compared to $12. 7
million at the end of the prior fiscal year. As a measure oftbe General Fund's liquidity, it is useful to
compare both unreserved fund balance and total :fund balance to total fund expenditures. Unreserved
fund balance represented 17.4% of total General Fund expenditures compared to 13.4% of total
General Fund expenditures in the prior year. Total fund balance represented 17.5% of total General
Fund expenditures compared to 14.1% in the prior year. The increase in fimd balance is primarily a
result of strong growth in new construction and better than anticipated sales tax revenues. coupled
with a concentrated effort by City management to contain expenditures. It a1so has a transfer from
dw Risk Management Fund
Proprietary funds. The City's proprietary funds provide essentially the same type of information
found in the GWFS, but in more detail.
Unrestricted net assets of the major proprietary ftmds at the end of September 30 are shown next with
amounts presented in OOOs:
2005
Elearic Fund $ 14,151
Water Fund 6,818
SewerFuod 5,964
WI"MPA 1,314
Stomtwater 7,420
$ 35,667
$
$
2004
7,006
14,078
6,343
1,743
1.305
30,475
The LP&L Fund increased 1.mrestrfoted net assets by $7.1 million compared to an increase of $4.6
million during the prior year. This is mainly due to the results of operations, a restructuring of the
capital funding method for existing projects, and a decision by City Council not to charge for
payments in lieu of taxes and franchise fees until adequate cash reserves are established.
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City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended Sep~mber 30, 2005
The Water Fund reflected a cWTent year decrease in unrestricted net assets of nearly $7.3 million
compared to a decrease of $1.5 million during the prior year. This is due primarily to the accounting
loss for the termination of an interest rate swap payment of $6.6 million and a scheduled increase in
interest payments of nearly $1 miJlion. This was offset by increases in water sales due in part to a
raise of approximately 3% in water rates.
The Sewer Fund reflected a current year decrease in unreslricted net assets of approximately $.3
million compared to a $2.1 miJlion increase during the prior year. Changes to debt covenant
requirements and changed methods of capital funding contributed to the change.
The WfMPA Fund reflected a decrease in unrestricted net assets of nearly $.4 million primarily as a
result of operations. The prior fiscal year's change was an increase in unrestricted net assets of $.4
million.
The Stonnwater Fund experienced an increase in unrestricted net assets of $6.1 million during the
fiscal year compared to a $.4 million increase in the prior fiscal year. The increase is a result of
changed methods for capital funding.
General Fund Budgetary BJghlights
Differences between the original budget and the final amended budget were approximately $3.6
million in increases to expenditures. The main reason for the increase was for the street seal coating
program, which was moved from a Capital Project Fund to the General Fund.
The General Fund ended the fiscal year with expenditures more than $3.6 million more than
budgeted. This mainly resulted from the implementation of a master lease program for obtaining
vehicles and equipment as adopted by the City Council. The annual operating lease payments are
budgeted; however, the lease proceeds and related capital expenditures are not budgeted items. This
was a result of budgeting for the total amo1D1t of lease payments which is a true cash outflow instead
of budgeting for the full cost of the vehicles leased which is required by generally accepted
accounting principals (GAAP).
Due to stronger than anticipated growth in new construction and better than expected sales tax
revenue, actual reven~ were nearly $2.1 million more than budgeted for the fiscal year.
Capital Assets and Debt Administration
Capital assets. The City's investment in capital assets for its governmental and business-type
activities at September 30, 2005 amounted to $776.1 million, net of accumulated depreciation. This
was a $3S.4 million increase over the prior fiscal year,s balance of $740.7 million, net of accumulated
depn:ciation. This investment in capital assets includes land, buildings and improvements,
equipment, construction in progress, and infrastructure.
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City of Lubbock, Texas
Management's Disc11SSion and Analysis
For the Year Ended September 30, 2005
Major capital asset events during the fiscal year included the following:
• Wodc continued. in the Water-Fund with another $3.1 million expended on the construction of
water lines and $1.8 million on sewer lines ahead of the Marsha Sharp Freeway.
• A large street project began with the construction of a T-2 thoroughfare street with $6.S million
expended on Milwaukee Avenue from 34th Street to 98th Street. This project is in the Gateway
Streets Fund which was established. in FY 2004-05. The fund is supported by 2% of the 5%
franchise fees.
• Scheduled improvements to LP&L's distribution infrastructure amowrt to $2.8 million. Another
$1.6 million was spent on overhead distribution infrastructure.
• The City continues work on a flood relief project linking South Lubbock's chain of playa lakes
with an underground drainage system, spending $8.S million during the fiscal year. Expenditures
to date on the project total $13 million.
At the end of the fiscal year, the City has construction commitments of$112.S million.
City of Lubbock Capital Assets
(Net of A«amalated Dep«clatlon)
September 30
(in OOO's)
Business-
Governmental Type
Activities Aetivities Totals
1005 2004 200S 2004 2005 2004
Land s 8,951 $ 8,608 $ 31,949 $ 31,676 $ 40,900 $ 40,284
Buildings 28,146 23,794 65,951 68,302 94,097 92,096
lmprovemenll! other
than ·ouildings 43,895 37,183 347,393 330,842 391,288 368,025
Machinecy and equipment 19,829 IS,957 63,719 66,922 83,548 82,879
Construction in progress 371793 431472 1282432 113~6I 1661225 157,433
Total $ 138,614 $ 129,014 s 6371444 s 611,703 $ 7761058 $ 7401711
Additional infonnation about the City's capital asset! can be found on pages 70-72 of this report.
31
City ofLubboc~ Texas
Maaagemeat's Discussion and Analysis
For th.e Year Ended September 30, 2005
Long-term debt A summary of the City's total outstanding debt follows:
General obligation bonds
Reven'" bonds
Total
City of Lubbock Oalstandlng Debt
Genual Obllgatioa aa.d Revenae Boacls
September 30
(in OOO's)
Baslness-
Govename11tal Type
Activities Activities
2005 2004 2005 2004
$ 102,720 $ 70.221 $ 286,7S0 $ 215,664
42,800 94,605
s 102.no $ 70,221 s 329.SS0 $ 3101269
Totals
2005 2004
s 389,470 $ 285,885
42z!OO !14,605
s 432,270 s 380,490
There is no direct debt limitation in the City Charter or under State law. The City operates under a
Home Rule Charter that limits the maximum tax rate for all City purposes to $2.50 per $100 of
assessed valuation. The Attorney General of the State of Texas permits an allocation of$l.50 of the
$2.50 maximwn tax rate for general obligation bonds debt service. The current interest and sinking
fund tax rate per $100 of assessed valuation is $0.09496, which is significamly below the maximum
allowable tax rate.
As of September 30, 2005, the City's total outstmdiDg debt has increased by $50.7 million or 13.3%
over the prior fiscal year. The increase in outstanding debt is attributed to the issuance of $187 5
million in debt, offset by the payment of scheduled debt service t.otaling $22.4 million and a reduction
in outstanding debt of $114.3 million as a result of refunding existing obligations.
During the fiscal year, the City issued the following bonds and certificates:
• $7 .3 million of General Obligation Bonds, Series 2005 were issued to fund the current capital
improvements plan. This issuance was the second installment of the $30 million capital
improvement debt issuance approved by voters in 2004.
• $46.5 million of Tax and Waterworks System Surplus Revenue Certificates of Obligation,
Series 2005 were issued to finance projects in Water, Sewer, Airport, North Overton Tax
Increment Financing 2.one, Lubbock Power & Light, and Gateway Streets; as well as Parks
and Strec1s projects throughout the City.
• $23.1 million of Tax & Electric Light & Power Smplus Revenue CO, Series 2005 were
issued to finance distnoution projects and to refund $19.8 million of contract debt previously
issued by West Texas Municipal Power Agency.
• $49.6 million of General Obligation Refunding Bonds, Series 2005 were issued to defease
$50.4 million in outstanding bonds in order to achieve interest savings.
• $43.1 million of Tax & Waterworks System Surplus Revenue Ref. CO, Series 2005 were
issued t.o defease $43.74 million in outstanding bonds originally held by Brazos River
Authority for the acquisition and construction of the lake and reservoir at Lake Alan Henry.
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City of Lubbock, Tens
Manage-.ent's Discussion and-Analysis
For the Year Ended September 30, 2005
• $17.9 million in bonds were issued as Lubbock's share of the $48.1 million Canadian
Municipal Water Authority Contract Revenue Bonds, Series 2005 (Conjwctive Use
Groundwater Supply Project) for the purehase of water rights. The City of Lubbock is
contractually obligated to pay the debt service on these bonds over a 20 year period.
All bonds issued during the fiscal year were insured to provide a lower cost of interest expense for the
City's taxpayers. It is the City's policy to evaluate each bond issue to determine whether it is
economically feasible to purchase bond insurance.
On November 22, 2005, the City of Lubbock received a rating outlook upgrade from "stable" to
''positive" from Moody's Investors Service. The City currently maintains an .. AA-" rating from
Standard & Poor's and Fitch Ratings, Inc. and an "Al" rating from Moody's Investors Service for
general obligation debt. On December 21°, 2005, LP&L received a rating upgrade from "BBB-" to
"BBB" .from Standard & Poor's. The LP&L revenue bonds are currently rated "BBB" by Standard &
Poor's, "BBB+" by Fitch Ratings, Inc., and" A3" by Moody's Investors Service.
Additional information about the City's long-term debt can be found on pages 81-86 oftbis report.
Economic Factors and the Next Fiscal Year's Budget and Rues
• At the end of the City's fiscal year ttie \Dletoployment rate for the Lubbock area was 3.8 percent
This is a decrease from a rate of 4.3 percent from the same month one year earlier. This
compares :favorably to the state's unemployment rate of 5.3 percent and the national rate of 4.8
percent for September 2005.
• Retail sales figures are only available through the third quarter of FY 2004-05. Total retail sales
reflected a 4.9 percent increase for that period over 1he same period in 2004.
• The number of building permits for new construction decreased from 2,796 during FY 2003-04 to
2,222 in FY 2004-05, or about a 20.5 percent decrease. This compares to a 2.9 percent decrease
during the prior period. Bwlding permit values for new construction decreased from $389.4
million in FY 2003-04 to $388.4 million in FY 2004-05, or about a 2 percent decrease.
• Total occupancy in local hotels and motels improved and the local occupancy tax totaled nearly
$3 .3 million, a 14 percent increase over last fiscal year.
• City Council again decided to support the operations of LP&L by forgoing transfers for payments
in lieu of taxes and franchise fees for the upcoming fiscal year. The City Council intends to
continue this support until such time as LP&L has adequate monetary reserves as set by City
ordinance.
All of these factors were considered in piepaaing the City of Lubbock's budget for FY 2005-06.
During the just ended fiscal year, unreserved fund balance in the General Fund increased by nearly
$5.1 million to $1 7 .2 million compared to $12.1 million at the end of the prior fiscal year. It is
int.ended that the wtreSeIVed widesignated fund balance be equal to 20% of operating revenues, which
equates to approximately $17.6 million. The City ended the-year nearly $ .4 million under this target
City Management anticipates meeting this goal in the next fiscal year.
33
City of Lubbock, Texas
Management's Discussion and Analysis
For the Year Ended September 3~ 2005
LP&L increased rates in May 2005 as follows; 15.5% for the larger commercial consumers, 12.3%
for residential customers, and 13.0% for small commercial consumers as a result of higher than
anticipated costs of power.
Both the Water and Sewer Funds rates were increased for FY 2003-04 and FY 2004-05. Water rates
were increased by 3 percent and sewer rates were increased by 5 percent for all customers each year.
The water and sewer rates affected both residential and commercial consumers by the same
percentage. These rate increases were necessary to cover increased operating costs due to expanded
capital replacement projects and the acquisition of additional water rights.
Requests for Information
This financial report is designed to provide a general overview of the City of Lubbock's finances.
Questions concerning any of the information provided in the report or requests for additional financial
infonnation should be addressed to the Chief Financial Officer, P.O. Box 2000, Lubbock. Texas.
79457.
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BASIC
FINANCIAL
STATEMENTS
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City of Lubbock, Texas
Statement of Net Assets
September 30, 2005
Primary Governracnt
Governmental Business-type Component C Activities Activities Total Units
ASSETS
Cash and cash equivalcnls $ 20,720,923 $ 44,471,841 $ 65,192,764 $ 3,123,029
lrm:s!ment5 S,241,19S 5,892,115 11,133,910 706,422
Rcccivablcs {nee ofallowanc:e for wn:o\1cctibles) 13,835,367 25,648,568 39,483,935 796,745
lntemal balance 6,076,822 (6,076,822) C
Due from other governments 6,009,023 6,009,023
Due m)m othets 1,897,124 1,513,965 3,411,089
lnvffltorics 181,358 2,596,308 2,n1,666 93,821
IIMsunem in propeny 210,853 210,853
Pn:paid expenses 909,112 909,112 .59,814 C
Remidcd assets:
Cash and cash equivalents 26,276,557 26,276,557 100,000
lnYeslmentJ SS,003,853 67,320,433 122,324,286
Ac:,;ounts reczivable 91,358 91,358 8,120,768
Mongage receivables 5,934,866 5,934,866
Capiml assas (net or~ulaled depre,:iation):
~ ...
N~lc 46,744,528 160,380,890 207,125,418 366,932
Depreciable 91,869,623 4n,062,101 568,932,324 829,750
Defcm,d clrargcs 3,21lzl 10 3,2Jl,ll0
Total assets 2541635247 808,389,024 1,0631024,271 14,197,281
LlABILITIES C
Accounts payable 8,016,664 17,436,412 25,453,076 1,185,956
~expenses 4,581,439 2,n2,051 7,353,490 157,798
Accrued interest payable 1,081,814 2,976,994 4,058.808
OJStamerdeposits 200 2,304,900 2,305,100
urammmrcnue 3,156,602 14,697 3,171,299 8,028,853
Noncummt liabililiCS due within one year. C
Bondspayabl~ 5,789,101 17,625,899 23,415,000
Cempcnsated absences 5,723,349 2,207,245 7,930,594
Acmicd in&unlnce claims 2,340,260 1,603,601 3,943,861
~iml leases payable/Contracts payable 936,250 456,625 1,392,875 1,643,412
Noncurrent riabilities due in -than one year. C
Baadsptyable 96,931,168 314,479,280 411,410,448
Deferred premil,llll on bonds 1,865,984 1,865,984
Compcnsall:d wences 10,S<;j,016 2,793,520 13,358,536
Ace,ued imurance claims 4,898,297 4,898,297
Landfill c~ and postclosui:e ~ 3,073,391 3,073,391
Capital leues payabldContrad$ payable 3,018,635 897,951 3,916.586 1,195,168 C
Tot.I liabilities 144,0061482 373,5401863 5171547,34S 12,2111187
NET ASSETS
lnvcsb:d in capital assets, net of related dc:bt 82,330,195 363,226,855 445,557,050 1,196,682
Restricted ftlr:
Passenp-filcilil)' chalges 4,359,610 4,359,610
Deblservice 2,624,340 21,916,947 24,541,287 C
Gr&ntpmgrams 6,145,719 6,145,719
Primaty gavanmcat ap:ement 100,000
UIIRSlricled 19,528,511 45,344,749 64,&73,260 6891412
TGtal net assets s 110,628,765 $ 4341848,161 $ 545,476,926 $ 1,986,094
See accompanying Notes to Basic rmaocial Statements 35 C
City of Lubbock, Texas
Statement of Activities
) For the Year Ended September 30, 2005
Program Revenues
Operating C•pitllll
Charges for Grants and Grants and
Expenses Services Contributions Contributions
Primary gGvemment:
Oovemmental activities;
AdminisCration/Community Services $ 23,355,816 $ 2,571,376 $ 6,792,134 $
Street Lighting 2,459,025
Financial Services 2,240,424
Fire 23,666,709 300
... General Government 27,600,270 3,866,182 5,965,621
.J Human Resources 776,128
Police 37,772,866 4,024,650 517,857
Planning and Transportation 11,985,323
Public Works 2,698,517 120,646 19,970
Interest on Long-Tenn Debt 3,195,182
) Total governmental activities 135,750,260 10,583,154 13,295,582
Business-type activities:
Electric 192,902,041 192,568,012 33,306
Water 28,737,866 33,306,786 l,814,01 I
Sewer 17,804,487 19,829,430 2,374,233
J Solid Waste 14,695,193 12,420,499
Stormwater 5,585,577 6,239.436
Transit 9,003,610 3,144,015 6,964,325
Airport 8,150.815 5,394,314 1,191,690 9831991
Total business-type activities 276,879,589 272,902,492 8,1561015 5,2051541
TotaJ prillllll)' government $ 412,6291849 $ 283,485,646 $ 21,4511597 $ S,205,54)
J Component units:
Civie Lubbock, Inc. $ 1,888,596 $ 1,615,36[ $ s
Market Lubbock, Inc. 2.608,975 78,632 5,320,871
Lubbock Economic Development Alliance 3,031,818 3,483,960
) Total component units $ 7,529,389 $ 1,693,993 $ 8,804,831 $
GeoeraJ revenues:
Property taxes
Sales taxes
Occupancy taxes
Other Taxes
) Franchise Fees
Investment Earnings
Miscellaneous
Tennination of interest rate swap
Transfers, net
Total genereal revenues, special items, and transfers
) Change in net assets
Net ll$Cts -beginning
Net assets-ending
Sec accompanying NolCS to Basic Financial Statements
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Net {Expenses) Revenues and
Changes in Net Assets C
Primary Government
Gol-enunental Business-type
Activities Activities Total Component Units
$ (\ 3,992,306) $ $ (13,992,306) $ C
(2,459,025) (2,459,025)
(2,240,424) (2,240,424)
(23,666,409) (23,666,409)
(17,768,467) (l 7,768,467)
(776,128) (776,128) C
(33,230,359) (33,230,359)
{11,985,323) (11,985,323)
(2,557,901) (2,557,901)
{3,195,182} p,195,182}
(ll 1,871,524) (111,871,524) C
(300,723) (300,723)
6,382,931 6,382,931
4,399,176 4,399,176
(2,274,694) (2,274,694)
653,859 653,859 C
1,104,730 1,104,730
~sso,S2ol (580,820}
9,384,459 9,384,459
(111,871,524) 9,384,459 (102,487,065) ... ...
(273,235)
2,790,528
452.142
2,969,435
39,748,464 39,748,464
41,803,092 41,803,092
3,260,040 3,260,040
982,327 982,327
11,153,641 11,153,641 C 1,633,312 3,758,240 5,391,552 10,529
4,109,474 1,387,914 5,497,388
(6,637,093) (6,637,093)
15,468,765 ~ 15,468,765}
118,159,115 { l 6,959,704l 101!199.411 10,529
6,287,591 (7,575,245) (1,287,654) 2,979,964
104,341,174 442,4232406 546,764,580 (993,870) C
$ 110,628,765 $ 4341848,161 $ 545,4761926 $ 1,986,094
37 C
City of Lubbock, Texas
Balance Sheet
) Govermnental Funds
September 30, 2005
Non-Major Total
Governmental Governmental
General Fund Funds Fonds
ASSETS
Cash and cash equivalents $ 5,747,399 $ 12,430,465 $ 1&,177,864
Investments 1,513,176 3,330,647 4,843,823
Taxes re.ceivable (net) 8,903.379 561,~25 9,464,704
Accounts receivable (net) 4,190,603 6,024 4,196,627
Interest receivable 32,727 21,945 54,672
Due ftom other funds 7,087,923 4,202,414 11,290,337
Due from other governments 6,009,023 6,009,023
Due Jimn others 722,145 1,148,131 1,870,276
Investment in property 210,853 210,853
) Inventory 107,830 107,830
Restricted investtnents 50,584,201 50,584,201
Mortgage receivables 5,934,866 5,934,866
Total assets $ 28,305,182 $ 841439!894 $ 112,745,076
""I .J LIABlLITIES
Accoimts payable $ 1,326,745 $ 6,262,025 s 7,588,770
Due to other funds 5,992,151 S,992,151
Acmied liabilities 4,150,068 392,727 4,542,795
Accrued interest payable 491,204 491,204
) Deferred revenues 51451,949 3,477,453 8,929,402
Tctal liabilities 10,928,762 16.61.5,560 27,544,322
FUND BALANCES
Reserved for:
Prepaid items/inventory 107,828 107,828
Debt service 2,624,340 2,624,340
Capital projects 50,391,187 50,391,187
Special revenue -grants 6,145,719 6,145,719
Unreserved. reported in
Oaleralfimd 17,268,592 17,268,592
Special revenue funds 8,663,088 8,663,088
Total fund balance 17,376.420 67,824.334 85,200,754
Total liabilities and fund balances $ 28.305,182 $ 84,439,894 $ 112,745,076
)
See accompanying Notes to Basic Financial Statements
38
City of Lubbock, Texas
Reconciliation of the Balance Sheet of Governmental Funds
To the Statement of Net Assets
September 30, 2005
Total fund balance -governmental funds
Amounts reported for governmental activities in the statement of net assets are diffi:Rnt
because:
Capital assets used in governmental activities are not financial
resources and therefore are not reported in the funds.
Internal service funds (ISF's) ~ used by managcmcot to charge the costs of certain activities,
such as insurance and telcc:ommunications, to individual funds. The portion of the assets and
liabilities of the JSPs primarily serving governmental funds are Included in governmental
activities in the statement of net assets as follows:
Net assets
Net book value of capital assets
Compensated absences
Amounts due &om business-type ISFs for amounts undercharged
Certain liabilities arc not due and payable in the current period
and thad'on: are not reported in tbe funds. Those liabilities are as
follows:
General obligation bonds
Capital leases payable
Compensated absences
Accrued UlteJ'mt on gcnecal obligation bonds
Bond premiums are recognized as an other financiQg source in the fimd statcmeots but the
premiums arc amortized over the life of the bonds in the government-wide statements.
Actual City contributions to the fire fighter's pension trust fund is greater than the acwarially
determined required contribution. This will reduce future funding requirements and is not
~ as an asset at the fund level but is a prepaid expense in the Statement ofNct
Assets.
Revenue earned but unavailable in the funds is deferred.
Net as.sets or governmental activities
See accompanying Notes to Basic Financial Statements.
39
$
85,200,754
138,614, lSI
S,636,774
(1,072,813)
214,828
m,214
(102,720,269)
(3,954,887)
(16,288,365)
(590,610)
(1,865,984)
909,ll2
5.m,soo
110,628,765
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City of Lubbock, Texas
Statement of Revenues, Expenditures and Changes in Fund Balances
) Gi,vermnental Funds
For the Year Ended September 30, 2005
Noa-Major Total
Governmental Governma.tal
General Fund Funds Funds
") REVENUES
Taxes $ 68,716,601 $ 17,797,455 s 86,514,056
Franchise Fees 6,693,209 4,460,432 11,153,641
Fees and fines 4,015,402 4,015,402
Lic:enses and permitli 1,953,666 l,953,666
lntergovemmcnlal 480,648 12,814,933 13,295,581
Charges for services 4,070,642 543,440 4,614,082
Interest 349,236 805,103 1,154,339
Miscdl~m 1,506JI5 3,2681281 4,774,596
Total revenues 87,785,719 39,689,644 127.475,363
) EXPENDITURES
Administration/community services 18,330,508 18,330,508
Street lighting 2,214,291 2,214,291
Financial services 2,139,492 2,139,492
Fire 21,943,267 21,943,267
General govcmmcnt 6,159,536 20,358,995 26,518,531
HWllllll rcsoun:cs 740,826 740,826
Police 33,919,626 33,919,626
Planning and transportation 8,120,727 8,120,727
NO!Hlepartmattal 445,251 445,251
Public works 2,657,218 2,657,218
Dcbt,ecvicc;
Principal 6,336,036 6.336,036
Interest 81ld fiscal charges 3,031,751 3,031,751
Capital outlay 5,2771100 16,438,438 2lz7ISJ38
Total expenditures 99,290,624 48,822,438 148,113,062
.... Excess (deficiency) of revenues _, over (under) expenditures (I 1,504,905} (9,132. 794) (20,637,699)
O'nlER FINANCING SOURCES (USES)
Loog-tenn debt issued 45,110,000 45,110,000
Retirement of refunded debt (7,215,000) (7,215,000)
) Bo.ad premium (discount) 725,586 725,586
Capital leases issued 3,534,016 3,534,016
Transfers in 16,565,397 6,122,612 22,688,009
Tran.sfels out !3,9121645} ~.827,526) {62740,171}
Net other financing sources (uses) 16,186,768 4119151672 58,102,440
) Net change in fund balances 4,681,863 32,782,878 37,464,741
Fund balances at begiMing of year 12,694,557 35,041,456 47,736,013
Fuad balances at end of year s 17,376,420 $ 67,824,334 $ 85,200,754
See accompaniog Notes to Basic Financial Staiements
40
Oty of Lubbock, Texas
Reconciliation of the Statement of Revenues, Expenditures and Changes
In Fund Balances of Governmental Funds
To the Sntement of Activities
For the Year Ended September 30, 2005
Net dwigc in fund balances • total govcmmcoJa1 funds
Amounts repOl1ed fi,r govenunental activities in the statement of adivities arc diffcreot because:
Govcrnmcotal funds report capital outlays as expenditures. However, in die Statcmw of Aetivities the cost
of those -1S is allocated over their estimawi use.fid lives and iq,orted as depredation expense. This is the
amount by wbieh capital oudays of $21,702,8S8 ~ded deprociation of SI 1,595,992 in lbc c;:uncnt period.
Bond proceeds provide curtent fm.anclal raoim:cs to govemmcntal funds, but issuing debt in= loog-
renn liabilities in the Statement of Net Assets. Repayment of bond principal is an expm:titurc in the
govamnaital funds, but the repayment reduces long-term liabilities in the Stalemcnl of Net Assets. This is the
amwnt by which proceeds of S45,l lO,O0O ~ repaymttllS and ck:bt defc!ISCIICC 0($12,619,948.
Capital lca-;e 11'811Sactions provide cui:rent financial n:som=s lo~ funds and repayment of
principal is an expenditure. This is the amount by which pn)C=ds ofS3,534,0l6 coteeedcd rcpaymcntS of
$940,086.
Bond pr=aiums arc recogniz.ed as an odler financing source in thc gtm:mmeatal funds, bat arc coosidcn:d
defetred assets on the Statement of Net Assets. Premiums are IIDlOrtiffll over the lite of the bonds. This is the
IIDIOUIII by which bond premium issued of $725.586 exceeded amortization of$39 ,324.
Estimated loag-ternJ liabilities for~ abscocc:s arc rtCOgllized as expenses in die S!Btement of
Activities as earned, but are recognized when cummt fiDanc:ial. raoun:es are used in the govmunentlll fwKk.
This amount is du: DCt cbangc in the estimalcd laog-,tcrm liability fur compc:osatc:d l\bsem;es during the year.
Property taxes levied and court fines and fees eamcd, buc D.Ot 8Yllilab1c, arc dcfczrcd in the g<MmDlCIIIBI.
funds, but 111e m:ogn.izcd whc:a carml (m:t of cstimatm uocollectiblcs) in the Slmmeat of Activities. This
amount ia the net diangc in dcfcm:d propeity taxes and court fines and fees for the year.
Actual City QIDln'bulHm:$ to the fire fighter's pension trust ftmd 111'1: ~ than Ille acmarially detmniacd Net
Pmsion Obligalioci (NPO). This amouac is .n:cognm:d as an expenditure at the fimd lcvcl but is accrued "'41en
0'JaPBid aad reduces expeases on the Slatemeot of Activm
Internal service filnds arc used by managcmcat to charge the costs of certain aetivilies, such as msul'mCC and
tclccommvnications, to individual fimds. The net l"CYClllle (c:xpensc) of certain internal service fimds is
reported with gavamneutal aclMties.
A01:Mld interest is RCOgDizcd as cxpcnscs in the Slak:mml of A<=tivitics as iocum:d, but is i:ecognm:d when
cumnt financial rcsources iR used ia tbo govemmeolal funds. This amount is the nee cbaagc in the accrued
intaestthisyear.
TIie net effect of various omccllaneous transactions involving capital 1IS.1ets (e.g., sales and trade-ins) is to
dccrcasc net assets.
C1iangc in nct assets of govemme:ntal activities
See accompuying Nores to Basic Financial Slatcmco.ts.
41
C
C
$ 37,464,741
C
10,14)6,866
C
{32,499,052)
(2,593,930) C
(686,262)
{1,348,546) C
(1,177,369)
11,464
(2,561,821)
C
('1'J2.1SS)
(225,745)
$ 6,287,591 C
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City of Lubbock, Texas
Budget Comparison Statement
General Fund
For the Year Ended September 30, 2005
Ori;!11al Badget
REVENUES
Taxes $ 67,662,817
Franchise Fees 6,490,916
Fees and fines 3,675,500
Licenses and permits 1,954,759
Intergovernmental 385,304
Charges for services 4,597,064
Interest 264,230
Miscellaneous 11063,508
Total revenues 86,094,098
EXPENDITURES
Administration/oommunity services 18,339,305
Street lighting 2,270,937
Financial services 2,2&8,879
Fire 21,862,118
General government S,960,400
Human resources 722,083
Police 33,783,644
Planning and transporlation 7,782,461
Non-departmental (1,391,429)
Capital outlay 473,141
Total expenditures 92,091,539
Exccss(deficicacy) ofrevenues
over (under) cxpeoditures {5,997,44Q
OTillR FINANCING SOURCES (USES)
Cap ital leases
Transfers in 11,925,222
Transfers out (51927,782}
Net other financing sources (uses) 5,9971440
Net change in fund balances (l)
Fund balances al beginning of year 12,694,557
Fund balances at end of' year $ 12,694,556
See accompaning Notes to Basic rlJUll'lcial Statements
43
$
$
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C
Variance with
Final Badget-
Positive C
Final Bud;ct Actual Amounts (Negative)
67,662,817 $ 68,716,601 $ 1,053,784
6,490,916 6,693,209 202,293
3,675,500 4,015,402 339,902 ,..
1,954,759 1,953,666 (1,093) \,.
391,664 480,648 88,984
4,179,364 4,070,642 (108,722)
264,230 349,236 85,006
1.063,508 11506,315 442,807
85,682,758 87,785,719 2,102,961 C
18,311,655 18,330,508 (18,853)
2;1.70,937 2,214,291 56,646
2;1.88,879 2,139,492 149,387
21,935,828 21,943,267 (7,439) C
6,070,400 6,159,536 (89,136)
792,083 740,826 51,257
34.171,843 33,919,626 252,217
8.146,421 8,120,727 25,694
(689,562) 445,251 (1,134,813) C
2,381,141 5,277,100 ~2895,959l
95,679,625 99,290,624 {3,610,999~
{9,996,86!} {l 12041905) {1,508,038)
C
3,534,016 3,534,016
16,520,075 16,565,,397 45,322
{3,803,251} Q,912,645) {109,394}
12,716,824 16,186,768 3!469,944
· 2,719,957 4,681,863 1,961,906 C
12,694,557 12,694,557
15,414,514 $ 17,376,420 $ 1,961,906
(
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)
City of Lubbock, Texas
Statement of Net Assets
Proprietary Funds
September 30, 2005
ASSETS
Curtent assets:
Cesh and cash equivalents
Investments
Accounts receivable
Intaest recci vablc
Due from others
Due from other funds
Inventories
Total current assets
Noncurrcnl assets:
Restricted cash and cash equivalents
Restricted investments
Restricted interest rccci vablc
Restrk:ted accounts recciveblc
Deferred charges
Capital assets:
Land
Construction in progress
Buildings
Improvements other lban buildings
Macbinay and equipment
Less accumulated depreciation
Total capital assets
Total noncurrcm: assets
Total Assets
$
$
Sec accompanying Notes tn Basic Financial Statements
LP&L
11,629,589
3,094,677
15,203,375
19,267
255,509
30,202,417
5,588,827
4,583,48S
3,211,110
756,714
12,248,738
8,054,811
169,337,586
49,137,805
~100,389,815)
139,145,839
1S2,529.261
182.731.678
44
Enterprise Funds
Water Sewer WTMPA
$ 5,205,156 $ 3,834,508 $ 1,663,523
186,781 I,027,426
4,113,761 2,324,999 1,096,068
19,769 9,131
42,444 -
11.299,440
215,806
9,733,717 7,196,064 14,059,031
7,781,030 3,312,987
14,106,757 7,999,160
472
22,179 26,164
12,724,350 12,578,774
50,601,987 6,893,669
21,570,924 23,862,871
222,401,681 109,746,495 25,200
20,304,008 16,075,017
{83JS11900) {58,910,18~ QS,200}
244,251,050 110~6!640
266,161,488 121,584,951
$ 275.945,205 S 128,781,015 $ 14,059,031
Stunnwattr
$ 12,208, l48 s
454,334
656,534
S,902
13,324,918
4,548,392
2S,629,786
10,856
283,337
51,964,007
64,580
8,158,852
2,766,421
{8~15104Q
54.3221156
34,511,190
$ 9718361108 $
Enterprise Funds
Non-Major
Enterprise
Funds
8,041,256
765,249
2,184,286
12,667
1,471,521
Sl,814
608,445
13,135,238
5,045,321
6,825,808
16,243
5,605,535
6,059,823
41,865.343
95,430,523
~.457,729
(109,764,554}
87,654,399
99,541,771
112,677,009
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Total Entapri,e luten12I
Fv.ncb Service Funcb C
$ 42,582,180 $ 4,432,716
5,528,467 761,620
25,579,023 1,818 C 66,736 8,078
1,513,965 26,848
11,351,254 5,367
11079,760 1,590,076
87,701,385 6,826,523
C
26,276,557
59,144,996 12,595,089
27,571 20,656
48,343 107,063 (
3,211,110
31,948,710 65,343
127,768,224 1,100,582
95,418,529 1,608,618
' 605,100,337 628,868 \
136,740,980 7,898,666
!361,3561696) (8,405,774)
635,620,084 2,896,303
724,328,661 15,619,111
$ 812,0301046 $ 22.445,634
45
City of Lubbock, Texas
Statement of Net Assets
) Proprietary Funds
September 30, 2005
Enterprise Funds
' LP&L Water Sewer Wl'MPA
LIABILITIES
Cumnt liabilities;
Accounts payable $ 809,810 s 882,905 $ 364,840 $ 12,745,213
Acaued liab iii ties 1,304,102 172,906 108,770
Aca,.ced interest payable 1,236,712 986,739 248,821
Due to other funds 11,299,440
Customer deposits 2,268,773 29,355
Compensated absences 1,038,245 403,463 192,771
) Lease payable 8,780 195,525
Bonds payable 5,425.000 5,911,004 31932.162
Total current liabilities 23,390,862 8J86,372 5,042,889 12,745,213
Noncurrent liabilities:
) Coiapc:nsamd absences 1,305,704 513,498 245,345
Dcfcm:d l'CVCJ111CS
Accrued Insurance Claims
Landfill clo.swe and post closure earc
Contracts and leases payable 81,239 222,387
Bonds payable 64z701,763 122,319,849 431875,658
Total nonc:urrcnt liabilities 66,088,706 122,333,347 44,343,390
Total Liabilities 89,479,568 131,219,719 49,386,279 l2,745z213
NET ASSETS
Invested in capital assets, net or related debt 73,512,542 130,126,954 70,118,108
Restricted for:
Passellger facility charges
Debt service 5,588,827 7,781,030 3,312,987
Unrestricted 14,150,741 6,817.502 5,963,641 1,313,818
Total Net Assets s 93,252,110 $ 14417251486 $ 79,394,736 $ 12131813
See accompanying Notes to Basic Financial Statements
46
Stonawater
$ 880,091 $
23,318
429,758
4,500,000
36,290
1,355,000
7,224,457
46,188
70~96!817
70,343.005
77,567.4fi2
8,300,125
4,548.392
7,420,129
$ 20,268,646 $
Efltcrprise Fuads
Non-Major
EDierprise
Funds
901,608
1,064,084
74,964
855,367
6,772
347,141
252,320
1,002,733
4,504,989
441,815
14,697
3,073,391
594,325
13~85,193
17,409,421
21,914,410
79,345,636
4,359,610
685,711
6,371,642
90,762,599
T.aal 1':11tuprise latental
Fltnds Scniee Funds
s 16.584,467 $ 1,279,836
2,673,180 137,515
2,976,994
16,654,807
2,304,900 200
2,017,910 264,524
456,625
17.625,899
61,294,782 1,682,075
2,5.52,SSO 380,609
14,697
8,842,158
3,073,391
897,951
314,479,280
321,017,869 9).22,767
382,312,651 10,.904,842
361,403,365 2,896,303
4,359,610
21,916,947
42,037,473 8,644,489
s 429,717,395 $11,540,792
47
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City of Lubbock, Texas
Reconciliation of the Statement of Net Assets • Proprietary Funds
To the Statement of Net Assets
September 30, 2005
Total net usc:ts -proprietary funds
Amotmts reported for business-type activities in the Statement of Net Assets are different because:
Internal service funds (ISFs) arc used by management to charge the costs of certain activities, such
as insurance and tdeoommunicauons, to individual funds. The portion of assets and liabilities of
the ISFs primarily serving caterprisc funds are included in business-type activities in the Statement
of Net Assets as follows:
Net assets of business-type ISFs
Amounts due to governmental ISFs for amounts ovcrdiarged
Net assets of business-type activities
See accompanying No= to Basic Financial Statements.
49
$ 429,717,395
5,904,018
(773,252)
$ 434,848,161
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City of Lubbock, Texas
Statement of Revenues, Expenses and Changes in Fund Net Assets
) Proprietary Funds
For Fiscal Year Ended September 30, 2005
Enterprise Funds
LP&L Water Sewer WTMPA
OPERATING REVENUES
Charges fur scnriccs $ 180,549,258 $ 33,500,269 $ 19,929,559 s 158,128,217
Provision fur bad debts \ Q892632} (193,483) (100,129}
Cb~ for Services (net) l 79,759,626 33,306,786 19,829,430 l58,l28,2l7
Miscellaneous
Total openmng ~enues 179,759,626 33,306,786 19,829,430 158,128,217
OPERATING EXPENSES
Personal Services 9,921,315 5,423,288 3,537,639 405,974
) Insurance
Supplies 585,433 992,173 724,106
Materials
Maintenance 1,575,709 2,171,179 1,137,176
Purchase of fuel and power 146,980,186 157,964,087
Collection expense 1,460,411 910,539
) Other services and charges 5,007,9CY7 7,572,617 4,555,055 261,920
Depreciation and amortization 9,192,618 51950,415 5,096,596 614,787
Tolal operating expenses 173,263,168 23,570,143 15,961,111 159,246,768
Openling income (loss) 6,496,458 9,736,643 3,868,319 (1,1 Ul,551)
NON OPERATING REVENUES (EXPENSES)
Inten:st earnings 348,637 788,431 165,758 537,249
Passenger facility chargeslFederal grants
Disposition of assets (1,372,588) (174,325) (10,636)
) Miscc:llaneous 1,396,843 269,718 222.528
Pass-through grmit payments
Interest expense on bonds (2,828,762) {41632,649) (1.747,91Q !l.20S,246)
Net nort-0perarlng revemies (expenses) Q.455,870) (3,748,825) {-1,370,261) (667,997)
) Income Qoss) befure contributions and transfers 4,040,588 S,987,818 2,498,058 (1,786,548)
Capital contributions 33,306 1,814,01 I 2,374,233
Opecating transfers in 25,000 147,802 5,000,000 306,756
Operating transfers out {l,103168'.n (4236,812) {~504!86'.n
Change in net ~ before special item 2,995;1.07 3,412,819 7,367,424 (1,479,792)
)
Termination of interest rate swap {6,637,093)
Change io oet iwcts after special item 2,995,207 (3,224,274) 7,367,424 (1,479,792)
Total net ~ • beginning 90,256,903 147,949,760 72,027,312 2,793,610
Total net~• cnomg $ 93,252,llO $ 144,725,486 $79,394,736 s 1,313,818
) See accompanying Notes to Basic Financial Statements. 50
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E11terprise Funds
Non-major Total Enterprise Internal Service
Sturmwater Enterprise Funds Funds Funds
C
$ 6,322,447 $ 20,951,536 $ 419,381,286 $ 38.242,434
(83,01 l} !126,243) (1,292,498}
6,239,436 20,825,293 418,088,788 38,242,434
1331535 133,535 180,580
6,2391436 20,958,828 418,.222,323 38,423,014 C
757,308 10,880,055 30,925,579 5,061,567
22,091,005
2,368,452 4,670,164 112,811 C
8,087,476
168,618 3,270,121 8,322,803 1,959,390
304,944,273
500,514 490,271 3,361,735
2ss,n1 5,073,375 22,759,595 4,457,031 C
546,314 9,4701382 30,871,172 3S0,833
2,261,475 31,552,656 405,855,321 42,120,113
3,977!961 (10,593,828} 12,367!002 (3,697,099)
,. ...
1,163,013 517,347 3,520,435 716,778
8,156,015 8,156,015
417,181 (1,140,368) (79,618)
(1,985) 925,084 2,812,188 10,448
(1,334,955) (1,334,955)
I' ...
(3,200,695} (470,956) {14,086,219) (2,307)
(2,039,667) 8,209,716 (2z072,904) 645,301
1,938,294 {2,384,112) 10,294,098 (3,051,798)
983,991 5,205,541 C
128,586 1,564.299 7,172,443 206,711
(991,06~ (9,312,45'.n ~ l 814681889} (4,858,103)
1,075,814 (9,168,279) 4,203,193 (7,703,190)
(6,637,093l
1,075,814 (9,168,279) (2,433,900) (7,703,190) C
19,192.832 99,930,878 432,151,295 19,243,982
$ 20,268,646 $ 90,762,.599 s 429.717,395 $ 11,540!792
51 <
)
)
)
)
., ,...:.7
l.. • ' •·
(_;
City of Lubbock, Texas
Reconciliation of the Statement of Revenues, Expenses, and Changes in
Fond Net Assets -Proprietary Funds
To the Statement of Activities
For the Year Ended September 30, 2005
Net change in fund net assets -total enterprise funds
Amounts reported for business-type activities in the statement of activities are different because:
Internal service funds (ISFs) are used by management to charge the costs of cawn
acti vi tics such as fleet services, central warehousing activities, maruigunent
infonnation activities, etc. u, individual funds. The net revenue (expense) ofccrtaiu
lSFs is reported with business-type activities.
Change in net assets ofbusi~ activities
Sec accompanying Notes to Basic Financial Statements.
53
$ (2,433,900)
(5, 14),345)
$ (7,S75,245)
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City Of Lubbock, Texas
Statement o£Cah Flows
Proprietary Funds
For the Year Ended September 30, 2005
Wa1Taa11
Mnldl"'ihwa-
LP&L Water 8-er "'-1!'.!Ml'A)
CASH l'LOWS 111\0M OPBRATING AcnvrnES
Rec:eipshm-. $ 177,948,69? $ 33,128,734 s 19,860,901 s 19).75,163
Paymnll toaq,pli.,. (149,058,292} (12,126,758} (7,292,188) (78.733,t 70)
'I Paymo::alltocmployoco (9,518,796) (5,214,701) (3,401,576)
00..-RICCipl,,(paymeuls) 24~5 95.395 211,892
Nct-11 prowled (laed} by opcnbllJJ aci;.,;tia 19,!95,866 1s1u2,120 9,379,029 542.593
CASH FLOWS PROM NONCU'ITAL AND ULA no
FINANCING AcnvITIIS
Truwtn In &Olll odier t\m4s 25,000 147,802 S,000,000 306,756
T ...... Olltto OIi. funds (1,103,687} (4,536,812} (2,504,867)
Sbort-tam ialatiao:I born>wiaas 261,500
Ad.a,,ea from (IO) Obrfimds
Openling pus
l'ayma,la nc:oiwdl(-"o).., .iv.-(to)/'°"' other liinds
Nctcalb provided (med) byllOIIClpital
and~ linlmcias mmlies o,01usn (4,127,510) 2,495,133 306 756
CASH nows PROM CAPrJ'ALAND RELATED
FINANCINGAClWlTIIS
l'IITc"-r,fcapol-(9,790,539) (28.861,654) (6,157,776)
Sal•of""lrital-2,325,341 1,447,215 514,740
~)onleases (20,204,m) (239,579) 762,498
l'riaoii,ol paid oa baoa ...i olherclcbc (3,770,000) (72.062.S 19) (11,556,800) {1,009,562}
Bo..i. iaaaice cast paid (940.181) (2,897,423) (412,815)
lldotaC pa;,i ............. boudl (2,194,143) (1,853,060) {638,746)
"-paid on bondl ml odo:r debt (2,493,668) (I ,621,336)
) lamnceoC...,......., G.O. boads, adcapilal 1-27,0SS,869 92,461,132 IS,444,730
P.....,..fidity~lalpzu
Tlllllimlian of iatmal IIIIO "'IP {6,637,093)
~capilal 33,306 1,153,397 ~003,!98
Net eadl provided ("""")mr c:epiralmd rdmd
liaaaclag miviDes (7.485,139) (19,743,673) . {2,025.438) (885,810)
CASH FLOWS IIQOM INVESTING ACTIVITIES
Procmdl ftom a1cs and IDSllllmcs ofill.-4,565,426 1,401,002
~ afiaw:slmas (6,588,009) (767,714) (7,412,574)
iDtClat oamiap on cash and~ 339,S20 806,!28 163~22 21 &I I
Nat CIOlh prowled by (uacd far) inVl:WI ~ !;1168310632 1.439.686 Q,249,252) 21 81 l
Na iacn:uo (<lco:raNe) m cas11
.S cadl equiw!ODII 9,148.977 (6,548,777) 2,599,472 (14,650)
c.i, am1...i,. cquivalcmtl-beaiaz,ingoryear 8,069,439 19,534.963 4,543.023 1678 173
Cull "'4cosb. cquiwlada -mclof )'CII" $ 17~1!i416 s 1~9!a186 s 7,147,495 s 1.663,523
)
~-oroperatmciaoa-(lun)eo•aadi
pnwfded (uad) hr ll(IUaDIII adm1ieo:
Op,ntiag in:oaie (loss) s 6,496,458 $ 9,736,643 $ 3,863,319 s (1,118,551)
....-l!ci.-aciloopcnli,,gincome(loa)
la Di:1 cmb provided (...s} by opcming IClivitios:
~ ml amoniDlioD 9,192,618 S,950,475 S,096,596 614,787
Omer --(axpc1110) 24,ZSS 95,393 211,893 °'"""' ia -....ts and IWrilities: ~t'OCieivablo (I ,8 I 0,927) (178,002) 31,471 (5,502,549)
1.-y (222.S23) (4S,323} .
l'lq,aidoxpcmes
Duo &om atlu:.-.... -11,299,440 (14,363) ...__.,.,..~ (7,706,593) 152,520 140,196 6,133,.238
Od>crm:nicdc,:pcmcs 288,471 S,920 (35,237) 41S,668
CIIAomer deposia 1,299,084 4,640
1-(-=-se)in ccmpensalCd dioca-SlSJ2) 174815 65,m
Nee call provided(.....!) by opcn,ti,,a octi-,itico s l9J9S1866 s IS,882..718 s 9,379,030 s 542.593
Supplemazul ... llaw lalunadoll;
660.614 Noncasli copilal improvc:,m:nls and odoer~ $ s $ 370,834 s
See aa:ompanyillg NOit& la BUK Fiaaai:aal S-.
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EalerJlriHF_, C Odla-Neiunajor lalUUI
Luerprlse Sen-ice
s1a ....... w had, Talllb , ....
s 6,288,501 s 21,00),046 $ 337,503,694 s 38,389,571
(169,004) (1 I ,SOJ,229) (258,832,641) (36,750.900)
(721,181) (10,651 ,.S79) (29,514,833) (S,061,38&) ( (1,981} 1414704 1,744,W 11,892
S.389.335 :260942 S08S0485 (3,410,825)
128,586 1,564,299 7,172,443 lS7,638
(991,066) (9,332,457) (I 8,468,839) (4,809,030)
4,S00,000 143,867 4,905,367 (13,402) ,.
(S.367) '-
5,629,370 5,629,370
1,023,706 1,023,706
3,637.520 (971.21S) 261.997 (4,670.161)
(9,086,984) (6,772,784) (60,669,737) (38,884) r ...
8,920 1,106.740 S,402,956 194,264
(19,631,873)
(12,101,350) (3,714,091) (104,214,322)
(851,393) 223,181 (4,878,631)
(3,200,696) (7,816,645)
(452,390) (4,567,394)
11.S22,003 5,641,811 152,125,545 ( 1,191,690 1.191.690
(6,637,093)
983 991 4,174,092
(13,709,500) {1,791.852) (4S,6411412) 155.380
1,360,757 4,532,944 11,860,129 7,070,785 ,.
(4,431,913) (307,309) (l9,S07.Sl9) (814,206) '-
1,17~796 S4S976 3,053.823 743044
(1,894,360) 4,771,611 (4m~67l 6,999,623
(6,577,005) 2,269,486 877,503 (925,983)
23J33.S4S 10,117,091 67,981~ 5,358.699
! 1~756,540 s 13,086,S77 s 68,858,737 $ 4.432.716
(
s 3,977,961 $ (10,593,828) s 12,367,002 s (3,697.0!19)
546,314 9,470,382 30,871,172 350,833
(1.984) 1,342,264 1,671,821 11,892 ,
\,
49,065 42,217 (7,368,72S) (33,445)
(140,888) (408,739) (S,996)
(432,256) 10,852,821
SlS,706 (2.SS,606) (710,544) (106,:302)
(18,S41) 6S8,399 1,314,680 31,299
6SO !,)04,374
JO 811 169607 956,618 31993 (
s 5,389.332 s 260,941 s so,&S0,480 s (3,410,&25)
$ $ s 1,031,448 s
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City of Lubbock, Texas
Statement of Fiduciary Net Assets
Fiduciary Funds
September 30, 2005
ASSETS
c.ash 8J'ld cash equivalents
Investments, at fair value:
Total Assets
LIABILmES
Accounts payable
Total Liabilities
See accompanying Notes to Basic Financial Statements.
Agency
Fund
$ 1,099
73
$ 1,172
$ 1.172
$ 1,172
56
City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE L SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Basic Financial Statements (BFS) of the City of Lubbock, Texas (City) have been prepared in conformity
with Accounting Principles Generally Accepted in the Unired States of America (GAAP) as applied to
government unit&, including speciali7.ed industry practices as specified in the American Institute of Certified
Public Accountants audit and accmmting guide titled Slate and Local Govenunenti. The Governmental
Accounting Stundards Board (GASB) is the acknowledged standard-setting body for establishing
governmental accounting and financial reporting principles. With respect to proprietary activities related to
business-type activities and enterprise funds, including component units, the City applies all applicable GASB
pronouncements as well as Financial Accounting Standards Board (FASB) Statements and Interpretations,
Accounting Principles Board (APB) Opinions and Accounting Research Bulletins of the Committee on
Accounting Procedme, is.sued on or before November 30, 1989, unless those pronouncements conflict with or
contradict GASB pronouncements. The more significant accounting policies are described below.
A. REPORTING ENTITY
The City is a municipal corporation governed by a Council-Manager form of government. The City,
incorporated in 1909, is located in the northwestern part of the state. The City currently occupies a land area
of 119.l square miles and serves a population exceeding 211,000. The City is empowered to levy a property
tax on both real and personal properties located within its boundaries. [t is also empowered by state statute to
extend its corporate limits by annexation, which occurs periodically when deemed appropriate by the city
COlDlCil
The City provides a full range of services, including police and fire protection; recreational activities and
cultural events; construction and maintenance of highways, streets, and other infrastructure; and sanitation
services. The City also provides utilities for electricity, water, sewer, and storm.water as well as a public
transportation system.
The BFS present the City and its component units and include all activities. organizations. and functions for
which the City is considered to be financially accounlable. The criteria considered in determining activities
to be reported within the City's BFS are based upon and consistent with those set forth in the Codification of
Governmental Accounting Standards, Section 2100, "Defuung the Financial Reporting Entity." The criteria
include whether:
• The organization is legally separate (can sue and be sued in its own name).
• The City holds the corporate powers of the orgmmtion,
• The City appoints a voting majority of the organization's board.
• The City is able to impose its will on the organization,
• The organization bas the potential to impose a financial benefit or burden on the City, or
• 11?-ere is fiscal dependency by the otganimion on the City.
As required by GAAP, the BFS present the reporting entity which consists of the City (the primary
government), organiz.atiom for which the City is financially accountable, and other organizations for which
the nature and significance of their relationship with the City are such that exclusion could cause the City's
BFS to be misleading or incomplete.
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City of Lubbock, Tens
Notes to Basic Financial Statements
September 30, 2005
NOTE L SUMMARY OF SIGNIFICANT ACCOUNTING p0UCIES (Continued)
A. REPORTING ENTITY (Continued)
BLENDED COMPONENT UNITS
The Urban Renewal Agency (URA) bas been included in the City's financial reporting entity within the
primary government using the blended method because, although it is legally separate. its operations are so
intertwined with the City that it is, in substance, a part of the City. The URA "Was formed to provide urban
renewal services including rehabilitation of housing, acquisition of housing. and disposition of land. The
URA Board is composed of nine members appointed by the Mayor with the consent of the City Council, and
acts only in an advisOl)' capacity to the City Council. All powers to govern the URA are held by the City
Council There are no separate financial statements available for the URA.
West Texas Municipal Power Agency (WfMPA) is a legally separate municipal corporation, a political
subdivision of Texas, and body politic and corporate, funned in 1983, governed by a Board of eight directors
who serve without compensation. WTMP A bas no employees and instead contracts with the City for general
operations. WTMP A may engage in the business of generation, transmission. sale, and exchange of electric
energy to the four participating public entities: Lubbock, Tulia, Brownfield. and Floydada. WTMP A may
also participate in power pooling and power excbaoge agreements with other entities. WTMP A provides
ele<ltricity to its four member cities with the City having an 88.5% interest in its operations .. Each member
city appoints two members to the WfMPA board, however an affirmative vote of the "majority in interest" is
required t.o approve the operating budget. approve capital projects, approve debt issuance, and approve any
amendments t.o WTMPA roles and regulations The City maintains the "majority in interest" vote based on
Kilowatt purchases. and consequently has majority voting control. & the City purchases approximately
88.5% of the electricity brokered. WI'MPA provides services almost exclusively to the City and is therefore
presented as a blended enterprise fund. Their separate audited financial statements may be obtained through
the City.
DISCRETELY PRESENTED COMPONENT UNITS
The financial dam for the Component Units are shown in the Government-Wide Financial Statements. They
are reported in a separate column to emphasize that they are legally separate from the City. The following
Component Units are included in the reporting entity because the primary government is financially
accountable, is able to impose its will on the organization, or can significantly influen~ operations and/or
activities of the organization.
Civic Lubbockt Inc. is a legally separate entity that was organized to foster and promote the presentation of
wholesome educational, cuJtural, and entertainment programs fur the general moral, intellectual, physical
improvement, and welfare of the citizens of Lubbock and its surrounding area. The seven-member board is
appointed by the City council. City Council approves the ammal budget. Separate financial statements for
Civic Lubbock may be obtained from them at 1501 (lb Street, Lubbock. Texas.
Market Lubbock Economic Development Corporation, dba Market Lubbock. is a legally separate entity
that was funned on October 10. 1995 by the City Council to create, manage, operate, and supervise programs
and activities to promote, assist, and eohance economic development within and around the City. The City
Council appoints the seven-member board and its operations are funded primarily through budgeted
allocations of the City's property and hotel occupancy taxes. Separate financial statements may be obtained
from Marlcet Lubbock at 1301 Broadway, Suite 200, LAlbbock, Texas.
58
City of Lubbock, Teus
Notes to Basic F"mancial Statements
September 30, 2005
NOTE L SUMMARY OF SIGND'ICANT ACCOUNTING POUCIES (Continued)
A. REPORTING ENnrY {Continued)
Lubbock Economic Development Alliance is a legally separate entity that was funned on June 1, 2004 by
the City of Lubbock to create, manage and supervise programs and activities to promote, assist, and enhance
economic development within and around the City. The City Council appoints the five (S)-member board and
its operatioos are funded primarjly through budgeted allocations of the City's sales and use taxes. Separate
financial statements may be obtained from Market Lubbock at 130 I Broadway, Suite 200, Lubbock, Texas.
RELATED ORGANIZATIONS
The City Council is responsible for appointing the members of the boards of other organjzations but the
City's acc:owtability for diese mgani7.adons does not extend beyond making board appointments. The City
Council is not able to impose its will on these entities and there is no financial benefit or burden relationship.
Bonds issued by these organizations do not constitute indebtedness of the City. The following Related
Organimioos are not included in the reporting entity:
The Housing Authority of the City or Lubbock (Authority) is a legally separate entity. The Mayor
appoints the five-member board.
The Lebbock HeaJth Facilities Development Corporation promote., health facilities development City
Council appobm the seven~member board.
The Lubbock Housing Fblance Corporation, Inc. was funned pursuant to the Texas Housing Finance
Coq,oratioD Act. to finance the cost of decent, safe, and affordable resirlential housing. The Mayor appoints
the seven-member board.
North and East Lubbock CommUDity Development Corporation (CDC) was formed from the
~on of the mayors commission foaned in May 2002 to examine the condition of North & East
Lubbock. Incorporued in February 2004, the CDC began work to effectuate change in North and East
Lubbock. The North & East Lubbock Community Development Corporation is a local entity that drives social
change; promoms autonomy and empowerment by increasing the supply of quality and affordable housing,
generating economic activity, and coordinating the efficient deliwry of social services. The City Council
appoints two members of an deven-mc:m.ber board. The City Council is not able to impose its will on the
entity and there is no financial benefit/burden relationship.
1be Lubbock Education Facilities Authority, Inc. is a non-profit corporation and instrumentality of the
City and was created pursuant 1D dte Higher Education AUfhority Act. Chapter S3 Texas Education Code for
tbe pmpose of aiding institutions of higher education, secondary scltool, and primary schools in providing
educational facilities, housing facilities. The seven-member Board is appointed by the City Council.
The Lubbock Firemen's Retirement aad Relief Fund (Pension Trust Fund) operates under provisions of
the Firemen's Relief and Retimnent Laws of the State of Texas for purpose.1 of providing retirement benefits
for the City's firefighters. The Mayor's designee, the Cash and Debt Manap, three firefighters el~ by
members of the Pension Trust Fund aod two at-large members elected by the Board, govern its affairs. It is
funded by contributions nom the fire~ and City matching contributions. As provided by enabling
legislation. the City's responsibility to the Pension Trust Fund is limited to rnu;hing monthly contributions
made by the members. Title to assets is vested in the Pension Trust Fund and not in the City. The State
Firemen's Pension Commission is the governing body over the Pension Trust Fund and the City cannot
significantly influence its operations. Their separate audited financial statements may be obtained through the
City.
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE L SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
B. GOVERNMENT-WIDE AND FUND FINANCIAL STATEMENTS
The City's financial statements are prepared using the reporting model specified in GASB Statement No. 34 -
B03ic Financial Slatementr -and Management's Discussion and Analysis -for Stale and Local
Governments, GASB Statement No. 37 -Bmic Financial Statements -and Management's Discussion and
Analysis -For State and Local GovernmenJs -Omnibus, GASB Statement No. 38 -Certain Finandal
Statement Nole Disclo,nue:r, and GASB Interpretation No. 6 -Recognition and MeasuremenJ of Certain
liabililies and Expenditw-es in Governmental Fund Financial StaJemenls. As specified by Statement No. 34,
the Basic Financial Statements (BFS) include both Government-Wide and Fwtd Financial Statements. In FY
2005 the City adopted the provisions of GASB Statement No. 40 -Deposit and lnvutmenJ Risk DucJosures.
This new standard revises the existing requirements reganting disclosure of custodial credit risk and
establishes requirements for disclosures regarding credit risk, concentration of credit risk, interest rate risk
and foreign currency risk. Adoption of GASB Statement No. 4(1 had no effect on net assets and change in net
assets in the prior or current year.
The OovernmentMWide Finandal Statement.'i (GWFS) (i.e., the Statement of Net Assets and the Statement of
Activities) report information on all of the nonM.fiduciazy activities of the City and its blended component units
as a whole. The discretely presented component units are also aggregately presented within these slatements.
The effect of interfund activity has been removed from these statements by allocation of the activities of the
various intemal serviee funds to the governmental and business-type activities on a fund basis based on the
predominant users of the services. Governmental activities, which are primarily supported by taxes and
intergovernmental revenues, are reported separately ftom businesHype activities, which rely to a significant
extent on fees and charges for support. All activities, both governmental and busin~-type, are reported in
the GWFS using the economic resources measurement focus and the accrual basis of accounting, which
includes long-tenn assets and receivables as well as long-term debt and obligations. The GWFS focus more
on the sustainability of the Cify as an entity and the change in aggregate financial position resulting from the
activilies of the fiscal period.
The Government-Wide Statement of Net Assets reports all financial and capital resources of the City,
excluding those reported in the fiduciary fund. It is displayed in the format of assets less liabilities equals net
assets, with the wets and liabilities shown in order oflheir relative liquidity. Net assets are required to be
displayed in three components: (I) invested in capital assets net of related debt. (2) restricted, and (3)
unrestricted. Invested in capital assets net of related debt equals capital assets net of accumulated
depreciation and n:duced by oulsfanding balances of any bonds, mortgages, notes, or other borrowinp that
are attributable to the acquisition, construction, or improvement of those assets. Restricted. net assets are
those with constraints placed on their~ by either: (1) externally imposed by creditors (such as through debt
covenants), grantOIS, contributors, or laws or regulations of other governments; or (2) imposed by law
through constitutional provisions or enabling legislation. All net assets not otherwise classified as invested in
capital assetll net of related debt or restricted, are shown as unrestricted. Reservations or designations of net
usets imposed by the City, whether by administrative policy or legislative actions of the City Council that do
not odlerwise meet the definition of restricted net assets, are considered unrestricted in the GWFS.
The Government-Wide Slatement of Activities demonmates the degree to which the direct expenses for a
given function or segment is offset by program revenues. Direct expenses are those that are clearly
identifiable with a specific function or segment Program revenues include, (l} charges to customers or
applicants who purchase, use, or directly benefit 6-om goods, services, or privileges provided by a given
function or segment; and (2) grants and contn'butions that are restricted to meeting the operational or capital
requirements of a particular function or segment. Tax.cs and other items not properly included among
program revenues are reported instead as general revenues. The general revenues support the net costs of the
functions and segments not covered by program revenues.
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City of Lubbock, Texas
Notes to Basic Financial Statemeots
September 30, ZOOS
NOTE L SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
B. GOVERNMENT-WIDE AND FUND FINANCIAL SIATEMENTS (Continued)
Also part of the BFS are Fund Financial Statements (FFS) for governmental funds. proprietary funds, and the
fiduciary fund, even though the latter is excluded from the GWFS. The focus of the FFS is on major funds, as
defined by GASB Statement No. 34. GASB Statement No. 34 sets forth minimum criteria for determination
of major funds, i.e., a percentage of assets, liabilities, revenue, or expenditures/expeoses of fund cat.egory and
of the governmenlal and enterprise funds combined. However, it also gives governments the option of
displaying other funds as major funds. The City can elect to add some funds as major funds because of
outstanding debt or community focus. Major individual governmental funds and major individual enterprise
funds are reported as separate columns in the FFS_ Other non-major funds are combined in a single colwnn
in the appropriate FFS.
C. MEASUREMENT FOCUS, BASIS OF ACCOUNTING, AND FINANCIAL STATEMENT
PRESENTATION ·
Fund Financial Statements
Toe GWFS are reported using the economic resources measurement focus and the accrual ~is of
accounting. as are the proprietary FFS. The City's fiduciary FFS includes only an agency fund that uses the
accrual basis of acco~ However, because agency funds n,port only assets and liabilities, this fund does
not have a measurement focus. Revenues are recorded when earned and expenses are recorded when a
liability is incurred, regardless of the timing of related cash flows. Property taxes are recognized as revenues
in the year for which they are levied. Grants and similar items are recognized as revenue as soon as all
eligibility requirements have been met.
Because the enterprise funds are combined into a single busfuess.type activities column on the GWFS, certain
interfund activities between these funds are eliminated in the consolidation for the GWFS, but are included in
the fimd columns in the proprietary FFS. The effect of inter-fund activity has been eliminated from the
GWFS. Exceptions to this general rule are paymenls-in•lieu of mxes and other charges between the City's
electrlc, water and sewer functions and various other functions of the government Elimination of these
charges would distort dte direct costs and program revenues reported for the various functions concerned.
For instance, 88.5% of the operations of WTMPA representing transactions between WTMPA and Lubbock
Power & Llght have been eliminared for the GWFS presentation and for the electric BT A.
Governmental FFS are reported using the current financial resources measurement focus and the modified
accrual basis of accounting. This is the traditional basis of accounting for governmental funds. This
presentation is necessary, (1) to demonstrate legal and covenant compliance, (2) to demonstrate the sources
and uses of liquid resources, and (3) to demonstrate how the City's actual revenues and expenditures coofonn
to the annual budget. Revenues are recognized as soon as they are both measurable and available. Revenues
are considered to be available when they are coll.ectJ"ble within the current period or soon enough thereafter to
pay liabilities of the current period. For 1his purpose, the government considers revenues to be available,
generally, if they are collected within 45 days of the end of the current fiscal period, with the exception of
sat~ mx~ which are coosidered to be available if they are collected within 60 days of year end. The City
consider.I the grant availability period to be one year for revenue recognition. Expenditures generally are
recorded when a liability is inCWTed, as under accrual accounting. However, debt service expenditures, as
well as expenditures relat.ed to compensated absences, and claims and judgmenb are recorded only when the
Liability has matured. Because the governmental FFS are presented on a different basis of accounting than the
GWFS, reconciJiation is provided immediately following each fi.md stat.emenL These reconciliations explain
the adjustments necessary to convert the FFS into the governmental activities column of the GWFS.
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City of Lubbock, Texas
Notes to Basie Financial Statements·
September 30, 2005
NOTE L SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
C. MEASUREMENT FOCUS, BASIS OF ACCOUNTING, AND FINANCIAL STATEMENT
PRESENTATION (Continued)
Property taxes, sales taxes. franchise taxes, occupancy taxes, grants, licenses, court fines, and interest
associated with the current fiscal period are all considered to be $USCq)tible to acaual and have been
recognized as revenues of the current fiscal period Only the portion of special assessments receivable due
within the current fiscal period is considered to be suscepti'"ble to accrual as revenue of the current period. All
other revenue items are considered to be measurable and available only when the City receives cash .
Fund Accounting
Toe City uses funds to report its financial position and the results of its operations. Fund accounting
segregates funds according to their mtended purpose and is designed to demonstrate legal compliance and t.o
aid financial management by segregating transactions related to certain governmental functions or activities.
A fund is a separate accounting entity with a self-balancing set of accounts, which includes assets, liabilities,
fund balance/net assets, revenues and expendituresl'expenses.
Governmental funds are those through which most of the governmental functions of the City are financed.
The City reports one major governmental fund:
The General Fund. The General Fund, as the City's primary operating fund, accounts for all financial
resources of the general government, except those required to be accounted for in another fund.
Enterprise Fonds are used to a.Q;OWlt for operations: (1) that are financed and operated ma 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 1he general public on a continuing basis be financed or
recovered through user charges; or {2) where the governing body has decided that periodic determination of
revenues earned, expenses incarred, and/or net income is appropriate for capital maintenance, public policy,
management control, accountability, or other purposes. The City reports lhe following major enterprise
funds:
The Electric Fund accounts for the activities of Lubbock Power & Light (LP&L), the City-owned
electric production and distribution syst.em.
The Water Fund accounts for the activities of the City's water system.
The Sewer Fund accounts for the activities oflhe City's sanitmy sewer system.
The West Texas Municipal Power Agency (WTMPA) Fund accounts for the activities of power
generation and power brokering to member cities. Member eities include Lubbock with 88.5%
owner.ship, and Tulia, Brownfield, antl Floydada comprising the renuuning 11.5% ownership.
The Stormwater FDDd accounts for the activities of the stonnwater utility, which provides stonnwater
drainage for the City.
62
City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE L SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
C. MEASUREMENT FOCUS. BASIS OF ACCOUNTING, AND FINANCIAL STATEMENT
PRESENTATION (Continued)
The City reports the following non-major funds:
Governmental Funds
Special Revenue Funds are used to account for lhe proceeds of specific revenue sources ( other than
special assessments or major capital projects) that are legally restricted tn expenditures for specified
purposes.
The Debt Service Fund is used to account for the accumulation of resoUt'Ces for, and the payment of,
general long-tenn obligation principal and interest (other than debt service payments made by proprietary
funds).
Capital Projects Funds are used to account for financial resources to be used for the acquisition or
construction of major capital improvements (other than those recorded in the proprietary funds).
Proprietary Funds distinguish operating revenues and expenses from non-operating items. Operating
revenues and expenses generally result from providing services and producing and delivering goods in
connection with a proprietary fund's principal ongoing operations. The principal operating revenues of the
City's enterprise funds and of the City's internal service funds are charges to customers for sales and services.
Operating expenses for enterprise funds and internal service funds include the cost of sales and services,
administrative expens~ and depreciation on capital assets. All revenues and expenses not meeting this
definition are reported as non--operating revenues and expenses.
Internal Service Funds are used to account for services provided to other depamnents, agencies of the
depamnents or to other governmeots on a cost reimbursement basis (i.e., Fleet Maintenance Fund.
Central Warehouse Fund. Print Shop Fund, Self-Insurance ·Fund. etl;.).
Enterprise Funds are used to account for services to outside users where the full cost of providing
services, including capital, is to be recovered through fees and charges, e.g., Lubbock Preston Smith
International Allport (Airport Fund), Citibus, and the Solid Waste Fmid.
Fiduciary Funds include an Agency Fund that is used to account for assets held by the City as an agent
for private organizations.
D. BUDGETARY ACCOUNTING
The City Manager submits a proposed operating budget and capital improvement plan to the City Ccwtcil
amwally for the upcoming fiscal year. Public hearings are conducted to obtain taxpayer comments, and the
budget is legally enacted through ~ of an ordinance by City Council. City Council action is also
required for the approval of any supplemental appropriations. All budget amounts presented in the budget
comparison statement reflect the original budget and the amended budget, which have been adjusted for
legally authorized supplemental appropriations to the annual budget during the 6scal year. The operating
budget is adopted on a basis consistent with GAAP for the General Fund. Budgetary control is llJaintained at
the department level in the following expenditure categories: personnel services, supplies, other charges, and
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City of Lubbock, Tens
Notes to Basic Financial Statements
September 30, 2005
NOTE L SUMMARY OF SIGNIFICANT ACCOUNTING POUCIES (Continued)
D. BUDGETARY ACCOUNTING {Continued}
capital outlay. Management may make administrative transfers and increases or decreases in accounts within
categories, as long as expendilures do not exceed budgeted appropriations at the fund level. the legal level of
control. All annual operating appropriations lapse at the end of the fiscal year. Capital budgets do not lapse
at fiscal year end but remain in effect until lhe project is completed and closed.
In addition to the tax levy for general operations, in accordance with State law, the City Council sets an ad
valorem tax levy for a sinking fund (General Obligation Debt Service) which, with cash and invesbnents in
the fund, is sufficient to pay all debt service due during the fiscal year.
E. ENCUMBRANCES
At the end of the fiscal year, encumbrances for goods and services that have not been received are canceled.
At the beginning of the next fiscal year, management reviews all open encumbrances. During the budget
revision process, encumbra!W:es may be re-established On October 1, 2005, the General Fund had no
significant amounts of open encumbrances.
F. ASSETS, LIABil,ITJES AND FUND BALANCE/NET ASSETS
Equity in Cash and Investments-The City pools the resources of the various funds in order to &cilitate the
management of cash and enhance investment earnings. Records are maintained which reflect each fund's
equity in the pooled account. The City's investments me stated at fair value, which is based on quoted market
prices as of the valuation date.
Cash Equivalents • Cash equivalents are defined as short-term highly liquid investments that are readily
convertible to known amounts of cash and have original maturities of three momhs or less when purchased
which present an insignificant risk of changes in value because of changes in interest rates.
Investments -Investment.s inclnde securities in 1he Federal Home Loan Banks, Federal Home Loan
Mortgage Corporation, and Federal National Mortgage Association. Restricted investments include cash
equivalents and investments that have been restricted for bond financed capital projects and money restricted
for claims in the Rjsk and Health Insurance Funds.
Property Tu Receivable -The value of all real and business property located in the City is assessed
annually on January l in conformity with Subtitle E of the Texas Property Cod1:. Property taxes are levied on
October 1 on those assessed values and the taxes are due on receipt of the tax bill. On the following January
I, a tax lien attaches to property to secure the payment of all taxes, penalties. and int.erest uhimately imposed.
The taxes are considered delinquent if not paid before February L Therefore, at fiscal year end all property
taxes receivable are delinquent, but are secured by a tax lien.
At the GWFS level, property tax revenue is rccog,med upon levy. ln governmental funds, the City records
property taxes receivable upon levy and defers tax revenue until the taxes are collected or available. For each
~I year, the City reoognizes revenue in the miount of taxes collected during the year plus an estimate of
taxes lo be collected in the subsequent 45 days. The City allocates property tax revenue between the General,
certain Special Revenue, and Debt Service Funds based on tax rates adopted for the year of levy. The
Lubbock Central Appraisal District assesses property values, bills, collects, and remits the property taxes to
the City. The City adjusts the allowance for uncollectible taxes and deferred tax revenue at fiscal year end
based upon historical co11ection experience. To write off property taxes receivable, the City eliminates the
reocivable and reduces the allowance for uncollecb"ble accounts.
64
City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE I. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
F. ASSETS, LIABILITIES, AND FUND BALANCE/NET ASSETS {Continued}
Enterprise FUnds Receivables -Within the Electric, Water, Sewer, and WTMPA Enterprise Funds, services
rendered but not billed as of the close of the fiscal year are accrued and this amount is reflected in the
accounts receivable balances of each fund. Amounts billed are reflected as accowits receivable net of an
allowance for uncollectible accounts.
Inventories -Inventories consist of expendable supplies held for consumption. Inventories are va1ued. at cost
using the average cost method of valuation, and are accounted for using the consumption method of
accounting, i.e., inventory is expensed when used ralh.er than when purchased.
Prepaid Items -Prepaid items are accounted for under the consumption method.
Restricted Assets -Certain enterprise fund and governmental activities assets are restricted for construction
and debt; consequently, net assets have been restricted for these amounts. The excess of other restricted
assets over related liabilities are included as restricted net assets for bond proceeds, bond indentw-es
requirements, and passenger facility charges.
Mortgage Receivables -Mortgage receivables consist of loans made to Lubbock residents under the City's
Community Development loan program. These loans were originally funded primarily through grants
received from the U.S. Department of Housing and Urban Development.
capital Assets and Depreciation -Capital~ including pubJic domain infrastructure (streets, bridges,
sidewalks and ollter assets that are immovable and of value only to the City) are defined as usets with an
initial, individual cost of more than $5,000 and an estimated useful life in excess of one year. These capital
assets are reported in the GWFS and the proprietary funds. Capital assets are recorded at cost or estimated
historical coat if purchased or coastructed. Donated assets are recorded at the estimated fair value on the date
of donation.
Major outlays for capital assets and improvements are capitalized as the projects are constructed. The cost of
nonnal maintenance and repairs that do not add to the value of the asset or materially extend the asset lives
are not capitalized. Major improvements are capitalized and depreciated over the remaining useful lives of
the related capital assets.
Depreciation is computed using the straight-line method over the estimated useful lives as follows:
~lllJ)fOVClllellts
Buildings
Equipment
Water rights
10-50 years
15-50years
3-15 years
85 years
Interest capitali'zation -Because the City issues general-purpose capital improvement bonds, which ani
recorded within the proprietmy funds, the City capitali7.es interest costs for busine.ss-type activities and
enterprise funds according to the Financial Acwunting Standards Board (F ASB) Statement No. 34
Capilalizalion of Interest Cost and FASB Statement No. 62 Capitalization of Interest Costs. The Cit:y
capitalized interest of approximately $540,000 net of interest earned, for the busin~e activities and the
entelprise funds during the current fiscal year.
Advances to Other Funds -Amounts owed to one fund by another that are not due within one year are
recorded as advances to other funds.
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE L SUMMARY OF SIGNIFICANT ACCOUNTING POUCIES (Continued)
F. ASSETS. LIABil,ITIES, AND FUND BALANCE/NET ASSETS (Continued)
Use of Estimates -The preparation of financial s'llltements in conformity with accounting principles
generally accepted in the United States of America requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and reported amounts of revennes and expenses/expenditures during the
reporting period. Actual results could differ from those estimat.es-
G. REVENUES, EXPENSES AND EXPENDITURES
Interest Income on pooled cash and investments is allocated monthly based on the percentage of a fund's six-
month rolling average monthly balance in pooled cash and investments t.o the total citywide six-month rolling
average monthly balance in pooled cash and investments, except for certain Fiducimy Funds, certain Special
Revenue Funds. Capital Project Funds, and certain Internal Service Funds. The interest income on pooled
cash and investments of these funds is reported in the General Fund or the Debt Service Fund.
Sales Tax Revenue for the City results ftom an allocation of 1.5% of the total sales tax levy of 8.25%, which
is collected by the State of Texas and remitted to the City monthly. The tax is collected by the vendor and is
required to be remitted to the State by the 20th of the month following collection. The tax is then paid to the
City by the 10th of the next month.
Grant Revenue from federal and stat.e grams is recognized as revenue as soon as an eligibil~ requ.ireme.nts
have been met. The availability period for grants is considered to be one year.
Interfuod Transactiom are accounled for as ~ucs, expenditures, expenses, or other fin~cing sources or
uses. Transactions that constitute reimbw-sements to a fund for expenditures/expenses initially made from
that fund that are properly applicable t.o another fim.d, are recorded as expenditures/expenses in the
reimbursing fund and as reductions of expenditures/expenses in the fund that is reimbursed. In addition,
transfers are made between funds to shift resources from a fund legally authoriz.ed to receive revenue to a
fund authorized to expend the revenue.
Compensated Absences consists of vacation leave and sick leave. Vacation leave of 10-20 days is granted
to all regular employ~ depeodent upon the date employed, years of service. and civil service status.
Currently, up to 40 hours of vacation leave may be "carried over" to the next calendar year. The City is
obligated t.o make payment upon retirement or tmnination for any available, unused vacanon leave.
Sick Leave for employees is accrued at 1-¼ days per month with a maximum accrual status of200 days. After
15 years of continuous full time service for non-civil service pe(SOnnel, vested sick leave is paid on retirement
or tennination at the current hourly rate for up t.o 90 days. Upon retirement or ten:nination, Civil Service
Personnel (Police) are paid for up to 90 days accrued sick leave after one year of employment Civil Service
Personnel (Firefighters) are paid for up to 90 days of accrued sick leave llp0Il retirement or termination. The
Texas Civil Service laws dictate certain benefits and personnel policies above and beyond those policies of
the City.
Toe liability for the accumulated vacation and side leave is recorded in the GWFS and in the FFS for
proprietary fund employees when earned. The liability is recorded in lhe governmental FFS to the extent it is
due and payable.
66
City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE I. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Coadnued)
G. REVENUES. EXPENSES AND EXPENDITURES (Continued)
Post Employment Benefits for retirees of the City ofl.Albbock include the option to purchase health and life
insurance benefits at their own expense. However, employees that retire with 15 years of service or Civil
Service employees that retire who have a balance in excess of 90 days will be able to elect to continue
receiving medical coverage in full 30-day periods for the term of the balance of their sick leave. Amounts to
cover premiums and administrative costs, with an incremental charge for reserve funding, are determined by
the City's health care administrator. Employer contributions are funded on a pay-as--you-go ham and
approximated $1.4 million for fiscal 2005. These contributions are included in the amount of insurance
expense reflected in the financial activity reported in the Health Insurance Internal Service Fund.
NOTE II. STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY
A. RESTRICTED NET ASSETS
Restricted net assets are only used for their intended pwpose. For projects funded by tax exempt debt
proceeds, the debt proceeds are used first. then unrestricted resources are used.
B. NET ASSET/FUND BALANCE DEFICIT
The deficit of $185,403 in the Permanent Street Maintenance Capital Projects Fwtd is due 1x> limwg diffecem:es of
incurring capital outlay expenditures fur an internally financed project. When remaining capital projects -complete in
the Permanent Street Maintenance Capital Projects FIDld, a ttaosfc:r will be recommended to cover lhe deficit No other
funds of the City had deficits in either total fund balances or total net assets.
NOTE m DETAIL NOTES ON ALL ACTIVITIES AND FUNDS
A. CASH AND INVF.STMENTS
Deposit!
Custodial credit risk is the risk that in the event of a bank failure, a government's deposits may not be
returned to iL The City's deposit policy for custodial credit risk requires compliance with the provisions of
state law ..
State law requires collatenllization of all deposits with federal depository insurance, eligible securities, or a
surety bond having an aggregate value at least equal to the amount of the deposits. The City's Investment
Policy requinls the minimum collateral level to be 102% of market value of principal and accrued interest.
Citibus and American State Bank are not in compliance with the City's investment policy, the Public Funds
Jnvt;mnent Act and the Public Funds Collateral AcL
At September 30, 2005, $1,973,078 of bank balances of $2,373,078 was exposed to custodial credit risk as
follows:
Uninsured and uncollateraliied $ 36 I,ln
Unmsured and collatctal held by pledging financial institutioo 1,611,70 I
Uninsured and collateral held by pledging financial institution's trust department or agent in other
than the City's oamc
$1,973078
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE Ill. DETAil, NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
A. CASH AND INVESTMENTS {Continued)
lovesbnents
At September 30, 2005, the City bad the following investments and maturities:
TYPe
Repurchase agreements +
Federal Home (Al8n Banks (FHLB)
Federal Home Loan Mortgage
Corporation (FHLMC)
Federal National Mortgage
Association (FNMA)
Money market mutual funds +•
State Investment Pools ••
September 30, 2005
Maturilies in Years
Fair Value
$ 1,382,123
13,836,400
1,975,600
Less
Than. I
$ 1,382,123
7,931,4-00
1,97.:5,600
7,917,000 7,917,000
98,931.041 98.93 1,041
101,07S,003 101,075,003
1-5
$
5,905,000
sns,117,167 s212212162 ss20sooo
•Considered cash equivalent for financial reporting. •• Money market mutual funds and State Investment Pools are
considered cash equivalents for financial reporting, unless restricted for bond financed capital projects and claims for
Risk and Health Insurance Funds.
Interest Rate Risk -As a means of limiting its exposure to fair value losses arising :from rising interest rates,
the City's investment policy limits investments to those that can be held to maturity and by limiting final
maturity to no more than five (5) years. The money market mutual funds and investment pools are presented
as an investment with a maturity of less than one year because they are redeemable in full immediately.
Credit Risk -Credit risk is the risk that the issuer or other counterparty to an investment will not fulfill its
obligations. The City's policy allows investment in direct obligations of and other obligations guaranteed as
to principal of the U.S. Treasury and U.S. agencies and instrwnentaliti with the exception of mortgage
backed securities. It allows obligations of investment in the State of Texas or its agencies and obligations of
states, agencies, counties. cities. and other political subdivisions tated not less lhan A or its equivalent. It may
also invest in fully coliat:eralm,d repurchase agreements, fully collateralized certificates of deposit,
commercial paper and bank acceptances with a sb1ted maturity of270 days or fewer fiom the dat.e of issuance,
AAA-rated, no-load money market mutual funds regulated by the Securities and Exchange Commission, and
AAA-rated, constant dollar AAA-rated investments pools authori7.ed by the City Council At September 30 ..
2005, Standard & Poor's rated the investment pools AAAm and Moody's rated the money market mutual
funds Aaaa. The senior unsecured debt fur investments in FNMA and FHLMC are rated AAA by Standard &
Poor's and Moody's.
Custodial Credit Risk-For an investment, custodial credit risk is the risk that, in the event of the failure of the
counterparty, the City will not be able to recover the value of its investment or coUatenl securities that are in
1he possession of an outside party. The City required that deposits and repurchase agreements be held in an
institution that has a minimum collateral level of 102% of the market value. FHLB, FHLMC, and FNMA
investments are held in the City's name in third party safekeeping by a Federal Reserve member financial
inmtution designated as a City depository. The City shall maintain a list of authorized broker/dealers and
financial institutions, which are approved by the Audit Committee for investment purposes.
68
City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 200S
NOTE ill. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
A. CASH AND INVESTMENTS (Continued)
Concentration of Credit Ri-sk -The City places limits on the amount that may be invested in any one issuer
with the exception of United States Treasury obligatiODS. At September 30, 2005, the City's investments
constituted the following percentages of total investments: repurchase agreements -0.6%, FHLMC -0.9%,
and FNMA-3 .5%.
Foreign Currency Risk -This risk relates to adverse affects on. the lair value of an investment from changes in
exchange rates. The City bas no foreign currency risk.
B. INTERFUND TRANSACTIONS
Interfund balances, specifically the due to and due from other funds, are short-term loans to cover temporary
cash deficits in various funds. This occasionally occurs prior to bond sales or grant reimbursements. These
outstanding balances are repaid within the following fiscal year.
Interfund balances, specificaUy advances to and from other funds, are longer-tenn loans to cover Council
directed internal financing of certain projects. At September 30, 2005 the City has nearly $22.6 million of
this type of internal financing. These balances are assessed an interest charge and are repaid over time
through operations and transfers.
Net interfund receivables and payables between governmental activities and business-type activities in the
amount of $6,076,822, are included in the government-wide fimuK:ial statements. The following amounts due
to other :funds or due front other funds, including advances, are included in the fund financial statements (all
amounts in thousands):
lnterfu.ad Receivables (Thousands)
Gover11Dtental Funds Proerietary Funds
lnterfand Payables (I'bonsands) Non-Major Non-Major Internal
Gea.enll Government WTMPA lnte~rise Service Totals
Governmental Flldds:
Non-Major Governmental $ l,738 $ 4,202 $ s 52 $ S,992
Proprietary Funds:
Electric I 1,299 11,299
Storm.water 4,500 4.,500
Non-Major Enterprise aso s 855
Totals s 7,088 $ 4,202 s 11,299 s 52 $ s $ 22,646
Net tramfers of $15,468,765 &om business-type activities to governmental activities, up SS.8 million from
the prior year, on the government-wide statement of activities is primarily the resuh of 1) debt service
payments made from the debt service fund, but funded from an operating fund; 2) subsidy transfers from
unrestricted funds; and 3) transfers to move indirect cost allocations, payments in lieu of taxes (PILOT), and
trancbise fees to the general fund or other funds as appropriate. The following interfun(f transfel'll are reflected
in the fund financial statements (all amounts in 1bousauds):
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City of Lubbock, Texas
Notes to Basie Financial Statements
September 30~ 2005
NOTE m. DETAll. NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
B. INTERFUND TRANSACI1ONS (Continued)
lnterfuad Transfen Out; Q!ousands)
Governmental
Funds Proprietary Fuacb
Nonmajor Storm-Nollllllljor lntcral
Interlund Transfers General Gov. Eleciric Water Sewer Watt:.r EDtetprise Scrvk:e TOlals
ID: (TboW1a.ad1)
Governmental Funds:
GeacralFund $ -$ 872 $ 797 S 4,537 $ 2,SOS s 991 $ 2,865 $ 3,998 $ 16.,565
Nonmajor Goveromental 3,0S3 1,016 1,219 83S 6,123
Proprietary Funds:
Eleetric 2S 2S
Water 147 147
Sewer 5,000 5,000
Stormwa1er 129 129
WI'MPA 307 307
Nonmajor Enterprise 849 664 Sl 1,564
Internal Service Funds 10 197 207
TOlal S 3,912 $ 2,828 S 1,104 $ 4,537 S 2,SOS $ 991 $ 9,332 S 4,858 s 30,067
C. DEFERRED CHARG&S
The total deferred charges of $3,211, 11 O in the LP&L Enterprise Fund represents an advertising contract with
the United Spirit Arena. The advertising (and amortization) began with the opening of the sports arena in
fiscal year2000 and will continue for 30 years.
D, CAPITAL ASSETS
Capita! asset activity for the year ended September 30, 20050 was as follows:
70
City of Lubbock, Texas
Notes to Basie Financial Statements
September 30, 2005
NOTE Ill. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
D. CAPITAL ASSETS (Continued)
Primary Government:
GovernmentalActmties
Beginning Ending
Balance Increases Decreases Balances
Capital Assecs Not Depreciated:
Land $ 8,608,249 $ 496,946 $ 154,095 $ 8,951,100
Construction in Progress 43,472,022 15,626,731 21,305,325 37,793,428
Total Capital Assets Not Depreciated 52,080,271 16,123,677 21,459,420 46,744,528
Capital Assea Depreciated:
Building3 51,454,278 6,181,112 29,345 57,606,045
Improvemcn1S Other than Buildings 129,651,115 11,.345,076 4,597,201 136,398,990
Machinery and F.quipment 52,954,673 9,851,376 2,563,173 60,242,876
Total Capital Assets Dcpreciatt.d 234,060,066 27,377,564 7,189,719 254,247,911
Less Aa:umulated Depredation:
Buildings 27,660,190 1,811,465 11,782 29,459,873
Improvcmm1S Other than Buildings 92,468,340 4,195,013 4,159,593 92,503,760
Machinery and Equipment 36,997,929 5,917,503 2,500,777 40,414,655
Total Accumulated Deprecialion 157,126,459 11,923,981 6,672,152 162,378,288
Total Capital ~ Depreciated, Net 76.933,607 15,453,583 517,567 91,869,623
Governmental ActiVities Capital Assets. Net $129,013,878 $ 31,577,260 $ 21,976,987 S 138,614,151
Depreciation expense was charged to funetions/programs of the governmental activities as follows:
Governmental activities:
Geoeral Government
Financial Services
Human Resources
Administration/CommllDity Services
Police
Streets
Electric
Internal Service Funds
Total depreciation expense -governmental activities
Transfer io to acemnuJated depreciation -govcmmc:ntal activities
Incn:a.se in accumulated d~ -govemmental activities
71
$ 357,216
S.).79
4.636
4,284,580
985,651
2,199,601
3,514,289
244,734
107,670
11,703,662
220,319
$ ll,923,981
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 200S
NOTE m. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
D. CAPITAL ASSETS {Continued)
Business-Type Activities
Beginning Ending
Balance Increases Decreases Balances
Capital Assets Not Depreciated:
Land S 31,676,155 $ 361,678 $ 89,122 $ 31,948,711
Construction in Progn:ss 113,961,371 33,298,426 18,827,618 128,432,179
Total Capital ~ Not Depreciat.ed 145,637,526 33,660,104 18,916,740 160,380,890
Capital Aslets Depreciated:
Buildings 96,928,778 114,152 15,784 97,027,146
Improvements Other than Buildings 574,358,968 35,064,830 4,011,628 605,412,170
Machinery and Equipment [32,757,563 9,450,490 3,537,365 138,670,688
Total Capital Assets Depreciated 804,045,309 44,629,472 7,564,777 841,110,004
Las Accumulated Depreciation:
Buildings 28,627,056 2,459,327 I0,691 31,075,692
Improvements Other than Buildings 243,517,538 16,291,923 1,790;1.77 258,019,184
Macliiaezy and Equipment 65,835,597 1~083,156 2,966,326 7419S2,427
Total Accumulated Depn,ciation 337,980,191 30,834,406 4,767,294 364,047,303
Total Capital ~Depreciated, Net 466,065,118 13,795,066 2,797.483 477,062,701
Business-Type Activities Cspital ~ Net $611,702,644 S 47,455,170 $ 21,714,223 $ 637,443,591
Depre<:iation expense was charged to functions/programs of the business-type activities as follows:
Busincss-'Iype Activities:
Electric
Water
Sewer
Storm.water
Solid Waste
Airport
Transit
lntemal Service Funds
Total dcpn:ciation expense -business-type activities
Transfer in to accumulated dcprecialion -business-type activities
Increase in accumulated depreciation • busioess-type activities
72
$ 9,059,285
5,950,475
5,096,596
546,314
4,930,067
3,211,033
1,329,282
243,163
30,366,215
468,191
$ 30,834,406
City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE ID. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
D. CAPITAL ASSETS (Continued)
Construction Commitments
The City had many construction projects in progress at fiscal year encl The Parks Department continues to
work on updating irrigation and park lighting. A large street project involving Milwaukee Avenue, 34lh Street
to 9gill Street is under way. The project falls under the Gateway Street Projects Fund.
Electric projeclS included upgrades to their infrastructure. Water projects included expanding water lines to
new areas of town to increase water availability. Sewer projects included construction of sewer lines ahead
of the Marsha Sharp Freeway. Solid Waste projects include the construction and site development for a new
recy<:ling drop off center and the upgrade of existing sites. Work on Airport taxiways comprises the majority
of the Airport's spent to date nwnber. Two of the City's ~t construction projects are related to
Stormwater. The first project provides for the cons1ruction of an omfall storm sewer from Clapp Partc to
Yellowhouse Canyon and a series ofupstream storm sewers that will provide various protections around four
playa lalces. The second project provides for the construction of a flood relief project for south Lubbock's
chain ofplaya lakes.
Original Remaining
Projects Commltmeao Spent-to-Date Commitiments
Public Safety $ 1,801,772 $ 184,051 s 1,617,721
Part Improvements 20,200,528 7,126,221 13,074.307
Street Improvements 26,171,525 15,511,742 10,659,783
Ocoeral Capital Projects 1,093,426 114,198 979,228
General Facilities Improvements 5,693,276 4,352,183 1,341,093
Tax Increment Fund Capital Projects 15,023,670 2,665,317 12,358,353
Gateway Street Projects 9,000,000 6,405,700 2,594,300
Electric 17,417,727 12,248,740 5,168,987
Water 61,381,231 50,610,861 10,770,370
Sewer 9,855,482 6,893,671 2,961,811
Solid Waste 3,668,680 1,296.565 2,372,115
Aiiport 29,667,471 4,763,256 24,904,215
Stormwater 75,353,518 51.964,009 23,389,509
Internal Service Fund 1,450,000 1,100,582 349,418
Total $ 277,778,306 $ 165,237,0% $ 112,541,210
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City of Lubboek, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE m. DETAil. NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
E. RETIREMENT PLANS
Bach qualified employee is included in one of two retirement plans in which the City of Lubbock participates.
These are the Texas Municipal Retirement System (TMRS) and the Lubbock Firemen's Relief and
Retirement Fund (LFRRF). The City does not maintain the accounting records, hold the investments or
administer either retirement plan.
Summary of significant data for each retirement plan follows:
TEXAS MUNICIPAL RETmEMENT SYSTEM (TMRS)
Plan Description
The City provides pension benefits for all of its full-time employees (with the exception of firefighters)
through a non-traditional, joint contnbutory, hybrid defined benefit plan in the state-wide TMRS, one of 801
administered by TMRS, an agent multiple-employer public employee retirement system.
Benefits depend upon the sum of the employee's contributions to the plan, with inten:st, and the City-financed
monetary credits, with interest. At the date the plan began. the City granted monetary credits for service
rendered before the plan began of a theoretical amount equal to two limes what would have been contributed
by the employee, with interest, prior to establishment of the plan. Monetary credits for service since the plan
began are a percent {100%, 150%, or 2000/4) of the empl())"le's accumulated contributions. In addition, the
City can grant, as often as annually, another cype of monetary credit referred to as an updated service credit
which is a theoretical amount which. when added to the employee's ac;cumulated COlllnoutions and the
monetary credits for service since the plan began, would be the total monetary cmiits and employee
contributions accwnulated with interest if the current employee cootnl>ution rm and City matching perceot
had always been in existence and if the employee's salary had always been the averap of his salaiy in the last
three years that are one year before the efrective date. At retirement, the benefit is calculated as if the sum of
1he employee's accumulated contn"butions with interest and the employer-financed monetary credits with
interest were used to purchase an annuity.
The plan provisions are adopted by the governing body of the City. within the options available in the state
statutes governing TMRS and within the actuarial constraints also in the statutes. Members can retire at ages
60 and above with 5 or more years of service or with 20 years of service regardless of age. A member is
vested after 5 years.
Contributions
The contribution rate for the employees is 7% and the City matching ratio is currently 2 to l, both as adopted
by the governing body of the City. Under the state law governing TMRS, the actuary annually detennines the
City contribution rate and the prior service cost contribution rate, both of which are calculated to be a level
percent of payroll from year to year. The normal cost contribution rate finances the cw-rent1y ac:cn.1ing
monetary credits due to the City maJclrlng percent. which are the obligation of the City as of an employee's
retimneot date, not at the time the employee's contn"butions are made. The normal cost contribution rate is
the actuarially determined percent of payroll necessary to satisfy the obligation of the City to each employee
at the time bis/her retirement becomes effective. The prior service contribution rate amortizes the unfimded
(overfunded) actuariaJ liability (asset) over the remainder of the plan's 25-year amortization period. The unit
credit actuarial cost method is used for determining the City contribution rate. Both the employees and the
City make contributions monthly. Since the City needs to know its contn"butioo rate in advance for budgetary
74
City ofLubbockt Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE ID. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
E. RETIREMENT PLANS (Continued)
purposes, there is a one-year delay between the actuarial valuation that serves as the basis for the rate and the
calendar year when the rate goes into effect (i.e. December 31, 2004 valuation is effective for rates beginning
January 2006).
Actuarial Assumptions
The actuarial assumptions for the December 31, 2004 valuations are as follows:
Actuarial cost method: Unitett.dit
Amortization method:
Remainiog amortization period:
Level percent of payroll
25 years-open period
Amortiz.cd cost Asset valuation method:
Investment rate of return:
Projected salary increases:
locludes inflatioo at
Cost of Living adjustments:
Asof
September 30
2003
2004
2005
None
3.5%
None
Annual Pension
Cost
$ 8,803,613
8,708,867
9,933,373
Contribution
Made
8,803,613
8,708,867
9,933,373
TEXAS MUNICIPAL RETIREMENT SYSTEM
THREE-YEAR HISTORICAL SCHEDULE OF ACTIJARIAL LIABil,ITIES
AND FUNDING PROGRESS REQUIRED SUPPLEMENTARY INFORMATION (UNAUDITED)
Unfunded
Actuarial
Actuarial Accrued
Asof Actuarial Value of Accrued Pettentage Liabllity
Decem'ber31 Assds Liability Funded CUAAL)
2002 $ 181,191,012 228.372,843 79.3% 47,181,831
2003 182,884,183 239.809,434 76.3% 56,925,251
2004 186,398,545 248,432,807 75.0% 62,034,262
UAALasa%
Asof Annual Covered or Covered
December 31 Payr0U Payroll
2002 $ 60,285,077 78.3%
2003 57,577,743 98.9%
2004 61,931,003 100.2%
The City of Lubbock is one of 80 I municipalities having lhe benefit plan administered by TMRS. Each of
the municipalities has an annual, individual ac11Jarml valuation pcrfunned. All assumptions for the December
31, 2004 valuations are contained in the 2004 TMR.S Comprehensive Annual Financial Report, a copy of
which may be obtained by writing to P.O. Box 149 I 53, Austin, Texas 787 I 4-91S3.
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City of Lubbock, Tens
Notes to Basic Financial Statements
September 30, 2005
NOTE m. DETAR, NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
E. RETIREMENT PLANS (Continued)
LUBBOCK FIREFIGHTER'S RELmF AND RETIREMENT FUND (LFRRF)
Plan Description
The Board of Trustees of the LFRRF is the administrator of a single-employer defined benefit pension plan.
This pension fund is a trust fund. It is Rlported by the City as a related organization and is not considered to
be a part of the City financial reporting entity. Firefighters in dte Lubbock Fire Department are covered by
the LFRRF.
The LFRRF provides service retirement, death, disability and withdrawal benefits. These benefilS fully vest
after 20 years of credited service. A partially vested benefit is provided for firefighters who terminate
employment with at least IO but less than 20 years of service. Employees may retire at age 50 with 20 years
of service. A reduced early service retirement benefit is provided for employees who terminate employment
with 20 or more years of service. The LFRRF Plan effective November I, 2003 provides a monthly normal
service retirement benefit, payable in a Joint and Two-Thirds to Spouse form of annuity, equal to 68.92% of
final 48-month average salary plus $335.05 per month for each year of service in excess of 20 years.
A firefighter bas the option to participate in a Retroactive Deferred Retirement Option Plan (RETRO DROP)
which provides a Jump sum benefit and a reduced annuity upon termination of employment. Firefighters must
be at least 51 years of age with 21 years of service at the selected "RETRO DROP benefit calculation date"
(which is prior to date of employment termination). Early RETRO DROP with benefit reductions is available
at age 50 wid1 20 years of service for the selected "early RETRO DROP benefit calculation date". A Partial
Lump Sum option is also available where a reduced mon1hly benefit is detennined based on an elecred lump
sum amoW1t such that the combined present value of the benefits under the option is actuarially equivalent to
that of the normal form of the monthly benefit. Optional forms are also available at varying levels of
surviving spouse benefits instead of the standard two-thirds form.
There is no provision for automatic postretirement benefit increases. LFRR.F bas the authority to provide,
and has periodically provided for in the past, ad hoc postretirement benefit increases. The benefit provisions
of this plan are authorized by the Texas Local Fire Fighter's Retirement Act (TLFFRA). TLFFRA provides
the authority and procedure to amend benefit provisions.
Contn'butions Required and Contributions Made
The contribution provisions of this plan are authorized by TLFFRA. 11.FFRA provides the authority and
procedure to change the amotmt of contributions determined as a percentage of pay by each firefighter and a
percentage ofpayroll by the City.
State law requires that each plan of benefits adopted by LFRRF be approved by an eligible actuary. The
actuary certifies that the COBtribution commitment by the firefighters and the City provides an adequate
financing arrangement. Using the entry age actaarial cost method, LFRRF's normal cost contribution rate is
determined as a percentage of payroll. The excess of the total contribution rare over the nonnal cost
contribution rate is used to amorti2.e LFRRFs unfunded actuarial accJUed liability (UAAL). if any, and the
number of years needed to amortize LFRRFs unfunded actuarial liability. if any, is detennined using a level
percentage of payroll method.
The costs of administering the plan are financed by LFRRF.
76
City of Lubbock, Tens
Notes to Basic Financial Statements
September30,2005
NOTE m. DETAil. NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
L RETIREMENT PLANS (Continued)
Annual Pension Cost
For the fiscal year ended September 30, 2005, the City of Lubbock's Annual Pension Cost (APC) for the
Lubbock Fire Fund was equal to $3,016,942 as described in item 4 in the table below. Based on the results of
the December 31, 2004 actuarial valuation of the Plan Effective November l, 2003, the most recent biennial
actuarial valuation. the Board's actuary found that the fimd had an adequate financing arrangement. as
described in the paragraph below, based on the fixed level of the firefighter contribution rates and on the
assumed level of City contribution rates. Based on the Plan Effective November 1, 2003, LFRRF's funding
policy requires contributions equal to 12.43% of pay by the firefighters. Contributions by the City are based
on a fomrula, which causes the City's contribution rate to fluctuate ftom year to year. The December 31,
2004 actuarial valuation assumes that the City's contributions will average 19% of payroll in the future.
Therefore, based on the December 31, 2004 actuarial valuation of the Plan Effective November l, 2003, the
Annual Required Contributions (ARC) are not actuarially detennined but are equal to the City's actual
contributions beginning January I, 2005. This actuarial valuation satisfied the parameters of the
Governmental Accounting Standards Board (GASB) Statement No. 27. Prior to JanU81)' l, 2005, the ARC
were not actuarially determined but. based on the December 31, 2002 actuarial valuation, were equal to the
City's actual contn'butions in calendar year 2004. This actuarial valuation also satisfied the parameters of
GASB Statement No. 27.
The following shows the development of the Net Pension Obligation (NPO) as of September 30, 2005:
1. Annual Required Contributions (ARC)
2. Interest on NPO
3. Adjustment to ARC
4. Annual Pension Cost (APC)
S. Actual City contributioas made
6. lncrease {Decrease) in NPO/(asset)
7. NPO/(asset) at October I, 2004
8. NPO/(assct) at September 30, 2005
S 3,028,406
(71,812)
60,343
3,016,942
(3,028,406)
(11,464)
{897,648)
($909,112)
The ARC for the period October 1, 2004 through September 30, 2005 was based on the December 31, 2002
and the December 31, 2004 actuarial valuations. The entry age actuarial cost method was used with the
normal cost calculated as a level percentage of payroll. The actuarial value of assets was market value
smoothed by a five-year deferred recognition method, with the actuarial value not more than 1100/4 or Jess
than 9()0/4 of the market value of assets. The actnarial assumptions included in an investment return
assumption of 8% per year (net of expenses), projected salary increases including promotion and longevity
averaging S. 7% per year over a 30-year career, and no postretirement cost-of-living adjustments. An inflation
assumption of 4% per year was included iD the investment return and salary im:n:ase assumptions. The
UAAL is amortized with the excess of the assumed total contribution rate over the nonnal cost rate. The
number of years needed to amorti7.C the UAAL is determined using an open, level percentage of payroll
method, assuming that the payroll will increase 4% per year, and was 24.7 years as of the December 31, 2002
actuarial valuation and 20.6 years as of December 31, 2004 actuarial valuation, both based on the plan
provisions effective November I, 2003.
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE III. DETAIL NOTES ON ALL AC'l1VITIES AND FUNDS (Continued)
E. RETIREMENT PLANS (Continued)
Ful1her details concerning the financial position of the LFRRF and the latest actuarial valuation arc available
by contacting the Board ofT.rus~ LFRRF, City ofLubboclc, P.O. Box 2000, Lubbock, Texas 79457. A
stand--alone financial report is available by contacting the LFRRF.
Fiscal Year Ended
9/30/03
9/30/04
9130/05
Trend Information
Annual Pension Cost
(APC)
$ 1,964,788
2,582,713
3,016,942
Percentage of APC
Contributed
111%
101
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Analysis of Funding Progress
Net Pension Obligation
(Asset)
(882,623)
(897,648)
(909,112)
Requind Supplementary Information (Unaudited)
Entry Age Unf1111cled
Actuarial AAL
Actuarial Aetuarlal Accrued (UAAL) · Annual
Valuation VaJae of Liability /Funding Funded Covered
Date Assets Ca} (AAL)Cb) excess Cb-a) Ratio(a/b} Pal!!ll (c}4
12/31100 I, 2 $119,660,788 114,675,049 (4,985,739) 1043% 12,243,913
12131/02 1,3 111,261,775 127,850,414 16,588,639 87.0 13.52),366
12/31/04 S 130,174,9&4 l43,991,97S 13,816,991 90.4 14,71l,366
I. Economic and demographic assumptions were revised.
2. Reflects changes in plan benefit provisions eft"ective December 1, 2001.
3. Reflects changes in plan benefit provisions effective November I, 2003.
4. The covered payroll is based on estimated annualized salaries used in the valuation.
S. Demographic assumption was revised.
F. DEFERRED COMPENSATION
UAAIJ
F11nding
Excess as a
Percentage of
Covered
PR)TDII
{(b-a)Lc}
(40.7)%
122.7
93.9
The City offers its employees two deferred compensation plans in accordance with lltt.ernal Revenue Code
("IRC") Section 457. The plans. available to all City employees. permit them to defer a portion of their
saimy until future years. The deferred compensation is not available to employees until termination,
retirement, death. or unforeseeable emergency. The plans' assets are held in trust for the exclwiive benefits of
the participants and their beneficiaries.
The City does not provide administrative services or have any fiduciary responsibilities for these plans;
therefore, they are not presented in the BFS.
78
City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE m. DETAIL NOTES ON ALL ACTMTIES AND FUNDS (Continued)
G. SURFACE WATER SUPPLY
Canadian River Municipal Water Authority
The Canadian River Municipal Water Authority (CRMWA) is a Conservation and Reclamation District
established by the Texas Legislature to construct a dam, water reservoir, and aqueduct system for the purpose
of supplying water to surrounding cities. The District was created in 1953 and comprises eleven cities,
including the City ofLubbock. The budget, financing, and operations of the District are governed by a Board
of Directors selected by the governing bodies of each of the member cities, each city being entitled to one or
two members dependent upon population. At September 30, 2005, the Board was comprised of 18 members,
two of wh,ch represented the City.
The City contracted with the CRMWA to reimbmse it for a portion of the cost of the Canadian River Dam
and aqueduct system in exchange for surface water. The City's pro rata share of annual fixed and variable
operating and reserve assessments are recorded as an expense of obtaining surface water.
Prior to FY 1999, long-term debt was owed to the U.S. Bureau of Reclamation for the cost of construction of
the facility, which was completed in 1969. The City's allocation of project costs was $32,905,862. During
FY 1999, bonds in the principal amount of $12,300,000 were issued to pay off the construction obligation
owed to the U.S. Bun:au of Reclamation via CRMWA in the amount of $20,809,067. The difference of
$8,509,067 was a discount in the remaining principal provided by the U.S. Bureau of Reclamation to the
member cities. This discount has been recorded as a deferred gain OD refunding and is being amortized over
the life of the refunding bonds. At September 30, 2005, $5,454,761 remains unamortized. The annual
principal and interest payments are included in the disclosures for other City related long-term debt. The
above cost for the rights are recorded as capital assets and are beiog amortized over 85 years. The cost and
debt are recorded in the Water Enterprise Fund.
The Canadian River Municipal Authority issued a new Contract Revenue Bond, Series 2005 on April 20,
2005, in the amount of $48,125,000. The City of Lubbock shared in that issue for $17,960,000 and other
costs of $8S0,.296, and received depreciable assets (water rights) valued at $18,810,296. These assets and
liabilities are recorded in the W'/111:r Ent.erprise Fund.
Bruos River Authority -Lake Alan Henry
During 1989, the City entered into an agreement with the Bmms River Authority (BRA) for the construction.
maintenance, and operation of the facilities known as Lake Alan Henry. The BRA, which is authorized by the
State of Texas to provide for the conservation and development of surface waters in the Brazos River Basin,
issued bonds for the construction of a dam and lake facilities on the SoU1h Fork of the Double Mountain Fork
of the Brazos River. The BRA issued $16,970,000 in revenue bonds in 1989 and $39,685,000 in revemae
bonds in 1991, which were refunded in 1uly 1995. The asset, Lake A1an Henry dam and facilities, are
recorded as capital assets and are being depreciated over 50 years. The financial activity, along with related
obligation, is accounted for in the Water Enterprise Fund.
Special Item
In order to protect against the risk of interest rate changes between March 28, 2002 and May 1, 2005, the City
entered into an interest .rate swap agreement with JP Morgan Chase. The forward starting swap was fashioned
to aUow the City to issue variable rate, tax-exempt bonds in a CUITCnt refunding on the call date in August
2005. The variable rate bonds could then be swapped for a fixed rate of5.26%.
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City of Lubbo~ Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE m. DETAR, NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
G. SURFACE WATERSUPPLY(Continued)
On August 15, 2005, the City chose to tenninate the swap and issue Tax & Wateiworks Revenue Refunding
Bonds, series 2005 in the amount of$43,080,000 to retire the Brazos River Authority Bonds of 1995 in the
amount of$43,740,000. The new issue bas an average coupon rate of 4.84%, payable through FY 2021.
On the date of the bond issuance and swap termination, the swap had a negative fair value of $6,612,000.
The fair value was developed by using the zero coupon method. This method calculates lbe future net
settlement payments required by the agreement assuming that the current forward rates implied by the yield
curve correctly anticipate future spot interest rates. These payments are then discounted using the spot rates
implied by the current yield curve for hypothetical zero.coupon bonds due on the date of each future net
settlement on the swap.
While the net present value of the combined refunding and swap tennination agreement resulted in an
economic break-even transaction, the swap termination and related expenses resulted in an accounting loss of
$6,637,093.
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005 C
NOTE Ill. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
B. LONG-TERM DEBT
GENERAL OBLIGATION BONDS AND CERTIFICATES OF OBLIGATION: (
Interest Issue Maturity Amount Oatstauding
Rate% Date Date Issued 9-30-05
5.39 10-01-93 02-15-14 3,625,000 1,645,000
S.39 10..01-93 02-15-14 2,550,000 1,170,000
5.20 10-01-93 02-15-14 1,470,000 225,000
S.14 10-01-93 02-15-14 19,215,000 2.895,000 C
5.07 12-15-95 02-15-16 6.505,000 325,000
5.01 12-15-95 02-15-16 10,000,000 500,000
4.91 01-15-97 02-15-09 17,530,000 7,195,000
4.61 01..01-98 02-15-08 1,330,000 470,000
4.71 01-01-98 02-15-18 10,260,000 3,085,000
4.36 01-15-99 02-15-14 20,835,000 18,650,000
4.58 01-15-99 02-15-19 IS,3S5,000 3,080,000 (
4,77 04-01-99 02-15-19 6,100,000 1,220,000
4.71 04-01-99 02-15-19 12,300,000 8,680,000
S.31 09-15-99 01-15-20 24,800,000 4,03S,OOO
5.54 03-15-00 02-15-20 7,000,000 l,13S,000
4.90 ()2-()1-01 02-15-21 9,100,000 1,910,000
4.81 02-01-01 ~-15-21 2,770,000 700,000
S.25 06-01-01 02-IS-31 35,000,000 22,360,000 ('
' 4.68 02-15-02 02-15-22 9,400,000 8,790,000
4.71 02-15-02 02-15-22 6,4SO,OOO 6,025,000
4.70 02-IS-02 02-15-22 l,s.45,000 1,440,000
4.62 07-01-02 02-15-22 2,605,000 2,345,000
3.18 07-01-02 02-15-10 10,810,000 6,240,000
4.42 07-1.5-03 02-lS-23 I l,8!5,000 10,840,000
4.47 07-15-03 02-15-24 9,775,000 9,455,000 I'
4.48 07-15.03 02-15-24 685,000 660,000 ...
4.47 07-1.S-03 02-15-24 3,595,000 3,47S,OOO
4.87 07-15-03 02-15-34 40,135,000 39,430,000
4.47 07-15-03 02-15-24 3,800,000 3,675,000
4.60 08-15-63 04-15-23 8,900,000 8,140,000
4.60 08-15-03 04-15-23 13,270,000 12,145,000
4J7 06-30-04 OS-01-12 1,000,000 875,000 (
4.09 09-28-04 02-15-24 2,025,000 1,805,000
4.08 09-~ 02-15-24 3,100,000 2,690,000
3.58 09-28-04 02-15-20 22,620,000 22,620,000
4.63 02-15-05 04-15-25 23,055,000 23,055,000
4.90 06-15-05 02-15-21 49,615,000 49,61S,OOO
4.84 08-15-05 02-15-25 46,525,000 46,525,000
4.84 07-15-05 02-15-25 7,265,000 7,265,000 < 4.84 07-IS--OS 02-15-21 4310801000 43,080,000
Total $526,885,000 389,470,000(A)
(A) Excludes ($4,075,761) net deferred losses on advance refuoding.s, net bond premiums and discounts, and
bond issuance costs -($2,209,7TT) business-type and ($1,865,984) governmental. Addi1i0Jl81ly, this C amount includes $286,749,731 of bonds used to finance enterprise fund activities.
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE lll. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
IL LONG-TERM DEBT (Continued)
At September 30, 2005, management of the City believes dtat it was in compliance with all financial bond
covenants on outstanding general obligation bonded debt, certificates of obligation, and water revenue
bonded debt
LP&L REVENUE BONDS
Balance
Final Amount Outsmding
Interest Rate(%} Issue Date Maturi!}: Date Issued 9-30-0S
3.80 to s.so 6-15-95 4-15..08 S 13,560,000 $ 3,150,000
4.25 to 6.25 1--01--98 4-15-18 9,170,000 5,980,000
3.l0to 5.00 1-15-99 4-15-19 14,975,000 8.3S0,000
4.00 to 5.25 7--0l--01 4-IS-21 912001000 71360,000
Total $ 46,905,000 s 241840,000 •
• Balance outstanding excludes $374,792 of net deferred losses on advance refundings, bond
premiums and discounts, and bond issuance costs.
Interest Rate
5.25%
Issue Date
09-30--05
OTIIER REVENUE BONDS
Final
Maturity Dat.e
09-30-25
Amount
l.uued
17,960,000
$17,960,000
Balance
Outstanding
9-30-05
17,960,000
$17,960,000 •
• Balance outstanding excludes ($720,463) discount and deferred losscs on bonds sold or
refunded..
The annual requirements to amortize all outstanding debt of the City as of September 30, 2005 are as follows:
Governmental Activitia B'IISUless-Type AetMties
Fiscal General Obligation Bonds Gml!t"81 Obligation Bonds Revenae Bonds
Year Principal Interest Priucil!!I lllterest Princil!!I Interest
2006 s 5,789,101 s 5,611,663 s 14,695,899 s 12,216,667 $ 2,930.000 s 2,013,560
2007 6,045,492 5,341,816 15,654,508 11,218,84-3 3,525,000 1,869,050
2008 S,909,994 5,278,407 IS,465,006 10,423,992 3,175,000 1,713,716
2009 5,913,654 4,842,203 15,376,346 9,988,235 2,390,000 l,S74,IOS
2010 5,694,419 4,572,758 15,450,582 9,375,175 2,410,000 1,467,770
2011-2015 28.587,609 13,412,794 76,ffl,390 42,179,667 11,060,000 5,816,184
2016-2020 25,275,000 7,700,255 68,560,000 24,627,964 10,405,000 3,1.51,771
2021-2025 19,SOS,000 2,031,801 34,365,000 11,542,337 6,905,000 877,081
2026-2030 18,850,000 5,425.,513
2031-203.5 11,455,000 1,008,0IS
Toeals $ 102,720,269 S 48,861,697 $ 286,749,731 S 138,006,408 S 42,800,000 S 18,483,237
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE Ill. DETAil, NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
H. LONG-TERM DEBT (Continued)
capital leases were used to acquire equipment and vehfoles. The interest rate on the leases ranged from 2.0%
to 4.4%. The annual requirements on capital leases of the City as of September 30, 2005. including interest
payments of$477,552 are as follows:
Governmental Business-Type Total
Capital Lease Capital Lease Capital Lease
Fiscal Minimum Minhaam Minimum
Year Paz:ment Payment Payment
2006 $ 1,167,281 s 584,092 s l,7Sl,373
2007 679,328 461,618 1,140,946
2008 679,328 130,124 809,452
2009 659,569 127,681 787,250
2010 S30,413 127,681 658,094
2011-2015 639,898 639,898
Less:
Interest (400,932) (76,620) !477,552)
Total s 3,954,885 $ 1,354,576 $ S,309,461
The carrying value& on the leased assets of the City as of September 30, 2005 are as follows:
Accumulated Net Book
Gross Value Deeredatfoa Value
Govenuneotal Aetivilies s 7,190,820 s 2,601,612 s 4,589.208
Business-Type Activities 4,017,069 1,572,105 2,444,964
Total Leased Assets $ 11,207,889 s 4,173,717 $ 7,034,172
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 200S
NOTE DJ. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
H. LONG-TERM DEBT (Continued)
Long-term obligations (net of discounts and premiums) for governmental and business-type activities for the
year ended September 30, 2005 are as follows:
Debt Payable Debt Payable Dae in
9/30/2004 Additions Deletiom 9/3012005 one year
Governmental activities:
Tax-Supported -
Obligation Bonds $ 70,221,217 S 45,110,000 $ 12,610,948 $ 102,720,269 $ 5,789,101
C&pilaJ Leases 1,360,957 3,534,016 940,088 3,954,885 936,250
Compensated Absences 1-4,918,508 7,178,748 5,808,891 16,288,365 5,723,349
Insurance Claim Payable 2,354,536 17,324,861 17,839,137 2,340,260 2,340,260
Bond Discounts/PremilDIIS 1,179,722 725,586 39,324 1,865,984
Total Governmental activities $ 90,034,940 $ 74,373,211 s 37,238,388 S 127,169,763 s 14,788,960
Business-Type activllies:
Self-Supported-
Obligation Bonds 215,663,783 125,-430,000 54,344,052 286,749,731 14,695,899
Revenue Bonds 94,605,000 17,960,000 69,765,000 42,800,000 2,930,000
Capital Leases 1,393,207 1,706,563 1,745,194 1,354,576 456,625
Closure/Post ClOSID'C 3,051,116 22;l15 3,073,391
Compcnsatc:d Absences 4,160,142 2,897.972 2,057,349 5,000,765 2,207,245
lnswlmce Claim Payable 6.436,&54 4,423,757 4,358,713 6,501,898 1,603,601
Bond Discounts/Premiums (914,877) {404,924) (3,875,249) 2,SSS,448
Total B1111iaess-Type activities $ 324.395,225 $ 152,035,643 S 128,395,059 $ 348.035,809 $ 21,893,370
Payments on bonds payable for governmental activities are made in the Debt Service Fund. Accroed
compensated absences that pertain to govemmenml activities will be liquidated by the General Fund and
Special Revenue funds. The Risk Management Intemal Service Fund will liquidate insurance claims payable
that pertain to governmental activities. Payments for the capital leases chat pertain to the governmental
activities will be liquidated by the General Fund and Capital Projects FUnds.
84
City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE ill. DETAIL NOTES ON AIL ACTIVITIES AND FUNDS (Continued)
H. LONG-TERM DEBT (Continued)
The total long-term debt is reconciled to the total annual requirements to amortize long-term debt as follows:
Long-term debt • Gov=unc:ntal. Aaivilies $ 127.169,763
Loog-tcrm debt -Busioess-type Activities 348,035,809
IntereSt 205,828,894
Totlll GmOt1nt of debt 681,034,466
Net gains/los.ses. premiums/ discounts (4,421,432)
Less: Capital I.eases (5,787,013)
Less: Insorante claims payable (8,84-2,1S8)
Less: Compmsated absesises ('21,289, t lO)
Less: Closurc/postdosvrc $ (3,073,391)
Total orhet-debt t•0,413,124)
Tow future hooded debt ,cquimncnis 637,621,342
New Bond Issuances
The City Council caUed an election for May 15, 2004 to seek voter approval to issue general-purpose we-
supported bonds in the amount of$30,000,000, which represents the City's current six-year general-purpose
debt plan. The following seven propositions were approved by the voters: street improvements, $9,210,000;
civiccent.er/auditorium renovations and improvements, $6,450,000; park improvements, $6,395,000;
police/municipal court facilities, $3,350,000; library improvmi.ents, $2,145,000; fire stations, $1,405,000 and
animal shelter renovations and improvements, $1,045,000. The City previously issued a capital improvement
plan to voters in 1999, when vooors in the City approved a $37,385,000 capital improvement plan. In
September 2004, the C!cy issued $2,025,000 General Obligation Bonds, Series 2004. This issuance was the
first installment of the capital improvement debt is&Jance approved by the voters in 2004. The second
installment was in September 2005, for $7,265,000, General Obligation Bonds Series 2005. The certificates
wee issued at a discount of $91,805 and had bond iss!Jance costs of $95,000. The net proceeds after
discounts and costs were $7,075,000. The identified projects are: Fire Stations 12 and 8 $1,325,000; MLK
little league complex Sl.548,000; NE Lubbock residential infrastructure $475,000; paving and streets
$330,000; curbs and ramps $440,000; traffic signals $50,000; signal systems $113,000; Midwest little league
complex $1,664,000; and Phase I SW Lubbock soccer $1,130,000. The proceeds of the debt are recorded in
various Capital Projects Funds.
In September 2005, the City .issued $46,525,000 Tax and Waterworks System Surplus Revenue Certificates
of Obligation, Series 2005. The Certificates were issued at a premium of Sl.581,752. After paying issuance
costs of$325,139, the net proceeds were $47,780,720. Proceeds from the sale of these certificates will be
used for street improvements, including drainage. streetlights. and traffic signalization and the acquisition of
land and necessary rights-of-way; and costs associated with the issuance of the Certificates. The proceeds of
the debt are recorded in various Enterprise Funds and Capital Projects Funds.
The canadian River Municipal Authority issued a new Contract Revenue Bond, Series 2005 in April 2005 in
the amount of $48,125,000. The City of Lubbock shared in that issue for $17,960,000 and other costs of
$850,296, and received depreciable assets (water rights) valued at $18,810,296. These assets and liabilities
are recorded in the Water Enterprise Flmd.
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City of Lubbock, Tex.as
Notes to Basic Financial Statements
September 30, 2GOS
NOTE m. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
H. LONG-TERM DEBT (Continued)
Current Refunding
In August 2005, the City issued Tax and Waterworks System Surplus Revenue Refunding Bonds. Series 2005
("the Bonds") with a par value of $43,080,000 wuh the purpose to lower debt service requirements on
indebtedness. The Bond, refunded $43,750,000 omstanding bonds. They were issued at a net premium of
$2,638,737 and had issuance cosl5 of:$332,358. This bond issuance also paid for the termination of interest
rate swap agreement in the amount of $6,637,093. The refunding resulted in a legal defeasance of debt and
resulted in a net present value savings $621,296. The reacquisition price exceeded the net carrying value of
old debt by $4,511,666. This accounting loss is netted against the new debt and amorti7.ed over the remaining
life of the refunded debt. The various transactions are recorded in the Waur Enterprise Fund.
Advanced Relundings
The City issued two advance refundings to retire a portion of the City's outstanding debt to lower the debt
service requirements on such indebtedness. In both advance refundings the net proceeds from the issuance of
the Refunding Bon<b were deposited with the Escrow Agent {JP Morgan Chase Bank. Dallas, Texas) in an
amount necessary to accomplish the discharge and final payment of die Refunded Bonds on their scheduled
redemption date. These funds will be held by the F.scrow Agent in a special escrow fund and used to
purchase direct obligations of the United State of America. Under the escrow agreements, between the City
and JP Morgan Chase Bank, the escrow funds are irrevocably pledged to the payment of principal and interest
on the Refunded Bonds. The Refunded Bonds were removed from the City's basic financial statements.
In March 2005, the City issued a combination Tax and Electric Light and Power System Surplus Revenue
Certificate of Obligation, Series 2005 in the amount of$23,05S,000, which included $19,500,000 ofrefimded
debt and $3,555,000 of new capital funds. This debt refunded $19,760,000 of WTMPA long-term debt and
dissolved the lease between WTMP A and the Electric Funds. The refunding bonds were issued at a net
premium of $981,819. Issuance com were $209,894 and net proceeds for electru:: capital projects were
$3,600,000. The ndimding resulted in a net present value savings of $557,722. The reacquisition price
exceeded the net carrying amount of the old debt by $679,280. This accounting loss is netted against the new
debt and amortized over the remaining lire of the refunded debt. The various transactions are recorded in the
WTMPA and the Electric Enterprise Funds.
In July 2005, the City i.ssued General Obligation Refunding Bonds, Series 2005 ("Refunding Bondsj with a
par value ofS49,615,000. The Refunding Bonds refimded $50,455,000 outstanding bonds. They were issued
at a net premium of $3,836,536 and had $351,200 msuaru:e costs. As a result of the refunding, the City
decreased its total debt service requirements by $2,205,662, which resulted in an economic gain of
$1,886,563 and an accomrting loss of $4,140,288. The debt transactions are recorded in various Enterprise
Funds and the Debt Service Fund.
L CONDUIT DEBT
The City issued Housing Ymance Corporation Bonds, Health Faci1ities Development Corporation Bonds, and
Education Facilities Authority Bonds to provide financial assistance to private sector entities for the
acquisition and c;oostruction of facilities deemed to be in the public interest. The bonds are secured by the
property fmanoed. Upon repayment of the bonds, ownership of the acquired facilities transfers to the private--
sector entity 5erffil by the bond issuance. Neither the City, the State, nor any political subdivision thereof is
obligat.ed in any manner for repayment of the bon<b. Accordingly, the bonds are not reported as liabilities in
the accompanying financial statements.
86
City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE m. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
I. CONDUIT DEBT (Continued)
As of September 30, 2005, there were seven series of Lubbock Health Facilities Development Corporation
Bonds outstanding with an aggregate principal amount payable of $278,537,343. The bonds were issued
between 1993 and 2002. Also as of September 30, 2005, there was one series of Lubbock Education
facilities Authority Inc. Bonds outstanding with an aggregate principal amount payable of $10,500,000. The
bonds were issued in 1999.
J. RISK MANAGEMENT
The Risk Management Fund was established to account for liability claims, worker's compensation claims,
and premiums for property/casualty insurance coverage. The Risk Management Fund generates its revenue
through charges to other departments, which are based on costs.
In April 1999, the City purchased workers' compensation coverage, with no deductible, from a third party.
Prior to April 1999 the City was self insured for worker's compensation claims. Any claims outstanding prior
to April 1999 continue to be the responsibility of the City.
The City's self insurance liability program is on a cash flow basis, which means that the servicing contractor
processes, adjusts and pays claims from a deposit provided by the City. The City accounts for the liability
program by charging premiums based upon losses, administrative fees and reserve requirements. In order to
control the risks associated with liability claims, the City purchased excess liability coverage in September
I 999, which is rellCWCd annuaJly. The policy has a $10 million annual aggregate limit and is subject to a
$250,000 deductible per claim.
For self-insured coverage, the Risk Management Fund establishes claim liabilities based on estimates of the
ultimate cost of claims (including future claim adjustment expenses) that have been reported but not settled,
and of claims that have been incurred but not reported (IBNR). 1be length of time for which such costs must
be estimated varies depending on the coverage involved. Because actual claim costs depend on such complex.
factors as inflation, changes in doctrines of legal liability, and damage awards, the process used in computing
claim liabilities does not necessarily result in an exact amount, particularly for liability coverage. Claim
liabilities are recomputed periodically using a variety of actuarial and statistical techniques to produce current
estimates that teflect recent settlements, claim frequency, and other economic and social factors. Adjustments
to claim liabilities are charged or credited to expense in the period in which they are incurred.
Additionally, property and boiler coverage is aCCOW1.ted for in 1he Risk Management Fund. The property
insurance policy was purchased from an outside insurance carrier. The policy has a $500,000 deduotal>le per
occurrence, and the boiler coverage insurance deductible is up to $500,000 dependent upon the unit.
Premiums are charged to funds based upon estimated premiums for the upcoming year.
Other small insurance policies, such as surety bond coverage and miscellaneous floaters, are also accounted
for in the Risk Management FUnd. Funds are charged based on premium amounts and administrative charges.
The City has had no significant reductions in insurance coverage during the fiseal year. Settlements in the
current year and preceding two years have not exceeded insurance coverage. The City accounts for all
insurance activity in lntemal Service Funds.
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE III. DETAIL NOTES ON ALL ACTIVITIES AND FUNDS (Continued)
K. HEAL TH INSURANCE
The City provides medical and dental insurance for all full-time employees that are accounted for in the
Health Benefits Fund. Revenue for the health inmrance prem.iwns are generated from each cost center based
upon the number of active fuJl-time employees. The City's plan is self-insured under an Administrative
Services Only (ASO) Agreement The ASO Agreement provides exCC$S coverage of $175,000 per covered
individual annually and an aggregate cap of $18,845,757. The insurance vendor based on medical trend.
claims history, and utilization determines the aggregate deductible. The contract requires an IBNR reserve of
approximately $2,3 million.
The City also provides full-time employees basic tenn life insurance. Revenues for the life insurance
premiums are also generated from each cost center based upon the number of active employees. The life
insurance policy has a filce value of$10,000 per emplayee.
Full-time employees may elect to purchase medical and dental insurance for eligible dependents and the City
subsidizes dependeot premiums to reduce the cost to employees. Employees may also elect to participate in
several vobmtary illsurance programs such as a cancer income policy, voluntary life, and personal accident
insurance. Voluntary insurance products are fully paid by the employee.
Retiring City employees may elect to retain medical and dental insurance and a reduced amount of life
insurance on themselves and eligible dependents. The retiree pays a portion of the premjum costs, but Che
City subsidies retiree premiums by about$ l.3 million annually. The life insurance is fully paid by the retiree.
L ACCRUED INSURANCE CLAIMS
The Self-Insurance Funds establish a liability for self-insurance for both reported and unreported insured
events, which includes estimat:cs of both future paymeats of losses and related claim adjustment expenses.
The following represents changes in those aggregate liabilities for the Self-lnsuiance Funds during the past
two years ended September 30;
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City of Lubboc"1 Tens
Notes to ~asic Financial Statement-5
September 30, 2005
NOTE Ill. DETAIL NOllS ON ALL ACTIVITIES AND FUNDS (Continued)
L ACCRUED INSURANCE CLAIMS (Continued}
Workers' Compensation and Liability Reserves at
lqinning offixal year $ 6,436,854 $ 6,000,000
aaims Expenses 4,658,359 5,467,674
Claims Payments
Worms' Coq,cnsation and Liability Rcscn-cs at end of
(4,593,315} (5,030,820)
fiscal year 6,501,898 6,436,854
Medical and Dental Claims Liability at beginning of
. fiscal year 2,354,536 2,720,897
Claims~ 17,432,646 14,328,384
Claims Payments !17,446,922) (14,694,745)
Medical and Dental Claim Liability at end of fiscal year 2,340,260 2,354,536
Tocal Self:Insuranoc liability at end of fiscal year 8,842,158 8,791,390
Total Assets to pay claims at end of fiscal year 12,646,638 18,920,469
Accrued insurance claims payable from rcsbicced ascts •
current 3,943,861 3,538,746
Ace.Ned insurance claims payabl~ -noncurrent 4,898,297 S,252,644
Total accnied insurance claims $ 8,S.2,158 $ 8,791,390
M. LANDfflJ'., CLOSURE AND POSTCLOSURE CARE COST
State and federal laws and regulations require the City to place final covers on its landfill sites when they stop
a<iCepting waste and to pedonn certain maintenance and monitoring functions at the sites foe thirty years after
closure. Althouah closure and postclosure care costs will be paid only RcaJ" or after the date that the landfills
stop accepting waste, the City reports a portion of these closure and postclosure costs as operating expenses
(and recognizing a corresponding liability) in each period based on landfill capacity wed as of each balance
sheet date.
The $3,073,391 included in landfill closure and postclosure care liability at Se~mber 30, 2005, represents
the cumulative amount expensed by 1he City to date for its two laodfills that are registeRd under TCEQ
permit numbers 69 (Landfill 69) and 2252 (Landfill 2252), less amoun1s that have beeD paid. Around 92
peroent of the estimated. capacity of Landfill 69 has been used to date, with $814,035 remaining to be
recognized over Che remaining closure period, which is estimated at two years. Approximately 2.3 peR)Cllt of
die estimmd capacity of Landfill 2252 has been used to date, wilh $23.3S6.0S2 remaining to be recognimf over die
remaining closure period, which is estim&tcd at over 80 )'em$. Postclosun: care costs arc based on prior estimates and
have been adjusted for inflation. Actual COSIS may be di.ffecent due to inflation, deflation, ehanges io technology, or
dwlges io n:gulatioos.
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE Ill. DETAIL NOTES ON AIL ACTIVITIES AND FUNDS (Continued)
M. LANDFILL CLOSURE AND POSTCLOSURE CARE COST (Continued)
The City is required by state and federal laws and regulations to provide assunmce that financial resources
will be available to provide for closure, postclosure care, and remediation or conlaimnent of environmental
rnmu-ds at its land.fills. The City is in compliance with these requirements and has chosen the Local
Government Financial Test mechanism for providing Ibis assuraoo,. The City expects to finance costs
through nonnal operations.
N. DISAGREGATION OF ACCOUNTS
Governmenbll Activities:
GcoeralFond
Non--Major
Total
Business-type Activities:
LP&L
Water
Sewer
Stonnwmer
WIMPA
Non-Major
Internal Service
Ta!al
Accounts R«eivable Summ!!!2
Court Property
Fines Damage Paving
s 4,079,900 S 230,337 $ 192,944
$ 4,079,900 $ 230,337 $ 192,944
Accounfs Receivable Summary
General From Credit
Consumer <>then Card
$ 16,291,858 $ -$ .
4,535,594
2,422,918 88,562
741,677
1,771,285
2,429,764 8,429
1818
$ 28,194,914 $ 88,562 $ 8,429
Allowance for Doubtful Accoaots Summary
Balance at
Accounts Tai:a 9fl0/65
Governmental
Genera.lFWl<i $ 312,578 $ 1,065,047 $ 1,377,625
Non-Major 456,158 456,158
Business-Type
LP&L 1,121,236 1,121,236
Watt:r 421,833 421,833
Sewer 190,856 190,856
Stormwater 85,143 85,143
WfMPA 675,217 675,217
Non-Major 253,!!_07 253,907
Grants
$ -
6,024
$ 6,024
Misc.
$ 32,753
4,375
$ 37,128
Total s 3,060,770 $ 1,521aos $ 4.5811975
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Balance at
9/30/05
4,503,181
6024
4,509.205
Balance at
9/30/05
16,324,611
4,S35.S94
2,515,855
74t,6n
1,771,285
2,438,193
1,818
28,329,033
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City of Lubbock, Texas
Notes to Basic Financial Statements
September30,2005 (
NOTE Ill. DETAil. NOTES ON ALL ACTIVITIES AND FUND (Continued)
N. DISAGREGATION OF ACCOUNTS (Continued)
Account, P!I,!ble Summ!!!l ( Bal~nce at
Vouchers Accounts Investments Miscellaneous 9/30/0S
Governmental:
General Fund $ 549,520 $ 111;.as s $ $ 1,326,745
Non-Major 776,893 4,756,291 215,387 513,454 6,262,025
Business-Type:
LP&L 317,873 272,898 2,144 216,895 809,810 C
Water 167,320 628,733 4,022 82,830 882,905
Sewer 312,368 25,054 1,603 25,815 364,IWO
Stonnwater 61,636 818,455 880,091
WTMPA 12,745,213 12,745,213
Non-Major 202.426 595,677 103,505 901,608
C Total $ 2,388,036 $ 20,619,546 $ 223,156 $ 942,499 $ 24,173,237
0. DISAGREGATION OF ACCOUNTS -GOVERNMENT-WIDE
Net Receivables
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Accounts Interest Tues Internal Service Balance at
Receivable Receivable Receivable Receivables 9/30/05
Governmental
Activities $ 4,196,627 $ 54,672 $ 9,464,704 s 119,364 $ 13,835,367
Business-Type
Activities 25,627,366 94,307 18,246 25,739,919 (
Total $ 29,823,993 $ 148,979 $ 9,464,704 $ 137,610 $ 39,515,286
Accomds Payable (
Aceounts lntemal Service Balance at
Payable Payables 9130/05
GDVemmcmtal
Adivities $ 1,sss,m $ 427,891 s 8,016,664
Basiaess-Type
Activities 16,584,467 851,945 17,436,412
Total $ 24,173;240 $ 1,279,836 $ 25,453,076
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE IV. CONTINGENT L.lABILITIES
A. FEDERAL GRANTS
In the normal course of ope.rations, the City receives grant funds from various fedaal and state agencies. The
grant programs are subject to audits by agents of the granting authority to ensure compliance with conditions
pn:cedent to the granting of fuods. Any liability for reimbursement which may arise as the result of audits of
grants is not believed to be significant
a LmGATION
The City is currently involved in tbe following lawsuits which could have an impact on the financial position
iflhe City is found liable.
Adams, et al v. City of Lubbock:
The City of Lubbock has been sued by numeroas firefighters employed by the City of Lubbock. They are
claiming that the City of Lubbock did not properly pay its mfighters fur "move-up" pay pursuant to the Civil
Service Act PID'SUant to the Civil Service Act, firefighters can move-up and perform temporary duties in
higher classifications. When they perform these duties they are entitled to the pay of the higher classification.
While the City has paid them this higher pay, the plainti1fs assert they are also entitled to the "seniority pay''
which they've earned at the lower classification. Their basis for this assertion is that the statute says that they
are entitled to 1he base pay of the higher classification plus any "longevity or seniority pay".
Both sides filed Motions for Sumuuuy Judgment in the trial court and the court ruled in favor of the plaintiffs.
The City's MOlion for SWnmary Judgment was denied. Plaintiffs were awarded damages, collectively, in the
amount of $688,000 for damages through July 12. 2002, which includes pre-judgment interest Plaintiffs
were dt.aied attorney's tees.
The City of Lubbock appealed the trial court's decision to the appellate court. On October 7, 2004, the
Appeals Court reversed the judgment of the trial court and rendered a decision in favor of the City of
Lubbock, holding that tbe City paid its employees properly under the Civil Service A~.
Plaintiffs have appealed to the Texas Supreme Court and the Texas Supreme Court has requested full briefing
on th8 issues. The Court has not made a detennination as to whether or not it will hear the case.
Bllraard Construction Company, Inc. 11. City of Lubbock:
Plaintiff is a CODStnlction company suing the City ofLubbock forbreaoh of contract. Plaintiffalleg~ the City
owes it almost $2,400,000 for rock it excavated on a drainage project. They assert they are owed $204,000
for rode excavated on Line Al and assert they~ owed almost f.2.200,000 for rock excavaled on other lines
on the project
The City has agreed to pay for approximately $176,000 of rock excavated on Line Al. However, the City has
denied that it owes Bammd any compensation for rock excavated on the othe. Lines. The City filed a Motion
for Summary Judgment as to this issae and a Trial Court ruled in the City's Javor oo September 28, 2005.
Barnard has appealed this case to the Ylfth Circuit Court of Appeals. Oral arguments are set for March.
Jeandte Uvingston. et al v. City of Lubbock;
Six (6) Plaintiffs filed suit against die City ofLubboclc in 2004 alleging that the City and/or County failed to
properly record information in its cemetery RCOtds that would indicate where their relatives were buried.
Fifty-six additional Plaintiffs were added to the suit in November 2005. The City believes it has located
where twenty-one (21) of such pe150ns were interred. As to others, many were interred before the City owned
the portion oftbe cemetery. The City acquired portions of the current cemetery between 1948 and 1959 and
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE IV. CONTINGENT LIABilJTIES (Continued)
B. LmGATION (Continued)
many of the deceased were clearly buried when other entities owned the cemetery. The City will assert it has
no liability for their negligence in not recording the burial locations properly. The City will also assert that
the Plaintiffs have no evidence that the City was negligent and didn't maintain records that showed where
such persons were buried.
For those pezsons who were buried while the City owned the cemetery and the City failed to properly record
the burial location, there are a number of defenses. First, the City will assert that the statute of limitations bas
nm. Second, the City will mert that this is a contractual issue and not a tort issue. thus giving standing only
to those who were parties to the contract. Third, the City will assert that. if this is a tort issue, that this is a
negligent .infliction of emotional distress case and such cause of action was nullified by the Texas Supreme
CO\lrt in 1993. Lastly, for those buried after 1970, the City has other defenses it will assert under the Texas
Tort Claims Act.
At this time, damages are difficult to ascertain but, collectively, they would meet the $200,000 materiality
definition for damages.
Marvin Rodriguez v. LP&L:
Plaintiff sued LP&L for negligently maintaining a line. P~ an employee of Atmos Energy, was working
around an LP&L line and suffered second degree bums over 5% of his body. He alleg~ that LP&L was
negligent in not de-energizing the line since it was no longer in use.
The City will assert that the Plaintiff was negligent for failing to contact LP&L and as to whether the line was
energized. It is our understanding that Plaintiff was suspended by bis own company for his negligent conduct.
While we do not believe this suit bas a potential exposure of over $200,000, we are including it in this
disclosure as Plaintiff's demand was $325,000.
C, SITE REMEDIATION
The City has identified specific locations requjring site remediation relative to underground fuel storage tanks
and historical fire training sites.
As of September 30, 200S the City ideutified three locatiollS that posed a probable liability. The City
recorded the liabilities for the three locations as follows: LP&L Plant 1 ($236,000). LP&L Cooke Plant
($326,000) and WesTex Aircraft ($300,000).
The potential exposure for the remaining locations is not readily determinable as of September 30, 2005. In
the opinion of management, the ultimate liability for these locations will not have a materially adverse effect
on the City's financial position.
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APPENDIXC C
FORM OF BOND COUNSEL'S OPINION
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Vinson&£lkins
[FORM OF BOND COUNSEL OPINION]
[Closing Date]
$ ___ _
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
WE HA VE represented the City of Lubbock, Texas (the "City"), as its Bond Counsel in
connection with an issue of bonds (the "Bonds") described as follows:
CITY OF LUBBOCK, TEXAS GENERAL OBLIGATION REFUNDING
BONDS, SERIES 2006, dated April 15, 2006, issued in the 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 City authorizing their issuance (the
"Ordinance").
WE HA VE represented the City as its 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 City or the disclosure thereof in connection with the
sale of the Bonds. Our role in connection with the City's Official Statement prepared for use in
connection with the sale of the Bonds has been limited as described therein.
IN OUR CAP A CITY 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
City; an escrow agreement (the "Escrow Agreement") between the City and JPMorgan Chase
Bank, 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 obligations being
refunded (the "Refunded Obligations") and the mathematical accuracy of certain computations
of the yield on the Bonds and obligations acquired with the proceeds of the Bonds; and
VIMOl'I a Elkins UP Attorneys at UM Auslif1 Beijing Dallas
Dubai Houston London Moscow New Yoril Tok)s) Washington
Trammell Crow Center. 2001 Ross Avenue, Suite 3700
Dallas, Texas 75201-297S Tel 214.220.7700 Fax214.220.7716
11/WW.veiaw.com
V&E
customary certificates of officers, agents and representatives of the City, and other public
officials, and other certified showings relating to the authorization and issuance of the Bonds.
We have also examined executed Bond No. I of this issue.
BASED ON SUCH EXAMINATION, IT IS OUR OPINION THAT:
(A) 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 obligations of the City;
(B) A continuing ad valorem tax upon all taxable property within the
City, necessary to pay the interest on and principal of the Bonds, has been levied
and pledged irrevocably for such purposes, within the limit prescribed by law, and
the total indebtedness of the City, including the Bonds, does not exceed any
constitutional, statutory or other limitations; and
(C) Firm banking and financial arrangements have been made for the
discharge and final payment of the Refunded Obligations pursuant to the Escrow
Agreement, and therefore, the Refunded Obligations 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; and
(2) The Bonds are not "private activity bonds" within the meaning of
the Internal Revenue Code of 1986, as amended (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 City, the City's
financial advisor and the underwriters of the Bonds with respect to matters solely within the
knowledge of the City, the City's financial advisor and the underwriters respectively, which we
POS Opioion-Lubbock-Refunding-2006.DQC
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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 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 City
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.
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 F ASIT 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 City as the
taxpayer. We observe that the City has covenanted in the Ordinance not to take 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.
POS Opinion-Lubboclc-Refunding-2006.DOC
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OFFICIAL STATEMENT
Dated May 11, leo.;
Ratiags:
Moody's: "Aaa"
S&P: "AAA"
Fitch: "AAA"
Financial Guaranty Insurance
Company Insured
NEW ISSUE -Book•Entry-Only
(See "Other Information -Rating1"
and "Bolld Insurance" herein)
In the opinion of Bond Counsel, interest on the Bonds is excludable from gross income for federal income tax pl.ltJ)0,5CS under
existing law and the Bonds are not private activity bonds. See "Tax Matters" herein for a discussion of the opinion of Bond
Counsel, including a description of alternative minimum tax consequences for coipOrations.
THE BONDS W1LL NOT BE DESIGNATED AS
HOUAUFrED TAX-EXEMPT OBLIGATIONS" FOR FINANCIAL INSTJJJJTIONS
$18,830,000
CITY OF LUBBOCK, TEXAS
(Lubbock County)
GENERAL OBLIGATION REFUNDING BONDS, SERIES 2006
Dated Date: May 15, 2006 Due: February 1S, as slwwn oa page 2
PAYMENT TERMS ..• Interest on the $18,830,000 City of Lubbock, Texas General Obligation Refunding Bonds, Series 2006
(the "Bonds") will accrue from May 15, 2006 (the "Dated Date~) and will be payable on August 15, 2006, and on each February
15 and August 15 thereafter until maturity or prior redemption. Interest 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 pbysic•I delivery ef the
Bonds will be made to the owners thereof. Principal of, premium, if any, and interesr 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 ofDTC
for subsequent payment to the beneficial owners of the Bonds. See "The Bonds • Book-Entry-Only System" herein. The initial
Paying Agent/Registrar is JPMorgan Chase Bank, National Association, Dallas, Texas (see "The Bonds -Paying
Agent/Registrar").
AUTHORJTY FOR ISSUANCE .•. The Bonds are issued pursuant to the Constitution and general laws of the State of Texas (the
"State"), particularly Chapter 1207, Texas Government Code, as amended, and constitute direct obligations of the City of
Lubbock, Texas (the "City"), payable from the levy and collection of a direct and continuing ad valorem tax, within the limits
prescribed by law, on all taxable property wilhin the City, as provided in the ordinance authorizing the Bonds adopted April 26,
2006, as amended (the "Ordinance") (see "The Bonds -Authority for Issuance").
PuRPOSE ... Proceeds from the sale of the Bonds will be used for the puJJ>Ost of(i) refunding a portion of the City's outstanding
ad valorem tax supported indebtedness (the "Refunded Obligations'') described in Schedule I to achieve debt service savings and
(ii) paying costs of issuance of the Bonds.
F6IC The scheduled payment of principal and interest on the Bonds when due will be guaranteed under a
Municipal Bond Insurance Policy to be issued simultaneously with the delivery of the Bonds by
Financial Guaranty Insurance Company.
CUSIPPREFIX: 549187
SEE MATURJTV ScHEDUL£, 9 Digit CUSIP AND REDEMPTION PROVISIONS
ON THE REVERSE OF Tors PACE
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, "Fonn of Bond Counsers Opinion"). Certain legal matters will be passed upon for the Underwriter by McCall,
Parkhurst & Horton L.L.P., Dallas, Texas, Counsel for the Underwriter.
DELJVERY ... It is expected that the Bonds will be available for delivery through DTC on or about June 20, 2006.
A.G. EDWARDS & SONS, INC.
..... 0\ 0 Mmliil~& CGCMlWUalli-, ln.vc1~p\iocl• ..... Codt~,r.,,....,., .Boardun~ Coouniss{oos Sieve Hui")' 11 Tom Adams Fire Chier DCM -c= ----~,, .... ~em~ w .. ,ttOti!i-,. W~fWli,q,UtliLy Sol>dWulc Si.fpar,$1n 1-Effective Scptem ber 22, 2005 0 0 LP&L lloard 0 City of Lubbock, Te1tas 0 rgani'l!ational Chart City Couocil Lee Ann Dumbauld CiLyMan.1g1:r Mock Ye11rwood CIO E>lcc. Dir. C,m,m. c=-=.:• ~• --T~I Dcvo\rm,nl I -c.........,, ""-~ 0 INmmlliDn Ta:baalou ......... 'rcJc=~NNu 0 iQ, -w.r;, , ... pcdi .... ,_, -.. ... -&Ae.AIN u..., 0 Municipal Court Judge Audit Commiuco i I '; I I I r~mol AudllOr Scott Sald01 Ditcolor of HUll>an Res.oun::~ Rhl<>lwl"""'I HcalllllJkmllti t.ony tt«i•l Ciiy EoJ!ncu irlat•111s Tnlllc 11.°biuicmcN Setm1W1Jrt~°"Y Snm.Ma~ "-SOil~ .. ,_All)lon 0,1.o ~Rn Em<'ll""cy Mgmn1. Coorolnotor 0 0 Rebecca a.,.. City SOCJ<l&IV QoyS........,., otr-. CilyC...cil nm.. u,M,cion MIi< 1ar..m.i1on 0
City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
) NOTE ID. DETAIL NOTES ON ALL ACTMTIES AND FUND (Continued)
N. DISAGREGA TION OF ACCOUNTS (Continued)
Accounts Payable Summary
Balance at
Vouchers Accounts Investments Miscellaneous 9130/05
Governmental:
Genera] Fund $ 549,520 $ 777,225 $ $ $ 1,326,745
Non-Major 776,893 4,756,291 215,387 513,454 6,262,025
Business-Type:
LP&L 317,873 272,898 2,)44 216,895 809,810
Water 167,320 628,733 4,022 82,830 882,905
Sewer 312,368 25,054 1,603 25,815 364,840
Stormwater 61,636 818,455 880,091
WTMPA 12,745,213 12,745,213
Non-Major 202!426 595,677 103,505 901,608
) Total $ 2,388,036 $ 20,619,546 $ 223,156 $ 942,499 $ 24,173,237
0. DISAGREGATION OF ACCOUNTS -GOVERNMENT-WIDE
) Net Receivables
Accounts Interest Taxes Internal Service Balance at
Receivable Receivable Receivable Receivables 9/30/05
Governmental
Activities $ 4,196,627 $ 54,672 $ 9,464,704 $ 119,364 $ 13,835,367
'
Business-Type
Activities 25,627,366 94,307 18,246 25,739,919
Total $ 29,823,993 $ 148,979 $ 9,464,704 $ 137,610 $ 39,575,286
... Accounts Payable -'
Accounts Internal Service Balance at
Payable Payables 9/30/05
Governmental
Activities $ 7,588,773 $ 427,891 $ 8,016,664
) Business-Type
Activities 16,584,467 851,945 17,436,412
Total $ 24,173,240 $ 1,279,836 $ 25,453,076
)
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE IV. CONTINGENT LIABILITIES
A. FEDERAL GRANTS
In the nonnal course of operations, the City receives grant funds from various federal and state agencies. The
grant programs are subject to audits by agents of the granting authodty to ensure compliance with conditions
precedent to the granting of funds. Any liability for reimbursement which may arise as the result of audits of
grants is not believed to be significant
B. LITIGATION
The City is currently involved in the following lawsuits which could have an impact on the financial position
if the City is found liable.
Adams. et al v. City of Lubbock:
The City of Lubbock has been sued by numerous firefighters employed by the City of Lubbock. They are
claiming that the City of Lubbock did not properly pay its firefighters for "move-up" pay pursuant to the Civil
Service Act. Pursuant to the Civil Service Act, firefighters can move-up and perform temporary duties in
higher classifications. When they perfonn these duties they are entitled to the pay of the higher classification.
While the City has paid them this higher pay, the plaintiffs assert they are also entitled to the "seniority pay"
which they've earned at the lower classification. Their basis for this assertion is that the statute says that they
are entitled to the base pay of the higher classification plus any "longevity or seniority pay".
Both sides filed Motions for Summary Judgment in the trial court and the court ruled in favor of the plaintiffs.
The City's Motion for Summary Judgment was denied. Plaintiffs were awarded damages, collectively, in the
amount of $688,000 for damages through July 12, 2002, which includes pre-judgment interest. Plaintiffs
were denied attorney's fees.
The City of Lubbock appealed the trial court's decision to the appeUate court. On October 7, 2004, the
Appeals Court reversed the judgment of the trial court and rendered a decision in favor of the City of
Lubbock, holding that the City paid its employees properly under the Civil Service Act.
Plaintiffs have appealed to the Texas Supreme Court and the Texas Supreme Court has requested full briefing
on the issues. The Court has not made a determination as to whether or not it will hear the case.
Barnard Construction Company, Inc. v. City of Lubbock:
Plaintiff is a construction company suing the City of Lubbock for breach of contract. Plaintiff alleges the City
owes it almost $2,400,000 for rock it excavated on a drainage project. They assert they are owed $204,000
for rock excavated on Line Al and assert they are owed almost $2,200,000 for rock excavated on other lines
on the project.
The City has agreed to pay for approximately $176,000 of rock excavated on Line A I. However, the City has
denied that it owes Barnard any compensation for rock excavated on the other Lines. The City filed a Motion
for Sllmmary Judgment as to this issue and a Trial Court ruled in the City's favor on September 28, 2005.
Barnard has appealed this case to the Fifth Circuit Court of Appeals. Oral arguments are set for March.
Jeanette Livingston, et al v. City of Lubbock:
Six (6) Plaintiffs filed suit against the City of Lubbock in 2004 alleging that the City and/or County failed to
properly record information in its cemetery records that would indicate where their relatives were buried.
Fifty-six additional Plaintiffs were added to the suit in November 2005. The City believes it has located
where twenty-one (21) of such persons were interred. As to others, many were interred before the City owned
the portion of the cemetery. The City acquired portions of the current cemetery between 1948 and 1959 and
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City of Lubbock, Texas
Notes to Basic Financial Statements
September 30, 2005
NOTE IV. CONTINGENT LIABILITIES (Continued)
B. LITIGATION (Continued)
many of the deceased were clearly buried when other entities owned the cemetery. The City will assert it has
no liability for their negligence in not recording the burial locations properly. The City will also assert that
the Plaintiffs have no evidence that the City was negligent and didn't maintain records that showed where
such persons were buried.
For those persons who were buried while the City owned the cemetery and the City failed to properly record
the burial location, there are a number of defenses. First, the City will assert that the statute of limitations has
run. Second, the City will assert that this is a contractual issue and not a tort issue, thus giving standing only
to those who were parties to the contract. Third, the City will assert that, if this is a tort issue, that this is a
negligent infliction of emotional distress case and such cause of action was nullified by the Texas Supreme
Court in 1993. Lastly, for those buried after 1970, the City has other defenses it will assert under the Texas
Tort Claims Act
At this time, damages are difficult to ascertain but, collectively, they would meet the $200,000 materiality
definition for damages.
Marvin Rodriguez v. LP&L:
Plaintiff sued LP&L for negligently maintaining a line. Plainti~ an employee of Atmos Energy. was working
around an LP&L Jine and suffered second degree bums over 5% of his body. He alleges that LP&L was
negligent in not de-energizing the line since it was no longer in use.
The City wilt assert that the Plaintiff was negligent for failing to contact LP&L and as to whether the line was
energized. It is our understanding that Plaintiff was suspended by his own company for his negligent conduct.
While we do not believe this suit has a potential exposure of over $200,000, we are including it in this
discJosure as Plaintiff's demand was $325,000.
C. SITE REMEDIATION
The City has identified specific locations requiring site remediation relative to underground fuel storage tanks
and historical fire training sites.
As of September 30, 2005 the City identified three locations that posed a probable liability. The City
recorded the liabilities for the three locations as follows: LP&L Plant I ($236,000), LP&L Cooke Plant
($326,000) and WesTex Aircraft ($300,000).
The potential exposure for the remaining locations is not readily determinable as of September 30, 2005. In
the opinion of management, the ultimate liability for these locations will not have a materially adverse effect
on the City's financial position.
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FORM OF BOND COUNSEL'S OPINION
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Vinson&Elkins
[FORM OF BOND COUNSEL OPINION]
[Closing Date]
$18,830,000
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
WE HAVE represented the City of Lubbock, Texas (the "City"), as its Bond Counsel in
connection with an issue of bonds (the "Bonds") described as follows:
CITY OF LUBBOCK, TEXAS GENERAL OBLIGATION REFUNDING
BONDS, SERJES 2006, dated April 15, 2006, issued in the principal amount of
$18,830,000.
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, as
amended, adopted by the City Council of the City authorizing their issuance (the
"Ordinance").
WE HA VE represented the City as its 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
J 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 City or the disclosure thereof in connection with the
sale of the Bonds. Our role in connection with the City'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
City; an escrow agreement (the "Escrow Agreement") between the City and JPMorgan Chase
) Bank, 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 obligations being
refunded (the "Refunded Obligations") and the mathematical accuracy of certain computations
of the yield on the Bonds and obligations acquired with the proceeds of the Bonds; and
J
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Vinson & Elkins LLP Attorneys at Law Austin Beijing Dallas
Dubai Houston LOOCIO/l Moscow NewYork Tokyo Washington
Trammell Crow Center. 2001 Ross Avenue, Suite 3700
Dallas. Texas 75201-2975 Tel 214.220.7700 Fax 21-4.220.7716
www.velaw.com
V&~
customary certificates of officers, agents and representatives of the City, 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.
BASED ON SUCH EXAMINATION, IT IS OUR OPINION THAT:
(A) 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 obligations of the City;
(B) A continuing ad valorem tax upon all taxable property within the
City, necessary to pay the interest on and principal of the Bonds, has been levied
and pledged irrevocably for such purposes, within the limit prescribed by law, and
the total indebtedness of the City, including the Bonds, does not exceed any
constitutional, statutory or other limitations; and
(C) Firm banking and financial arrangements have been made for the
discharge and final payment of the Refwided Obligations pursuant to the Escrow
Agreement, and therefore, the Refunded Obligations 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; and
(2) The Bonds are not "private activity bonds" within the meaning of
the Internal Revenue Code of 1986, as amended (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 City, the City's
financial advisor and the underwriter of the Bonds with respect to matters solely within the
knowledge of the City, the City's financial advisor and the underwriter respectively, which we
Final OS opinion.DOC
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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 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 City
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.
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 F ASIT 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
inc1udable 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. We observe that the City has covenanted in the Ordinance not to take 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.
Final OS opinion.DOC
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SPECIMEN OF BONO INSURANCE POLICY
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F6IC
Financial Guaranty Insurance Company
125 Park Avenue
New York, NY 10017
T 212·312·3000
T 800·352·0001
Municipal Bond ,
New Issue Insurance Policy
Issuer:
Bonds:
Exhibit A
Policy Number:
Control Number: 0010001
Financial Guaranty Insurance Company ("Financial Gu York stock insurance company. in
consideration of the payment of the premimn and · of this Policy, hereby unconditionally
and irrevocably agrees to pay to U.S. Bank T tio Association or its successor, as its agent (the
"Fiscal Agent"), for the benefit of Bon~ portion of the principal and interest on the above-
described debt obligations (the "Bonds ch become Due for Payment but shall be unpaid by
reason of Nonpayment by the Issuer.
Financial Gwmmty will make such payments to the Fiscal Agent on the due such principal or interest
becomes Due for Payinent or on the Business Day next following the day on which Financial Guaranty~
have received Notice of Nonpayment, whichever is later. The Fiscal Agent will disburse to the Bondholder
the mce amount of principal and imerest which is then Due for Pay.ment but is unpaid by reason of
Nonpayment by the Issuer but only upon receipt by the Fiscal Agent, in form reasonably 8fltisfilctory to it. of
(i) evidence of the Bondholder's right to receive payment of the principal or interest Due for Payment and
(ii) evidence, including any appiopriate instruments of assignment, that all of the Bondholder's rights to
payment of such principal or interest Due for Payment shall thereupon vest in Financial Guaranty. Upon
such disbursement. Financial Guaranty shall become the owner of the Bond, appurtenant coupon or right to
payment of principal or interest on such Bond and shall be ful]y subrogated to all of the Bondholder's rights
thereunder, including the Bondholder's right to payment thereof.
This Policy is non-cancellable for any reason. The premium on this Policy is not refundable for any reason,
including the payment of the Bonds prior to their maturity. 1bis Policy does not insure against loss of any
prepayment premium which may at any time be payable with ~ect to any Bond.
As used herein, the term "Bondholder" means, as to a particular Bond, the person other than the Issuer who,
at the time ofNonpayment, is entitled under the terms of such Bond to payment thereof. "Due for Payment"
means, when referring to the principal of a Bond, the stated maturity date thereof or the date on which the
same shall have been duly called for mandatory sinking fund redemption and does not refer to any earlier
date on which payment is dne by reason of call for redemption ( other than by mandatory sinking fund
redemption), acceleration or other advancement of maturity and means, when refea:ing to interest on a
Bond, the stated date for payment of~~ "Nonpayment'' in respect of a Bond means the failure of the
Issuer to have provided sufficient funds to the paying agent for payment .in full of all
R;iC is a ~ 5el'Yice mark u5ed by Fmndal Guaranty lnsurani;e Ccrnpanyunder license from ils pa11111t C,QtT11)311y. FGIC CO!P()lalioo.
Fonn 9000 (10/93) Page t d 2
F6IC
Rnancial Guaranty lnsuraru;e Cornpany
125 Parle Avenue
NewYork,NY 10017
T 212-312·3000
T S00.352-0001
Municipal Bond
New Issue Insurance Policy
principal and interest Due for Payment on such Bond. "Notice" means telephonic or telegraphic notice.
subsequently confinned in writing. or written notice by registered or certified mail, from a Bondholder or a
paying agent for i:he Bonds to Financial Guaranty. "Business Da~" m s any day other than a Saturday,
Swday or a day on which the Fiscal Agent is authorized by law to · d.
In Witness Whereof: Financial Guaranty has caus~this ~ bJ with its corporate seal and to
be signed by its duly authorized officer in fa • · o~~ effective and binding upon Financial
Gwuanty byWIDe ofilio -J ~ d repn,seotative.
President
Effective Date:
~
Authorized Representative
U.S. Bank Trust National Association. acknowledges that it has agreed to perform the duties of Fiscal
Agent under this Policy. ·
Authorized Officer
FGIC is a registered seivi;emarlt used byfinandal Guaranty lflSIJranCe C0ol)anyunder lice:l$e fJom il5 ~ c:omoany, FGIC Co,poralicn.
Form 9000 (10/93) Page 2 ol 2
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F6IC
Financial Guaranty Insurance Company
125 Parle A venue
New York, NY 10017
T 212-312-3000
T 800· 3S2-0001
Endorsement
To Financial Guaranty Insurance Company
Insurance Policy
Policy Number: Control Number: 0010001
It is further understood that the term ''Nonpayment" in d includes any payment of princ:ipa1
or interest made to a Bondholder by or on behalf of titl!'i'§slkl\ol"'such Bond which has been recovered from
such Bondholder pursuant to the United States de by a trustee in bankruptcy in accordance
with a final, nonappealable order of a court jurisdiction.
NOTiilNG HEREIN SHALL BE CO UED TO WAIVE, ALTER, REDUCE OR AMEND
COVERAGE IN .ANY OTIIER. SECTION OF 1lIE POLICY. IF FOUND CONTRARY TO THE
POLICY LANGUAGE, TIIE TERMS OF TiilS ENDORSEMENT SUPERSEDE THE POUCY
LANGUAGE.
In Witness Whereo~ Financial Guaranty has cansed this Endorsement to be affixed with its corporate seal
and 1D be signed by its dnly authorized officer in facsimile to become effective and binding upon Financial
Guaranty by virtue of the countersignature of its duly au1horized representative.
President
Effective Date: Authorized Representative
Acknowledged as of the Effective Date written a~ove:
Authorized Officer
U.S. Bank Trust National Association, as Fiscal Agent
FGIC ii.a ~ered seivice mark used 1,,/ Fmandal Gua,anly l!lSl.ll'allOO (:Qnpany under license from its parent company, FCIC Cotpo,ation
Fam E-OOa2 (1 OJ93) Page 1 of 1
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Financial Advisory Services
Provided By
.:f I First Southwest Company
iiiiiiiJI Investment Bankers Since \946
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PURCHASE CONTRACT
RELATINQTO
$18,830,000
CIT\' OF LUBBOC~ TEXAS
GENERAL OBLIGATION REFUNDING 80ND~ SERIES 2006
May 11, 2006
The Honorable Mayor and Members of the City Council
City of Lubbock
P.O. Box2000
Lubbock, Texas 7945 7
Dear Mayor and Members of the City Council:
A.G. EDWARDS & SONS,INC. ( the "Underwriter"), offers to enter into this Pw-chase Contract
(the "Purchase Contract") with the CITY OF LUBBOCK, TEXAS (the "City") for the purchase by the
Underwriter of the City's General Obligation Refunding Bonds, Series 2006 (the "Bonds"). This
offer is made subject to the City's acceptance of this Purchase Contract on or before I 0:00 p.m.
Central Time on May l l, 2006.
I. Purchase and Sale of the Bonds. Upon the tenns and conditions and upon the basis
of the representations set forth herein, the Underwriter agrees to purchase from the City, and th~ City
hereby agrees to sell and deliver to the Underwriter an aggregate of $18,830,000 (representing the
original aggregate principal amount of the Bonds). The Bonds shall have the maturities, interest
rates and be subject to redemption in accordance with the provisions of Exhibit A hereto and shall
be issued and secured under the provisions of the Ordinance (as defined below).
The purchase price for the Bonds shall be $18,557,755.97 (representing the principal amount
of the Bonds, less net original issue discowit on the Bonds in the amount of $147,517.60, and less
an Underwriter's discount on the Bonds of $124,726.43) plus accrued interest from their dated date
to the date of the payment for and delivery of the Bonds.
2. Ordinance. The Bonds shall be as described in and shall be issued and secured
under ~e provisions of an ordinance adopted by the City on April 26, 2006, authorizing the issuance
and sale of the Bonds ( the "Ordinance"). In the Ordinance, the City Council of the City delegated
the authority to the Chief Financial Officer to establish the pricing terms for the Bonds through the
execution of a Pricing Certificate dated the date hereof ( the "Pricing Certificate"). The Bonds shall
be secured and payable as provided in the Ordinance and the Pricing Certificate.
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3. Public Offering. It shall be a condition of the obligations of the City to sell and
deliver the Bonds to the Underwriter, and of the obligations of the Underwriter to purchase and
accept delivery of the Bonds, that the entire principal amount of the Bonds authorized by the
Ordinance shall be sold and delivered by the City and accepted and paid for by the Underwriter at
the Closing. The Underwriter agrees to make a bona fide public offering of all of the Bonds. at not
in excess of the initial public offering prices, asset forth in the Official Statement; provided however
at least ten percent ( 10%) of the principal amount of the Bonds of each maturity thereof shall be sold
to the "public" (exclusive of dealers, brokers and investment bankers, etc.) at the initial offering
price set forth in the Official Statement.
4. Security Deposit. Delivered to the City herewith is a corporate check of the
Underwriter payable to the order of the City in the amount of $182,950.00. Such check is a common
"Good Faith" check for the Bonds, and such check may be applied toward any obligation of the
Underwriter owing as a result of the failure of the Underwriter to accept delivery of the Bonds as
provided herein. The City agrees to hold such check uncashed until the Closing. to ensure the
performance by the Underwriter of its obligation to purchase, accept delivery of and pay for the
Bonds at the Closing. Concurrently with the payment by the Underwriter of the purchase price of
the Bonds, the City shall return such check to the Underwriter as provided in Paragraphs 7 and 8
hereof Should the City fail to deliver the Bonds at the Closing, or should the City be unable to
satisfy the conditions of the obligations of the Underwriter to purchase. accept delivery of and pay
for the Bonds, as set forth in this Purchase Contract (unless waived by the Underwriter), or should
such obligations of the Underwriter be terminated for any reason pemtltted by this Purchase
Contract, such check shall immediately be returned to the Underwriter. In the event the Underwriter
fails (other than for a reason permitted hereunder) to purchase, accept delivery of and pay for the
Bonds at the Closing as herein provided. such check shall be retained by the City as and for full
liquidated damages for such failure of the Underwriter and for any defaults hereunder on the part
of the Underwriter. The Underwriter hereby agrees not to stop or cause payment on said check to
be stopped unless the City has breached any of the terms of this Pwchase Contract.
5. Official Statement The Official Statement, including the cover pages and
Appendices thereto, of the City, dated May 11, 2006, with respect to the Bonds., as further amended
only in the manner herein provided, is hereinafter called the "Official Statement." The City hereby
authorizes the Ordinance and the Official Statement and the information therein contained to be used
by the Underwriter in connection with the public offering and sale of the Bonds. The City confirms
its consent to the use by the Underwriter prior to the date hereof of the Preliminary Official
Statement, relative to the Bonds, dated April 18, 2006 (the "Preliminary Official Statement"). in
connection with the preliminary public offering and sale of the Bonds, and it is "deemed final" as
ofits date, within the meaning, and for the purposes, of Rule 15c2-12 promulgated under authority
granted by the federal Securities and Exchange Act of 1934 (the "Rule"). The City agrees to
cooperate with the UndeIWriter to provide a supply of final Official Statements within seven
business days of the date hereof in sufficient quantities to comply with the Underwriter's obligations
wider the Rule and the applicable rules of the Municipal Securities Rulemaking Board. The
Underwriter will use its best efforts to assist the City in the preparation of the final Official
Statement in order to ensure compliance with the aforementioned rules.
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If at any time after the date of this Purchase Contract but before the first to occur of (i) the
date upon which the Underwriter notifies the City that the period of the initial public offering of the
Bonds has expired or (ii) the date that is 90 days after the date hereof, any event shall occur that
might or would cause the Official Statement to contain any untrue statement of a material fact or to
omit to state a material fact required to be stated therein or necessary to make the statements therein.
in the Light of the circumstances under which they were made, not misleading, the City shall notify
the Underwriter, and if, in the opinion of the Underwriter, such event requires the preparation and
publication of a supplement or amendment to the Official Statement, the City will at its expense
supplement or amend the Official Statement in the form and in a manner approved by the
Underwriter and furnish to the Underwriter a reasonable number of copies requested by the
Underwriter in order to enable the Underwriter to comply with the Rule.
To the best knowledge and belief of the City, the Official Statement contains information,
including financial infonnation or operating data, as required by the Rule. Except as disclosed in the
Official Statement, the City has not failed to comply with any undertaking specified in paragraph
(b)(S)(i) of the Rule within the last five years.
6. Representations, Warranties and Agreements of the City. On the date hereof. the
City represents, warrants and agrees as follows:
(a) The City is a home rule municipality and a political subdivision of the State
of Texas and a body politic and COl)>Orate, and has full legal right, power and authority to
enter into this Purchase Contract, to adopt the Ordinance, to enter into the escrow agreement
described in the Official Statement and the Ordinance (the "Escrow Agreement"), to sell the
Bonds, and to issue and deliver the Bonds to the Undeiwriter as provided herein and to carry
out and consummate all other transactions contemplated by the Ordinance, the Escrow
Agreement and this Purchase Contract;
(b) By official action of the City prior to or concurrently with the acceptance
hereo~ the City has duly adopted the Ordinance, has duly authorized and approved the
execution and deliveiy of, and the performance by the City of the obligations contained in
the Bonds, the Escrow Agreement and this Purchase Contract and has duly authorized and
approved the performance by the City of its obligations contained in the Ordinance;
( c) The City is not in breach of or default under any law or administrative
regulation of the State of Texas or the United States (including regulations of its agencies)
applicable to the issuance of the Bonds or any applicable judgment or decree or any loan
agreement, note. order, agreement or other instrument, except as may be disclosed in the
Official Statement, to which the City is a party or to the knowledge of the City it is otherwise
subject, that would have a material and adverse effect upon the business or financial
condition of the City; and the execution and delivery of the Bonds, the Escrow Agreement
and this Purchase Contract by the City and the adoption of the Ordinance by the City and
compliance with the provisions of each thereof will not violate or constitute a breach of or
default under any existing law or administrative regulation, or any judgment, decree or
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agreement or other instrument to which the City is a party or, to the knowledge of the City,
is othetwise subject;
( d) All approvals, consents and orders of any governmental authority or agency
having jurisdfotion of any matter that would constitute a condition precedent to the
performance by the City of its obligations to sell and deliver the Bonds hereunder will have
been obtained prior to the Closing;
( e) At the time of the City's acceptance hereof and atthe time of the Closing, the
Official Statement does not and will not contain any untrue statement of a material fact or
omit t.o state a material fact required to be stated therein or necessary to make the statements
therein, in the light of the circumstances under which they were made, not misleading;
( f) Between the date of this Purchase Contract and the Closing, the City will not,
without the priorwrittenconsentofthe Underwriter, sell or issue any additional bonds, notes
or other obligations for borrowed money payable in whole or in part from ad valorem taxes
except the City's General Obligation Bonds, Series 2006 and Tax and Waterworks System
Surplus Revenue Certificates of Obligation, Series 2006, and the City will not incur any
material liabilities, direct or contingent, nor will there be any adverse change of a material
nature in the financial position of the City;
(g) Except as described in the Official Statement, no litigation is pending or, to
the knowledge of the City, threatened in any court affecting the corporate existence of the
City, the title of its officers to their respective offices. or seeking to restrain or eajoin the
issuance or delivery of the Bonds, the levy, collection or application of the ad valorem taxes
pledged or to be pledged to pay the principal of and interest on the Bonds, or in any way
contesting or affecting the issuance, execution, delivery, payment, security or validity of the
Bonds, or in any way contesting or affecting the validity or enforceability of the Ordinance,
or contesting the powers of the City, or any authority for the Bonds, the Ordinance, the
Escrow Agreement or this Purchase Contract or contesting in any way the completeness,
acctu"acy or fairness of the Preliminary Official Statement or the Official Statement;
(h) The City will cooperate with the Underwriter in arranging for the
qualification of the Bonds for sale and the detennination of their eligibility for investment
under the laws of such jurisdictions as the Underwriter designates, and will use its best
efforts to continue such qualifications in effect so long as required for distribution of the
Bonds; provided, however, that the City will not be required to execute a consent to service
of process or to qualify to do business in connection with any such qualification in any
jurisdiction;
(i) The descriptions of the Bonds, the Escrow Agreement and the Ordinance
contained in the Official Statement accurately summarize certain provisions of such
instruments, and the Bonds, when validly executed, authenticated and delivered in
accordance with the Ordinance and sold to the Underwriter as provided herein, will be
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validly issued and outstanding obligations of the City entitled to the benefits of, and subject
to the limitations contained in, the Ordinance;
G) If prior to the Closing an event occurs affecting the City that is materially
adverse for the purpose for which the Official Statement is to be used and is not disclosed
in the Official Statement, the City shall notify the Underwriter, and if in the opinion of the
City and the Underwriter such event requires a supplement or amendment to the Official
Statement, the City will supplement or amend the Official Statement in a form and in a
manner approved by the Underwriter;
(k) The financial statements contained in the Official Statement present fairly the
financial position of the City as of the date and for the period covered thereby and are stated
on a basis substantially consistent with that of the prior year's audited financial statements;
(I) Any certificate signed by any official of the City and delivered to the
Underwriter shall be deemed a representation and warranty by the City to the Underwriter
as to the truth of the statements therein contained;
{m} The City has not been notified of any listing or proposed listing by the
Internal Revenue Service to the effect that it is a bond issuer whose arbitrage certifications
may not be relied upon; and
(n) The City will not knowingly take or omit to take any action, which action or
omission will in any way cause the proceeds from the sale of the Bonds to be applied in a
manner other than as provided in the Ordinance or that would cause the interest of the Bonds
to be includable in gross income of the holders thereof for federal income tax pwposes.
7. Closing. At 10:00 A.M., Central Time, on June 20, 2006 (the "Closing"}, the City
will deliver the initial securities certificates of the Bonds (as provided for in the Ordinance) to· the
Underwriter and the City shall take appropriate steps to provide DTC with one definite securities
certificate for each year of maturity of the Bonds, and to provide the Underwriter with the other
documents hereinafter mentioned. On or prior to the date of Closing, the Underwriter shall make
arrangements with The Depository Trust Company ("DTC") for the Bonds to be immobilized and
thereafter traded as book-entry only securities and on the date of Closing the Underwriter will accept
such delivery and pay the purchase price of the Bonds as set forth in Paragraph 1 hereof in
immediately available funds. Concurrently with such payment by the Underwriter, the City shall
return to the Underwriter the check referred to in paragraph 4 hereof. Delivery and payment as
aforesaid shall be made at the office of the paying agent/registrar for the Bonds, as identified in the
Official Statement, or such other place as shall have been murually agreed upon by the City and the
Underwriter.
In addition, the City and the Underwriter agree that there shall be a preliminary closing held
at such place as the City and the Underwriter shall mutually agree, commencing at least 24 hours
prior to the Closing; provided, however, in lieu of this preliminary closing Bond Counsel, as defined
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below, may provide the counsel to the Underwriter with a complete Transcript of Proceedings on
the business day preceding the Closing. Drafts of all documents to be delivered at the Closing shall
be prepared and distributed to all parties and their counsel for review at least three business days
prior to the Closing.
8. Conditions. The Underwriter has entered into this Purchase Contract in reliance
upon the representations and warranties of the City contained herein and to be contained in the
documents and insbuments to be delivered at the Closing, and upon the performance by the City of
its obligations hereunder, both as of the date hereof and as of the date of Closing. Accordingly, the
Underwriter's obligations under this Purchase Contract to purchase and pay for the Bonds shall be
subject to the perfonnance by the City of its obligations to be performed hereunder and under such
documents and instruments at or prior to the Closing, and shall also be subject to the following
conditions:
(a) The representations and warranties of the City contained herein shall be true,
complete and correct in all material respects on the date hereof and on and as of the date of
Closing, as if made on the date of Closing;
(b) At the time of the Closing, (i) the Ordinance and the Escrow Agreement shall
be in full force and effect, and the Ordinance and the Escrow Agreement shall not have been
amended, modified or supplemented and the Official Statement shall not have been
amended, modified or supplemented, except as may have been agreed to by the Underwriter;
and (ii) the net proceeds of the sale of the Bonds sh.all be deposited and applied as described
in the Official Statement and in the Ordinance;
(c) At the time of the Closing, all official action of the City related to the
Ordinance and the Escrow Agreement shall be in full force and effect and shall not have
been amended, modified or supplemented;
(d) The City shall not have failed to pay principal or interest when due on any
of its outstanding obligations for borrowed money;
(e) At or prior to the Closing, the Underwriter shall have received each of the
following documents:
( 1) The Official Statement of the City executed on behalf of the City by
the Mayor and City Secretary, or a conformed copy thereof;
(2) The Ordinance. certified by the City Secretary under the seal of the
City as having been duly adopted by the City and as being in effect, with such
changes or amendments as may have been agreed to by the Underwriter. The
Ordinance shall contain the agreement of the City, in form satisfactory to the
Underwriter, that is described under the caption "Other In.formation -Continuing
Disclosure of Information" in the Preliminary Official Statement;
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(3) the Pricing Certificate, having been duly executed on behalf of the
City;
( 4) the Escrow Agreement, having been duly executed on behalf of the
City and JPMorgan Chase Banlc, N.A., as the Escrow Agent;
(5) the Paying Agent/Registrar Agreement, having been duly executed
on behalf of the City and JPMorgan Chase Banlc, N .A., as Paying Agent/Registrar;
(6) The opinion pertaining to the Bonds, dated the date of Closing, of
Vinson & Elkins L.L.P. ("Bond Counsel") in substantially the form and substance
set forth in Appendix C to the Official Statement;
(7) An opinion or certificate with respect to the Bonds, dated on or prior
to the date of Closing, of the Attorney General of Texas, approving the Bonds as
required by law and the registration certificate of the Comptroller of Public Accounts
of the State of Texas;
(8) The supplemental opinion, dated the date of Closing, of Bond
Counsel, addressed to the City and the Underwriter, which provides that the
Underwriter may rely upon the opinion of Bond Counsel delivered in accordance
with the provisions of paragraph 8( e)(6) hereof, and opining to the effect that ( a) the
Purchase Contract has been duly authorized, executed and delivered by the City and
(asswning due authorization by the Underwriter) constitutes a binding and
enforceable agreement of the City in accordance with its teimS; (b) in its capacity as
Bond Counsel, such firm has reviewed the information in the Official Statement
under the captions or subcaptions "The Bonds" ( exclusive of the information under
the subcaptions "Book-Entty-Only System" and "Bondholders' Remedies"), ''Tax
Matters" and the subcaptions "Legal Investments and Eligibility to Secure Public
Funds in Texas," "Legal Matters" and "Continuing Disclosure of Information"
( exclusive of the information under the subcaption "Compliance with Prior
Undertakings") under the caption "Other Information" in the Official Statement, and
such finn is of the opinion that such descriptions present a fair and accurate summary
of the provisions of the laws and instruments therein described and, with respect to
the Bonds, such information conforms to the Ordinance; and ( c) the Bonds are
exempt from registration pursuant to the Securities Act ofl 933, as amended, and the
Ordinance is exempt from qualification as an indenture pursuant to the Trust
Indenture Act of 1939, as amended;
(9) An opinion or opinions of McCall, Parkhurst & Horton L.L.P.,
Underwriter's Counsel, addressed to the Underwriter, and dated the date of Closing
in substantially the form attached hereto as Exhibit B:
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( l 0) A certificate, dated the date of Closing, signed by the Mayor and
Chief Financial Officer of the City, to the effect that (i) the representations and
warranties of the City contained herein are true and correct in all material respects
on and as of the date of Closing as if made on the date of Closing; (ii) except to the
extent disclosed in the Official Statement, no litigation is pending or, to the
knowledge of such persons, threatened in any court IO restrain or enjoin the issuance
or delivery of the Bonds, or the levy, collection or application of the ad valorem
taxes pledged or to be pledged to pay the principal of and interest on the Bonds, or
the pledge thereof, or in any way contesting or affecting the validity of the Bonds,
the Ordinance, the Escrow Agreement or contesting the powers of the City or the
authorization of the Bonds, the Ordinance or the Escrow Agreement, or contesting
in any way the accuracy, completeness or fairness of the Official Statement (but in
lieu of or in conjunction with such certificate, the Underwriter may, in its sole
discretion, accept certificates or opinions of the City Attorney that, in the opinion
thereof, the issues raised in any such pending or threatened litigation are without
substance or that the contentions of all plaintiffs therein are without merit); (iii) to
the best of their knowledge, no event affecting the City has occurred since the date
of the Official Statement that should be disclosed in the Official Statement for the
purpose for which it is to be used or that it is necessary to disclose therein in order
to make the statements and information therein not misleading in any respect; and
(iv) that there has not been any material and adverse change in the affairs or financial
condition of the City since September 30, 2005, the latest date as to which audited
financial information is available;
(l l) An opinion of the City Attorney addressed to the Underwriter and
dated the date of Closing substantially in the form and substance of Exhibit C hereto;
(12) A certificate, dated the date of the Closing, of an appropriate officer
of the City to the effect that, on the basis of the facts, estimates and circumstances
in effect on the date of delivery of the Bonds, it is not expected that the proceeds of
the Bonds will be used in a manner that would cause the Bonds to be "arbitrage
bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986, as
amended;
(13) Evidence of the rating on the Bonds, which shall be "Aaa" by
Moody's Investors Service, Inc. ·("Moody's"), "AAA" by Standard and Poor's
Corporation, a division of the McGraw-Hill Companies, Inc. ("S&P"), and "AAA"
by Fitch Ratings ("Fitch"), as a result of the issuance of the municipal bond insurance
policy described in clause (14) below, shall be delivered in a form acceptable to the
Underwriter,
(14) A copy of the policy of municipal bond insurance issued by Financial
Guaranty Insurance Company with respect to the Bonds;
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(15) Such additional legal opinions, certificates, instruments and other
documents as Bond Counsel or the Underwriter may reasonably request to evidence
the truth, accuracy and completeness, as of the date hereof and as of the date of
Closing, of the City's representations and warranties contained herein and of the
statements and information contained in the Official Statement and the due
perfonnance and satisfaction by the City at or prior to the date of Closing of all
agreements then to be perfonned and all conditions then to be satisfied by the City.
All of the opinions, letters, certificates, instruments and other documents mentioned above
or elsewhere in this Purchase Contract shall be deemed to be in compliance with the provisions
hereof if, but only if, they are satisfactory to the Underwriter.
If the City shall be wiable to satisfy the conditions to the obligations of the Underwriter to
pW'Chase, to accept delivery of and to pay for the Bonds as set forth in this Purchase Contract, or if
the obligations of the Underwriter to purchase, to accept delivery of and to pay for the Bonds shaU
be tenninated for any reason permitted by this Purchase Contract, this Purchase Contract shall
teiminate, the security deposit referred to in Paragraph 4 of this Purchase Contract shall be returned
to the Underwriter and neither the Underwriter nor the City shall be under further obligation
hereunder, except that the respective obligations of the City and the Underwriter set forth in
Paragraphs 10 and 12 hereof shall continue in full force and effect.
9. Termination. The Underwriter may terminate its obligation to purchase at any time
before the Closing if any of the following should occur:
( a) (i) Legislation shall have been enacted by the Congress of the United States,
or recommended to the Congress for passage by the President of the United States or
favorably reported for passage to either House of the Congress by any Committee of such
House; or (ii) a decision shall have been rendered by a court established under Article III of
the Constitution of the United States or by the United States Tax Court; or (iii) an order,
ruling or regulation shall have been issued or proposed by or on behalf of the Treasury
Department of the United States or the Internal Revenue Service or any other agency of the
United States; or (iv) a release or official statement shall have been issued by the President
of the United States or by the Treasury Department of the United States or by the Internal
Revenue Service, the .effect of which. in any such case described in clause (i), (ii), (iii), or
(iv), would be to impose, directly or indirectly, federal income taxation upon interest ·
received on obligations of the general character of the Bonds or upon income of the general
character to be derived by the City, other than any imposition offederal income tax.es upon
interest received on obligations of the general character as the Bonds on the date hereof and
other than as disclosed in the Official Statement, in such a manner as in the judgment of the
Underwriter would materially impair the marketability or materially reduce the market price
of obligations of the general character of the Bonds.
(b) Any action shall have been taken by the Securities and Exchange Commission
or by a court that would require registration of any security under the Securities Act of 1933,
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as amended, or qualification of any indenture under the Trust Indenture Act of 1939, as
amended, in connection with the public offering of the Bonds, or any action shall have been
taken by any court or by any governmental authority suspending the use of the Preliminary
Official Statement or the Official Statement or any amendment or supplement thereto, or any
proceeding for that pwpose shall have been initiated or threatened in any such court or by
any such authority.
( c) (i) The Constitution of the State ofTexas shaU be amended or an amendment
shall be proposed, or (ii) legislation shall be enacted, or (iii) a decision shalt have been
rendered as to matters of Texas law, or (iv) any order, ruling or regulation shall have been
issued or proposed by or on behalf of the State of Texas by an official, agency or department
thereof, affecting the tax status of the City, its property or income, its securities (including
the Bonds) or the interest thereon, that in the judgment of the Underwriter would materially
affect the market price of the Bonds.
( d) A general suspension of trading in securities shall have occurred on the New
York Stock Exchange .
( e) A material disruption in securities clearance, payment or settlement services
in the United States shall have occurred.
(f) There shall have occwred any (i) material outbreak of hostilities (including,
without limitation, an escalation of hostilities that existed prior to the date hereof or an act
of terrorism) or (ii) material other national or international calamity or crisis, or any material
adverse change in the financial, political or economic conditions affecting the United States,
the effect of which on U.S. financial markets of such an event described in clauses (i) or (ii)
shall make it, in the reasonable judgment of the Underwriter, impractical or inadvisable to
proceed with the offering or delivery of the Bonds as contemplated by the final Official
Statement (exclusive of any amendment or supplement thereto).
(g) An event described in Paragraph 6(j) hereof occurs that, in the reasonable
judgment of the Underwriter, requires a supplement or amendment to the Official Statement
that is deemed by them. in their discretion, to adversely affect the market for the Bonds.
(h) A general banking moratorium shall have been declared by authorities of the
United States, the State of New York or the State of Texas.
(i) A lowering of the ratings of"Aaa, 11 "AAA" and "AAA." initially assigned to
the Bonds by Moody's, S&P and Fitch, respectively, shall occur prior to the Closing.
I 0. Expenses. ( a) The City shall pay all expenses incident to the issuance of the Bonds,
including but not limited to: (i) the cost of the preparation, printing and distribution of the
Preliminacy Official Statement and the Official Statement; (ii) the cost of the preparation and
printing of the Bonds; (iii) the fees and expenses of Bond Counsel to the City; (iv) the fees and
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disbursements of the City's accountants, advisors, and of any other experts or consultants retained
by the City; (v) the fees for the bond ratings and any travel or other expenses incurred incident
thereto; and (vi) the premium, if any, for municipal bond insurance policy pertaining to the Bonds.
(b) The Underwriter shall pay (i) all advertising expenses in connection with the offering
of the Bonds; (ii) the cost of the preparation and printing of all the wtderwriting documents; and
(iii) the fee of McCall, Parkhurst & Horton L.L.P. for such firm's opinion required by Paragraph
8(e){9) hereof.
11. Notices. Any notice or other communication to be given to the City under this
Purchase Contract may be given by delivering the same in writing at the address for the City set
forth above, and any notice or other communication to be given to the Underwriter under this
Purchase Contract may be given by delivering the same in writing to A.G. Edwards & Sons. Inc.,
70 N.E. Loop 410, Suite 915, San Antonio, Texas 78216, Attention: Ms. Nora Chavez.
12. Parties in Interest. This Purchase Contract is made solely for the benefit of the City
and the Underwriter (including the successors or assigns of any Underwriter) and no other person
shall acquire or have any right under this contract. The City's representations, warranties and
agreements contained in this Purchase Contract that exist as of the Closing. and without regard to
any change in fact or circwnstance occurring subsequent to the Closing, shall remain operative and
in full force and effect, regardless of (i) any investigations made by or on behalf of the Underwriter.
·and (ii) delivery of any payment for the Bonds hereunder; and the City's representations and
warranties contained in Paragraph 6 of this Purchase Contract shall remain operative and in full
force and effect, regardless of any termination of this Purchase Contract
13. Severability. If any provision of this Purchase Contra.ct shall be held or deemed to
be or shall, in fact, be invalid. inoperative or unenforceable as applied in any particular case in any
jurisdiction or jurisdictions, or in all jurisdictions because it conflicts with any provisions of any
constitution, statute, rule of public policy, or any other reason, such circumstances shall not have
the effect of rendering the provision in question invalid, inoperative or unenforceable in any other
case or circumstances, or of rendering any other provision inoperative or unenforceable to any extent
whatever.
14. Choice of Law. This Purchase Contract shall be governed by and construed in
accordance with the laws of the State ofTex.as.
I 5. Execution in Counterparts. This Purchase Contract may be executed in any number
of counterparts, all of which taken together shall constitute one and the same instrument, and any
of the parties hereto may execute this Purchase Contract by signing any such counterpart.
16. Section Headings. Section headings have been inserted in this Contract as a matter
of convenience of reference only, and it is agreed that such section headings are not a part of this
Contract and will not be used in the interpretation of any provisions of this Contract.
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17. Status of the Underwriter. The City acknowledges that in connection with the
offering of the Bonds and the discussions and negotiations relating to the terms of the Bonds set
forth in this Contract: ( a) the Underwriter has acted at anns length, are not agents of or advisors to,
and owe no fiduciary duties to, the City or any other person, (b) the Underwriter's duties and
obligations to the City shall be limited to those contractual duties and obligations set forth in this
Contract and (c) the Underwriter may have interests that differ from those of the City. The City
waives to the full extent permitted by applicable law any claims it may have against the Underwriter
arising from an alleged breach of fiduciary duty in connection with the offering of the Bonds.
[Signature page follows.)
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If you agree with the foregoing, please sign the enclosed counterpart of this Purchase
Contract and return it to the Underwriter. This Purchase Contract shall become a binding agreement
between you and the Underwriter when at least the counterpart of this Purchase Contract shall have
been signed by or on behalf of each of the parties hereto.
Very truly yours,
A.G. Edwards & Sons, Inc.
Title: Managing Director -Investment Banking
ACCEPTANCE
ACCEPTED pursuant to a motion adopted by the City Council of the City ofLubbock, Texas
on the 26th day of April, 2006 and executed this 11th day of May, 2006.
By:
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EXHIBIT A
Schedule of Maturiti~ Interest Rates, Yields and Redemption Provisions
$18,830,000
City of Lubbock, Texas
General Obli12tioo Refunding Bond!J Series 2006
Maturity Principal Interest Rate Yidd
(Februan: 15} Amount (%} {¾}
2007 $30,000 4.000 3.680
2008 30,000 4.000 3.720
2009 35,000 4.000 3.750
2010 35,000 4.000 3.770
2011 35,000 4.000 3.810
2012 40,000 4.000 3.920
2013 40,000 4.000 4.040
2014 40,000 4.000 4.140
2015 40,000 4.000 4.230
2016 45,000 4.200 4.310
2017 45,000 4.300 4.440
2018 50,000 4.400 4.540
2019 50,000 4.500 4.610
2020 55,000 4.500 4.650
2021 55,000 4.500 4.680
2022 1,455,000 4.500 4.690
2023 1,525,000 4.750 4.720
2024 1,600,000 4.750 4.740
2025 1,680,000 4.750 4.760
2026 1,765,000 4.750 4.780
2027 1,850,000 4.600 4.800
*** "'** *** ***
2029 1,000,000 5.000 4.650
*** *** *** ***
2029 2,965,000 4.750 4.810
*** *** *** ***
2031 4,365,000 4.750 4.850
The City reserves the right, at its option, to redeem Bonds having stated maturities on and after
February 15, 2017, in whole or in part in principal amounts. of $5,000 or any integral multiple
thereof: on February 15, 2016, or any date thereafter, at the par value thereof plus accrued interest
to the date of redemption.
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The Bonds maturing on February 15 in the years 2029 (CUSIP 549187Y97), 2029 (CUSIP
54918722 l) and 2031 (collectively, the "Tenn Bonds") are subject to mandatory redemption prior
to maturity in part by lot. at a price equal to the principal amount thereof plus accrued interest to the
date of redemption, on February 15 in the respective years and principal amounts shown below:
TERM BONDS MATURING
FEBRUARY 15, 2029
(CUSIP 549187¥97)
REDEMPTION
DATE
February 15, 2028
February I 5, 2029
(malmt)'t
REDEMPTION
AMOUNT
$460,000
540,000
TERM BoNDS MATURJNG
FEBRUARY 15, 2029
(CUSIP 549187Z21)
REDEMPTlON
DATE
February 15, 2028
February 15, 2029
(fflllllrily)
REDEMPTION
AMOUNT
$1,475,000
1,490,000
TERM BONDS MATURING
FEBRUARY 15, 2031
REDEMPTION
DATE
February 15, 2030
February 15, 2031
(IDllmily)
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REDEMPTION
AMOUNT
$2,130,000
2,235,000
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EXIIIBITB
Proposed Form of Underwriter's Counsel Opinion of
McCall, Parkhurst & Horton L.L.P.
A.G. Edwards & Sons, Inc.
70 N.E. Loop 410, Suite 915
San Antonio, Texas 78216
June 20, 2006
ru:: $18,830,000 GENERAL OBLIGATION REF1JNDING BoNDS, SERIES 2006
Ladies and Gentlemen:
We have acted as counsel for you as the widerwriters of the Bonds described above, issued
under and pursuant to an Ordinance of the City of Lubbock, Texas (the "Issuer"), authorizing the
issuance of the Bonds, which Bonds you are pw-chasing pursuant to a Purchase Contract, dated May
11, 2006. All capitalized undefined terms used herein shall have the meaning set forth in the
Purchase Contract
In connection with this opinion letter, we have considered such matters of law and of fact,
and have relied upon such Bonds and other information furnished to us. as we have deemed
appropriate as a basis for ouc opinion set forth below. We are not expressing any opinion or views
herein on the authorization. issuance, delivery, validity of the Bonds and we have assumed, but not
independently verified, that the signatures on all documents and Bonds that we have examined are
genuine.
Based on and subject to the foregoing, we are of the opinion that, under existing laws, the
Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended. and
the Ordinance is not required to be qualified under the Trust Indenture Act of 1939, as amended.
Because the primary purpose of our professional engagement as your counsel was not to
establish factual matters, and because of the wholly or partially nonlegal character of many of the
determinations involved in the preparation of the Official Statement dated May 11, 2006 (the
"Official Statement") and because the information in the Official Statement under the headings
1'TIIE BONDS -Book-Entry-Only System," "TAX MATTERS," and "OTHER INFORMATION
-Continuing Disclosure of Information -Compliance with Prior Undertakings" and Appendices A,
B, and C thereto were prepared by others who have been engaged to review or provide such
information. we are not passing on and do not asswne any responsibility for, except as set forth in
the last sentence of this paragraph, the accuracy, completeness or fairness of the statements
contained in the Official Statement (including any appendices, schedules and exhibits thereto) and
we make no representation that we have independently verified the accuracy, completeness or
fairness of such statements. In the course of our review of the Official Statement, we had
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discussions with representatives of the City regarding the contents of the Official Statement. In the
course of our participation in the preparation of the Official Statement as your counsel, we had
discussions with representatives of the Issuer, including its City Attorney, Bond Cowisel and
Financial Advisor, regarding the contents of the Official Statement. In the course of such activities.
no facts came to our attention that would lead us to believe that the Official Statement ( except for
the financial statements and other financial and statistical data contained therein, the information set
forth under the headings "THE BONDS -Book-Entzy-Only System," "TAX MATTERS," and
"OTHER INFORMATION -Continuing Disclosure of Infonnation -Compliance with Prior
Undertakings" and Appendices A, B and C thereto, as to which we express no opinion), as of its date
contained any untrue statement of a material fact or omitted to state any material fact necessary to
make the statements therein, in the light of the circumstances under which they were made, not
misleading.
This opinion letter may be relied upo;ft by only you and only in connection with the
transaction to which reference is made above and may not be used or relied upon by any other
person for any purposes whatsoever without our prior written consent.
Respectfully,
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EXIDBITC
Proposed Form of Opinion of the City Attorney
June 20, 2006
A.G. Edwards & Sons, Inc.
70 N.E. Loop 410. Suite 915
SanAntonio, Texas 78216
RE: $18,830,000 GENERAL OBLIGATION REFUNDING BONDS, SERIES 2006
Ladies and Gentlemen:
I am the City Attorney for the City of Lubbock, Texas (the "City") at the time of the issuance
of the above referenced Bonds (the "Bonds"), pursuant to the provisions of the Ordinance duly
adopted by the City Council of the City on April 26, 2006. Capitalized terms not otherwise defined
in this opinion have the meanings assigned in the Purchase Contract
[n my capacity as City Attomey to the City, I have reviewed such agreements, documents,
certificates, opinions, letters, and other papers as I have deemed necessary or appropriate in
rendering the opinions set forth below.
In making my review, I have assumed the authenticity of all documents and agreements
submitted to me as originals, conformity to the originals of all documents and agreements submitted
to me as certified or photostatic copies. the authenticity of the originals of such latter documents and
agreements, and the accuracy of the statement contained in such documents.
Based upon the foregoing, and subject to the qualifications and exceptions hereinafter set
forth, I am of the opinion that under the applicable laws of the United States of America and the
State of Texas in force and effect on the date hereof:
1. Based on reasonable inquiry made of the responsible City employees and public officials,
the City is not, to the best of my knowledge, in breach of or in default under any applicable
law or administrative regulation of the State of Texas or the United States, or any applicable
judgment or decree or any trust agreement, loan agreement, bond, note, resolution,
ordinance, agreement or other instrument to which the City is party or is otherwise subject
and, to the best of my knowledge after due inquiry, no event has occurred and is continuing
that, with the passage of time or the giving of notice, or both, would constitute such a default
by the City under any of the foregoing; and the execution and delivery of the Purchase
Contract, the Bonds, the Escrow Agreement and the adoption of the Ordinance and
compliance with the provisions of each of such agreements or instruments does not
constitute a breach of or default under any applicable law or administrative regulation of the
State of Texas or the United States or any applicable judgment or decree or, to the best of
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my knowledge, any ttust agreement, loan agreement, bond, note, resolution, ordinance,
agreement or other instrument to which the City is a party or is otherwise subject; and
2. Except as disclosed in the Official Statement, no litigation is pending, or, to my knowledge,
threatened. in any court in any way ( a) challenging the titles of the Mayor or any of the other
members of the City Council to their respective offices; (b) seeking to restrain or enjoin the
issuance, sale or delivery of any of the Bonds, or the levy, collection or application of the
ad valorem taxes pledged or to be pledged to pay the principal of and interest on the Bonds;
(c} contesting or affecttng the validity or enforceability of the Bonds, the Ordinance, the
Escrow Agreement or the Purchase Contract; (d) contesting the powers of the City or any
authority for the issuance of the Bonds, or the adoption of the Ordinance; or ( e) that would
have a material and adverse effect on the financial condition of the City.
3. I hav~ reviewed the infonnation in the Official Statement contained under the caption "Other
Information-Litigation" and such information in all material respects accurately and fairly
summarizes the matters described therein.
lbis opinion is furnished solely for your benefit and may be relied upon only by the
addresses hereof or anyone to whom specific pennission is given in writing by me.
Very truly yours,
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WB200/71006
Dallas 1122038_1.DOC
ESCROW AGREEMENT
Between
CITY OF LUBBOCK, TEXAS
and
JPMORGAN CHASE BANK, NATIONAL ASSOCIATION
Pertaining to
City of Lubbock, Texas
General Obligation Refunding Bonds,
Series 2006
Dated as of May 15, 2006
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TABLE OF CONTENTS
ARTICLE I
DEFINITIONS AND INTERPRETATIONS
Section 1.01. Definitions ............................................................................ ---·--·-·-··-···· .................. 2
Section l . 02. Other Definitions ..................................................................................................... 3
Section 1.03. Interpretations .......................................................................................................... 3
ARTICLE II
DEPOSIT OF FUNDS AND FEDERAL SECURITIES
Section 2.01. Deposits in the Escrow Fund ................................................................................... 3
ARTICLE III
CREATION AND OPERATION OF ESCROW FUND
Section 3.01. Escrow Fund ............................................................................................................ 3
Section 3.02. Payment of Principal and Interest ........................................................................... 4
Section 3.03. Sufficiency of Escrow Fund .................................................................................... 4
Section 3.04. Trust Fund ............................................................................................................... 4
Section 3.05. Security for Cash Balances ............................•........................................................ 4
ARTICLE IV
SUBSTITUTION OF FEDERAL SECURITIES
Section 4. 0 l. In General ................................................................................................................ 5
Section 4.02. Substitution of Federal Secw-ities at Bond Closing ................................................ 5
Section 4.03. Substitution of Federal Securities following Bond Closing .................................... 5
Section 4.04. Allocation of Certain Federal Securities ................................................................. 6
Section 4.05. Arbitrage .................................................................................................................. 6
ARTICLEV
APPLICATION OF CASH BALANCES
Section 5. 0 1. In General ................................................................................................................ 6
Section 5.02. Reinvestment in SLGS ............................................................................................ 6
Section 5.03. Reinvestment of Cash Balances .............................................................................. 6
ARTICLE VI
RECORDS AND REPORTS
Section 6.01. Records .................................................................................................................... 6
Section 6.02. Reports .................................................................................................................... 7
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Section 7.01.
Section 7 .02.
Section 7.03.
Section 7.04.
Section 8.01.
Section 8.02.
Section 8.03.
Section 8.04.
Section 8.05.
Section 8.06.
Section 8.07.
Section 8.08.
Section 8.09.
ARTICLE VII
CONCERNING THE PA YING AGENTS AND ESCROW AGENT
Representations ....................................................................................................... 7
Limitation on Liability ............................................................................................ 7
Compensation ........................................................... : ............................................. 8
Successor Escrow Agents ........................................................................................ 8
Notice 9
ARTICLE VIII
MISCELLANEOUS
Termination of Responsibilities ............................................................................ l 0
Binding Agreement ............................................................................................... I 0
Severability ............................................................................................................ l 0
Texas Law Governs.. . . . .. . . . .. . . . . . . . . .. . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . .. . . . . .. . . . . . . . . .. . . . . . . . . .. . . . . . . . . .. l 1
Time of the Essence . . . . .. . . . .. . . . .. . .. .. . . . . . . . . . . . .. . . . . . . . . . . . . . .. . . . ... . . . . . . . .. . . . .. . . . .. .. . . . . . . .. . . . .. . . . .. 11
Effective Date of Agreement ................................................................................ 11
Modification of Agreement ................................................................................... 11
Indemnification ..................................................................................................... 11
Exhibit A -Description of the Refunded Obligations
Exhibit B -Schedule of Debt Service on Refunded Obligations
Exhibit C -Description of Beginning Cash Balance and Federal Securities
Exhibit D -Escrow Fund Cash Flow
Exhibit E -Reinvestments in Zero Interest Rate SLGS
Dallas 1122038_1.DOC
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ESCROW AGREEMENT
THIS ESCROW AGREEMENT, dated as of May 15, 2006 (herein, together with any
amendments or supplements hereto, called the "Agreement"), entered into by and between the
CITY OF LUBBOCK, TEXAS (the "Issuer"), and JPMORGAN CHASE BANK. NATIONAL
ASSOCIATION, a national banking association organized under the laws of the United States of
America, as escrow agent (herein, together with any successor in such capacity, called the
"Escrow Agent").
WCTNESSETH:
WHEREAS, the Issuer has heretofore issued and there presently remain outstanding the
obligations (the "Refunded Obligations") of the Issuer listed and described on Exhibit A,
attached hereto;
WHEREAS, the Refunded Obligations are scheduled to mature or have been called for
early redemption in such years, bear interest at such rates, and are payable at such times and in
such amounts as are set forth in Exhibit B attached hereto and made a part hereof; and
WHEREAS, when firm banking arrangements have been made for the payment of
principal and interest to the maturity dates or redemptjon dates of the Refunded Obligations, then
the Refunded Obligations shall no longer be regarded as outstanding except for the purpose of
receiving payment from the funds provided for such purpose; and
WHEREAS. Chapter 1207, Texas Government Code, as amended ("Chapter 1207"),
authorizes the Issuer to issue refunding bonds and to deposit the proceeds from the sale thereof,
and any other available funds or resources, directly with a trust company or commercial bank
that does not act as a depository for the Issuer, and such deposit, if made before such payment
dates and in sufficient amounts, shall constitute the making of finn banking and financial
arrangements for the discharge and final payment of the Refunded Obligations; and
WHEREAS, Chapter 1207 further authorizes the Issuer to enter into an escrow agreement
with any such paying agent with respect to the safekeeping, investment, administration and
disposition of any such deposit, upon such terms and conditions as the Issuer and such paying
agent may agr~ provided that such deposits may be invested only in direct obligations of the
United States of America, including obligations the principal of and interest on which are
unconditionally guaranteed by the United States of America, and which may be in book entry
form, and which shall mature and/or bear interest payable at such times and in such amounts as
will be sufficient to provide for the scheduled payment of principal and interest on the Refunded
Obligations when due; and
WHEREAS, the Escrow Agent is a trust company or commercial bank that does not act
as a depository for the Issuer and this Agreement constitutes an escrow agreement of the kind
authorized and required by Chapter 1207; and
WHEREAS, Chapter 1207 makes it the duty of the Escrow Agent to comply with the
terms of this Agreement and timely make available to the other places of payment, if any, for the
Refunded Obligations the amounts required to provide for the payment of the principal of and
LU820Ml006
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interest on such obligations when due, and in accordance with their tenns, but solely from the
funds, in the manner, and to the extent provided in this Agreement; and
WHEREAS, the issuance, sale, and delivery of the City of Lubbock. Texas, General
Obligation Refunding Bonds, Series 2006 (the "Bonds"), have been duly authorized for the
purpose, among others, of obtaining the funds required to provide for the payment of the
principal of the Refunded Obligations at their respective maturity or redemption dates and the
interest thereon to such maturity or redemption dates; and
WHEREAS, the [ssuer desires that, concurrently with the delivery of the Bonds to the
purchasers thereof, a portion of the proceeds of the Bonds shall be applied to purchase certain
"Federal Securities" (as herein defined) for deposit to the credit of the Escrow Fwid created
pursuant to the terms of this Agreement and to establish a beginning cash balance (if needed) in·
such Escrow Fund; and
WHEREAS, the Federal Securities shall mature and the interest thereon shall be payable
at such times and in such amounts as will provide moneys which, together with cash balances
from time to time on deposit in the Escrow Fund, will be sufficient to pay the interest on the
Refunded Obligations as it accrues and becomes payable and the principal of the Refunded
Obligations on their maturity dates or redemption dates; and
WHEREAS, to facilitate the receipt and transfer of proceeds of the Federal Securities the
Issuer desires to establish the Escrow Fund at the designated office of the Escrow Agent; and
WHEREAS, the Escrow Agent is a party to this Agreement and hereby acknowledges its
acceptance of the terms and provisions hereof.
NOW, THEREFORE, in consideration of the mutual undertakings, promises and
agreements herein contained, the sufficiency of which hereby is acknowledged, and to secure the
full and timely payment of principal of and the interest on the Refunded Obligations, the Issuer
and the Escrow Agent mutually undertake, promise, and agree for themselves and their
respective representatives and successors, as follows:
ARTICLE I
DEFINITIONS AND INTERPRETATIONS
Section l .O l. Definitions. Unless the context clearly indicates otherwise, the following
tenns shall have the meanings assigned to them below when they are used in this Agreement:
"Beginning Cash Balance" means the funds described in Exhibit C attached to this
Agreement
"Code" means the Internal Revenue Code of 1986, as amended, including applicable
regulations, published rulings and court decisions thereunder.
"Escrow Fund" means the fund created in Section 3.01 of this Agreement to be
administered by the Escrow Agent pursuant to the provisions of this Agreement
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"Federal Securities" means direct, noncallable obligations of the United States of
America, including noncallable obligations of which the full and timely payment of the principal
and interest are unconditionally guaranteed by the United States of America, that mature and/or
bear interest payable at such times and in such amounts sufficient without reinvestment to
provide for the scheduled payment of the principal of and interest on the Refunded Obligations.
Investments in mutual funds and unit investment trusts are prohibited.
Section 1.02. Other Definitions. The terms "Agreement," "Issuer," "Escrow Agent,"
"Refunded Obligations," and "Bonds," when they are used in this Agreement, shall have the
meanings assigned to them in the preamble to this Agreement.
Section I . 03. Intemretations. The titles and headings of the articles and sections of this
Agreement have been inserted for convenience and reference only and are not to be considered a
part hereof and shall not in any way modify or restrict the terms hereof. This Agreement and all
of the terms and provisions hereof shall be liberally C9nstrued to effectuate the purposes set forth
herein and to achieve the intended pwpose of providing for the refunding of the Refunded
Obligations in accordance with applicable law.
ARTICLE II
DEPOSIT OF FUNDS AND FEDERAL SECURITIES
Section 2.01. De;posits in the Escrow Fund. Concurrently with the sale and delivery of
the Bonds the Issuer shall deposit, or cause to be deposited, with the Escrow Agent, for deposit
in the Escrow Fund, the Beginning Cash Balance and the Federal Securities described in
Exhibit C attached hereto and incorporated by reference as a part of this Agreement for all
purposes. The Escrow Agent shall. upon the receipt thereof, acknowledge such receipt to the
Issuer in writing.
ARTICLE III
CREATION AND OPERATION OF ESCROW FUND
Section 3.01. Escrow Fund. The Escrow Agent hereby creates on its books a special
trust and irrevocable escrow fund to be known as the City of Lubbock, Texas, General
Obligation Refunding Bonds, Series 2006 Escrow Fund (the "Escrow Fund") for the purpose of
paying the principal of and interest on the Refunded Obligations as described in Exhibit A, in
order to make firm banking arrangements therefor. The Escrow Agent hereby agrees that upon
receipt thereof it will deposit to the credit of the Escrow FWld the Beginning Cash Balance and
the Federal Securities described in Exhibit C attached hereto. Such deposit. all proceeds
therefrom, and alt cash balances from time to time on deposit therein (a) shall be the property of
the Escrow Fwid, (b) shall be applied only in strict conformity with the tenns and conditions of
this Agreement, and ( c) to the extent needed to pay the principal and interest requirements on the
Refunded Obligations, are hereby irrevocably pledged to the payment of the principal of and
interest on the Refunded Obligations, which payment shall be made by timely transfers of such
amounts at such times as are provided for in Section 3.02 hereof. When the final transfers have
been made for the payment of such principal of and interest on the Refunded Obligations, any
balance then remaining in the Escrow Fund shall be transferred to the Issuer, and the Escrow
Agent shall thereupon be discharged from any further duties hereunder.
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Section 3.02. Payment of Principal and Interest The Escrow Agent is hereby
irrevocably instructed to transfer, from the cash balances from time to time on deposit in the
Escrow Fund, the amounts required to pay the principal of the Refunded Obligations at their
respective maturity date or dates as of which such Refunded Obligations have been called for
earlier redemption, and interest thereon when due, in the amounts and at the times shown in
Exhibit B attached hereto.
Section 3.03. Sufficiency of Escrow Fund. The Issuer represents that the successive
receipts of the principal of and interest on the Federal Securities will assure that the cash balance
on deposit from time to time in the Escrow Fund will be at all times sufficient to provide moneys
for transfer to each place of payment for the Refunded Obligations, at the times and in the
amounts required to pay the interest on the Refunded Obligations as such interest comes due and
the principal of the Refunded Obligations as such principal comes due, all as more fully set forth
in Exhibit D attached hereto. If, for any reason, at any time, the cash balances on deposit or
scheduled to be on deposit in the Escrow Fund shall be insufficient to transfer the amounts
required by each place of payment for the Refunded Obligations to make the payments set forth
in Section 3.02 hereof, the Issuer shall timely deposit in the Escrow Fund. from any funds that
are lawfully available therefor, additional moneys in the amounts required to make such
payments. Notice of any such insufficiency shall be given promptly as hereinafter provided, but
the Escrow Agent shall not in any manner he responsible for any insufficiency of funds in the
Escrow Fund or the Issuer's failure to make additional deposits thereto.
. Section 3.04. Trust Fund. The Escrow Agent shall hold at all times the Escrow Fund.
the Federal Securities and all other assets of the Escrow Fund wholly segregated from all other
funds and securities on deposit with the Escrow Agent; it shall never allow the Federal Securities
or any other assets of the Escrow Fund to be commingled with any other funds or securities of
the Escrow Agent; and it shall hold and dispose of the assets of the Escrow Fund only as set forth
herein. The Federal Securities and other assets of the Escrow Fund shall always be maintained
by the Escrow Agent as trust funds for the benefit of the owners of the Refunded Obligations,
and a special account thereof shall at all times be maintained on the books of the Escrow Agent.
The owners of the Refunded Obligations shall be entitled to a preferred claim and first lien upon
the Federal Securities, the proceeds thereot: and all other assets of the Escrow Fund. The
amounts received by the Escrow Agent under this Agreement shall not be considered as a
banking deposit by the Issuer, and the Escrow Agent shall have no right or title with respect
thereto except as a trustee and Escrow Agent under the terms of this Agreemenl The amounts
received by the Escrow Agent under this Agreement shall not be subject to warrants, drafts or
checks drawn by the Issuer or, except to the extent expressly herein provided, by a place of
payment for the Refunded Obligations.
Section 3.05. Security for Cash Balances. Cash balances from time to time on deposit in
the Escrow Fund shall, to the extent not insured by the Federal Deposit Insurance Corporation or
its successor, be continuously secured by a pledge of direct noncallable obligations of, or
noncallable obligations unconditionally guaranteed by, the United States of America, having a
market value at least equal to such cash balances.
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ARTICLE IV
SUBSTITUTION OF FEDERAL SECURITIES
Section 4.0 I. In General. Except as provided in Section 4.02 and 4.03 hereof, the
Escrow Agent shall not have any power or duty to make substitutions for the Federal Securities
described in Exhibit C hereto, or to sell, transfer, or otherwise dispose of such Federal Securities.
Section 4.02. Substitution of Federal Securities at Bond Closing. Concurrently with the
sale and delivery of the Bonds, the (ssuer, at its option, may substitute cash or Federal Securities
for the Federal Securities listed in part III of Exhibit C attached hereto, but only if such cash
and/or Federal Securities:
(a) are in an amount, and/or mature in an amount, which, together with any cash
substituted for such obligations, is equal to or greater than the amount payable on the maturity
date of the obligation listed in part Ill of Exhibit C for which such obligation is substituted, and
(b) mature on or before the maturity date of the obligation listed in part III of
Exhibit C for which such obligation is substituted.
The Issuer may at any time substitute the Federal Securities listed in part Ill of Exhibit C which,
as pennitted by the preceding sentence, were not deposited to the credit of the Escrow Fund, for
the cash and/or obligations that were substituted concurrently with the sale and delivery of the
Bonds for such Federal Securities, provided, that upon any such substitution the Escrow Agent
receives (i) a new verification report from a finn of independent certified public accountants as
to the sufficiency of the Federal Securities to provide for the payment of the Refunded
Obligations (asswning such substitution has been made and assuming a zero percent
reinvestment rate) and (ii) an opinion of bond counsel to the effect that such substitution shall not
affect the tax-exempt status of interest on the Refunded Obligations or the Bonds.
Section 4.03. Substitution of Federal Securities following Bond Closing. (a) At the
written request of the Issuer, and upon compliance with the conditions hereinafter stated, the
Escrow Agent shall sell, transfer, otherwise dispose of or request the redemption of all or any
portion of the Federal Securities and apply the proceeds therefrom to purchase Refunded
Obligations or other Federal Securities. Any such transaction may be effected by the Escrow
Agent only if (I) the Escrow Agent shall have received a written opinion from a firm of
independent certified public accountants that such transaction will not cause the amount of
money and securities in the Escrow Fund to be reduced below an amount which will be
sufficient, when added to the interest to accrue thereon and assuming a zero percent reinvestment
rate, to provide for the payment of principal of and interest on the remaining Refunded
Obligations as they become due, and (2) the Escrow Agent shall have received the unqualified
written legal opinion of nationally recognized bond counsel or tax counsel acceptable to the
Issuer and the Escrow Agent to the effect that (A) such transaction wilt not cause any of the
Bonds to be an ~'arbitrage bond" within the meaning of the Code or otherwise adversely affect
the tax-exempt status of the Refunded Obligations or the Bonds, and (B) that such transaction
complies with the Constitution and Jaws of the State of Texas.
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(b) The foregoing provisions of substitution notwithstanding, the Escrow Agent shall
be under no obligation to effect the substitution of the Federal Securities in the manner
contemplated by Subsection 4.03(a) if the Issuer fails to deliver or cause to be delivered to the
Escrow Agent no later than three Business Days prior to the proposed date such substitution is to
be effected a written certificate setting forth in reasonable detail the maturity dates and maturity
amounts of the Federal Securities to be substituted and the proposed date such substitution is to
occur.
Section 4.04. Allocation of Certain Federal Securities. The maturing principal of and
interest on the Federal Securities may be applied to the payment of any Refunded Obligations
and no allocation or segregation of the receipts of principal or interest from such Federal
Securities is required.
Section 4.05. Arbitrage. The Issuer hereby covenants and agrees that it shalt never
reques~ the Escrow Agent to exercise any power hereunder or pennit any part of the money in
the Escrow Fund or proceeds from the sale of Federal Securities to be used directly or indirectly
to acquire any securities or obligations if the exercise of such power or the acquisition of such
securities or obligations would cause any Bonds or Refunded Obligations to be an "arbitrage
bond" within the meaning of Section 148 of the Code.
ARTICLEV
APPLICATION OF CASH BALANCES
Section 5.01. In General. Except as provided in Sections 5.02 and 5.03 hereof. neither
the Issuer nor the Escrow Agent shall reinvest any moneys deposited to or held as part of the
Escrow Fund. ·
Section 5.02. Reinvestment in SLGS. Cash balances in the Escrow Fund shall be
reinvested as set forth on Exhibit E attached hereto.
Section 5.03. Reinvestment of Cash Balances. At the written request of the Issuer, and
upon compliance with the conditions hereinafter stated, the Escrow Agent shall permit or cause
the reinvestment of cash balances in the Escrow Fund, pending the use thereof to pay when due
the principal of and interest on the Refunded Obligations, in Federal Securities which obligations
must mature on or before the respective dates needed for payment of the Refunded Obligations.
Any such modification must include (i) an opinion of nationally recognized bond counsel that
such transaction does not adversely affect the tax-exempt nature of the Bonds or the Refunded
Obligations and complies with the Constitution and laws of the State of Texas and (ii) a
verification report by a firm of independent certified public accountants verifying the sufficiency
of the Escrow Fund and the yield on the investment thereof.
ARTICLE VI
RECORDS AND REPORTS
Section 6.01. Records. The Escrow Agent will keep boolcs of record and account in
which complete and correct entries shall be made of all transactions relating to the receipts,
disbursements, allocations and application of the money and Federal Securities deposited to the
Escrow Fund and all proceeds thereof, and such books shall be available for inspection at
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reasonable hours and under reasonable conditions by the Issuer and the owners of the Refunded
Obligations.
Section 6.02. Reports. While this Agreement remains in effect, the Escrow Agent at
least annually shall prepare and send to the Issuer a written report summarizing all transactions
relating to the Escrow Fund during the preceding year, including, without limitation, credits to
the Escrow Fund as a result of interest payments on or maturities of the Federal Securities and
transfers from the Escrow Fund for payments on the Refunded Obligations or otherwise, together
with a detailed statement of all Federal Securities and the cash balance on deposit in the Escrow
Fund as of the end of such period.
ARTICLE Vil
CONCERNING THE PA YING AGENTS AND ESCROW AGENT
Section 7.01. Representations. The Escrow Agent hereby represents that it has all
necessary power and authority to enter into this Agreement and undertake the obligations and
responsibilities imposed upon it herein, and that it will carry out all of its obligations hereunder.
Section 7.02. Limitation on Liability. The liability of the Escrow Agent to transfer
fimds for the payment of the principal of and interest on the Refimded Obligations shall be
limited to the proceeds of the Federal Securities and the cash balances from time to time on
deposit in the Escrow Fund. Notwithstanding any provision contained herein to the contrary,
neither the Escrow Agent nor any place of payment for the Refunded Obligations shall have any
liability whatsoever for the insufficiency of funds from time to time in the Escrow Fund or any
failure of the obligors of the Federal Securities to make timely payment thereon, except for the
obligation to notify the Issuer promptly of any such occurrence.
The recitals herein and in the proceedings authorizing the Bonds shall be taken as the
statements of the Issuer and shall not be considered as made by, or imposing any obligation or
liability upon, the Escrow Agent. The Escrow Agent is not a party to the proceedings
authorizing the Bonds or the Refunded Obligations and is not responsible for nor bound by any
of the provisions thereof ( except as a place of payment or a paying agent/registrar therefor). In
its capacity as Escrow Agent, it is agreed that the Escrow Agent need look only to the terms and
provisions of this Agreement.
The Escrow Agent makes no representations as to the value, conditions or sufficiency of
the Escrow Fund, or any part thereof, or as to the title of the Issuer thereto, or as to the security
afforded thereby or hereby, and the Escrow Agent shall not incur any liability or responsibility in
respect to any of such matters.
It is the intention of the parties hereto that the Escrow Agent shall never be required to
use or advance its own funds or otherwise incur personal financial liability in the performance of
any of its duties or the exercise of any of its rights and powers hereunder.
The Escrow Agent shall not be liable for any action taken or neglected to be taken by it in
good faith in any exercise of reasonable care and believed by it to be within the discretion or
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power conferred upon it by this Agreement, nor shall the Escrow Agent be responsible for the
consequences of any error of judgment; and the Escrow Agent shall not be answerable for any
loss unless the same shall have been through its negligence or want of good faith.
Unless it is specifically otherwise provided herein, the Escrow Agent has no duty to
determine or inquire into the happening or occurrence of any event or contingency or the
perfonnance or failure of performance of the Issuer with respect to arrangements or contracts
with others, with the Escrow Agent's sole duty hereunder being to safeguard the Escrow Fund, to
dispose of and deliver the same in accordance with this Agreement. If, however, the Escrow
Agent is called upon by the terms of this Agreement to determine the occurrence of any event or
contingency, the Escrow Agent shall be obligated, in making such detennination, only to
exercise reasonable care and diligence, and in event of error in making such determination the
Escrow Agent shall be liable only for its own misconduct or its negligence. In determining the
occurrence of any such event or contingency the Escrow Agent may request from the lssuer or
any other person such reasonable additional evidence as the Escrow Agent in its discretion may
deem necessary to detennine any fact relating to the occurrence of such event or contingency,
and in this connection may make inquiries of. and consult with, among others, the Issuer at any
time.
Section 7.03. Compensation. (a) Concurrently with the sale and delivery of the Bonds,
the Issuer shall pay to the Escrow Agent the sum of $4,250 the sufficiency of which is hereby
acknowledged by the Escrow Agent to pay its fee for performing the services of Escrow Agent
hereunder and for all expenses incurred or to be incurred by it as Escrow Agent in the
administration of this Agreement. In the event that the Escrow Agent is requested to perform
any extraordinary services hereunder, the Issuer hereby agrees to pay reasonable fees to the
Escrow Agent for such extraordinary services and to reimburse the Escrow Agent for all
expenses incurred by the Escrow Agent in performing such extraordinary services, and the
Escrow Agent hereby agrees to look only to the Issuer for the payment of such fees and
reimbursement of such expenses. The Escrow Agent hereby agrees that in no event shall it ever
assert any claim or lien against the Escrow Fund for any fees for its services., whether regular or
extraordinary, as Escrow Agent, or in any other capacity, or for reimbursement for any of its
expenses. The Escrow Agent's fee does not include the cost of publication, printing costs, or
reasonable out-of-pocket expenses of the Escrow Agent.
(b) The Escrow Agent and the Issuer agree that any amounts payable with respect to
the Refunded Obligations will be paid pursuant to the paying agent/registrar agreement
pertaining to the Refunded Obligations and the Escrow Agent agrees that the sole remedy for
nonpayment will be an action under such agreement.
Section 7.04. Successor Escrow Agents. (a) If at any time the Escrow Agent or its legal
successor or successors should become unable, through operation of law or otherwise, to act as
Escrow Agent hereunder, or if its property and affairs shall be taken under the control of any
state or federal court or administrative body because of insolvency or bankruptcy or for any other
reason, a vacancy shall forthwith exist in the office of Escrow Agent herewder. In such event
the Issuer, by appropriate action, promptly shall appoint an Escrow Agent to fill such vacancy.
If no successor Escrow Agent shall have been appointed by the Issuer within 60 days, a
successor may be appointed by the owners of a majority in principal amount of the Refunded
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Obligations then outstanding by an instrument or instruments in writing filed with the lssuer,
signed by such owners or by their duly authorized attorneys-in-fact. If, in a proper case, no
appointment of a successor Escrow Agent shall be made pursuant to the foregoing provisions of
this section within three months after a vacancy shall have occurred, the owner of any Refunded
Bond may apply to any court of competent jurisdiction to appoint a successor Escrow Agent.
Such court may thereupon, after such notice, if any, as it may deem proper, prescribe and appoint
a successor Escrow Agent.
(b) The Escrow Agent may at any time resign and be discharged from the trust hereby
created by giving not less than 60 days' written notice to the Issuer; provided, that, no such
resignation shall take effect unless: (i) a successor Escrow Agent shall have been appointed by
the owners of the Refunded Obligations or by the Issuer as herein provided; (ii) such successor
Escrow Agent shall have accepted such appointment; (iii) the successor Escrow Agent shall have
agreed to accept the fees currently in effect for the Escrow; and (iv) the Escrow Agent shall have
paid over to the successor Escrow Agent a proportional part of the Escrow Agent's fee
herewider. Such resignation shall take effect immediately upon compliance with the foregoing
requirements.
(c) Any successor Escrow Agent shall be: (i) a corporation organized and doing
business W1der the laws of the United States or the State of Texas; (ii) authorized under such
laws to exercise corporate trust powers; (iii) have its principal office and place of business in the
State of Texas; (iv) have a combined. capital and surplus of at least $5,000,000; (v) subject to the
supervision or examination by Federal or State authority and (vi) qualified to serve as Escrow
Agent under the provisions of Chapter 1207.
( d) Any successor Escrow Agent shall execute, acknowledge and deliver to the Issuer
and the Escrow Agent an instrument accepting such appointment hereunder, and the Escrow
Agent shall execute and deliver an instrument transferring to such successor Escrow Agent,
subject to the terms of this Agreement, all the rights, powers and trusts of the Escrow Agent
hereunder. Upon the request of any such successor Escrow Agent, the Issuer shall execute any
and all instruments in writing for more fully and certainly vesting in and confirming to such
successor Escrow Agent all such rights, powers and duties. The Escrow Agent shall pay over to
its successor Escrow Agent a proportional part of the Escrow Agent's fee hereunder.
ARTICLEVlll
MISCELLANEOUS
Section 8.0 I. Notice. Any noti.~ authorization. request, or demand required or
permitted to be given hereunder, shall be in writing and shall be deemed to have been duly given
when mailed by registered or certified mail, postage prepaid. addressed as follows:
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To the Escrow Agent:
To the Issuer:
To the Rating Agencies:
JPMorgan Chase Banlc., National Association
Issuer Administrative Services
200 l Bryan Street, 8th Floor
Dallas, Texas 75201
City of Lubbock
1625 13th Street
Lubbock, Texas 79457
Attention: Cash and Debt Manager
Moody's Investors Service, Inc.
2200 Ross Avenue
Suite 4650 West
Dallas, Texas 75201
Attention: Public Finance Department
Standard & Poor's Rating Group
25 Broadway
New York, New York l 0004
Fitch Investors Service, L.P.
4514 Cole Avenue, Suite 600
Dallas, Texas 75205
The United States Post Office registered or certified mail receipt showing delivery of the
aforesaid shall be conclusive evidence of the date and fact of delivery. Either party hereto may
change the address to which notices are to be delivered by giving to the other party not less than
ten (10) days prior notice thereof.
Section 8.02. Termination of Res,ponsibilities. Upon the ta1cing of all the actions as
described herein by the Escrow Agent, the Escrow Agent shall have no further obligations or
responsibilities hereunder to the lssuer, the owners of the Refunded Obligations or to any other
person or persons in connection with this Agreement
Section 8.03. Binding Agreement. This Agreement shall be binding upon the Issuer and
the Escrow Agent and their respective successors and legal representativ~. and shall inure solely
to the benefit of the owners of the Refunded Obligations, the Issuer, the Escrow Agent and their
respective successors and legal representatives.
Section 8.04. Severability. In case any one or more of the provisions contained in this
Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect,
such invalidity, illegality or unenforceability shall not affect any other provisions of this
Agreement. but this Agreement shall be construed as if such invalid or illegal or unenforceable
provision had never been contained herein. In the event any one or more provisions hereof are
held to be invalid, illegal or unenforceable the· Issuer shall promptly notify each of the rating
agencies then maintaining a rating on the Refunded Obligations.
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Section 8.05. Texas Law Governs. This Agreement shall be governed exclusively by
the provisions hereof and by the applicable laws of the State of Texas.
Section 8.06. Time of the Essence. Time shall be of the essence in the performance of
obligations from time to time imposed upon the Escrow Agent by this Agreement.
Section 8.07. Effective Date of Agreement. This Agreement shall be effective upon
receipt by the Escrow Agent of the funds described in Exhibit C attached hereto and the Federal
Securities, together with the specific sums stated in subsections (a) and (b) of Section 7.03 for
Escrow Agent and paying agency fees, expenses, and services.
Section 8.08. Modification of Agreement. This Agreement shall be binding upon the
Issuer and the Escrow Agent and their respective successors and legal representatives and shall
inure solely to the benefit of the holders of the Refunded Obligations, the Issuer, the Escrow
Agent and their respective successors and legal representatives. Furthermore, no alteration,
amendment or modification of any provision of this Agreement (1) shall alter the firm financial
arrangements made for the payment of the Refunded Obligations or (2) shall be effective unless
(i) prior written consent of such alteration, amendment or modification shall have been obtained
from the holders of all Refunded Obligations outstanding at the time of such alteration,
amendment or modification and (ii) such alteration, amendment or modification is in writing and
signed by the parties hereto; provided, however, the Issuer and the Escrow Agent may, without
the consent of holders of the Refunded Obligations, amend or modify the terms and provisions of
this Agreement to cure in a manner not adverse to the holders of the Refunded Obligations any
ambiguity, formal defect or omission in this Agreement. Prior notice of any such modification
shall be given to each rating agency then maintaining a rating on the Refunded Obligations.
Section 8.09. Indemnification. To the extent permitted by law, the Issuer agrees to
indemnify the Escrow Agent, its officers, directors, employees and agents for, and hold them
harmless against, any loss, liability, or expense incurred without negligence or bad faith on their
part arising out of or in connection with its acceptance or administration of the Escrow Agent's
duties under this Agreement, including the cost and expense (including its cowtSel fees) of
defending itself against any claim or liability in connection with the exercise or performance of
any of its powers or duties under this Agreement.
[Execution Page Follows]
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IN WITNESS WHEREOF, this Escrow Agreement has been executed in multiple
counterparts, each one of which shall constitute one and the same original Agreement, as of the
date and year appearing on the first page of this Agreement.
CITY OF LUBBOCK, TEXAS
By:~ ie:fF:::::
Signature Page for Escrow Agreement
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JPMORGAN CHASE
ASSOCIATION, as Escrowr...ki~P'
Signature Page for Escrow Agreement
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Exhibit A
Exhibit B
ExhibitC
Exhibit D
Exhibit E
INDEX TO EXHIBITS
Description of the Refunded Obligations
Schedule of Debt Service on Refunded Obligations
Description of Beginning Cash Balance and Federal Securities
Escrow Fund Cash Flow
Reinvestments in Zero Interest Rate SLGS
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EXHIBIT A
SCHEDULE OF OBLIGATIONS TO BE REFUNDED
The following obligations issued by the City of Lubbock, Texas, shall be refunded on the
Closing Date and shall be redeemed on the redemption date at a redemption price equal to the
principal amount of the Refunded Obligations plus interest accrued thereon to the redemption
date.
Original
Issue
Issue Date
Tax & Municipal 6/l/2001
Drainage Utility
System Surplus
Revenue Certificates
of Obligation, Series
2001
LUB200nt006
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Refunded Obligations
Original
Issue
Amount
$35,000,000
A-1
Matwitie.s
tobe
Refunded
2023
2026
2031
Amount
tobe
Refunded
· $2,885,000
4,940,000
10,190,000
$)8015000
Redemption
Date
2/15/2011
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....,
WB2000l006
EXHIBITB
SCHEDULE OF DEBT SERVICE ON REFUNDED OBLIGATIONS
(See Attached Schedule)
Dallas 1122038_1.DOC
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City of Lubbock, Texas
General Obligation Debt
Tax & Municipal Drainage Utility System Surplus Revenue C/0, Series 2001
$35,000,000
Debt Service To Maturity And To Call
' -·---··-·-·-·--·-----··-----·····-·-··---------
Date
O&IIS/2006
02/1512007
O&IIS/2007
02/lS,1008
08•1 512008
02.'IS/2009
08/lS/2009
02/1512010
08/1512010
02/1512011
08/15/2011
02/1512012
08/15/2012
02/ISl.!Oll
08/151.!0ll
02'15/2014
08/1512014
02/U/2015
OSIISl.!015
02/ISl.!016
O&Ji5120l6
02/lSl.!017
08/IS/2017
02/IS/2011
08/ISf.l:018
02/Uf.l:0!9
08/1512019
02'15/2020
08/15/2020
02/IS/2021 osi1.siio2"1
0211512022
08/1512022
02/15/2023
08/ISl.!023
02/15/2024
08/IS/2024
02'1512025
08/1 Sll02S
02/1$12026
OS/ISl20U
02/15/2027
O&llS/2027
02/1512028
08/IS/2021 ·-iiii1 srio29
OS/ISf.l:029
02/15/2030
01/ISf.l:OJO
..... 02/lSf.l:031_._.
Toal
Refunded
Bonds
11.0IS.000.00
Interest to
Cali
474.720.00
474,720.00
474.720.00
474.720.00
474.720,00
474.720.00
474.720.00
474.720.00
474.720.00
474.720.00
518,015,000.Ge M,7'7,290.00
0/SToCall
474,720.00
474,720.00
474.720.00
474.720.00
474.7!0.00
474.720.00
474.720.00
474,720.00
474,720.00
18,489,720.00
Principal Coupoll
5.000%
S.000%
5.000%
4.400'/4
1,405.000.00 5.200"/4
1,480.000.00 S.200'/4
l,5'4,000.00 S .250'/4
1,645.000.00 5.250%
... J,m~. _S.2~/4
I .IIJ0..000.00 5.300%
1.92$.000.00 S.300%
2.030.000.00 5.300%
2.l•S,000.00 S..J-00%
. ______ ,,_,.. '" ... , •• , 2,,2_60,~.00 .... 5.JOQ¾
Sll,762,.200.00 SIS.015,00UO
.~~Lire . ,. _____ ,._ -··-............... -.......... -·---·-··---.. ·--· ......... _
Wcipled Av,nge Malurily (hr Basis)
Avcng,eCoapon .. _____ .,_ ·--· ........... -.... ----.. ------.. ·----
Refunding Bond Information
Reflmding Dalal,Dat.c ._,,,. ____ -··---• --
Re~ Odivay O.
First Southwest Comp2ny
Interest Refunded DIS
474.720,00
474.720,00
474,720.00
474.720.00
474.72000
474.720.00
474,720.00
474,720.00
474.720.00
474.720.00
474.720.00
474.720.00
474,720.00
474,720.00
474,720.00
474.720.00
474,720.00
474,no.oo
474,720.00
474.720.00
474,720.00
474,720.00
474.720.00
474,nO.OO
-~74,720._00
474.720.00
474.720.00
474.720.00
474.720.00
474.720.00
474,720.00
474.720.00
438.190.00
438,190.00
)99.710.00
399,710.00
358,760.00
lSll.760.00
)IS,571.75
)lS,571..75
270.0JS.OO
270.035.00
221,S40.00
221,S40.00
170,527.SO 11o.n1.so
116.732.SO
116,732.50
59,'90.00
59.1~ ..
474,720.00
474.720.00
474.720.00
474.720.00
H4.710.00
474.720.00
474.720.00
474.720.00
474.720.00
474,720.00
474,720.00
474,720.00
474.720.00
474,720.00
474,720.00
474,720.00
474,720.00
474,720.00
474,720.00
474.720.00
474,720.00
474,720 .. 00
474.720.00
474.720.00
474,720.00
474,720.00
474,720.00
474,720.00
474,720.00
474,720.00
474.720,00
1.879.720.00
438,190.00
1.918.190.00
399.710.00
1.959,710.00
lSS,760.00
2,003,760.00
JIS,57S.7S
2.oso,s78.7S
270,035.00
Z.IOC1.0lS.OO
221.S~OO
2.146.54C.00
170.527..SO 2,200,m.so
116.732.50
2,261, 732.SO
S9,890.00
_pl_9,~00 .
$17,907,"7.SO
20.684 Y can
20.587 Years
.. _ ... _ , __ _ S2149S61%
_S/ISl.!006
6/20/2006
F .... :..11=: ~ -..~ 1:e 06.?JSr!n-i-;::"'.i: r·...:; _ ::
)
)
'
EXHIBITC
DESCRlPTION OF BEGINNrNG CASH BALANCE AND FEDERAL SECURITIES
LUB200nl006
Dallas 1I22038_1.DOC
I. Cash
$.64
[I. State and Local Government Series Obligations
$18,687,477.00
Ill. Open Market Securities
$-0-
C-1
)
•
' .,
)
'\
Treasury Case Number.
2006-02565
Issue Data:
06/20/2006
Issue Amount:
$18,687,477.00
U.S. TREASURY SECURITIES
Subscription Review
Issue lnfonnation
Bank Ref Number.
Rate Table Date:
05/11/2006
status:
Complete
State or Local Government Body
Underlying Bond Issue: General Obligation Refurnfmg Bonds,
Series 2006
Taxpayer Identification Number: 75-6000590
CITY OF LUBBOCK
1625 13TH STREET
LUBBOCK, TX 79401
Contact: ANDY BURCHAM
Telephone: 806-ns-2149
Fax: 806-TT5-2051
E-Mall: aburcham@my1ubbock.us
ABA Routing Number: 021000021
JP Morgan Chase Bank
2001 Bryan Street
10th Floor
Dallas, TX 75201
Contact: MADELYN WALL.ACE
Te!ephone:214-468-5011
Fax:214-468-6322
E-Mail: madelyn.wallace@jpmorgan.com
Trustee Bank
Financial Institution Managing (ACH} Payments
ABA Routing Number: 021000021
JP Morgan Chase Bank
2001 Blyan Street
10th Floor
Dallas, TX 75201
Contact: MADELYN WAI.LACE
Telephone: 214-468-5011
Fax: 214-468-6322
E-Mall: Madelyn.wallace@jprnorgan.com
ACH Payment lnstru<:tioni.:
Account Name: ITS SLGS INCOME
Account Number. 507942671
Account Type: Checking
ASA Routing Number: 021000021
Date: 611/2006
)
•
)
)
)
)
)
U.S. TREASURY SECURITIES
Subscription Review
Financial Institution Transmitting Funds for Purchase
ABA Routing Number. 021000021
JPMORGAN CHASE BANK
Contac1; JOSH SCOGGINS
Telephone: 469-4n•5179
Faic: 469-477-5256
E-Mail:
ASA Routing Number Of" TIN: 750708002
Rrst Soulhwest Company
325 N. St Paul Street
Soite80D
Dallas, TX 75201
Contact: JASON l HUGHES
Telephone: 214·953--8707
Fax: 2·14.9534050
E-Mail: jhughes@lirstsw.com
Subscriber
Viewers
Date: 6/1/2006
..,
.J
)
)
)
)
..,
•
Treasury Case Number.
2006-02565
Issue Data:
06/20/2006
Issue Amount:
$18,687,477.00
Security Number
1
2
3
4
5
6
7
8
9
10
U.S. TREASURY SECURITIES
Subscription Review
Issue Information
Barlk Ref Number.
Rate Table D.ita:
0S/11/2006
status:
Complete
Schedule of SLGS Securities
Principal Interest Rate Maturity Date
Amount
$336,156.00 4.68 08/15/2006
$33,557.00 5.01 02/15/2007
$34,663.00 5 08/15/2007
$35,529.00 4.99 02/15/2008
$36,415.00 4.98 08/15/2008
$37,323.00 4.98 02/15/2009
$38,251.00 4.99 08/15/2009
$39,206.00 5 02/15/2010
$40,187.00 5 08/15/2010
$18,056,190.00 4.802 02/15/2011
Date: 6/1/2006
First Interest
Payment
..
-
08/15/2006
08/15/2006
08/15/2006
08/15/2006
08/15/2006
08/15/2006
08/15/2006
08/15/2006
)
)
')
)
.,
W8200f71006
Dallas 1122038_1.DOC
EXHIBIT D
ESCROW FUND CASH FLOW
(See Attached Schedules)
D-1
)
)
)
)
..,
Final Numbers
City of Lubbock,.Texas __ _
General Obligation Refunding Bonds
Series 2006
Escrow Fund Cashflow
Date Principal Rate Interest
06/20/2006
O&, 15.'2006 136.150.36
02/15/2007 30.515.00 S.OIO¾ 441.062.65
08/15/2007 34.663.()0 S.000¾ 440,057.41
02/15/2008 35,529.00 4.990"/4 439,190.83
0811 S/2008 36.415.00 4.980% 438..)04.38
02/15/2009 37,323.00 4.980% 437,397.65
08115/2009 38,251.00 4.990% 436.468.31
0211512010 39,.206.00 S.000% 435.513.95
08/15/2010 40,187.00 5.000% 434,533.80
02/15/2011 18,056,190.00 4.802% 433,529.12
Total $18,348,27'.00 $4.872,208.46
Investment Parameters
lnv~_Model (P\:'. GIC.~~~~)
De&111t investment ~e~ ~
Cost of Investments Purdiased with Fuad Transfers
C:am Depcl_sit _ . _ ..• _ _
(?ostorm~ts ~ ~.ilh ~d ~
Total c OSt or In veslmenlS
Target Cost <;>f ID~ at bol!(l ~Id
~I positive O!_ (ne~.I!~) ~~-
Yicld to R~
Yield foe Aroimige P~
SQri: and Local Governmeat Series (SI.GS) rates for
F1NAl PRICING I I GO Relundirlg J 5111/2006 J 1:17 PM
First Southwest Company
+Transfers
0.47
J3S.569.69
3,142.21
5341,712.37
Receipts
0.64
474.7!0.05
474,719.86
474,720.41
474,719.83
474,719.38
474.720.65
474.719.31
474,719.95
474,720.80
18,489,719.12
m. 1,2.200.eo
Disbursements Cash Balance
0.64
474.720.00 0.69
474,720.00 O.SS
474,720.00 0.96
47~.720.00 0.79
474,720.00 0.17
474,720.00 0.82
474.720.00 0.13
474,720.00 0.08
474,720.00 0.88
18,489,720.00
$22,7'2,209..00
Secmities ... ·····•····~ ·-· ..... ,, ___ ·-
Boad Yicld
339,198.47
0.17 . ·-·------•--
...•.. _ .... _ .. . . . ...... I &,348.,279 .00
S18,687,4TT.64
_ $18,347,840. IS
------(!39.02)
4 .8073978"/4 -·· ---··---·---·---4.8079820'/4 ... ___________ ,& ___ _
S/11/2006
Pc;b l!C F1n:::nce Depart,11e:-t Pc;Je 7
---j !
)
)
)
.....
)
)
Final Numbers
_Citr_ ofLubboc~_Texas -~---
General Obligation Refunding Bonds
Series 2006
Unrestricted Money Cash Flow
·-·-·------
Date Principal Rate
06/20,'2006
0SilS/2006 336,156.00 4.680%
02/15/2007 3,042.00 5.010%
Total 5339,198.00
Composition Of Initial Deposit
~Deposit
Cost of fnve:sunenu Pu.ehased with Fund Transfer..
TOia! Cost of lnve:slmefllS
FINAi.. PRICJMG 1 I GO Re6n!ing l 5111/2006 I I: 17 PM
First Southwest Company
Interest -Transfers
(0.47)
2,413.69 (3 38,.569 .69)
100.21 (3,142.21)
$2,513.90 (341, 712..37)
Cash
Balance
0.47
339,198.00
$339,198.47
Public Finance Dep2rtment P2•Je 8
)
· EXHIBIT E
)
REINVESTMENTS IN ZERO INTEREST RA TE SLGS
None
)
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)
)
LUB200f71006
Dallas 1122038_!.00C
E-1
,
1
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)
)
)
Cash Flow and Yield Verification Report
City of Lubbock, Texas
June 20, 2006
r
)
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Letter
Exhibit A
ExhibitB
ExhibitB-1
ExhibitB-2
Exhibit B-3
Exhibit C
ExhibitC-1
Appendix I
INDEX
Schedule of Sources and Uses of Funds
Escrow Account Cash Flow
Cash Receipts From and Yield on the SLGS
Purchased with Bond Proceeds
Cash Receipts From the SLGS
Purchased with Debt Service Funds
Debt Service Payments on the Refunded Certificates and
Debt Service Payments to Maturity on the Refunded Certificates
Debt Service Payments and Yield on the Bonds
Net Original Issue Discount on the Bonds
Applicable schedules provided by First Southwest Company
C
0
)
Accountants and Busine5' Advisors
City of Lubbock
P .O. Box 2000
Lubbock, Texas
Vinson & Elkins L.L.P.
2001 Ross Avenue
Dallas, Texas
Grant Thornton &
Report of Independent Certified Public Accountants
On Applying Agreed-Upon Procedures
Financial Guaranty Insurance Company
125 Park Avenue
New York, New York
JPMorgan Chase Bank, National Association
2001 Bryan Street, Eighth Floor
Texas Attorney General's Office
300 West 15th Street, Ninth Floor
Austin, Texas Dallas, Texas
First Southwest Company
325 North St Paul, Suite 800
Dallas, Texas
$18,830,000
A.G. Edwards & Sons, Inc.
70 Northeast Loop 410, Suite 915
San Antonio, Texas
City of Lubbock, Texas
(Lubbock County)
General Obligation Refunding Bonds, Series 2006
Dated May 15, 2006
We have performed the procedures described in this report, which were agreed to by the City of
Lubbock, Texas (the "City") and First Southwest Company (the "Financial Advisor''), to verify the
mathematical accuracy of cert.ain computations contained in the schedules attached in Appendix I
provided by the Financial Advisor. The Financial Advisor is responsible for these schedules. These
procedures were performed soldy to assist you in the issuance of the above-captioned bond issue
(the "Bonds") for the purpose of refunding a portion of the City's outstanding Tax and Municipal
Drainage Utility System Surplus Revenue Certificates of Obligation, Series 2001 (the ''Refunded
Certificates'') as summarized on the next page. This engagement was performed in accordance with
Statements on Standards for Attestation Engagements established by the American Institute of
Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of the
addressees of this report who are the specified parties. Consequently, we make no representation
regarding the sufficiency of the procedures described in this report either for the purpose for which
this report has been requested or for any other putpose.
200 S. 6th Street
500 US Bank Plaza N
Minneal)OIIS MN 55402
T 612.332.0001
F 612.332.8361
W www.grantlt1omton.com
Gran1 Thornton U.P
US~ of Grant TIIOllllllm llamllional
)
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Page2
Principal Principal Maturities Redemption Redemption
~ Issued Dated Refunded Refunded Date Price
2-15-23, 2-15-26
2001 $35,000,000 June 1, 2001 $18,015,000 and 2-15-31 2-15-11 100¾
VERIFICATION OF ESCROW ACCOUNT CASH FLOW SUFFICIENCY
Tue Financial Advisor provided us with schedules (Appendix I) summarizing future escrow account
cash receipts and disbursements. These schedules indicate that there will be sufficient cash available
in the escrow account to pay the principal and interest on the Refunded Certificates assuming the
Refunded Certificates will be redeemed on February 15, 2011 at 100 percent of par plus accrued
interest.
The attached Exhibit A (Schedule of Sowces and Uses of Funds) was compiled based upon
information provided by the Financial Advisor.
As part of our engagement to recalculate the schedules attached as Appendix I we prepared
schedules attached hereto as Exhibits B through B-3 independently calculating future escrow
account cash receipts and disbursements and compared the information used in our calculations to
the information listed below contained in applicable pages of the following documents:
•
Subscription confirmation, dated May 11, 2006, and Schedule of U.S. Treasury Securities
provided by the Financial Advisor used to acquire certain United States Treasury Securities -
State and Local Government Series (the "SLGS") insofar as the SLGS are described as to
the principal amounts, interest rates, maturity dates, issuance date and fust interest payment
date; and
Ordinance for the Refunded Certificates provided by the Financial Advisor insofar as the
Refunded Certificates are described as to the maturity and interest payment dates, principal
amounts, interest rates and optional redemption date and price.
Io addition, we compared the interest rates for each maturity of the SLGS, as shown on the
Schedule of U.S. Treasury Securities, with the maximum allowable interest rates shown on the
Department of Treasury, Bureau of Public Debt, SLGS Table (Fonn PD 4262) for use on May 11,
2006 and found that the interest rates were less than or equal to the maximum allowable interest
rates for each maturity.
0Ul' procedures, as summarized in Exhibits B through B-3, prove the mathematical accuracy of the
schedules provided by the Financial Advisor summarizing future escrow account cash receipts and
disbursements. The schedules provided by the Financial Advisor and those prepared by us reflect
that the anticipated receipts from the SLGS, together with an initial cash deposit of $0.64 to be
deposited into the escrow account on June 20, 2006, will be sufficient to pay, when due, the
principal and interest related to the Refunded Certificates assuming the Refunded Certificates will be
redeemed on February 15, 2011 at 100 percent of par plus accrued interest.
)
)
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Page 3
VERIFICATION OF YIELDS
The Financial Advisor provided us with schedules (Appendix I) which indicate that the yield on the
cash receipts from the SLGS purchased with Bond proceeds is less than the yield on the Bonds.
These schedules were prepared based on the assumed settlement date of June 20, 2006 using a 360-
day year with interest compounded semi-annually. The term "yield", as used herein, means that
yield which, when used in computing the present value of all payments of principal and interest to
be paid or received on an obligation produces an amount equal to, in the case of the cash receipts
from the SLGS purchased with Bond proceeds, the purchase price, and in the case of the Bonds, the
issue price adjusted for the bond insurance premium of $63,013.15. In addition, we found that the
schedules provided by the Financial Advisor, which assume the redemption of the February 15,
2029 maturity identified on Exhibits C and C-1 at p:u on February 15, 2016 plus accrued interest,
correctly treat those Bonds as yield-to-call Bonds as retired on the respective dates that for each
Bond produces the lowest yield for the issue that includes the Bonds. Those Bonds identified as
yield-to-call Bonds on the attached Exhibits C and C-1 are those Bonds that are subject to optional
redemption and that are issued at an issue price that exceeds the stated redemption price at maturity
of such Bonds by more than one-fourth of one percent multiplied by the product of the stated
redemption price at maturity of such Bonds and the number of complete years to the first optional
redemption date for the Bonds. We found that there are no other yidd-to-call Bonds other than
those identified on the attached Exhibits C and C-1.
As part of our engagement to recalculate the schedules attached as Appendix I we prepared
schedules attached hereto as Exhibits B-1 and C independently calculating the yields on (i) the cash
receipts from the SLGS purchased with Bond proceeds calculated on Exhibit B-1, and (ii) the Bonds
using the Official Statement provided by the Financial Advisor insofar as the Bonds are described as
to the maturity and interest payment dates, dated date, principal amounts, interest rates, optional
redemption date and price, and issue price to the public. The results of our calculations, based on
the aforementioned assumptions, are summarized below:
• Yield on the cash receipts from the
SLGS purchased with Bond proceeds
• Yield on the Bonds
Yield
4.807398%
4.807982%
Exhibit
B-1
C
Our procedures, as swnmarized in Exhibits B-1 and C, prove the mathematical accuracy of the
schedules provided by the Financial Advisor swnmarizing the yields. The schedules provided by the
Financial Advisor and those prepared by us reflect that the yield on the cash receipts from the SLGS
purchased with Bond proceeds is less than the yield on the Bonds.
* * * * * *
)
)
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)
Page 4
We were not engaged to, and did not, perform an examination in accordance with Statements on
Standards for Attestation Engagements established by the American Institute of Certified Public
Accountants, the objective of which would be the expression of an examination opinion on the
items referred to above. Accordingly we do not express such an opinion. Had we performed
additional procedures, other matters might have come to our attention that would have been
reported to you.
This report is intended solely for the information and use of those to whom this letter is addressed
and is not intended to be and should not be used by anyone other than these specified parties.
Minneapolis, Minnesota
June 20, 2006
)
City of Lubbock, Texas
SCHEDULE OF SOURCES AND USES OF FUNDS
June 20, 2006
SOURCES:
Principal amount of the Bonds
Net original issue discount
Transfers from prior issue Debt Service Funds
Accrued interest
USES:
Purchase price of the SLGS:
-Purchased with Bond proceeds
-Purchased with Debt Service Funds
Beginning cash deposit to the escrow account
Costs of issuance
Underwriter's discount
Deposit to Debt Service Funds
Bond insurance premium
Contingency
Exhibit A
$18,830,000.00
(147,517.60)
339,198.47
86,240.97
$19,107,921.84
$18,348,279.00
339,198.00
0.64
145,000.00
124,726.43
86,240.97
63,013.15
1,463.65
$19,107,921.84
)
')
)
Dates
Cash deposit on
) June 20, 2006
08-15-06
02-15-07
08-15-07
02-15-08
08-15-08
02-15-09
08-15-09
02-15-10
08-15-10
) 02-15-11
City of Lubbock, Texas
ESCROW ACCOUNT CASH FLOW
Cash receiets from SLGS: Debt service
Purchased payments on
Purchased with with Debt Refunded
Bond proceeds Service Funds Certificates
(Exhibit B-12 (Exhibit B-22 (Exhibit B-32
$136, 150.36 $338,569.69 $474,720.00
471,577.65 3,142.21 474,720.00
474,720.41 474,720.00
474,719.83 474,720.00
474,719.38 474,720.00
474,720.65 474,720.00
474,719.31 474,720.00
474,719.95 474,720.00
474,720.80 474,720.00
18,489,719.12 18,489,720.00
$22,420,487.46 $341,711.90 $22,762,200.00
Exhibit B
Cash
balance
$0.64
0.69
0.55
0.96
0.79
0.17
0.82
0.13
0.08
0.88
0.00
)
)
)
Receipt
date
08-15-06
02-15-07
08-15-07
02-15-08
08-15-08
02-15-09
08-15-09
02-15-10
08-15-10
02-15-11
City of Lubbock, Texas
CASH RECEIPTS FROM AND YIELD ON THE SLGS
PURCHASED WITH BOND PROCEEDS
Cash receipts
fromSLGS
Interest purchased with
Ptincieal rate Interest Bond eroceeds
$136,150.36 $136,150.36
$30,515 5.010% 441,062.65 471,577.65
34,663 5.000% 440,057.41 474,720.41
35,529 4.990% 439,190.83 474,719.83
36,415 4.980% 438,304.38 474,719.38
37,323 4.980% 437,397.65 474,720.65
38,251 4.990% 436,468.31 474,719.31
39,206 5.000% 435,513.95 474,719.95
40,187 5.000% 434,533.80 474,720.80
18,056,190 4.802% 433,529.12 18,489,719.12
$18,348,279 $4,072,208.46 $22,420,487.46
Purchase price of the SLGS puxchased with Bond proceeds
Exhibit B-1
Present value on
June 20, 2006
using a yield of
4.807398%
$135,165.79
457,178.26
449,422.30
438,872.57
428,570.61
418,511.99
408,687.20
399,094.71
389,727.55
14,823,048.03
$18,348,279.00
$18,348,279.00
The swn of the present values of the cash receipts from the SLGS purchased with Bond
proceeds on June 20, 2006, using a yield of 4.807398%, is equal to the pw:chase price of the
SLGS purchased with Bond proceeds.
)
"'\
Receipt
date
08-15--06
02-15-07
"I
)
)
City of Lubbock, Texas
CASH RECEIPTS FROM THE SLGS
PURCHASED WITH DEBT SERVICE FUNDS
Interest
Princieal rate Interest
$336,156 4.680% $2,413.69
3,042 5.010% 100.21
$339,198 $2,513.90
ExhibitB-2
Cash receipts
from SLGS
purchased
with Debt
Service Funds
$338,569.69
3,142.21
$341,711.90
)
)
)
)
City of Lubbock, Texas
Exhibit B-3
Page 1 of 2
DEBT SERVICE PAYMENTS ON THE REFUNDED CERTIFICATES AND
DEBT SERVICE PAYMENTS TO MATURITY ON THE REFUNDED CERTIFICATES
Interest Debt service
Date Princieal rate Interest Eayments
08-15-06 $474,720.00 $474,720.00
02-15-07 474,720.00 474,720.00
08-15-07 474,720.00 474,720.00
02-15-08 474,720.00 474,720.00
08-15-08 474,720.00 474,720.00
02-15-09 474,720.00 474,720.00
08-15-09 474,720.00 474,720.00
02-15-10 474,720.00 474,720.00
08-15-10 474,720.00 474,720.00
02-15-11 $18,015,000 (1) 474,720.00 18,489,720.00
$18,015,000 $4,747,200.00 $22,762,200.00
(1) Actual maturity dates, principal amounts and interest rates are as follows:
Debt service
Interest payments
Date PrinciEal rate Interest to maturity
08-15-06 $474,720.00 $474,720.00
02-15-07 474,720.00 474,720.00
08-15-07 474,720.00 474,720.00
02-15-08 474,720.00 474,720.00
08-15-08 474,720.00 474,720.00
02-15-09 474,720.00 474,720.00
08-15-09 474,720.00 474,720.00
02-15-10 474,720.00 474,720.00
08-15-10 474,720.00 474,720.00
02-15-11 474,720.00 474,720.00
08-15-11 474,720.00 474,720.00
02-15-12 474,720.00 474,720.00
08-15-12 474,720.00 474,720.00
02-15-13 474,720.00 474,720.00
08-15-13 474,720.00 474,720.00
02-15-14 474,720.00 474,720.00
City of Lubbock, Texas
Exhibit B-3
Page 2 of2
DEBT SERVICE PAYMENTS ON THE REFUNDED CERTIFICATES AND
DEBT SERVICE PAYMENTS TO MATURITY ON THE REFUNDED CERTIFICATES
Debt service
Interest payments
Date Princieal rate Interest to maturity
08-15-14 474,720.00 474,720.00
02-15-15 474,720.00 474,720.00
08-15-15 474,720.00 474,720.00
02-15-16 474,720.00 474,720.00
08-15-16 474,720.00 474,720.00
02-15-17 474,720.00 474,720.00
08-15-17 474,720.00 474,720.00
02-15-18 474,720.00 474,720.00
08-15-18 474,720.00 474,720.00
02-15-19 474,720.00 474,720.00
08-15-19 474,720.00 474,720.00
02-15-20 474,720.00 474,720.00
08-15-20 474,720.00 474,720.00
02-15-21 474,720.00 474,720.00
08-15-21 474,720.00 474,720.00
02-15-22 $1,405,000 5.200% 474,720.00 1,879,720.00
08-15-22 438,190.00 438,190.00
02-15-23 1,480,000 5.200% 438,190.00 1,918,190.00
08-15-23 399,710.00 399,710.00
02-15-24 1,560,000 5.250% 399,710.00 1,959,710.00
08-15-24 358,760.00 358,760.00
02-15-25 1,645,000 5.250% 358,760.00 2,003,760.00
08-15-25 315,578.75 315,578.75
02-15-26 1,735,000 5.250% 315,578.75 2,050,578.75
08-15-26 270,035.00 270,035.00
02-15-27 1,830,000 5.300% 270,035.00 2,100,035.00
08-15-27 221,540.00 221,540.00
02-15-28 1,925,000 5.300% 221,540.00 2,146,540.00
08-15-28 170,527.50 170,527.50
02-15-29 2,030,000 5.300% 170,527.50 2,200,527.50
08-15-29 116,732.50 116,732.50
02-15-30 2,145,000 5.300% 116,732.50 2,261,732.50
08-15-30 59,890.00 59,890.00
02-15-31 2,260,000 5.300% 59,890.00 2,319,890.00
$18,015,000 $19,892,967.50 $37,907,967.50
Date
08-15-06
02-15-07
08-15-07
02-15-08
08-15-08
02-15-09
08-15-09
02-15-10
08-15-10
02-15-11
08-15-11
02-15-12
08-15-12
02-15-13
08-15-13
02-15-14
08-15-14
02-15-15
08-15-15
02-15-16
08-15-16
:i 02-15-17
08-15*17
02-15-18
08-15-18
02-15-19
08-15-19
) 02-15-20
08-15-20
02-15-21
08-15-21
02-15-22
08-15-22
02-15-23
08-15-23
02-15-24
City of Lubbock, Texas
Exhibit C
Page 1 of 2
DEBT SERVICE PAYMENTS AND YIELD ON THE BONDS
Present value on
$18,830,000 issue dated Ma:t: 15, 2006 (1) June 20, 2006
Interest Total debt Adjusted using a yield of
Princi]2al rate Interest service debt service 4.807982%
$221,762.50 $221,762.50 $221,762.50 $220,158.64
$30,000 4.000% 443,525.00 473,525.00 473,525.00 459,064.44
442,925.00 442,925.00 442,925.00 419,318.52
30,000 4.000% 442,925.00 472,925.00 472,925.00 437,209.15
442,325.00 442,325.00 442,325.00 399,320.47
35,000 4.000% 442,325.00 477,325.00 477,325.00 420,801.60
441,625.00 441,625.00 441,625.00 380,189.37
35,000 4.000% 441,625.00 476,625.00 476,625.00 400,687.93
440,925.00 440,925.00 440,925.00 361,973.92
35,000 4.000% 440,925.00 475,925.00 475,925.00 381,534.83
440,225.00 440,225.00 440,225.00 344,630.33
40,000 4.000% 440,225.00 480,225.00 480,225.00 367,118.84
439,425.00 439,425.00 439,425.00 328,042.25
40,000 4.000% 439,425.00 479,425.00 479,425.00 349,501.32
438,625.00 438,625.00 438,625.00 312,251.58
40,000 4.000% 438,625.00 478,625.00 478,625.00 332,728.31
437,825.00 437,825.00 437,825.00 297,220.01
40,000 4.000% 437,825.00 477,825.00 477,825.00 316,759.38
437,025.00 437,025.00 437,025.00 282,911.11
45,000 4.200% 437,025.00 482,025.00 1,482,025.00 936,876.56
436,080.00 436,080.00 411,080.00 253,767.68
45,000 4.300% 436,080.00 481,080.00 456,080.00 274,937.58
435,112.50 435,112.50 410,112.50 241,423.31
50,000 4.400% 435,112.50 485,112.50 %0,112.50 264,498.58
434,012.50 434,012.50 409,012.50 229,603.77
50,000 4.500% 434,012.50 484,012.50 459,012.50 251,622.84
432,887.50 432,887.50 407,887.50 218,347.92
55,000 4.500% 432,887.50 487,887.50 462,887.50 241,973.18
431,650.00 431,650.00 406,650.00 207,584.86
55,000 4.500% 431,650.00 486,650.00 461,650.00 230,128.74
430,412.50 430,412.50 405,412.50 197,350.52
1,455,000 4.500% 430,412.50 1,885,412.50 1,860,412.50 884,368.98
397,675.00 397,675.00 372,675.00 172,996.62
1,525,000 4.750% 397,675.00 1,922,675.00 1,897,675.00 860,225.52
361,456.25 361,456.25 336,456.25 148,936.86
1,600,000 4.750% 361,456.25 1,961,456.25 1,936,456.25 837,075.07
J
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City of Lubbock, Texas
Exhibit C
Page 2 of 2
DEBT SERVICE PAYMENTS AND YIELD ON THE BONDS
$18,830,000 issue dated Mal 15, 2006
Interest
Date Princieal rate Interest
08-15-24 323,456.25
02-15-25 1,680,000 4.750% 323,456.25
08-15-25 283,556.25
02-15-26 1,765,000 4.750% 283,556.25
08-15-26 241,637.50
02-15-27 1,850,000 4.600% 241,637.50
08-15-27 199,087.50
02-15-28 1,935,000 5.000% 199,087.50
08-15-28 152,556.25
02-15-29 2,030,000 5.000% 152,556.25
08-15-29 103,668.75
02-15-30 2,130,000 4.750% 103,668.75
08-15-30 53,081.25
02-15-31 2,235,000 4.750% 53,081.25
$18,830,000 $18,019,797.50
The present value of the future payments is equal to:
Principal amount of the Bonds
Accrued interest
Net original issue discount
Bond insurance premium
(1)
Total debt Adjusted
servtce debt service
323,456.25 298,456.25
2,003,456.25 1,978,456.25
283,556.25 258,556.25
2,048,556.25 2,023,556.25
241,637.50 216,637.50
2,091,637.50 2,066,637.50
199,087.50 174,087.50
2,134,087.50 1,649,087.50
152,556.25 139,056.25
2,182,556.25 1,629,056.25
103,668.75 103,668.75
2,233,668.75 2,233,668.75
53,081.25 53,081.25
2,288,081.25 2,288,081.25
$36,849,797.50 $36,222,797.50
Present value on
June 20, 2006
using a yield of
4.807982%
125,985.49
815,547.77
104,078.52
795,434.58
83,158.36
774,675.33
63,724.45
589,474.95
48,539.50
555,295.26
34,507.93
726,060.64
16,849.16
709,237.68
$18,705,710.22
$18,830,000.00
86,240.97
(147,517.60)
(63,013.15)
$18,705,710.22
The sum of the present values of the adjusted debt service payments of the Bonds on June 20, 2006, using
yield of 4.807982%, is equal to the issue price of the Bonds adjusted for the bond insurance premium.
(1) Assumes that the February 15, 2029 maturity identified on Exhibit C-1 is called on February 15, 2016
at 100 percent of par plus accrued interest
Exhibit C-1
City of Lubbock, Texas
NET ORIGINAL ISSUE DISCOUNT ON THE BONDS
') Initial Net original
public issue
Maturity Interest offering prem1wn
date PrinciEal rate Yield price {discount}
02-15-07 $30,000 4.000% 3.680% 100.200% $60.00
02-15-08 30,000 4.000% 3.720% 100.440% 132.00
02-15-09 35,000 4.000% 3.750% 100.621% 217.35
02-15-10 35,000 4.000% 3.770% 100.774% 270.90
02-15-11 35,000 4.000% 3.810% 100.799% 279.65
02-15-12 40,000 4.000% 3.920% 100.397% 158.80 ..,
.J
02-15-13 40,000 4.000% 4.040% 99.764% (94.4-0)
02-15-14 4-0,000 4.000% 4.140% 99.085% (366.00)
02-15-15 40,000 4.000% 4.230% 98.343% (662.80)
02-15-16 45,000 4.200% 4.310% 99.134% (389.70)
02-15-17 45,000 4.300% 4.44-0% 98.816% (532.80)
') 02-15-18 50,000 4.400% 4.540% 98.738% (631.00)
02-15-19 50,000 4.500% 4.610% 98.948% (526.00)
02-15-20 55,000 4.500% 4.650% 98.490% (830.50)
02-15-21 55,000 4.500% 4.680% 98.101% (1,044.45)
02-15-22 1,455,000 4.500% 4.690% 97.904% (30,496.80)
02-15-23 1,525,000 4.750% 4.720% 100.224% (1) 3,416.00
02-15-24 1,600,000 4.750% 4.740% 100.070% (1) 1,120.00
02-15-25 1,680,000 4.750% 4.760% 99.871% (2,167.20)
02-15-26 1,765,000 4.750% 4.780% 99.614% (6,812.90)
02-15-27 1,850,000 4.600% 4.800% 97.391% (48,266.50)
02-15-29 1,000,000 5.000% 4.650% 102.691% (1) (2) 26,910.00
02-15-29 2,965,000 4.750% 4.810% 99.171% (24,579.85)
02-15-31 4,365,000 4.750% 4.850% 98.564% {62,681.402
$18,830,000 {$147,517.60)
(1) Maturities were priced to call on February 15, 2016 at 100 percent of par.
(2) Represents the yield-to-call Bonds included for purposes of computing yield on the Bonds.
)
,
)
)
'\ J
)
APPENDIX I
Applicable schedules provided by
First Southwest Company
)
'\ .,
Preliminary
City of Lubbock, Texas
General Obligation Refunding Bonds
Series 2006
Sources & Uses
Dated 05/15/20061 Delivered 06/20/Z0Ofi
Sources Of Funds
Par Amount of Bonds
Transfers from Prior Issue Debt Service Funds
Accrued Interest from OS/I S/2006 to 06/20/2006
Reoffering Premium
Total Sources
Uses Of Funds
$18,830,000.00
339,198.47
86,240.97
32,564.70
$19,288,004.14
Deposit to Net Cash Escrow Fund 18,687,477.64
Original Issue Discount ( OID) 180,082 JO
Costs of Issuance 145,000.00
Total Underwriter's Discount (0.662%) 124,726.43
Deposit to Debt Service Fund 86,240.97
Gross Bond Insurance Premium( 17.1 bp) 63,013.15
Rounding'--Am-'---'o'-'-u--'-nl'------------------------------------=l,"-46.c..:3..;...6;..;;..5
Total Uses S 19,288,004.14
First Southwest Company
Public Finance Depal"tment Page 2
...
.I
Preliminary
City of Lubboc~ Texas
General Obligation Refunding Bonds
Series 2006
Escrow Fund Cashflow
Date Principal Rate Interest
06/20/2006
08/1.5/2006 136,IS0.36
02/15/2007 30,SIS.OO S.010% 441,062.65
08/IS/2007 34,663.00 5.000% 440,057.41
02/1.5/2008 35,529.00 4.990% 439,190.83
08/IS/2008 36,415.00 4.980% 438.304.38
02/1.5/2009 37,323.00 4.980% 437,397.65
08/IS/2009 38,251.00 4.990% 436,468.31
02/IS/2010 39,.206.00 5.000% 435,513.95
08/15'2010 40,187.00 5.000% 434,533.80
02/15/2011 18,056,190.00 4.802% 433,529.12
Total $18,348,279.00 $4,072,208.46
Investment Parameters
lnveslment Model [PV, GIC, ot Securities]
Default investment yield !!U'Set
Cost of Investments Plm:hased with Fund Transfers
Cash Deposit
Cost of Investments PW"Chased with Bond Proceeds
T otai. Cost of Investments
Target Cost of Investments at bond yield
Actual positive or (negative) arbilrage
Yield lo Receipt
Yield for Arbitrage Purposes
State and Local Government Series (SLGS) ratcS for
FINAL PRICING J GO Reltinding I 5/11/2006 I 11:37 AM
First Southwest Company
+Transfers
0.47
338,569.69
3,142.21
$341,712.37
Receipts
0.64
474,720.05
474,719.86
474,720.41
474,719.83
474,719.38
474,720.65
474,719.31
474,719.95
474,720.80
18,489,719.12
$22,762,200.00
Disbursements
474,720.00
474,720.00
474,720.00
474,720.00
474,720.00
474,720.00
474,720.00
474,720.00
474,720.00
18,489,720.00
$22,762,200.00
Cash Balance
0.64
0.69
0.55
0.96
0.79
0.17
0.82
0.13
0.08
0.88
Securities
Bond Yield
339,198.47
0.17
18,348,279.00
$ I 8,687,477.64
$18,347,840.IS
(439.02)
4.8073978%
4.8079820%
S/1112006
Public Finance Department Page 7
D
)
i .,
Preliminary
City of Lubbock, Texas
General Obligation Refunding Bonds
Series 2006
Unrestricted Money Cash Flow
Date Principal Rate
06/20/2006
08/15/2006 336,156.00 4.680%
02/15/2007 3,042.00 5.010%
Total $339,198.00
Composition Of Initial Deposit
Cash Deposit
Cost of Investments Purchased with Fund Transfets
Total Cost of Investments
FINAL PRICING I GO Refunding I 5111/2006 I 11:37 AM
First Southwest Company
Interest
2,413.69
100.21
$2,513.90
-Transfers
(0.47)
(338,569.69)
(3,142.21)
(341,712.37)
Cash
Balance
0.47
339,198.00
$339,198.47
Public Finance Department Page 8
Preliminary
Ci~ of Lubboc~ Texas
General Obligation Debt
Tax & Municipal Drainage Utility System Surplus Revenue C/O, Series 2001
1 $35,000,000
Debt Service To Maturity And To Call
Refunded Interest to
Date Bonds Call DIS To Call Princlpal Coupon Interest Refunded DIS
08/15/2006 474,720.00 474,720.00 474,720.00 474,720.00
02/15/2007 474,720.00 474,720.00 5.000% 474,720.00 474,720.00
0811512007 474,T.!0.00 474,720.00 474,720.00 474,720.00
021151200& 474,720.00 474,720.00 5.000% 474,720.00 474,720.00
08/15/200& 474 720.00 474 720.00 474 720.00 474 720.00
02115/2009 474,720.00 474,720.00 S.000% 474,720.00 474,720.00
O&IU/2009 474,720.00 474,720.00 474,720.00 474,720.00
02/IS/2010 474,720.00 474,720.00 5.000% 474,720.00 474.720.00
0811512010 474,T.!0.00 474,720.00 474,720.00 474,720.00
02/1512011 ]8,015,000.00 474,720.00 18,489,720.00 4.400% 474,720.00 474,720.00
08/151201 I 474,720.00 474,720.00
02/15/2012 474,720.00 474,720.00
011/15/2012 474,720.00 474,720.00
02/15/2013 474,720.00 474,720.00
08/15120ll 474 720.00 474 720.00
02/JS/2014 474,720.00 474,720.00
08/15/2014 474,720.00 474,720.00
021151201S 474,720.00 474,720.00
08/15/201S 474,720.00 474,720.00
02/15/2016 474 720.00 474 720,00
08/IS/2016 474,720.00 474,720.00
02/15/2017 474,720.00 474,720.00
08/15/2017 474,720.00 474,720.00
02115/2018 474,720.00 474,720.00
08/15/2018 474 720.00 474 720.00
02115/2019 474,720.00 474,720.00
08/15/2019 474,720.00 474,720.00
02/JS/2020 474,720.00 474,720.00
08/15/2020 474,720.00 474,720.00
02115/2021 474720.00 474 720.00
08/U/2021 474,720.00 474,720.00
OVIS/2022 1,405,000.00 5.200% 474,720.00 1,879,720.00
08/IS/2022 433,190.00 438,190.00
02/IS/2023 1,480,000.00 5.200% 438,190.00 1,918,190.00
OI/IS/2023 399710.00 399 710.00
02/1512024 1,560,000.00 S.250% 399,710.00 1,959,710.00
08/JS/2024 358,760.00 358,760.00
0211512025 1,645,000.00 S.250% 358,760.00 2,003,760.00
08115/2025 315,578.75 315,S?a.7S
02/1$/2026 I 735 000.00 S.2S0% 315 578.75 2 050 S?a.7S
0811512026 270,035.00 270,035.00
02/15/2027 1,830,000.00 5.300% 270,035.00 2. 100,035.00 ..., 08/1512027 221,!140.00 221,:,40.00
02/1512028 1,925,000.00 S.300% 221,540.00 2,146.540.00
OS/1512028 170,527.SO 170J27.50
02/U/2029 2,030,000.00 S.300% 170,527.50 2,200,527.SO
08/15f1029 116,732.SO 116,732.50
02/15/2030 2,145,000.00 5.300'/4 116,732.50 2,261,732.50
08/IS/2030 59,890.00 59,890.00
OZ/IS/2031 2 260000.00 5.300% 59.890.00 2 319&90.00
"\ Total Sl8,015,000.00 S4,747,l00.00 Sll,762,200.00 $18,015,000.00 $19,892,967.SO SJ7,907,967.50
Yleld Statistics
Av~cLifc 20.684 Years_
Wcis!!tcd AV!:!!JIC Maturi!),' (!'.ar Basis) 20.587 Years
Av5 0Coul>on 5.274956!%
1 Refundln11 Bond lnfonnatlon
llefunding Dakd Date S/IS/2006
ltefunduut Deli~ Date 6120/2006
2001Tn& MunDrUtllSYI I SINGLE PURPOSE I 5111/2006 I 11:37AM
First Southwest Company
) 1~ub!lc ::c1r,arce Decai imsnt Page 9
)
')
i
)
)
Preliminary
City of Lubbock, Texas
General Obligation Refunding Bonds
Series 2006
Debt Service Schedule
Date Principal Coupon
06/20/2006
08/15/2006
09/30/2006
02/15/2007 30,000.00 4.000%
08/1S/2007
09/30/2007
02/15/2008 30,000.00 4.000%
08/15/2008
09/30/2008
02/IS/2009 35,000.00 4.000%
08/15/2009
09/30/2009
02/15/2010 35,000.00 4.000%
08/15/2010
09/30/2010
02/IS/2011 35,000.00 4.000%
08/15/2011
09/30/2011
02/15/2012 40,000.00 4.000%
08/15/2012
09/30/2012
02/15/2013 40,000.00 4.000%
08/15/2013
09/30/2013
02/15/2014 40,000.00 4.000%
08/15/2014
09/30/2014
02/15/2015 40,000.00 4.000%
08/15/2015
09/30/2015
02/15/2016 45,000.00 4.200%
08/15/2016
09/30/2016
02/15/2017 45,000.00 4.300%
08/15/2017
09/30/2017
02/15/2018 50,000.00 4.400%
08/15/2018
09/30/2018
02/15/2019 50,000.00 4.500%
08/15/2019
09/30/2019
02/15/2020 55,000.00 4.500%
08/15/2020
FINAL PRICING J GO Refunding I 511112006 I 11:37 AM
Interest Total P+I
221,762.50 221,762.50
443,525.00 473,525.00
442,925.00 442 92S.OO
442,925.00 472,925.00
442,325.00 442,325.00
442,325.00 477,325.00
441,625.00 441,625.00
441,625.00 476,625.00
440,925.00 440,925.00
440,925.00 475,925.00
440,225.00 440,225.00
440,225.00 480,225.00
439,425.00 439 425.00
439,425.00 479,425.00
438,625.00 438,625.00
438,625.00 478,625.00
437.825.00 437,825.00
437,825.00 477,825.00
437,025.00 437,025.00
437,025.00 482,025.00
436,080.00 436,080.00
436,080.00 481,080.00
435,112.50 435,112.50
435,112.50 485,112.50
434,012.50 434,012.50
434,012.50 484,012.50
432,887.50 432,887.50
432,887.50 487,887.50
431,650.00 431,650.00
----
First Southwest Company
Part 1 of 3
Fiscal Total
221,762.50
916,450.00
915,250.00
918,950.00
917,550.00
916,150.00
919,650.00
918,050.00
916,450.00
914,850.00
918,105.00
916,192.50
919,125.00
916,900.00
Public Finance Department P2ge 3
Preliminary
City of Lubbock, Texas
General Obligation Refunding Bonds
Series 2006 ;
Debt Service Schedule Part 2 of 3
Date Principal Coupon Interest Total P+I Fiscal Total
09/30/2020 919,537.50
02/15/2021 55,000.00 4.500% 431,650.00 486,650.00
08/15/2021 430,412.50 430,412.50
09/30/2021 917,062.50
02/15/2022 1,4S5,000.00 4.500% 430,412.50 1,885,412.50
.... 08/15/2022 397,675.00 397,675.00
J 09/30/2022 2,283,087.50
02/15/2023 1,525,000.00 4.750% 397,675.00 1,922,675.00
08/15/2023 361,456.25 361,456.25
09/30/2023 2,284,131.25
02/15/2024 1,600,000.00 4.750% 361,456.25 1,961,456.25
08/15/2024 323,456.25 323,456.25
.... 09/30/2024 2,284,912.50
02/15/2025 1,680,000.00 4.750% 323,456.25 2,003,456.25
08/15/2025 283,556.25 283,556.25
09/30/2025 2,287,012.50
02/15/2026 1,765,000.00 4.750% 283,556.25 2,048,556.25
08/IS/2026 241,637.50 241,637.50
09/30/2026 2,290,193.75
"' 02/15/2027 1,850,000.00 4.600% 241,637.50 2,091,637.50 ..,
08/15/2027 199,087.50 199,087.50
09/30/2027 2,290,725.00
02/15/2028 1,935,000.00 4.809% 199,087.50 2,134,087.50
08/15/2028 152,556.25 152,556.25
09/30/2028 2,286,643.75
02/15/2029 2,030,000.00 4.817% 152,556.25 2,1s;sS6.2s ... 08/15/2029 103,668.75 103,668.75
09/30/2029 2,286,225.00
02/1512030 2,130,000.00 4.750"/4 103,668.75 2,233,668.75
08/15/2030 53,081.25 53,081.25
09/30/2030 ~86,750.00
02/1512031 2,235,000.00 4.750% 53,081.25 2,288,081.25
09/30/2031 2,288,08125
Total $18,830,000.00 518,019,797.50 $36,849,797.50
FINAL PRICING I GO Refunding I 5111/2006 I 11:37 AM
First Southwest Company
Public Finance Department Pege 4
)
""\ _,
.,
Preliminary
City of Lubbock, Texas
General Obligation Refunding Bonds
Series 2006
Debt Service Schedule
Yield Statistics
Accrued Interest from O 5/15/2006 to 06/20/2006
Bond Year Dollars
Avera,e Life
Ave!!&e CouEOD
Net Interest Cost (Niq
True Interest Cost (TIC)
Bond Yield for Arbitrage Pu!Eoses
All Inclusive Cost {Alq
IRS Fonn 8038
Net Interest Cost
Weig.!!led Avera~e Maturi~
F JNAL PR ICING I GO Refunding I 5111 '2006 I 11 :37 AM
First Southwest Company
Part3 of 3
86,240.97
$381,122.50
20.240 Years
4.7280855%
4.7995176%
4.8387640%
4.8079820%
4.9277058%
4.8062057%
20.137 Years
Public Finance Department Page 5
)
)
)
)
Preliminary
City of Lubbock, Texas
General Obligation Refunding Bonds
Series 2006
Pricing Summary
Maturity Type of Bond Coupon
02/15/2007 Serial Coupon 4.000%
02/15/2008 Serial Coupon 4.000%
02/15/2009 Serial Coupon 4.000%
02/15/2010 Serial Coupon 4.000%
02/15/20ll Serial Cou~n 4.000%
02/IS/2012 Serial Coupon 4.000%
0211512013 Serial Coupon 4.000%
02/15/2014 Serial Coupon 4.000%
02/1512015 Serial Coupon 4.000%
02/15/2016 Serial CoUEOn 4.200%
02/15/2017 Serial Coupon 4.300%
02/15/2018 Serial Coupon 4.400%
02/15/2019 Serial Coupon 4.500%
02/15/2020 Serial Coupon 4.500%
02/15/2021 SerialCou~ 4.500%
02/15/2022 Serial Coupon 4.500%
02/15/2023 Serial Coupon 4.750%
02/15/2024 Serial Coupon 4.750%
02/15/2025 Serial Coupon 4.750%
02115/2026 Serial CouEon 4.750%
02/15/2027 Serial Coupon 4.600%
02/15/2029 Tenn 1 Coupon 5.()()0%
02/15/2029 Tenn 3 Coupon 4.750%
02/15/2031 Tenn 2 Coupon 4.750%
Total
Bid lnfonnation
Par Amount of Bonds
Reoffering Premium or (Discount}
Gross Production
Total Underwriter's Discount ~0.662%}
Bid {98.554%}
Accrued Interest from 05/15/2006 lo 06/2012006
Total Purchase Price
Bond Year Dollars
Avena~ Life
Average Cou~n
Net Interest Cost (Nlq
True Interest Cost (Tiq
FINAL PRICING I GO Refunding I 5/1112006 I 11 :37 AM
First Southwest Company
Public Finance Department
Yield Maturi~ Value Price Dollar Price
3.680% 30,000.00 100.200% 30.060.00
3.720% 30,000.00 100.440% 30,132.00
3.750% 35,000.00 100.621% 35,217.35
3.770%, 35,000.00 100.774% 35,270.90
3.810% 35.000.00 100.799% 35,279.65
3.920% 40,000.00 100.397% 40,158.80
4.040% 40,000.00 99.764% 39,905.60
4.140% 40,000.00 99.085% 39,634.00
4.230% 40,000.00 98.343% 39,337.20
4.310% 45,000.00 99.134% 44,610.30
4.440% 45,000.00 98.816% 44,467.20
4.540% 50,000.00 98.738% 49,369.00
.4.610% 50,000.00 98.948% 49,474.00
4.650% 55,000.00 98.490% 54,169.50
4.680% 55,000.00 98.101% 53,955.55
4.690% 1,455,000.00 97.904% 1,424,503.20
4.720% 1,525,000.00 100.224% C 1,528,416.00
4.740% 1,600,000.00 100.070% C 1,601,120.00
4.760% 1,680,000.00 99.871% 1,677,832.80
4.780% 1,765,000.00 99.614% 1,758,187.10
4.800% 1,850,000.00 97.391% 1,801,733.50
4.650% 1,000,000.00 102.691% C 1,026,910.00
4.810% 2,965,000.00 99.171% 2,940,420.15
4.850% 4,365,000.00 98.564% 4,302,318.60
$18,830,000.00 S 18,682,482.40
$18,830,000.00
{147,517.60!
$18,682,482.40
~124,726.43}
18,557,155.97
86,240.97
$18,643,996.94
$381,122.50
20.240 Years
4.7280855%
4.7995176%
4.8387640%
Page 5
)
)
REGISTERED
No. I
INTEREST RA TE:
4.000%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
May 15, 2006
The City of Lubbo '·
received, hereby promises to p
THIRTY THO
REGISTERED
$30,000
CUSIP NUMBER:
549187 W40
and to pay interest on such principal amount from ~nd Date specified above or
the most recent interest payment date to which intef:\ t b aid or provided for until
payment of such principal amount has been paid or provid · or, e per annum rate of interest
specified above, computed on the basis of a 360-day year of twelve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of each year, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without ex.change or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payni.ent/fransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
)
)
REGISTERED
No. 2
INTEREST RA TE:
4.000%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
BOND DATE:
May 15, 2006
The City of Lubbock (the "Ci
received, hereby promises to pay to
or registered assigns, on the Maturity Date specified
REGISTERED
$30,000
CUSIP NUMBER:
549187W57
THIRTY THOUSAND Doi?'" ,,,~
and to pay interest on such principal amount from the later of thizd Date specified above or
the most recent interest payment date to which interest has been paid or provided for until
payment of such principal amount has been paid or provided for, at the per annum rate of interest
specified above, computed on the basis of a 360-day year of twelve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of each year, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the ··Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/fransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
)
REGISTERED
No. 3
INTEREST RATE:
4.000%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
BOND DATE:
Februar1~
' I
May 15, 2006
REGISTERED
$35,000
CUSIP NUMBER:
549187W65
The City of Lubbock (the "Cit County of Lubbock, State of Texas, for value
received, hereby promises to pay to'__,
·~/
or registered assigns, on the Maturity Date specifi. · , a
·"'· 1'
THIRTY-FIVE THOui ., ·
,
and to pay interest on such principal amount from the fa . Date specified above or
the most recent interest payment date to which interest ~ . ,· or provided for until
payment of such principal amount has been paid or provided foJALt um rate of interest
specified above, computed on the basis of a 360-day year of twelve.:! months, such interest ..,.
to be paid semiannually on February 15 and August 15 of each yel}F, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Paymentffransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
> Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
REGISTERED
No.4
INTEREST RA TE:
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOC~ TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
REGISTERED
$35,000
CUSIP NUMBER:
and to pay interest on such principal amo ater of the Bond Date specified above or
the most recent interest payment date to t has been paid or provided for until
payment of such principal amount has been p · r for, at the per annum rate of interest
specified above, computed on the basis of a 36o'-4ay ~elve 30-day months, such interest
to be paid semiannually on February 15 and August l · ch year, commencing August 15,
2006. All capitalized terms used herein but not defin~ s l have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Paymentlrransfer Office"), of
J JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Paymentrrransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the pwpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date. ·
)
)
)
)
J
REGISTERED
No. 5
INTEREST RA TE:
4.000%
United States of America
State of Texas
Com1ty of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
May 15, 2006
'\
REG[STERED
$35,000
CUSIP NUMBER:
549187 W81
The City of L~b
received, hereby promiS'es-'
"City"), in the County of Lubbock, State of Texas, for value
.(
and to pay interest on such principal . e later of the Bond Date specified above or
the most recent interest payment date t est has been paid or provided for until
payment of such principal amount has been : . Red for, at the per annum rate of interest
specified above, computed on the basis of a 36~-da . of twelve 30-day months, such interest
to be paid semiannually on February 1-5 and A ,,.· . ~.ieach year, commencing August 15,
2006. All capitalized terms used herein but not defined.gall have the meaning assigned to them
in the Ordinance (defined below). ·.,/
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Paymentffransfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Paymentffransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
'.)
')
'.)
REGISTERED
No. 6
INTEREST RA TE:
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
FORTYTHO
REGISTERED
$40,000
CUSIP NUMBER:
and to pay interest on such principal amount from nd Date specified above or
the most recent interest payment date to which inter · d or provided for until
payment of such principal amount has been paid or provided for, ~ #{ annum rate of interest
specified above, computed on the basis of a 360-day year oftwd. e· ,eay months, such interest
to be paid semiannually on February 15 and August 15 of each x,ar, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the ''Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/fransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
) Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
REGISTERED
No. 7
INTEREST RA TE:
United States of America
State of Texas
CoWity of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
DATE: BOND DATE:
or registered assigns, on the Maturity Da
REGISTERED
$40,000
CUSIP NUMBER:
FORTY TH ~ARS
and to pay interest on such principal amount fro _ ~the Bond Date specified above or
the most recent interest payment date to which ·nter been paid or provided for until
payment of such principal amount has been paid or prQ -~t the per annum rate of interest
specified above, computed on the basis of a 360-day year o~elve 30-day months, such interest
to be paid semiannually on February 15 and August 15 'gf each year, commencing August 15,
J 2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/fransfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner, provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
)
REGISTERED
No.8
INTEREST RA TE:
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
LARS
REGISTERED
$40,000
CUSIP NUMBER:
and to pay interest on such principal amount fro ~e Bond Date specified above or
payment of such principal amount has been paid or provi· e per annum rate of interest
the most recent interest payment date to which 1 • ~paid or provided for until
specified above, computed on the basis of a 360-day yearQ . . 30-day months, such interest
to be paid semiannually on February 15 and August 15 of~ year, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
)
REGISTERED
No. 9
INTEREST RA TE:
4.000%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK., TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
BOND DATE:
May 15, 2006
REGISTERED
$40,000
CUSIP NUMBER:
549187 X49
The City of Lubbock (the 'Ci
received, hereby promises to pay to
County of Lubbock, State of Texas, for value
FORTY THOUSA . ·"' ~
and to pay interest on such principal amount from the latet 9f Date specified above or
the most recent interest payment date to which interest ha's,; • aid or provided for until
payment of such principal amount has been paid or provided for,· the per annum rate of interest
specified above, computed on the basis of a 360-day year of twelve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of each year, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/fransfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Paymentffransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
) Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
;
)
i
)
REGISTERED
No. 10
INTEREST RA TE:
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
REGISTERED
$45,000
CUSIP NUMBER:
and to pay interest on such principal amount the Bond Date specified above or
the most recent interest payment date to which . een paid or provided for until
payment of such principal amount has been paid or p the per annum rate of interest
specified above, computed on the basis of a 360-day ye· .'· f -day months, such interest
to be paid semiannually on February 15 and August 15 'nf:.lll~~fl4 ear, commencing August 15,
2006. All capitalized terms used herein but not defined shall .·· e the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office''), of
JPMorgan Chase Banlc, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provid~ however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the pwpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
.)
..
'
REGISTERED
No. 11
INTEREST RATE:
4.300%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MA TURlTY DA TE: BOND DATE:
February 1 5, 2017 May 15, 2006
CEDE&CO.
specified above, the sum of
USAND DOLLARS
REGISTERED
$45,000
CUSIP NUMBER:
549187 X64
and to pay interest on such principal -~ the later of the Bond Date specified above or
the most recent interest payment date est has been paid or provided for until
payment of such principal amount has b · ded for, at the per annum rate of interest
specified above, computed on the basis of a· ftwelve 30-day months, such interest
to be paid semiannually on February 15 and ........ i=w., ch year, commencing August 15,
in the Ordinance (defined below). · .. ~ 2006. All capitalized terms used herein but not efin ~ve the meaning assigned to them
The principal of this Bond shall be payable wi :' -:ut exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office''), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
()
0
D
I)
)
)
REGISTERED
No.12
INTEREST RA TE:
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
REGISTERED
$50,000
CUSIP NUMBER:
. . The City of Lubbock ~~· · in the County of Lubbock, State of Texas, for value
4.400% Februa,018 May 15, 2006 549187 X72
received, hereby promises to pay~· ~
~~ · &CO. ,~~
or registered assigns, on the Maturity D~ ~cifi. above, the smn of
and to pay interest on such principal amount fro,~~ the Bond Date specified above or
the most recent interest payment date to which · . . een paid or provided for until
payment of such principal amount has been paid or pl'Qvid ~the per annum rate of interest
specified above, computed on the basis of a 360-day yea,r of.. v 0-day months, such interest
to be paid semiannually on February 15 and August 15 ·"'fJf ·• ear, commencing August 15,
2006. All capitalized tenns used herein but not defined shalLHave the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America·upon presentation and surrender of this Bond at
the COl'porate trust office in Dallas, Texas (the "Designated Paymentlfransfer Office"), of
JPMorgan Chase Banlc, National Association, or, with respect · to a successor Paying
Agent/Registrar, at the Designated Paymentffransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banlcing arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
'J
)
")
)
REGISTERED REGISTERED
No.13 $50,000
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
INTEREST RA TE: MATURITY DATE: BOND DATE: CUSIP NUMBER:
4.500% February 15, 2019 May 15, 2006 549187 X80
and to pay interest on such principal amount the Bond Date specified above or
the most recent interest payment date to whic een paid or provided for until
payment of such principal amount has been paid or o the per annum rate of interest
specified above, computed on the basis of a 360-day yearp~. -day months, such interest
to be paid semiannually on February 15 and August 15 o,r,·'eat1ni ear, commencing August 15,
2006. All capitalized terms used herein but not defined shall e the meaning assigned to them
in the Ordinance (defined below).
Toe principal of th.is Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Paymentffransfer Office"), of
JPMorgan Chase Banlc, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
D
'.)
')
)
REGISTERED
No.14
INTEREST RA TE:
4.500%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
BOND DATE:
the sum of
REGISTERED
$55,000
CUSIP NUMBER:
549187 X98
FIFfY-FIVE TIIO . . ~
and to pay interest on such principal amount from the·,lat~~ond Date specified above or
the most recent interest payment date to which intere~~ paid or provided for until
payment of such principal amount has been paid or provided .ff ', at the per annum rate of interest
specified above, computed on the basis of a 3 60-day year of twelve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of each year, commencing August 15,
2006. All capitalized. tenns used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Paymentrrransfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be maile4 by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
)
REGISTERED
No. 15
INTEREST RA TE:
4.500%
The City of L
received, hereby pro
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
February 15, 2021 May 15, 2006
REGISTERED
$55,000
CUSIP NUMBER:
549187 Y22
"City"), in the County of Lubbock, State of Texas, for value
or registered assigns, on the Ma
and to pay interest on such principal amoun of the Bond Date specified above or
the most recent interest payment date to whi been paid or provided for until
payment of such principal amount has been paid o 'pi'oyi r the per annum rate of interest
specified above, computed on the basis of a 360-day ye J , , ve 30-day months, such interest
to be paid semiannually on February 15 and August 15 o · <! ach year, commencing August 15,
2006. All capitalized tenns used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment!fransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the pmpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
'.)
)
)
REGISTERED
No. 16
INTEREST RA TE:
4.500%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
February 15, 2022 May 15, 2006
REGISTERED
$1,455,000
CUSIP NUMBER:
549187 Y30
The City of ~'City"), in the County of Lubbock, State of TeO<aS, for value
received, hereby prorp....,.s
'\,•I ...... ~
· CEDE&CO.
ONE MILLION FOUR H ·.. E THOUSAND DOLLARS
and to pay interest on such principal amount ~,A e Bond Date specified above or
the most recent interest payment date to wh.icH · r;l5~ paid or provided for until
payment of such principal amount has been paid or provid the per annum rate of interest
specified above, computed on the basis of a 360-day year · f . ve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of · ch year, commencing August 15,
2006. All capitalized tenns used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
IPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
REGISTERED
No. 17
INTEREST RA TE:
4.750%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
15,2023 May 15, 2006
REGISTERED
$1,525,000
CUSIP NUMBER:
549187 Y48
The City of L
received, hereby promis
ity"), in the County of Lubbock, State of Texas, for value
ONE MILLION FIVE TY-FIVE THOUSAND DOLLARS
and to pay interest on such principal amo Eof the Bond Date specified above or
the most rec~t interest payment date to w · · as been paid or provided for until
payment of such principal amount has been paid~-pr · d or, at the per annum rate of interest
specified above, computed on the basis of a 360-dax.~Y:. lve 30-day months, such interest
to be paid semiannually on February 15 and Augus 5 .. .,, ch year,. commencing August 15,
') 2006. All capitalized tenns used herein but not defined·· all have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and SWTender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
)
)
)
REGISTERED
No. 18
INTEREST RA TE:
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
BOND DATE:
ONE MILLION SIX H
REGISTERED
$1,600,000
CUSIP NUMBER:
and to pay interest on such principal amount fro the Bond Date specified above or
the most recent interest payment date to which been paid or provided for until
payment of such principal amount has been paid or p .. t the per annum rate of interest
specified above, computed on the basis of a 360-day year ·' ,.'."' elve 30-day months, such interest
to be paid semiannually on February 15 and August 15 each year, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Banlc, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of su.ch customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
)
"')
REGISTERED
No. 19
INTEREST RA TE:
4.750%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
BOND DATE:
15,2025 May 15, 2006
The City of Lu
received, hereby promises
ONE MILLION SIXH
REGISTERED
$1,680,000
CUSIP NUMBER:
549187 Y63
and to pay interest on such principal amount • the Bond Date specified above or
the most recent interest payment date to whicli ~ter ~een paid or provided for until
payment of such principal amount has been paid or p~ . , at the per annum rate of interest
specified above, computed on the basis of a 360-day yeai; · elve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of each year, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the cmporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment!rransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
)
)
REGISTERED
No.20
INTEREST RA TE:
4.750%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
BOND DATE:
May 15, 2006
REGISTERED
$1,765,000
CUSIP NUMBER:
549187Y71
The City of Lubbock ( e the County of Lubbock, State of Texas, for value
received, hereby promises to pay to
,'~~-·
or registered assigns, on the Maturity Date 'si, e sum of ·',;S).
ONE MILLION SEVEN HUNDRED s· -~OUSAND DOLLARS
and to pay interest on such principal amount from the<;l~teJ~d Date specified above or
the most recent interest payment date to which interest -, . paid or provided for until
payment of such principal amount has been paid or provided fo;; at the per annum rate of interest
specified above, computed on the basis of a 360-day year of twelve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of each year, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Paymentffransfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Paymentrrransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be n:tailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement For the pmpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
J
'.)
REGISTERED
No. 21
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
BOND DATE:
May 15, 2006
REGISTERED
$1,850,000
CUSIP NUMBER:
549187 Y89
"City"), in the CoWlty of Lubbock, State of Texas, for value
TY THOUSAND DOLLARS
and to pay interest on such principal amo -,tr, a er of the Bond Date specified above or
the most recent interest payment date to whl has been paid or provided for until
payment of such principal amount has been pai' ork vided for, at the per annum rate of interest
specified above, computed on the basis of a 360-d' · · year of twelve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of each year, commencing August 15,
) 2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
)
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/fransfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Paymentffransfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
REGISTERED
No.22
INTEREST RA TE:
5.000%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
ATE: BOND DATE:
May 15, 2006
The City of Lub c
received, hereby promises to
ONEM S
REGISTERED
$1,000,000
CUSIP NUMBER:
549187 Y97
and to pay interest on such principal amount fro -~ ~e Bond Date specified above or
the most recent interest payment date to which _ been paid or provided for until
payment of such principal amount has been paid or pro ·•' for, at the per annum rate of interest
specified above, computed on the basis of a 360-day year of twelve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of each year, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
> the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the ''Record Date," which shall be the last business
day of the month next preceding such interest payment date.
0
REGISTERED
No. 23
INTEREST RA TE:
United States of America
State of Texas
County of.Lubbock
CITY OF LUBBOC~ TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
MATURITY DATE: BOND DATE:
REGISTERED
$2,965,000
CUSIP NUMBER:
4.750% February 15, 2029 May 15, 2006 549187 221
The City of IaµA (the "City''), in the County of Lubbock, State of Texas, for value
received, hereby pro""~ CEDE & CO.
or registered assigns, on the ~ecified above, the sum of
TWO MILLION NINE·~ 1Y-FIVE TIIOUSAND DOLLARS
and to pay interest on such principal am mter of the Bond Date specified above or
the most recent interest payment date to· · has been paid or provided for until
payment of such principal amount has been p · . · for, at the per annum rate of interest
specified above, computed on the basis of a 360 · · ·~ ~-Ive 30-day months, such interest
to be paid semiannually on February 15 and Au · ch year, commencing August 15,
) 2006. All capitalized terms used herein but not defin '. all have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
')
REGISTERED
No.24
INTEREST RATE:
4.750%
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
BOND DATE:
May 15, 2006
REGISTERED
$4,365,000
CUSIP NUMBER:
549187 Z47
The City of Lubboc
received, hereby promises to pay to
' in the County of Lubbock, State of Texas, for value
OUSAND DOLLARS
and to pay interest on such principal amount from t ~ond Date specified above or
the most recent interest payment date to which int paid or provided for until
payment of such principal amount has been paid or provid t the per annum rate of interest
specified above, computed on the basis of a 360-day year of elve 30-day months, such interest
to be paid semiannually on February 15 and August 15 of each year, commencing August 15,
2006. All capitalized terms used herein but not defined shall have the meaning assigned to them
in the Ordinance (defined below).
The principal of this Bond shall be payable without exchange or collection charges in
lawful money of the United States of America upon presentation and surrender of this Bond at
the corporate trust office in Dallas, Texas (the "Designated Payment/Transfer Office"), of
JPMorgan Chase Bank, National Association, or, with respect to a successor Paying
Agent/Registrar, at the Designated Payment/Transfer Office of such successor. Interest on this
Bond is payable by check dated as of the interest payment date, and will be mailed by the Paying
Agent/Registrar to the registered owner at the address shown on the registration books kept by
the Paying Agent/Registrar or by such other customary banking arrangement acceptable to the
Paying Agent/Registrar and the registered owner; provided, however, such registered owner shall
bear all risk and expenses of such customary banking arrangement. For the purpose of the
payment of interest on this Bond, the registered owner shall be the person in whose name this
Bond is registered at the close of business on the "Record Date," which shall be the last business
day of the month next preceding such interest payment date.
If the date for the payment of the principal of or interest on this Bond shall be a Saturday,
Sunday, legal holiday, or day on which banking institutions in the city where the Designated
Paymentffransfer Office of the Paying Agent/Registrar is located are required or authorized by
law or executive order to close, the date for such payment shall be the next succeeding day that is
not a Saturday, Sunday, legal holiday, or day on which banking institutions are required or
authorized to close, and payment on such date shall have the same force and effect as if made on
the original date payment was due.
This Bond is one of a series of fully registered Bonds specified in the title hereof issued
in the aggregate principal amount of $18,830,000 (herein referred to as the "Bonds"), issued
pursuant to a certain ordinance of the City, as amended (the "Ordinance") for the purpose of
refunding certain outstanding obligations of the City.
2017 before their respec · maturities in whole or in part in integral multiples of
The City bas r~R to redeem the Bonds maturing on or after February 15,
interest to the 'date fixed for than all of the Bonds are to be redeemed, the
$5,000 on February 15, 2 Bereafter, at a redemption price of par, plus accrued
City shall determine the maturity or 1 amounts thereof to be redeemed and shall
direct the Paying Agent/Registrar to ot B portions thereof within such maturity
or maturities and in such amounts, for red ·
Bonds maturing on February 15, 2029 an le ''Term Bonds") are
subject to mandatory sinking fund redemption prior to s maturity, and will be
redeemed by the City, in part at a redemption price equal to . amount thereof, without
premium, plus interest accrued to the redemption date, on the dates ' a in the principal amounts
shown in the following schedule:
$1,000,000 5.00% Term Bonds Maturing February 15, 2029
Redemption Date
February 15, 2028
February 15, 2029 (maturity)
Principal Amount
$460,000
540,000
$2,965.000 4.75% Tenn Bonds Maturing February 15, 2029
Redemption Date
February 15, 2028
February 15, 2029 (maturity)
Principal Amount
$1,475,000
1,490,000
$4,365,000 4. 75% Tenn Bonds Maturing February 15, 2031
Redemption Date
February 15, 2030
February 15, 2031 (maturity)
I 128474v.l LUB200n1006
-2-
Principal Amount
$2,130,000
2,235,000
,.
The Paying Agent/Registrar will select by lot or by any other customary method that
results in a random selection the specific Tenn Bonds (or with respect to Tenn Bonds having a
denomination in excess of $5,000, each $5,000 portion thereof) to be redeemed by mandatory
redemption. The principal amount of Tenn Bonds required to be redeemed on any redemption
date pursuant to the foregoing mandatory sinking fund redemption provisions hereof shall be
redu~ at the option of the City, by the principal amount of any Term Bonds which, at least 45
days prior to the mandatory sinking fund redemption date (i) shall have been acquired by the
City at a price not exceeding the principal amount of such Tenn Bonds plus accrued interest to
the date of purchase thereof, and delivered to the Paying Agent/Registrar for cancellation, or (ii)
shall have been redeemed pursuant to the optional redemption provisions hereof and not
previously credited to atory sinking fund redemption.
Noticeofsu
postage prepaid, not les
owner of each of the Bonds to
o redemptions shall be given by United States mail, first class
before the date fixed for redemption, to the registered
in whole or in part. Notice having been so given, the
emption shall become due and payable on the
d after such date, notwithstanding that any of
tion shall not have been surrendered for
Bonds or portions thereof d
redemption date specified in sue n
the Bonds or portions thereof so
payment, interest on such Bonds or porti
As provided in the Ordinance, and su limitations therein set forth, this
Bond is transferable upon surrender of this Bon t the designated office of the
Paying Agent/Registrar with such endorsement or o ce of transfer as is acceptable to
the Paying Agent/Registrar; thereupon, one or more ne Uy registered Bonds of the same
stated maturity, of authorized denominations, bearing the same rate of interest, and for the same
aggregate principal amount will be issued to the designated transferee or transferees.
The City, the Paying Agent/Registrar, and any other person may treat the person in whose
name this Bond is registered as the owner hereof for the purpose of receiving payment as herein
provided ( except interest shall be paid to the person in whose name this Bond is registered on the
Record Date) and for all other purposes, whether or not this Bond be overdue, and neither the
City nor the Paying Agent/Registrar shall be affected by notice to the contrary.
IT IS HEREBY CERTIFIED AND RECITED that the issuance of this Bond and the
series of which it is a part is duly authorized by law; that all acts, conditions and things required
to be done precedent to and in the issuance of the Bonds have been properly done and performed
and have happened in regular and due time, form and manner, as required by law; that ad
valorem taxes upon all taxable property in the City have been levied for and pledged to the
payment of the debt service requirements of the Bonds within the limit prescribed by law; and
that the total indebtedness of the City, including the Bonds, does not exceed any constitutional or
statutory limitation.
-3-
I 128474v.t Lue2oon1006
)
)
IN WITNESS WHEREOF, the City has caused this Bond to be executed by the manual
or facsimile signature of the Mayor of the City and countersigned by the manual or facsimile
signature of the City Secretary, and the official seal of the City has been duly impressed or
placed in facsimile on this Bond.
City Secretary,
City of Lubbock, Texas
Mayor,
City of Lubbock, Texas
-4-
I 128474v.l LUB200m006
--
CERTIFICATE OF PA YING AGENT/REGISTRAR
The records of the Paying Agent/Registrar show that the Initial Bond of this series of
Bonds was approved by the Attorney General of the State of Texas and registered by the
Comptroller of Public Accounts of the State of Texas, and that this is one of the Bonds referred
to in the within-mentioned Ordinance.
Dated:
-5-
I 128474v.l LUB200nt006
JPMorgan Chase Banlc, National Association
as Paying Agent/Registrar
By:
Authorized Signatory
....
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns, and transfers unto (print or
typewrite name, address and Zip Code of transferee): ______________ _
(Social Security or other iden~.
rights hereunder and hereby ." ·
attorney to transfer the within Bo
substitution in the premises.
Dated:
Signature Guaranteed By:
Authorized Signatory
l 128474v.l LUB200nl006
---------the within Bond and all
constitutes and appoints ________ _
ks kept for registration hereof, with full power of
-6-
~
\
STATEMENT OF INSURANCE
Financial Guaranty Insurance Company ("Financial Guaranty") has issued a policy containing
the following provisions with respect to the Bonds, such policy being on file at the principal
office of JPMorgan Chase Bank, National Association, as paying agent (the "Paying Agent"):
Financial Guaranty hereby unconditionally and irrevocably agrees to pay for disbursement to the
Bondholders that portion of the principal or accreted value (if applicable) of and interest on the
Bonds which is then due for pa~ and which the issuer of the Bonds (the "Issuer") shall have
failed to provide. Due for a means, with respect to principal or accreted value (if
applicable), the stated maturi ·. f, or the date on which the same shall have been duly
called for mandatory sinking • on and does not refer to any earlier date on which the
payment of principal or accreted licable) of the Bonds is due by reason of call for
redemption ( other than mandatory si redemption), acceleration or other advancement
of maturity, and with respect to int ate for payment of such interest.
Upon receipt of telephonic or telegraphic uently confirmed in writing, or written
notice by registered or certified mail, fro der or the Paying Agent to Financial
Guaranty that the required payment of princip , ue or interest ( as applicable) has not
been made by the Issuer to the Paying Agent; anty on the due date of such
payment or within one business day after receipt ch nonpayment, whichever is
later, will make a deposit of funds, in an account wi ~· S. rust National Association, or
its successor as its agent (the "Fiscal Agent"), sufficient to">. rtion of such payment not
paid by the Issuer. Upon presentation to the Fiscal Ag o ·. ence satisfactory to it of the
Bondholder's right to receive such payment and any app~riate instruments of assignment
required to vest all of such Bondholder's right to such payment in Financial Guaranty, the Fiscal
Agent will disburse such amount to the Bondholder. ·
As used herein the tenn "Bondholder" means the person other than the Issuer or the borrower(s)
of Bond proceeds who at the time of nonpayment of a Bond is entitled under the tenns of such
Bond to payment thereof.
) The policy is non-cancellable for any reason.
FINANCIAL GUARANTY INSURANCE COMPANY
-8-
l l 28447v.1 LUB200/71006
F6IC
f'IIIICIC:111 G-. tnunnc:e C-....,
125 Park Avmuc
New Yock, NY 10017
T 212•312·3000
F 212•J12•J09J
Commitment
For Municipal Bond Insurance
Issuer: City of Lubbock, Lubbock County,
Texas
Bonds Insured: Not to exceed $20,000,000
in principal amount of General Obligation
Refunding Bonds, Series 2006
Date of Commitment: April 20, 2006
Expiration Date: June 20, 2006•
Premium: 0.171% oftota1 debt service on
the Bonds Insured ••
FINANCIAL GUARANTY INSURANCE COMPANY
("Financial Guaranty")
A Stock Insurance Company
hereby commits to issue a Municipal Bond New Issue Insurance Policy (the "Policy"), in the
form attached hereto as Exhibit ~ relating to the above-described debt obligations (the .. Bonds").
subject to the terms and conditions contained herein or added hereto.
To keep this Commitment in effect after the Expiration Date set forth above, a request for
renewal must be submitted to Financial Guaranty prior to such &piration Date. Financial
Guaranty reserves the right to refuse wholly or in part to grant a renewal.
THE MUNICIPAL BOND NEW ISSUE INSURANCE POLICY SHALL BE ISSUED IF
THE CONDmONS SPECIFIED BELOW ARE SATISFIED.
1. In addition to the satisfaction of the other conditions set forth herein, Financial Guaranty
shall be provided with:
(a) (i) Executed copies of all financing documents, the official statement (or any
similar disclosure document), and all Bond documentation evidencing the
Issuer's ability and intent to comply with the Internal Revenue Code of 1986, as
amended (if in the opinion of bond counsel (described below) ongoing
compliance would be necessary to maintain the exemption from federal income
.. Subject to written acc;q>tance of this Commitment being fumishcd to FinaJJcial Guaranty by the earlier
of the date on which the disclosure document relating to the Bonds is cireulatcd and April 27, 2006.
•• The amount of Bond proceeds deposited with the Trustee or Paying A&ent at closing for the payment
of accrued interest shall not be applied as a credit in calculating tol3l debt service on the Bonds
Insured.
Pagel
F6IC
taxation of interest on the Bonds), which shall be in form aod substance
acceptable to Financial Guaranty; and (ii) the various legal opinions delivered in
coMection with the iss\WlCC and sale of the Bonds, including, without limitation.
the unqualified approving opinion of bond counsel rendered by a law finn.
acceptable to Financial Guaranty and addressed to (or with a reliance letter
addressed to) Financial Guaranty, whieh opinion shall include statements to the
effect that (A) (1) the Bonds have been duly authom.ed, executed and delivered
by the Issuer and are the valid and binding obligations of the Issuer, and (2) the
interest on the Bonds is excludable from gross income of the holders thereof for
federal income tax purposes under the Int.emal hvenue Code of 1986, as
amended (if the Bonds arc issued as tax-exempt obligations); and (B) the Bonds
constitute a general obligation of the Issuer, for the payment of wbichall eligible
taxable, real property within the jurisdiction of the Issuer is subject to the levy of
ad vaiorem taxes, subject only to Jimitations on levies prescnllcd by applicable
law. Copies of all drafts of such documents and legal opinions (blacklinod as
appropriate) prepared subsequent to the date of this Commitment shall be
furnished to Financial Guaranty. Final drafts of such documents shall be
provided to Financial Guaranty at least five (5) business days prior to the
issuance of the Policy unless Financial Guaranty shall Approve a shorter period
and such documents shall be satisf.actory lo Financial Guaranty in all respects.
(b) Evidence of wire transfer in federal funds in an amount equal to the insurance
premium unless altc:mative arrangements for the payment of the premium
acceptable to Financial Guaranty have been made prior to the delivuy date of the
Bonds. Please note the attached Wire Instructions.
2. By executing the conunitmcnt letter, the Issuer agrees to provide the information
described below, to be din:cted to Financial Guaranty Insurance Company, 125 Park
Avenue, New Yorlc, New York l 0017, Attention: Risk Management. This agreement
shall survive for so long as the Bonds are outstanding.
(a) Notice of any material events pursuant to Rule l5c2-12 under the Securities
Ex.change Act of 1934. as amended;
(b) Notice of the downgrading by any rating agency of the Issuer's or Obligor's
underlying public rating. or the rating on the Bonds or any parity obligations, to
"non-investment grade.,;
(c} Notice of the redemption, other than mandatory sinking fund redemption, of any
of the Bonds, or of any advance refunding of the: Bonds, including the principal
amount. maturities and CUSIP numbers thereof; and
(d) Such additional information as Financial Guaranty may reasonably request from
time to time.
3. Neither the financing/authori2i.ng documents nor the Bonds shall include, nor shall they
be amended to include, provisions allowing the Issuer or other obligor to purchase the
Bonds either outright or in lieu of redemption for pu.tpOSCS other than retiring the Bonds.
Notwithstanding any other provision contained herein, fuis covenant shall survive the
expiration of this commitment and shall be applicable so long as the Bonds remain
outstanding.
Page2
F6IC
....
~
.... J
"' .>
)
4. The documents to be executed and delivered in connection with the issuance and sale of
the Bonds shall not contain any i.mtrue or misleading statement of a material fact and
shall not fail to state a material fact necessary in order to make the information contained
therein not misleading.
5 .
6.
7.
8.
9.
No event shall occur which would permit any purchaser of the Bonds, otherwise required.
not to be required to purchase the Bonds on the date scheduled for the issuance and
delivery thereof.
There shall be no material change in or affecting the Bonds (including. without
limitation, the security for the Bonds) or the financing docwnents or the official statement
(or any similar disclosure document) to be executed and delivered in connection with the
issuance and sale of the Bonds from the descriptions or forms thereof approved by
Financial Guaranty.
The Bonds shall contain no reference to Financial Guaranty, the Policy or the municipal
bond insurance evidenced thereby except as may be approved by Financial Guaranty.
The Bonds shall bear a "Statement of Insurance" in the fonn attached to this
Commitment (also available online on our web site at www.fgic.com). BOND PROOFS
SHALL BE APPROVED BY FINANCIAL GUARANTY PRIOR TO PRINTING.
The preliminary official statement and the official statement shall (a) be satisfactory in
fonn and substance to Financial Guaranty and (b) contain the "Official Statement
Disclosure Language" attached to this Commitment and only such other references t.o
Financial Guar3nty as we shall supply or approve. Fmandal Guaranty s official
statement language and cover logo are also available online on our web site at
www.fgic.com.
10. The following additional conditions shall be met for all transactions that include the
issuance of advance refimding bonds:
(a) The Escrow Agreement (the "Escrow Agreement'') providing for the refunding of
the bonds to be refunded with the proceeds of the Bonds (the "Prior Bonds")
shall permit the deposit solely of cash, direct non-ca.l.lable obligations of the
United States of America and securities fully and unconditionally guaranteed as
to the timely payment of principal and interest by the United States of America.
to which direct obligation or guarantee the full faith and credit of the United
States of America has been pledged, Refcorp i.nuttst strips, CATS, TIGRS,
STRPS, or defeascd mwricipal bonds rated AAA by S&P or Aaa by Moody's (or
any combination thereof) ( .. Direct Obligations") and shall permit substitution of
DiRct Obligations for other Direct Obligations solely upon the :receipt by the
escrow agent of (i) a new verification of the sufficiency of the escrowed
securities (assuming such substitution has been made) to provide for the payment
of the Prior Bonds in accordance with the terms of the escrow agreement and (ii)
an opinion of bond counsel to the effect that such substitution shall not affect the
tax-exempt status of int.crest on the Prior Bonds or the Bonds. Modification of
the Escrow Agreement shall not be permitted unless the holders of all of the Prior
Bonds consent to such modification.
Page 3
)
F6IC
(b) At least five business days prior to the proposed dale for delivery of the Policy,
Financial Guannty shall receive for its review and approval (i) the escrow
agreement in substantially final form, (ii) the verification by independent
certified public accountants satisfactory to Financial Guaranty of the accwacy of
the mathematical computation of the adequacy of the escrow established to
provide for the payment of the Prior Bonds in accordance with the tenns and
provisions of the Escrow Agreement, (iii) as applicable, copies of the
subscription fonns for the purchase and issue of U.S. Treasury Securities -State
and Local Government Series which have been stamped as received by the
Federal Reserve Ban1c or copies of the confumations of purchase of open market
Direct Obligations, and (iv) the fonn of an opinion of bond counsel addressed to
Financial Guaranty (or a reliance letter relating thereto) to the effect that, upon
the making of the required deposit to the escrow, the legal defeasance of the Prior
Bonds shall have occurred.. If legal defcasance of the Prior Bonds is not permitted
under the governing laws of the jurisdiction. then bond COW1Sel's opinion shall
address the defeasance of the Prior Bonds in the manner permitted Wlder such
laws. The opinion requirement may be waived upon request to Financial
Guaranty, in Financial Guaranty's sole discretion. An executed copy of such
opinion shall be forwarded to Financial Guaranty, together with the
documentation requested in the Commitment Letter.
(c) Th~ &crow Agreement may provide that cash received by the escrow agent not
required for purchase of the initial investments that are referenced in the
verification report may be invested. in accordance with an opinion of bond
counsel as descnoed in the Commitment Letter, by the escrow agent, but only in
noncallable Direct Obligations that matme in an amount at least equal to the
purchase price of such Direct Obligations prior to the next scheduled interest
payment date for the Prior Bonds. The escrow agent shall be responsible for
determining compliance with this rcquircmenL
( d) A forward supply contract relating to Ute provision of such investments which is
acceptable to Financial Guaranty may be entered into at closing if (i) the terms
thereof am consistent with the foregoing requirements, (ii) the Escrow
Agreement provides that in the event of any discrepancy or difference between
the terms of the forward supply conlraet and the Escrow Agreement, the t.erms of
the Escrow Agreement shall be controlling, and (iii) the verification report shall
expressly state that the adequacy of the escrow to accomplish the refunding
project relies solely on the initial escrowed investments and the maturing
principal thereof and interest income thereon and does not assume perfonnancc
under or compliance with the forward supply contract.
11. All drafts of the preliminary official statement, official statement or any other disclosure
documents and the form of the Bonds should be directed to the attention of Debbie
Delianites (Phone 212-312-3381), Financial Guaranty's closing contact for this
transaction, for approval.
Page4
F6IC
) 12. Promptly after the closing of the Bonds, Financial Guaranty shall receive three completed
sets of executed documents (one original and two photocopies or CD copies). We will
provide the photocopies or CD copies to the rating agencies.
Authorized Representatie
To keep this commitment in effect to the Expiration Oate set forth on the first page, Financial
Guaranty must tceeive a duplicate of this Commibnent executed by an appropriate officer of City
of Lubbock, Lubbock County, Texas by April 27, 2006.
The undersigned agrees ttiat if the Bonds are insured by a policy of municipal bond insurance,
such insurance shall be provided by Financial Guamnty in accordance with the terms of the
Commitment.
Accepted as of /IMI.L JM.J ~ by City of Lubbock, Lubbock County, Texas.
By.___,ff-l..,J'~.t,..,._'.f-==-~~--=...:,---tf)'-
Name: ---=L=a. ......... 8..-N="'~D&..::u.M=-=--8....,ll=w_b=-----
Title: __ c_ • ._T __ t_M--=--""-NM.......,zaf: .... 8.___ ___ _
6017160
Page 5
)
F6IC
Flnandal Guaranty ln511rance Company
125 Park Avenue
New York, NY 10017
T 212-312·3000
T 800· 352 {l()O I
Municipal Bond
New Issue Insurance Policy
Issuer:
Bonds:
Exhibit A
Polley Nwnber:
Control Number: 0010001
Financial Guaranty Insurance Company ("Financial UUar1n9'1.la York stock insurance company, in
consideration of the payment of the premium and~ terms of this Policy, hereby unconditionally
and irrevocably agrees ·to pay to U.S. Banlc T t · Association or its successor, as its agent {the
"Fisca1 Agent"), for the benefit of Bo~ portion of the principal and interest on the above~
descn"bed debt obligations (the "Bonds ·ch s ll become Due for Payment but shall be unpaid by
reason of Nonpayment by the Issuer.
Financial Guaranty will make such payments to the Fiscal Agent on the date such principal or interest
becomes Due for Payment or on the Business Day next following the day on which Financial Guaranty
shall have received Notice of Nonpayment, whichever is later. The Fiscal Agent will disburse to the
Bondholder the face amount of principal and interest which is then Due for Payment but is unpaid by
reason of Nonpayment by the Issuer but only upon ICCCipt by the Fiscal Agent, in form reasonably
satisfactory to it, of (i) evidence of the Bondholder's right to receive payment of the principal or interest
Due for Payment and (ii) evidence, including any appropriate instruments of ass.igmnent, that all of the
Bondholder's rights to payment of such principal or interest Due for Payment shall thereupon vest in
Financial Guaranty. Upon such disbursement, Financial Guaranty shall become the owner of the Bond,
appurtenant coupon or right to payment of principal or interest on such Bond and shall be fully subrogated
to all of the Bondholder's rights thereunder, including the Bondholder's right to payment thereof.
This Policy is non-cancellable for any reason. The premium on this Policy is not refundable for any reason,
including the payment of the Bonds prior to their maturity. This Policy does not insure against loss of any
prepayment premium which may at any time be payable with respect to any Bond.
As used herein, the term "B.ondholder" means, as to a particular Bond, the peison other than the Issuer
who, at the time of Nonpayment, is entitled under the teJtDS of such Bond to payment thereof. "Due for
Payment" means, when referring to the principal of a Bond, the stated maturity date thereof or the date on
which the same shall have been duly called for mandatory sinking fund redemption and does not ref.er to
any earlier date on which payment is due by reason of call for redemption ( other than by mandatory sinking
fund redemption), acceleration or other advancement of maturity and means, when referring to interest on a
Bond, the stated date for payment of interest "Nonpayment" in respect of a Bond means the failure of the
Issuer to have prov;ided sufficient funds to the paying agent for payment in full of all
FGJC is a ,eglswed service mark used by Financial Guaranty Insurance Company under license fnim Its parent ocmpany, FGIC Corporation.
Form 9000 (10193) Page 1 of 2
)
)
F6IC
Financial Guaranty Insurance Company
125 Park A venue
New Yod; NY 10017
T 212-312-3000
T 800·352-0001
Municipal Bond
New Issue Insurance Policy
principal and interest Due for Payment on such Bond. ''Notice" means telephonic or telegraphic notice,
subsequently confirmed in writing. or written notice by registered or certified mail. from a Bondholder or a
paying agent for the Bonds to Financial Guaranty. "Business Day" means any day other than a Saturday,
Sunday or a day on which the Fiscal Agent is authori7.ed by law to~· osed.
be signed by its duly authorized officer in facs· · ffective and binding upon Financial
In Witness Whereof, Financial Guaranty bas caused~-P icy ed with its corporate seal and to
G,wwy by virtue of tho oountenign,twe of its~ lho · repre,enmtlvd
s~ ~
President
Efrec:tin Date: Authorized Representative
U.S. Bank Trust National Association, acknowledges that it has agreed to perform the duties of Fiscal
Agent under this Policy.
Anthori7.ed Officer
FGIC is a tegistered service ma,k used by F"lnaneiaJ Guaranty I nsur.tnce Company under license from its parent oompanv. FGIC eoporation.
Form 9000 (10193) Page 2 of 2
")
)
F6IC
Flnanclal Guaninty Insurance Company
125 Parle Avenue
New Yori:, NY 10017
T 212-312-3000
T 800·352·0001
Endorsement
To Financial Guaranty Insurance Company
Insurance Policy
Policy Number: Control Number-: 0010001
It is further understood that the term "Nonpayment" in re mcludes any payment of principal
or interest made to a Bondholder by or on behalf of th.c•~l~~~ Bond wlµch has been recovered from
such Bondholder pwsuant to the United States B by a trustee in bankruptcy in accordance
with a fmai nonappealable order of a court t jurisdiction.
NOTHING HEREIN SHALL BE ......,, ...... ~ WAIVE, ALTER, REDUCE OR AMEND
COVERAGE IN ANY OTIIER SECT! OF TIIB POLICY. IF FOUND CONTRARY TO TIIE
POLICY LANGUAGE, THE TERMS Of: TinS ENDORSEMENT SUPERSEDE THE POLICY
LANGUAGE.
In Witness Whereof: Financial Guaranty bas caused this Endorsement to be affixed with its co1porate seal
and to be signed by its duly authorized officer in facsimile to become effective and binding upon Financial
Guaranty by virtue of the countttsignature of its duly authorized representative.
President
Effective Date:
Aclmowledged as of the Effective Date written above:
Authorized Officer
U.S. Bank Trust National Association, as FiscaJ Agent
Authorized Representative
FGIC Is a registered &eNi0$ mark osed by Financial G1.1aranty Insurance Compeny under bnse from Its paient company, FGIC Cotponition.
Fonn E~2 (10193) Page 1 of 1
F6IC
Financial Guaranty Insurance Company
125 Park Avenue
New York, NY 10017
T 212·312-3000
T 800·352·0001
Municipal Bond
,., ......... fUND
In the •••• ....... II unable to
fulftU: • 111•ea111I ........... under
this pallf • aantreot or applloldon or
certlflollte ., ...... of ........ the
pollcyllolder • _..lfloalltlolllar la not
proteoted a., 811 lftlurlnol :...,.fltY fund
... ...., ........ , ....... 111.
) New Issue Insurance Policy
')
Issuer: City of Lubbock, Texas
Bonds: $18,830,000.00 in aggregate principal
amount of General Obligation
Refunding Bonds, Series 2006
Policy Number: 06010214
Control Number: 0010001
Premium: $63,013.15
Financial Guaranty lllsurance Company ("Financial Guaranty"), a New York stock insurance company, in
consideration of the payment of the premium and subject to the terms of this Policy, hereby unconditionally
and irrevocably agrees to pay U.S. Bank Trust National Association or its successor, as its agent (the
"Fiscal Agent"), for the benefit of Bondholders, that portion of the principal and interest on the above-
described debt obligations (the "Bonds'1 which shall become Due for Payment but shall be unpaid by
reason of Nonpayment by the Issuer.
Financial Guaranty will make such payments to the Fiscal Agent on the date such principal or interest
becomes Due for Payment or on the Business Day next following the day on which Financial Guaranty shall
have received Notice of Nonpayment, whichever is later. The Fiscal Agent will disburse to the Bondholder
the face amount of principal and interest which is then Due for Payment but is unpaid by reason of
Nonpayment by the Issuer but only upon receipt by the Fiscal Agent, in fonn reasonably satisfactory to it, of
(i) evidence of the Bondholder's right to receive payment of the principal or interest Due for Payment and
(ii) evidence, including any appropriate instruments of assignment, that all of the Bondholder's rights to
payment of such principal or interest Due for Payment shall thereupon vest in Financial Guaranty. Upon
such disbursement, Financial Guaranty shall become the owner of the Bond, appurtenant coupon or right to
payment of principal or interest on such Bond and shall be fully subrogated to all of the Bondholder's rights
thereunder, including the Bondholder's right to payment thereof.
This Policy is non-cancellable for any reason. The premium on this Policy is not refundable for any reason,
including the payment of the Bonds prior to their maturity. This Policy does not insure against loss of any
prepayment premium which may at any time be payable with respect to any Bond.
As used herein, the term ''Bondholder" ~, as to a particular Bond, the person other than the Issuer who,
at the time of Nonpayment, is entitled under the tenns of such Bond to payment thereof. "Due for Payment"
means, when referring to the principal of a Bond, the stated maturity date thereof or the date on which the
same shall have been duly called for mandatory sinking fund redemption and does not refer to any earlier
date on which payment is due by reason of call for redemption ( other than by mandatory sinking fund
redemption), acceleration or other advancement of maturity and means, when referring to interest on a
Bond, the stated date for payment of interest "Nonpayment" in respect of a Bond means the failure of the
Issuer to have provided sufficient funds to the paying agent for payment in full of all principal and interest
Due for Payment on such Bond. "Notice" means telephonic or telegraphic notice, subsequently confirmed
in writing, or written notice by registered or certified mail, from a Bondholder or a paying agent for the
FGJC Is a registered service mark used by Financial Guaranty Insurance Company 1.1/lder Jioanse from its parent company, FGIC Colporalion.
Form 9000 {10/93) Page 1 of 2
)
)
F6IC
Financial Guaranty Insurance Company
125 Parle Avenue
New York, NY 10017
T 212-312·3000
T 800·352·0001
Municipal Bond
New Issue Insurance Policy
Bonds to Financial Guaranty. "Business Day" means any day other than a Saturday, Sunday or a day on
which the Fiscal Agent is authorized by law to remain closed.
In Witness Whereof, Financial Guaranty has caused this Policy to be affixed with its corporate seal and to
be signed by its duly authoriz.ed officer in facsimile to become effective and binding upon Financial
Guaranty by virtue of the countersignature of its duly authorized representative.
<
President
Effective Date: June 20, 2006
U.S. Bank Trust National Association acknowledges that it has agreed to perfo e duties of Fiscal Agent
under this Policy.
Authorized Officer
FGIC is a registeied service marl\ used by Financial Guaranty Insurance Company under /lcense trom it$ parent oompany, FGIC Corporation.
Foon 9000 {10193) Page 2 of 2
)
)
)
F6IC
Flnanclal Guaranty Insurance Company
125 Park Avenue
New York, NY 10017
T 212· 312· 3000
T 800·352·0001
Endorsement
To Financial Guaranty Insurance Company
Insurance Policy
Policy Number. 06010214 Control Number: 0010001
It is further understood that the term "Nonpayment" in respect of a Bond includes any payment of principal
or interest made to a Bondholder by or on behalf of the issuer of such Bond which bas been recovered from
such Bondholder pUISWUtt to the United States Bankruptcy Code by a trustee in bankruptcy in accordance
with a final, DOnappealable order of a court having competent jurisdiction.
NOTiilNG HEREIN SHALL BE CONSTRUED TO WAIVE, ALTER. REDUCE OR AMEND
COVERAGE IN ANY OTHER SECTION OF THE POLICY. IF FOUND CONTRARY TO THE
POLICY LANGUAGE, THE TERMS OF THIS ENDORSEMENT SUPERSEDE THE POLICY
LANGUAGE.
In Witness Whereof, Financial Guaranty has caused this Endorsement t.o be affixed with its corporate seal
and to be signed by its duly authorized officer in facsimile to become effective and binding upon Financial
Guaranty by virtue of the countersignature of its duly authorized representative.
President
Effective Date: June 20, 2006
Acknowledged as of the Effective Date written above:
Authorized Officer
U.S. Bank Trust National Association, as Fiscal Agent
FGIC is a regi6tered serviOe mark used by Financial Guaranty Insurance Company under license from its parent company, FG!C Corporation.
Form E-0002 (10/93) Page 1 of 1
)
GENERAL CERTIFICATE
We, the undersigned, Mayor, City Secretary and Chief Financial Officer, respectively, of
the City of Lubbock, Texas (the "City"), do hereby certify the following information:
l. This certificate relates to the City of Lubbock., Texas, General Obligation
Refunding Bonds, Series 2006 (the "Bonds"). Capitalized terms used herein and not otherwise
defined shall have the meaning assigned thereto in the ordinance (the "Ordinance") of the City
Council authorizing the issuance of the Bonds.
2. The total tax supported debt of the City, after giving effect to the issuance of the
proposed Bonds, is $447,275,000.
3. The assessed value of property for the purpose of taxation in the City of Lubbock.,
Texas, as shown by its official tax rolls for the year 2005, being its latest approved official
assessment rolls is $9,365,239,925, which amount is net of the amounf of any exemptions to
which property otherwise subject to taxation was entitled pursuant to applicable provisions of the
Constitution and laws of the State of Texas.
4. A true and correct copy of the debt service schedule for the Bonds and all other
outstanding indebtedness of the City payable from ad valorem taxes is set forth in the table
entitled «General Obligation Debt Service Requirements" of the City's Official Statement under
the heading "DEBT INFORMA T[ON," such debt service schedule being incorporated herein by
reference for all purposes.
5. The City of Lubbock., Texas, is a duly incoiporated Home Rule City, and is
operating and existing under the Constitution and laws of the State of Texas and the duly adopted
Home Rule Charter of the City. The Home Rule Charter was last amended at an election held in
the City on November 2, 2004.
6. (a) The following are duly qualified and acting, elected or appointed officials of
the City of Lubbock, Texas, except as provided in subsection (b ):
David A. Miller, Mayor
Jim Gilbreath, Mayor Pro Tern
Lee Ann Dumbauld, City Manager
Jeffrey A. Yates, Chief Financial Officer
Rebecca Garza, City Secretary
Tommy Combs, Deputy City Secretary
Linda DeLeon
Floyd Price
GaryO. Boren
Phyllis S. Jones
John Leonard
)
)
) Membersof
) the Council
)
)
(b) Prior to David A. Miller's assumption of office on May 18, 2006, Marc
McDougal served as Mayor. Prior to John Leonard's assumption of office on May 18, 2006,
Tom Martin served as a councilmember and Mayor Pro Tern.
7. No litigation of any nature has been filed or is now pending to restrain or enjoin
the issuance or delivery of the Bonds or which would affect the provisions made for their
ws20on1004
Dallas 1122789_1.DOC
)
)
")
)
payment or security, or in any manner questioning the proceedings or authority concerning the
issuance of the Bonds, and so far as we know and believe, no such litigation is threatened.
8. Neither the corporate existence nor the boundaries of the City, nor the title of its
present officers to their respective offices is being contested, and so far as we know and believe
no litigation is threatened regarding such matters, and no authority or proceedings for the
issuance of the Bonds have been repealed, revoked or rescinded.
9. There has not been filed or presented to the City Secretary or the City Council any
petition protesting, challenging or otherwise questioning the issuance of the Bonds.
10. The Ordinance was duly adopted by the City Council on April 26, 2006 and was
amended by an amending ordinance duly adopted by the City Council on May 18, 2006.
11. None of the Refunded Obligations were ever purchased by or held in the interest
and sinking fund created for their payment and redemption; none of the Refunded Obligations
are now held in or owned by the sinking fund created for the purpose of paying off or redeeming
any of the Refunded Obligations; none of the Refunded Obligations will be taken up and paid for
with money in said sinking fund; and, there is no money in the sinking fund with which to pay
principal of any of the Refunded Obligations.
12. The City is not in default in the payment of principal and interest on its debt
obligations.
13. The City has appropriated an amount of presently and lawfully available funds for
the City which will be sufficient to pay debt service on the Bonds on August 15, 2006, and such
appropriated amount will be deposited to the Interest and Sinking Fund created for the Bonds.
14. The descriptions and statements of or pertaining to the City contained in its
Official Statement pertaining to the Bonds (the "Official Statement"), and any addenda,
supplement or amendment with respect to such descriptions or statements thereto, on the date of
such Official Statement, on the date of sale of the Bonds and on the date of the delivery, were
and are true and correct in all material respects.
15. Insofar as the City and its affairs, including its financial affairs, are concerned,
such Official Statement did not and does not contain an untrue statement of a material fact or
omit to state a material fact required to be stated therein or necessary to make the statements
therein, in the light of the circumstances under which they were made, not misleading.
16. Insofar as the descriptions and statements, including financial data, of or
pertaining to entities other than the City and their activities contained in such Official Statement
are concerned, such statements and data have been obtained from sources which the City
believes to be reliable and the City has no reason to believe that they are untrue in any material
respect.
l 7. There has been no material adverse change in the financial condition and affairs
of the City since the date of the Official Statement.
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)
)
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18. The undersigned Mayor and City Secretary officially executed and signed the
Bonds, including the Initial Bonds delivered to the initial purchasers of the Bonds, by manually
executing the Bonds or by causing facsimiles of our manual _signatures to be imprinted or copied
on each of the Bonds, and we hereby adopt said manual or facsimile signatures as our own,
respectively, and declare that said facsimile signatures constitute our signatures the same as if we
had manually signed each of the Bonds.
19. The Bonds, including the Initial Bonds delivered to the initial purchasers of the
Bonds, are substantially in the form, and have been duly executed and signed in the manner,
prescribed in the Ordinances.
20. At the time we so executed and signed the Bonds we were, and at the time of
executing this certificate we are, the duly chosen, qualified, and acting officers indicated therein,
and authorized to execute the same.
21. We have caused the officiai seal of the City to be impressed, or printed, or copied
on each of the Bonds; and said seal on the Bonds has been duly adopted as, and is hereby
declared to be, the official seal of the City.
[EXECUTION PAGE FOLLOWS]
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EXECUTED AND DELIVERED this ___ J_UN_2_0_Z_O_OS __
MANUAL SIGNATURE
STATE OF TEXAS §
§
COUNTY OF LUBBOCK §
OFFICIAL TITLES
Mayor, City of Lubbock, Texas
Before me, the undersigned authority, on this day personally appeared David A. Miller,
Mayor of the City of Lubbock, Texas, each known to me to be such person who signed the above
and foregoing certificate in my presence and each acknowledged to me that such person executed
the above and foregoing certificate for the purposes therein stated.
-8
GIVEN UNDER MY HAND AND SEAL OF OFFICE THIS :;tG, dl4j of' 11By, ~
[SEAL]
e CELIAWEBB
NolayP!mlic, S!MaofTaxas
My COIMission Expi'&s 03-01-2010 Notary Public,
In and for the State of Texas
Signature Page for General Certificate
I Q
D
EXECUTED AND DELIVERED this
MANUAL SIGNATURE
STATE OF TEXAS §
§
COUNTY OF LUBBOCK §
'JUN 2 0 2006 ---------
OFFICIAL TITLES
City Secretary, City of Lubbock. Texas
Before me, the undersigned authority, on this day personally appeared Rebecca Garza.
City Secretary of the City of Lubbock, Texas, each known to me to be such person who signed
the above and foregoing certificate in my presence and each acknowledged to me that such
person executed the above and foregoing certificate for the purposes therein stated.
GNEN UNDER MY HAND AND SEAL OF OFFICE THIS ~ ~ cu,, 0 I dh.yj eltJ<J ~
[SEAL]
LINDA I. HMT Nc,tary Public, 5!8te of T•ll88 My Comminion Exp1re1
June 30, 2007 ~,dvstif!L
Notary Public,
In and for the State of Texas
Signature Page for General Certificate
JUN 2 o 2006
EXECUTED AND DELIVERED this ________ .
MANUAL SIGNATURE OFFICIAL TITLES
J '-'4~~~~"-~~~:::...._____ Chief Financial Officer, City of Lubbock,
J
)
)
STATE OF TEXAS §
§
COUNTY OF LUBBOCK §
Texas
Before me, the undersigned authority, on this day personally appeared Jeffrey A. Yates,
Chief Financial Officer of the City of Lubbock, Texas, each known to me to be such person who
signed the above and foregoing certificate in my presence and each acknowledged to me that
such person executed the above and foregoing certificate for the pwposes therein stated.
[S
~
GIVENUNDERMYHANDANDSEALOFOFFICETHIS ~6 -, Cfiw/ 266/,
~:~i\ TOMMY D COMBS
!i(:.A__'\~i NOTARY PUBLIC \~'J5j.,_~J State of Texas
~Comm. Exp. 12-27-2006
~
In and for the State ofTexas
Signature Page for General Certificate
J
SIGNATURE IDENTIFICATION AND AUTHORITY
CERTIFICATE OF PAYING AGENT/REGISTRAR AND ESCROW AGENT
I, the undersigned officer of JPMorgan Chase Bank, N.A, (the "Bank''), which is the
Escrow Agent and Paying Agent appointed by City of Lubbock, Texas, (issuer), organized and
existing under the Constitution and laws of the State of Texas, in connection with the issuance, sale,
execution and delivery of its General Obligation Refunding Bonds, Series 2006. (the "Bonds"), and
the execution and delivery of an Escrow Agreement (the "Escrow Agreement") and Paying Agent I
Registrar Agreement (the ''Paying Agent Agreement") dated as of May 15, 2006 and between the
Issuer and the Bank hereby certify as follows:
1. JPMorgan Chase Bank is a national banking association duly and validly existing
under the laws of the United States of America, is duly authorized to transact business as a national
banking association; and is authorized to act in all fiduciary capacities pursuant to 12 U.S.C. 92a.
and has full power and authority to enter into and perform the obligations of the Escrow Agent
under Escrow Agreement and the Paying Agent/Registrar under the Paying Agent/Registrar
Agreement.
2. The Escrow Agreement and the Paying Agent/Registrar Agreement have been duly
executed on behalf of the Bank by one or more of the persons named below whose offices appear
set opposite their names; said persons were at the time of executing the Escrow Agreement and the
Paying Agent/Registrar Agreement, and are now. duly elected, qualified and acting incumbents of
their respective offices; and the signatures appearing after each of said persons' names is the true
and correct specimen of such person· s genuine signature:
J.srael Lugo Assistant Vice President
3. The foregoing officers of the Bank, by virtue of the authority delegated to them as
set forth in Exhibit A. are authorized to execute and deliver on behalf of the Escrow Agreement and
the Paying Agent/Registrar Agreement, and such other and further documents as may be necessary
or incidental to the acceptance and performance of the duties set forth within.
IN WITNESS WHEREJ'.µI have hereunto set my hand and affixed the corporate
seal of the Banlc as of the _L day of ( IJf , 2006
[BANK SEAL]
Exhibit A -Evidence of Delegation of Authority
JPMORGAN CHASE BANK, N.A.
Dallas, Texas as Escrow Agent and as
Paying A
0
JPMORGAN CHASE BANK
SECRETARY'S CERTIFICATE
I, Rikki 0 . Jones, Assistant Corporate Secretary of JPMorgan Chase Banlc, National Association,
hereby certify that the following is a true and correct copy of resolutions adopted at a meeting of the
Board of Directors of Chemical Bank, now known as JPMorgan Chase Bank, National Association
(this ''Bank"), a national banking association, on the 19th day of March 1996, which meeting was
properly called and held and at which a quorum was present and voted in favor of said resolutions,
further certify that the said resolutions, at the date hereof. are still in full force and effect.
RESOLVED that for the purposes of the following resolutions the following words,
when used therein, shall have the meaning ascribed to them as follows:
"Officer" shall mean the Chairman of the Board, the Chief Executive Officer, the
President, a Vice Chairman of the Board, a Vice Chainnan, any member of the Policy Council, any
Executive Vice President, the Chief Financial Officer, the Chief Credit Officer, the Secretary, any
Senior Vice President. any Vice President, any Managing Director, the Controller, the Deputy
Controller, any Vice President, any Assistant Vice President, any Assistant Treasurer, any
Assistant Corporate Secretary, any Senior Investment Officer, any Investment Officer, any
Assistant Investment Officer, any Senior Trust Officer, any Trust Officer, any Assistant Trust
Officer other than any Special Assistant Trust Officer, any Manager or Assistant Manager of any
branch office, division or department of this Bank, or any other Officers having functional titles,
the approvals of which the Office of the Chairman, on the authority of the Board, bas delegated
to the Secretary.
"Special Assistant Trust Officer" shall mean any employee so appointed and specially
authorized by the Chairman of the Board, the Chief Executive Officer, the President, a Vice
Chairman of the Board, a Vice Chairman, any member of the Policy Council, any Executive Vice
President, the Chief Financial Officer and the Chief Credit Officer to use the designation
''Authorized Officer" or "Authorized Signature". ·
RESOLVED that agreements, indentures, mortgages, deeds, releases, conveyances,
transfers, assignments, leases, demands, proofs of debt. claims, discharges, satisfactions,
settlements, petitions, affidavits, receipts, equipment trust certificates, records, bonds, undertakings
and proxies or other instnunents or docwnents in connection with the exercise of any of the
fiduciary or agency powers of this Bank may be signed, executed, acknowledged, verified,
delivered or accepted on behalf of this Bank, manually or in facsimile by the Chairman of the
Board, the Chief Executive Officer, the President, a Vice Chairman of the Board, a Vice Chairman,
any member of the Executive Committee, any Executive Vice President, the Chief Financial
Officer, the Chief Credit Officer, the Secretary, any Senior Vice President, any Managing Director,
any Vice President, any Assistant Vice President, any Associate, any Senior Trust Officer, any
Senior Investment Officer, any Trust Officer, or any Investment Officer, and the seal oftbis Bank
may be affixed or a facsimile thereof imprinted on any document or instrument thereof and attested
by the Secretary, any Assistant Secretary, any Senior Trust Officer, any Senior fuvestment Officer,
any Trust Officer, any Investment Officer, any Assistant Trust Officer or any Assistant Investment
Officer.
G:lworkgrp\hJPMC, ~l'&crewy\BOAlU>\/PMOwe\CERTIFICATE. #9 -FJDI I( 'IAR Y OR AGENCY CAPACITY .doc
RESOLVED that certifications, declarations, accounts, schedules or requisitions in
connection with the exercise of any of the fiduciary or agency powers of this Bank may be
signed, countersigned, executed, delivered, acknowledged or verified by the Chainnan of the
Board, the Chief Executive Officer, the President, a Vice Chairman of the Board, a Vice Chairman,
') any member of the Policy Council, any Executive Vice President, the Chief Financial Officer, the
Chief Credit Officer, the Secretary, any Senior Vice President, any Managing Director, any Vice
President, any Assistant Vice President, any Assistant Treasurer, any Senior Investment Officer,
any Investment Officer, any Assistant Investment Officer, any Senior Trust Officer, any Trust
Officer, any Assistant Trust Officer, or any Assistant Corporate Secretary.
)
RESOLVED that in addition to other Officers so authorized, any Vice President may
affix the seal of this Bank to any instrument made, executed or delivered on behalf of this Bank
and that such Vice President, or the Secretary, or any Assistant Corporate Secretary may attest
the same. --EXECUTED effective as of the _l_ day of ___,JF-+-"'l,('-'-'t1=/J--', 200 j_, Dallas, Texas.
JPMorgan Chase Bank, National Association
By: ~~::::::::::::=:::::=.:~=::~==:::::::::=-
Rikki 0. Jones
Assistant Corporate Secretary
G:lworlcsrP\hJPMC. Lcgal\Sccrcury\80ARD\IPMO,ase1CERTIFIC A TE #9 • F IDUCIAA Y OR AG ENCY C A.P AOTY .doc
')
The Attorney General of Texas
William P. Clements Building
300 West 15th Street, 9th Floor
Austin, Texas 78701
Attention: Public Finance Division
Comptroller of Public Accounts
Thomas Jefferson Rusk Building
208 East 10th Street, Room 448
Austin, Texas 78701-2407
City of Lubbock, Texas
May 18, 2006
Attention: Economic Analysis Center
Re: City of Lubbock, Texas General Obligation Refunding Bonds, Series 2006
To the Attorney General:
The executed Initial Bond for the captioned series has been or soon will be delivered to
you for examination and approval. In connection therewith, enclosed is a General Certificate
executed and completed except as to date. When the Initial Bond has received your approval and
is ready for delivery to the Comptroller of Public Accounts for registration, this letter will serve
as your authority to insert the date of your approval in the General Certificate and deliver the
Initial Bond to the Comptroller.
Should litigation in any way affecting such Bonds develop the undersigned will notify
you at once by telephone and telecommunication. You may be assured, therefore, that there is
no such litigation at the time the Initial Bond is finally approved by you, unless you have been
advised otherwise.
To the Comptroller:
The approved Initial Bond for the captioned series will be delivered to you by the
Attorney General of Texas. You are hereby requested to register the Initial Bond as required by
law and by the proceedings authorizing such Initial Bond.
Following registration, you are hereby authorized and directed to notify and deliver the
Initial Bond to Vinson & Elkins L.L.P., Dallas, Texas, which has been instructed to pick up same
at your office.
LUB200nIOOI
Dallas 1122087_1.DOC
Please also deliver to Vinson & Elkins L.L.P., Dallas, Texas, five copies of each of the
following:
I . Attorney General's approving opinion; and
2. Comptroller's signature certificate.
Very truly yours,
CITY OF LUBBOCK, TEXAS
By:
LUB200nIOOI
Dallas I 122087_1.DOC
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ACKNOWLEDGMENT OF RECEIPT OF
NOTICE OF REDEMPTION
The undersigned authorized officer of The Bank of New York Trust Company, N.A. (the
"Bank"), hereby certifies that the Bank is the paying agent/registrar for the City of Lubbock,
Texas Tax and Municipal Drainage Utility System Surplus Revenue Certificates of Obligation,
Series 2001, dated June 1, 2001 ( the "Prior Obligations"), and hereby acknowledges receipt of an
Ordinance and Pricing Certificate approved by the City Council of the City approving the
issuance of its General Obligation Refunding Bonds, Series 2006 (the "Series 2006 Bonds'') and
specifying the maturities, the principal amounts of and the redemption dates for certain of the
Prior Obligations (as specified in the Pricing Certificate, the "Refunded Obligations''). In
connection therewith it is hereby certified that:
1. The Bank will give notice of redemption at the time and in the manner specified
in the ordinance authorizing the issuance of the Refunded Obligations to the registered owners of
the Refunded Obligations as specified in the Ordinance and Pricing Certificate.
2. The Bank hereby certifies that all future paying agency fees which may be due or
will become due and owing to the Bank for the Refunded Obligations will be billed to the City
under its contract with the City for such obligations and that no charge will ever by asserted
against the Escrow Fund established for the payment of the Refunded Obligations.
3. The Bank agrees that it will provide paying agent services for the Refunded
Obligations for the life of such Refunded Obligations.
1128385_2.DOC
Dallas l I 28385v.2
Dated: Jun~ -l--, 2006.
'.)
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1128385_1.DOC
THE BANK OF NEW YORK. TRUST
COMPANY, N.A.
By: ibhnd!O~
Authorized Offi.cd.-
0
FEDERAL TAX CERTIFICATE
I, the undersigned officer of the City of Lubbock, Texas (the "City''), make this
certification for the benefit of all persons interested in the exclusion from gross income for
federal income tax purposes of the interest to be paid on the City's General Obligation
Refunding Bonds, Series 2006 (the "Bonds"), which are being issued in the aggregate principal
amount of $18,830,000 and delivered simultaneously with the delivery of this certificate. I do
) hereby certify as follows in good faith on the date of issue of the Bonds:
1. Responsible Officer. I am the duly chosen, qualified and acting officer of the City
for the office shown below my signature; as such, I am familiar with the facts herein certified
and I am duly authorized to execute and deliver this certificate on behalf of the City. I am the
officer of the City charged, along with other officers of the City, with responsibility for issuing
the Bonds.
2. Code and Regulations. I am aware of the provisions of sections 141, 148, 149 and
150 of the Internal Revenue Code of 1986, as amended (the "Code''), and the Treasury
Regulations (the "Regulations") heretofore promulgated under sections 141, 148, 149 and 150 of
the Code. This certificate is being executed and delivered pursuant to sections 1.141-1 through
1.141-15, 1.148-0 through 1.148-11, l.149(b)-1, l.149(d)-I, l.149(g)-I, 1.150-1 and 1.150-2 of
the Regulations.
3. Definitions. The capitalized terms used in this certificate (unless otherwise
defined) that are defined in the ordinance authorizing the issuance of the Bonds adopted
April 26, 2006, as amended by the ordinance adopted May 18, 2006 (together, the "Ordinance")
shall for all purposes hereof have the meanings therein specified. All such terms defined in the
Code or Regulations shall for all purposes hereof have the same meanings as given to those
tenns in the Code and Regulations unless the context clearly requires otherwise.
4. Reasonable Expectations. The facts and estimates that are set forth in this
certificate are accurate. The expectations that are set forth in this certificate are reasonable in
light of such facts and estimates. There are no other facts or estimates that would materially
change such expectations. In connection with this certificate, the undersigned has to the extent
necessary reviewed the certifications set forth herein with other representatives of the City as to
such accuracy and reasonableness. The undersigned has also relied, to the extent appropriate, on
representations set forth in the certificate of A.G. Edwards & Sons, Inc., the Underwriter that has
purchased the Bonds (the "Underwriter"), attached hereto as Exhibit A, the certificate of First
Southwest Company, the City's financial advisor, attached hereto as Exhibit B, and the report
(the "Report") of Grant Thornton LLP, certified public accountants, dated June 20, 2006. The
undersigned is aware of no fact, estimate or circumstance that would create any doubt regarding
the accuracy or reasonableness of all or any portion of such documents.
5. Description of Governmental Purpose. The City is issuing the Bonds
pursuant to the Ordinance (a) to provide funds that will be used to advance refund and defease a
portion of the City's Tax and Municipal Drainage Utility System Surplus Revenue Certificates of
Obligation, Series 2001 (the "Prior Bonds"), pursuant to the escrow agreement dated May 15,
2006 between the City and JPMorgan Chase Bank, National Association (the "Escrow
Dallas 1132831 v.2
)
Agreement'') and (b) to pay the costs of issuance of the Bonds. The Report details all relevant
aspects of the application of the proceeds of the Bonds and the City's program to refund the Prior
Bonds. Specifically, all of the Prior Bonds maturing on February 15, 2023, February 15, 2026
and February 15, 2031, in the amount of$18,015,000 (collectively, the "Refunded Bonds") will
be called for redemption and retired with proceeds of the Bonds. The Refunded Bonds are being
defeased in order to achieve a present-value savings in the debt service payable by the City.
February 15, 2011 is the first date on which the Refunded Bonds are subject to optional
redemption and on such date all of the Refunded Bonds will be called for redemption in advance
of their scheduled maturities and retired with proceeds of the Bonds. The Bonds are the first
advance refunding of the Refunded Bonds, all of which are original bonds.
6. The Prior Bonds. No portion of the purchase price of any of the Prior Bonds was
provided by the issuance of any other issue of obligations. All of the original and investment
proceeds allocable to the Prior Bonds have been expended. No portion of the proceeds of the
Prior Bonds was used to pay the principal of, or interest on, any other issue of governmental
obligations. In addition, other than to the extent of preliminary expenditures (i.e., architectural,
engineering, smveying, soil testing, reimbursement bond issuance, and similar costs that are
incurred prior to commencement of acquisition, construction, or rehabilitation of a project, other
than land acquisition, site preparation, and similar costs incident to commencement of
construction), no portion of the proceeds of the Prior Bonds was used to reimburse the City for
any expenditures made by the City prior to the issuance date of the Prior Bonds.
The City has maintained a debt service fund for the Prior Bonds and other general
obligation debt of the City (the "Prior Debt Service Fund") and has on hand in such Prior Debt
Service Fund certain amounts that were to be used for the payment of debt service on the Prior
Bonds. Although the Prior Debt Service Fund will be continued for the payment of debt service
on the Prior Bonds that are not Refunded Bonds (the "Unrefunded Bonds") and other outstanding
debt of the City, the City has created a new debt service fund (the ''Debt Service Fund") under
the Ordinance for purposes of the payment of debt service on the Bonds as described in
paragraph 16 below.
The balance in the Prior Debt Service Fund as of the date of this certificate is
approximately $1,575,272. Not more than $325,322.62 of the aforementioned amount in the
Prior Debt Service Fund is allocable to the Refunded Bonds, such allocation being based on the
relationship of the original principal amounts of the Refunded Bonds and the Unrefunded Bonds
($18,015,000/$87,231,945 or 20.6518 percent). Of the amount on deposit in the Debt Service
Fund, $474,200 (the "Available Cash") is an amount that together with earnings thereon would
have been used to pay debt service on the Refunded Bonds on August 15, 2006, the only debt
service payment date for the Refunded Bonds which precedes the collection of tax revenues for
the next fiscal year.
7. Use of Amounts Allocable to Refunded Bonds. Other than amounts described in
paragraph 6 above, there are no amounts on hand that represent proceeds of the Refunded Bonds,
replacement proceeds of the Refunded Bonds or accumulated earnings on such proceeds. The
amount of $339,198.47 of the Available Cash will be deposited in the Escrow Fund on the date
hereof and used to purchase United States Treasury Certificates of Indebtedness and Notes, State
and Local Government Series (the "Unrestricted Escrowed Securities") which are allocable to
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1132831_2.DOC
Dallas 113283 I v.2
)
the escrowed securities with the shortest maturities, the proceeds of which will be used to pay the
principal of, and interest and redemption premium, if any, on, the Refunded Bonds. The
remainder of the Available Cash will be used on August 15, 2006, to pay debt service on the
Unrefunded Bonds. The remainder of the Available Cash will be transferred by the City to the
Debt Service Fund based on the recommendation of the Financial Advisor, set forth in Exhibit B
hereto, that such balance should be maintained in the City's Debt Service Fund with respect to
the Bonds to provide a reserve for periodic fluctuations in the amount and timing of ad valorem
tax collections.
8. Expepditure of Proceeds of the Bonds. The sale proceeds from the issuance of the
Bonds will be $18,682,482.40. Such amount represents the stated redemption price at maturity
(excluding accrued interest for those Bonds the interest on which is paid at least once annually)
of the Bonds, equal to $18,830,000, less an original issue discount in the amount of$147,517.60.
No portion of the purchase price of any of the Bonds is provided by the issuance of any other
issue of obligations. The sale proceeds will be expended as follows:
(a) The amount of $18,348,279.00 will be deposited in the escrow fund established
pursuant to the Escrow Agreement (the "Escrow Fund") and used on the date hereof to pW'Chase
United States Treasury Certificates of Indebtedness and Notes, State and Local Government
Series (the "Escrowed Securities"), the proceeds of which will be used as described in the Report
to pay the principal of, and interest and redemption premium, if any, on, the Refunded Bonds.
No portion of the proceeds of the Bonds is expected to be used to pay any interest on, or
principal of, any issue of governmental obligations other than the Bonds and the Refunded
Bonds.
(b) The amount of$124,726.43 will be allocated on the date of issuance of the Bonds
to the Underwriter's discount or compensation.
(c) The amount of$145,000.00 will be disbursed to pay other costs ofissuance on the
Bonds (including any rating agency fees charged to the City by the Bond insurer).
(d) The a.mount of$63,013.15 will be disbursed to pay the insurance premium on the
Bonds (net of any rating agency fees).
(e) The amount of $1,463.65 represents a rounding amount and will be deposited in
the Debt Service Fund and used to pay debt service on the Bonds on the first interest payment
date.
(f) The amount of $0.17 will be deposited as the initial cash balance in the Escrow
Fund and disbursed on August 15, 2006, to pay debt service on the Refunded Bonds. Pending
disbursement, such amount will not be invested.
9. Pre-issuance Accrued Interest. The City will also receive from the Underwriter
on the issuance date of the Bonds the amount of $86,240.97, representing accrued interest on the
Bonds from May 15, 2006, through the date of delivery. Such amount will be deposited in the
Debt Service Fund, and will be disbursed on August 15, 2006, to pay interest on the Bonds.
1132831...2.00C
Dallas I 132831 v.2
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10. Investment Proceeds. The amounts described in paragraphs 8(b), 8(d) and 8(t)
will not be invested. Except for earnings on the amounts described in paragraphs 8( c) and 8( e)
all amounts received by the City, such as interest and dividends, resulting from the investment of
any original proceeds or investment proceeds of the Bonds will be deposited in the Escrow Fund
for the Refunded Bonds and used to pay the principal of, and interest and redemption premium,
if any, on, the Refunded Bonds. Earnings on the amounts described in paragraphs 8(c) and 8(e)
will be used for one of the purposes described in such paragraphs.
11. Transferred Proceeds. There are no transferred proceeds with respect to the
Bonds because all of the proceeds of Refunded Bonds have been or will be expended prior to the
first dates on which amounts are disbursed from the Escrow Fund to pay principal of the
Refunded Bonds.
12. No Rg,lacement Proceeds. Other than amounts described herein, there are no
amounts that have a sufficiently direct nexus to the Bonds or to the governmental purposes of the
Bonds, including the expected use of amounts to pay debt service on the Refunded Bonds, that
the amounts would have been used for such purpose if the proceeds of the Bonds were not used
or to be used for such purpose.
(a) No Sinking Funds. Other than to the extent of the Debt Service Fund, there is no
debt service fund, redemption fund, reserve fund, replacement fund, or similar fund reasonably
expected to be used directly or indirectly to pay principal or interest on the Bonds.
(b) No Pledged Fwids. Other than amounts in the Debt Service Fund, there is no
amount that is directly or indirectly, other than solely by reason of the mere availability or
preliminary earmarking, pledged to pay principal or interest on the Bonds, or to a guarantor of
part or all of the Bonds, such that such pledge provides reasonable assurance that such amount
will be available to pay principal or interest on the Bonds if the City encounters financial
difficulty. For purposes of this certification, an amount is treated as so pledged if it is held under
an agreement to maintain the amount at a particular level for the direct or indirect benefit of the
holders or the guarantor of the Bonds.
(c) No Other Replacement Proceeds. There are no other replacement proceeds
allocable to the Bonds because the City reasonably expects that the term of the Bonds will not be
longer than is reasonably necessary for the governmental purposes of the Bonds. The Bonds
would be issued to achieve a debt service savings independent of any arbitrage benefit as
evidenced by the expectation that the Bonds reasonably would have been issued if the interest on
the Bonds were not excludable from gross income (assuming that the hypothetical taxable
interest rate would be the same as the actual tax-exempt interest rate). Furthermore, even if the
Bonds were outstanding longer than necessary for the purpose of the Bonds, no replacement
proceeds will arise because the City reasonably expects that no amounts will become available
during the period that the Bonds remain outstanding longer than necessary based on the
reasonable expectations of the City as to the amounts and timing of future revenues.
(d) Weighted Average Maturity. The weighted average maturity of the Bonds does
not exceed the remaining weighted average maturity of the Refunded Bonds and the weighted
average maturity of the Refunded Bonds is not greater than 120 percent of the weighted average
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Dallas l 13283lv.2
estimated economic life of the portion of the project financed by the Refunded Bonds,
determined in accordance with section 147(b) of the Code. Such weighted average estimated
economic life is detennined in accordance with the following assumptions: (a) The weighted
average was determined by taking into account the respective costs of each of the assets financed
by the Refunded Bonds; (b) the reasonably expected economic life of an asset was determined as
of the later of the date hereof or the date on which such asset is expected to be placed in service
(i.e., available for use for the intended purposes of such asset); (c) the economic lives used in
making this determination are not greater than the useful lives used for depreciation under
section 167 of the Code prior to the enactment of the current system of depreciation in effect
under section 168 of the Code (i.e., the ''mid-point lives") under the asset depreciation range
("ADR") system of section 167(m) of the Code, as set forth in Revenue Procedure 83-35, 1983-1
C.B. 745, where applicable, and the "guideline lives" under Revenue Procedure 62-21, 1962-2
C.B. 418, in the case of structures; and ( d) land or any interest therein has not been taken into
account in determining the average reasonably expected economic life of such Project, unless 25
percent or more of the net proceeds of any issue is to be used to finance land.
13. No Excess Gross Proceeds. Except for the amounts described in paragraph 8(e)
above and earnings on the amounts described in paragraphs 8(c) and 8(e) above, all gross
proceeds of the Bonds are allocable to:
(a) the payment of principal, interest or-call premium on the Refunded Bonds as
described in paragraph 8(a) above;
(b) the payment of pre-issuance accrued interest on the Bonds as described in
paragraph 9 above;
(c) the payment of costs of issuance of the Bonds as described in paragraph 8(b) and
8(c) above;
(d) a reasonably required reserve or replacement fund as described in paragraph 7
above and paragraph 16 below;
( e) the payment of administrative costs allocable to repaying the Refunded Bonds,
carrying and repaying the Bonds or investments of the Bonds;
(f) transferred proceeds allocable to expenditures for the governmental purpose of the
Refunded Bonds as described in paragraph 7 above;
(g) replacement proceeds in a sinking fund for the Bonds; and
(h) qualified guarantee fees for the Bonds.
Investment earnings on the amounts described in paragraphs 8(c) and 8(e) are expected to
be de minimis; therefore, the sum of the investment earnings on the amounts described in
paragraphs 8(c) and 8(e), the amount described in paragraph 8(e) and the amount described in
paragraph I O will be less than one percent of the original proceeds of the Bonds.
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Dallas 1132831 v.2
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14. Yield on the Bonds. For the purposes of this certificate, the yield on the Bonds is
the discount rate that, when used in computing the present value as of the issue date of the
Bonds, of all unconditionally payable payments of principal, interest and fees for qualified
guarantees on the Bonds, produces an amount equal to the present value, using the same discount
rate, of the aggregate issue price of the Bonds as of the issue date. For purposes of detennining
the yield on the Bonds, the issue price of the Bonds is the sum of the issue prices for each group
of substantially identical Bonds. For each group of substantially identical Bonds, the issue price
is the first price at which a substantial amount (i.e., ten percent) is sold to the public ( excluding
bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters
and wholesalers). Based upon the representations of the Underwriter set forth in Exhibit A
hereto, the issue price (including accrued interest to the date of issue only) of the Bonds
aggregated $18,768,723.37.
As set forth in paragraph 8( d) above, proceeds of the Bonds will be used to make a
payment to Financial Guaranty htsurance Company (the "Insurer'') for municipal bond insurance
for the Bonds. The fee paid to the Insurer is a qualified guarantee fee because:
(a) As of the date hereof, the present value of the fees paid to the htsurer will be less
than the present value of the expected interest savings on the Bonds as a result of the guarantee,
computed using the yield on the Bonds ( determined with regard to such guarantee payments) as
the discount rate;
(b) The guarantee creates a guarantee in substance because it imposes a secondary
liability on the Insurer that unconditionally (except for reasonable procedural or administrative
requirements) shifts substantially all of the credit risk for all or part of the payments on the
Bonds;
(c) The htsurer is not a co-obligor and does not expect to make any payments other
than payments for which the htsurer will be reimbursed immediately;
(d) The Insurer and any related parties will not use more than ten percent of the gross
proceeds of the Bonds that are guaranteed by the Insurer;
(e) The fees paid or to be paid to the Insurer do not exceed a reasonable ann's length
charge for the transfer of credit risk;
(t) The fees paid or to be paid to the Insurer do not include any payment for any
direct or indirect services other than the transfer of credit risk (including fees for the Insurer's
overhead and other costs relating to the transfer of credit risk);
(g) The fees paid or to be paid to the htsurer do not include any payments for the
costs of underwriting or remarketing the Bonds or for the cost of insurance for casualty to the
City's property; and
(h) No portion of the fees paid or to be paid to the Insurer is refundable upon
redemption of the Bonds before the final maturity date in an amount that would exceed the
portion of such fees that had not been earned.
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Dallas 113283l v.2
D
The yield with respect to that portion of the Bonds subject to optional redemption (other
than a portion of the Bonds scheduled to mature in the year 2029 (the ''Yield-to-Call Bonds,')) is
computed by treating such Bonds as retired at the stated redemption price at the final maturity
date because ( a) the City has no present intention to redeem prior to maturity the Bonds which
are subject to optional redemption; (b) no Bond is subject to optional redemption at any time for
a price less than the retirement price at final maturity plus accrued interest; (c) no Bond is subject
to optional redemption within five years of the issue date of the Bonds; (d) no Bond subject to
optional redemption is issued at an issue price that exceeds the stated redemption price at
maturity of such Bond by more than one-fourth of one percent multiplied by the product of the
stated redemption price at maturity of such Bond and the number of complete years to the first
optional redemption date for such Bond; and ( e) no Bond subject to optional redemption bears
interest at a rate that increases during the term of the Bond. No Bond is subject to mandatory
early redemption.
Yield with respect to the Yield-to-Call Bonds is computed by treating such Bonds as
retired at the stated redemption price on the dates that produce the lowest combined yield on the
Bonds because the Underwriter has represented that such portion of the Bonds is issued at an
issue price that exceeds the stated redemption price at maturity of each such Bond by more than
one-fourth of one percent multiplied by the product of the stated redemption price at maturity of
each such Bond and the number of complete years to the first optional redemption date for each
such Bond. Such lowest yield determination is made separately for each individual group of
Bonds.
In the case of Term Bonds with a final maturity date of February 15, 2029 and February
15, 2031 that are subject to mandatory redemption, the yield on the Bonds is calculated by
treating the outstanding stated principal amounts payable on the mandatory redemption dates as
payments on such dates because the Underwriter has represented that the stated redemption price
at maturity of such Tenn Bonds does not exceed the issue price of such Term Bonds by more
than one-fourth of one percent multiplied by the product of the stated redemption price at
maturity and the number of years to the date of the weighted average maturity ( determined by
taking into account the mandatory redemption schedule) of such Tenn Bonds.
The yield on the Bonds calculated in this manner, as shown in the Report, is 4.807982
percent.
The City has not entered into a hedging transaction with respect to the Bonds. The City
will not enter into a hedging transaction with respect to the Bonds unless there is first received an
opinion of nationally recognized bond counsel to the effect that such hedging transaction will not
adversely affect the exclusion of interest on the Bonds from gross income for federal income tax
purposes.
15. Temporary Periods and Yield Restriction.
(a} Pre-issuance Accrued Interest. The amount described in paragraph 9 represents
accrued interest on the Bonds for a period not in excess of one year and will be expended within
one year; therefore, such amount may be invested at an unrestricted yield.
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Dallas 1132831 v.2
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(b) Uninvested Amounts. The amounts described in paragraphs 8(b) and 8(f) will not
be invested and, therefore, are not subject to yield restriction.
(c) Issuance Costs. To the extent any portion of the amount described in paragraph
8(c) is not expended as described herein, the City will take steps to restrict the investment of
such amounts to a yield which is not materially higher than the yield on the Bonds.
( d) Rounding Amount. The amount described in paragraph 8( e) will be invested at a
yield that is not higher than the yield on the Bonds.
(e) Available Cash. The amount described in paragraph 7 which is used to purchase
the Escrowed Securities will be disbursed within 13 months of the date such Available Cash was
received by the City. Therefore, such amount will be invested for an allowable temporary
period.
Yield on the Escrowed Securities. The yield on the Escrowed Securities is computed
using the same compounding interval and financial conventions used to compute the yield on the
Bonds. The yield on the Escrowed Securities is the discount rate that, when used in computing
the present value as of the date the Escrowed Securities were first allocated to the Bonds of all
unconditionally payable receipts to be actually or constructively received from the Escrowed
Securities, produces an amount equal to the amounts to be actually or constructively paid for the
Escrowed Securities. The Escrowed Securities are all yield-restricted nonpurpose investments
that are a single class of investments and that are treated as a single investment because all of the
Escrowed Securities were purchased with Bond proceeds and held in a refunding escrow as
described in paragraph 8(a) above. The City has allocated gross proceeds of the Bonds in the
amount described in section 1.148-6( c) of the Regulations. Such purchase price is equal to the
price paid by the City to the United States for the Escrowed Securities. As shown in the Report,
the yield on the Escrowed Securities determined in this manner is 4.807398 percent, a yield that
is not higher than the yield on the Bonds.
The City has covenanted in the Ordinance to comply with, among other things, the
requirements of section l 48(f) of the Code and, if required, the City will satisfy this requirement
with respect to earnings ·on the Escrowed Securities out of funds other than those in the Escrow
Fund.
(f) Waiver of 30-Day Temporary Period. Pursuant to section l.148-9(g) of the
Regulations, the City hereby elects to waive the 30-day temporary period available under section
1.148-9( d)(2)(i) of the Regulations.
16. Debt Service Fund. Pursuant to the Ordinance, the City has created a new debt
service fund designated the "City of Lubbock, Texas General Obligation Refunding Bonds,
Series 2006, Debt Service Fund" (i.e., the Debt Service Fund) and the proceeds from all taxes
levied, assessed and collected for and on account of the Bonds are to be deposited in such Debt
Service Fund. The City expects that taxes levied, assessed and collected for and on account of
the Bonds will be sufficient each year to pay such debt service. All amounts which will be
depleted at least once each bond year, except for a reasonable carryover amount not in excess of
the greater of the earnings on such portion of the Debt Service Fund for the immediately
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Dallas 1132831 v.2
preceding bond year or one-twelfth of the principal and interest payments on the Bonds for the
immediately preceding bond year, will constitute a bona fide debt service fund component of the
Debt SeIVice Fund (the "Bona Fide Portion"). Such Bona Fide Portion of the Debt Service Fund
will be used primarily to achieve a proper matching of revenues and principal and interest
payments on the Bonds within each bond year. Amounts held in the Bona Fide Portion of the
Debt Service Fund will be invested at an unrestricted yield because such amounts will be
expended within 13 months of the date such amounts are received. The remaining portion of the
Debt Service Fund ( the "Reserve Portion"). if any, will be treated separately for purposes of this
certificate. Amounts on deposit from time to time in the Bona Fide Portion and the Reserve
Portion are allocable between the Bonds and any other obligations of the City secured by the
Debt Service Fund on the basis of one of the methods set forth in section 1.148-6( e )( 6) of the
Regulations. The portion of the Reserve Portion allocable to the Bonds will not exceed at any
time the least of (a) ten percent of the stated principal amount of the Bonds (or sale proceeds in
the event that the amount of original issue discount exceeds two percent multiplied by the stated
redemption price at maturity of the Bonds), (b) the maximum annual principal and interest
requirements of the Bonds, and (c) 125 percent of average annual principal and interest
requirements of the Bonds. Therefore, all amounts therein may be invested at an unrestricted
yield. Any amounts held in the Bona Fide Portion for longer than 13 months or held in the
Reserve Portion in excess of the least of the amounts described above, will be invested in
obligations the yield on which is not in excess of the yield on the Bonds.
17. Waiver of Minor Portion. Pursuant to section l .148-9{g) of the Regulations, the
City hereby elects to waive the minor portion available under section l.148-9(f) of the
Regulations.
18. Issue. There are no other obligations which {a) are sold at substantially the same
time as the Bonds (i.e., within 15 days), (b) are sold pursuant to the same plan of financing with
the Bonds, and { c) will be paid out of substantially the same source of funds as the Bonds.
19. Compliance With Rebate Requirements. The City has covenanted in the
Ordinance that it will take all necessary steps to comply with the requirement that ''rebatable
arbitrage earnings" on the investment of the "gross proceeds" of the Bonds, within the meaning
of section 148{f) of the Code be rebated to the federal government Specifically, the City will (a)
maintain records regarding the investment of the "gross proceeds" of the Bonds as may be
required to calculate such ''rebatable arbitrage earnings" separately from records of amounts on
deposit in the funds and accounts of the City which are allocable to other bond issues of the City
or moneys which do not represent "gross proceeds" of any bonds of the City, (b) calculate at
such intervals as may be required by applicable Regulations, the amount of "rebatable arbitrage
earnings," if any, earned from the investment of the "gross proceeds" of the Bonds and (c) pay,
not less often than every fifth anniversary date of the delivery of the Bonds and within 60 days
following the final maturity of the Bonds, or on such other dates required or pennitted by
applicable Regulations, all amounts required to be rebated to the federal government. The City
will maintain a copy of any such calculations, and all documentation necessary to produce such
calculations or necessary to establish qualification for an exemption from the need to produce
such calculations, for at least six years after the close of the final calendar year during which any
Bond is outstanding. Further, the City will not indirectly pay any amount otheJWise payable to
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Danas 113283 I v.2
C
the federal government pursuant to the foregoing requirements to any person other than the
federal government by entering into any investment arrangement with respect to the "gross
proceeds" of the Bonds that might result in a reduction in the amount required to be paid to the
federal government because such arrangement results in a smaller profit or a larger loss than
would have resulted if the arrangement had been at arm's-length and had the yield on the issue
not been relevant to either party.
20. Not an Abusive Transaction.
(a) General. No action taken in connection with the issuance of the Bonds is or will
have the effect of ( a) enabling the City to exploit, other than during an allowable temporary
period, the difference between tax-exempt and taxable interest rates to obtain a material financial
advantage (including as a result of an investment of any portion of the gross proceeds of the
Bonds over any period of time, notwithstanding that, in the aggregate, the gross proceeds of the
Bonds are not invested in higher yielding investments over the tenn of the Bonds), and (b)
overburdening the tax-exempt bond market by issuing more bonds, issuing bonds earlier, or
allowing bonds to remain outstanding longer than is otherwise reasonably necessary to
accomplish the governmental purposes of the Bonds, based on all the facts and circwnstances.
Specifically, (i) the primary purpose of each transaction undertaken in connection with the
issuance of the Bonds is a bona fide governmental purpose; (ii) each action taken in connection
with the issuance of the Bonds would reasonably be taken to accomplish the governmental
purposes of the Bonds if the interest on the Bonds were not excludable from gross income for
federal income tax purposes (assuming the hypothetical taxable interest rate would be the same
as the actual tax-exempt interest rate on the Bonds); (iii) the proceeds of the Bonds will not
exceed by more than a minor portion the amount necessary to accomplish the governmental
purposes of the Bonds and will in fact not be substantially in excess of the amount of proceeds
allocated to expenditures for the governmental pwposes of the Bonds.
(b) No Re-refunding. No portion of the Refunded Bonds has been refunded or
def eased other than by reason of the issuance of the Bonds.
(c) No Sinking Fund. No portion of the Bonds has a tenn that has been lengthened
primarily for the purpose of creating a sinking fund or similar fund with respect to the Bonds and
thereby eliminating significant amounts of negative arbitrage in the Escrow Fund.
(d) No Noncallable Bonds. The Refunded Bonds do not include any noncallable
Refunded Bonds that have been refunded in order to invest proceeds in the Escrow Fund
allocable to the noncallable Refunded Bonds at a yield th.at is higher than the yield on the Bonds
and thereby eliminate significant amounts of negative arbitrage in the Escrow Fund.
(e) No Window Refunding. No portion of the Bonds has been structured with
maturity dates the primary purpose of which is to make available released revenues that will
enable the City to avoid transferred proceeds or to make available revenues that may be invested
to be ultimately used to pay debt service on another issue of obligations.
(f) No Sale of Conduit Loan. No portion of the gross proceeds of the Refunded
Bonds or the Bonds has been or will be used to acquire, finance, or refinance any conduit loan.
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Dallas 1132831 v.2
21. No Arbitrage. On the basis of the foregoing facts, estimates and circumstances, it
is expected that the gross proceeds of the Bonds will not be used in a manner that would cause
0 any of the Bonds to be an "arbitrage bond" within the meaning of section 148 of the Code and
the Regulations. To the best of the knowledge and belief of the undersigned, there are no other
facts, estimates or circumstances that would materially change such expectations.
0
22. No Private Use, Payments or Loan Financing.
(a) General. The City reasonably expects, as of the date hereof, that no action or
event during the entire stated term of the Bonds will cause either the "private business tests" or
the ''private loan :financing test," as such terms are defined in the Regulations, to be met.
(i) No portion of the proceeds of the Bonds will be used and no portion of the
proceeds of the Refunded Bonds has been used in a trade or business of a nongovernmental
person. For purposes of determining use, the City will apply rules set forth in applicable
Regulations and Revenue Procedures promulgated by the Internal Revenue Service, including,
among others, the following rules: (A) Any activity carried on by a person other than a natural
person or a state or local governmental unit will be treated as a trade or business of a
nongovernmental person; (B) the use of all or any portion of the project financed by the
Refunded Bonds (the "Project") is treated as the direct use of proceeds; (C) a nongovernmental
person will be treated as a private business user of proceeds of the Bonds or the Refunded Bonds
as a result of ownership, actual or beneficial use of the proceeds pursuant to a lease, or a
management or incentive payment contract, or certain other arrangements such as a takt'>-Or-pay
or other output-type contract; and (D) the private business use test is met ·if a nongovernmental
person has special legal entitlements to use directly or indirectly the Project.
(ii) The City has not taken and will not take any deliberate action that would
cause or pennit the use of any portion of the Project to change such that such portion will be
deemed to be used in the trade or business of a nongovernmental person for so long as any of the
Bonds remains outstanding (or until an opinion of nationally recognized bond counsel is received
to the effect that such change in use will not adversely affect the excludability from gross income
for federal income tax purposes of interest payable on the Bonds). For this purpose any action
within the control of the City is treated as a deliberate action. A deliberate action occurs on the
date the City enters into a binding contract with a nongovernmental person for use of the Project
that is not subject to any material contingencies.
(iii) All payments of the debt service on the Bonds will be paid from and
secured by a generally applicable tax. For th.is purpose, a generally applicable tax is a tax (A)
which is an enforced contribution exacted pursuant to legislative authority in the exercise of the
taxing power that is imposed and collected for the purpose of raising revenue to be used for
governmental purposes and (B) which has a uniform tax rate that is applied to all persons of the
same classification in the appropriate jurisdiction using a generally applicable manner of
determination and collection. No portion of the payment of the debt service on the Bonds will be
directly or indirectly derived from payments (whether or not to the City or any related party) in
respect of property, or borrowed money, used or to be used for a private business use.
Furthermore, no portion of the payment of the debt service on the Bonds will be directly or
1132831_2.DOC
Dallas 1132831 v.2
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indirectly secured by any interest in property used or to be used for a private business use or
payments in respect of property used or to be used for a private business use.
(iv) No portion of the proceeds of the Bonds will be directly or indirectly used
to make or finance a loan to any person other than a state or local governmental unit. Except to
the extent permitted by section 141 of the Code and the Regulations and rulings thereunder, the
City shall not use gross proceeds of the Bonds to make or finance loans to any person or entity
other than a state or local government. For purposes of the foregoing covenant, gross proceeds
are considered to be "loaned,, to a person or entity if (1) property acquired, constructed or
improved with gross proceeds is sold or leased to such person or entity in a transaction which
creates a debt for federal income tax purposes, (2) capacity in or service from such property is
committed to such person or entity under a take-or-pay, output, or similar contract or
arrangement, or (3) indirect benefits, or burdens and benefits of ownership, of such gross
proceeds or such property are otherwise transferred in a transaction which is the economic
equivalent of a loan.
(b) DiSJ)Ositions of Personal Property in the Ordinary Course. The City does not
reasonably expect that it will sell or otherwise dispose of personal property components of the
Project financed with the Bonds other than in the ordinary course of an established governmental
program that satisfies the following requirements:
(i) The weighted average maturity of the portion of the Bonds financing
personal property is not greater than 120 percent of the reasonably expected actual use of such
personal property for governmental purposes;
(ii) The reasonably expected fair market value of such personal property on
the date of disposition will be not greater than 25 percent of its cost;
(iii) Such personal property will no longer be suitable for its governmental
purposes on the date of disposition; and
(iv) The City is required to deposit amounts received from such disposition in
a commingled fund with substantial tax or other governmental revenues and the City reasonably
expects to spend such amounts on governmental programs within 6 months from the date of
commingling.
Furthermore, the City will not sell or otherwise dispose of all or any portion of the
Project in circumstances in which the foregoing requirements are not satisfied unless it has
received an opinion of nationally recognized bond counsel to the effect that such disposition will
not adversely affect the treatment of interest on the Bonds as excludable from gross income for
federal income tax purposes.
( c) Other Agreements. The City will not enter into any agreement with any
nongovernmental person regarding the use of all or any portion of the Project during the stated
term of the Bonds unless it has received in each and every case an opinion of nationally
recognized bond counsel to the effect that such agreement will not adversely affect the treatment
of interest on the Bonds as excludable from gross income for federal income tax purposes.
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Dallas 1132831 v.2
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23. Weighted Average Maturity. The Weighted Average Maturity of the Bonds set
forth on Exhibit B attached to this Certificate is the sum of the products of the Issue Price of each
group of identical Bonds and the number of years to maturity ( detennined separately for each
group of identical Bonds and talcing into account mandatory redemptions), divided by the
aggregate Sale Proceeds of the Bonds.
24. Bonds are not Hedge Bonds. The City represents that not more than 50 percent of
the proceeds of the Refunded Bonds was invested in nonpurpose investments (as defined in
section 148(f){6)(A) of the Code) having a substantially guaranteed yield for four years or more
within the meaning of section 149(g)(3)(A)(ii) of the Code, and the City reasonably expected at
the time the Refunded Bonds were issued that at least 85 percent of the spendable proceeds of
such issue would be used to carry out the governmental purposes of such issue within the three-
year period beginning on the date of issue of such Refunded Bonds.
1132831_2.DOC
Dallas 1132831 v.2
EXECUTION PAGE FOLLOWS
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WITNESS MY HAND, this 20th day of June, 2006.
Lubbock Tax Certificate.DOC
Dallas 1132831 v.1
CITY OF LUBBOCK, TEXAS
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EXHIBIT A
CERTIFICATE OF UNDERWRITER
A. G. Edwards & Sons, Inc. has acted as the underwriter (the "Underwriter") in
connection with the sale and delivery of the City of Lubbock, Texas (the "City'') of General
Obligation Refunding Bonds, Series 2006 in the aggregate principal amount of $18,830,000 (the
"Bonds"). I, the undersigned, hereby certify as follows on behalf of the Underwriter:
1. I am the duly chosen, qualified and acting officer of the Underwriter for
the office shown below my signature; as such, I am familiar with the facts herein certified
and I am duly authorized to execute and deliver this certificate on behalf of the
Underwriter. I am the officer of the Underwriter charged, along with other officers of the
Underwriter, with responsibility for the Bonds.
2. The Underwriter has purchased the Bonds from the City pursuant to a
Bond Purchase Agreement dated May 11, 2006, for an aggregate purchase price of
$18,643,996.94, which price includes accrued interest in the amount of $86,240.97. The
Underwriter has made a bona fide public offering to the public of all of the Bonds of each
maturity at the issue prices to the public set out in the Report. The issue prices set forth
in the Report were determined on the date the Bonds were purchased by the Underwriter
based on the reasonable expectations regarding the initial public offering prices. The
issue price for each maturity of the Bonds, as set forth in the Report, represents the first
price (including original issue premium and discount and accrued interest to the issue
date only) of the Bonds at which a substantial amount (at least 10 percent) of each such
maturity was sold to the public. The aggregate of such issue prices of all of the Bonds is
$18,768,723.37. The initial public offering prices described above do not exceed the fair
market value for the Bonds on the sale date. The term ''public," as used herein, does not
include bond.houses, brokers, dealers, and similar persons or organizations acting in the
capacity of underwriters or wholesalers.
The Underwriter hereby authorizes the City to rely on the statements made herein in connection
with making the representations set forth in the Federal Tax Certificate to which this certificate is
attached and in its efforts to comply with the conditions imposed by the Code on the exclusion of
interest on the Bonds from the gross income of their owners. The Underwriter hereby authorizes
Vinson & Elkins L.L.P. to rely on this certificate for pwposes of its opinion regarding the
treatment of interest on the Bonds as excludable from gross income for federal income tax
purposes. Capitalized terms used herein and not otherwise defined have the meaning ascribed to
such terms in the Federal Tax Certificate to which this certificate is attached.
1I32831_2.DOC
Dallas I 132831v.2
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Lubbock Tax Certificate (2) (2)
Dallas 1132831 v.2
AGEd~Sonstt
By: [J \
V \
Title: Managing Director -Investment Banking
A-2
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EXHIBITB
CERTIFICATE OF FINANCIAL ADVISOR
First Southwest Company has acted as financial advisor to the City of Lubbock, Texas
(the "City''), in connection with the sale and delivery of the General Obligation Refunding
Bonds, Series 2006, in the aggregate amount of $18,830,000 (the "Bonds"). I, the undersigned,
hereby certify as follows:
1. I am the duly chosen, qualified and acting officer of the Financial Advisor
for the office shown below my signature; as such, I am familiar with the facts herein
certified and I am duly.authorized to execute and deliver this certificate on behalf of the
Financial Advisor. I am the officer of the Financial Advisor charged, along with other
officers of the Financial Advisor, with responsibility for issuing the Bonds.
2. Based upon the scheduled debt service on the Bonds and the Unrefunded
Bonds, an amount of not less than $1,575,272 should be maintained as of the end of the
current fiscal year as a balance in the City's Debt Service Fund consistent with accepted
standards of prudent fiscal management for similar governmental issuers and in order to
provide a reserve against periodic fluctuations in the amount and timing of ad valorem
tax collections by the City for debt service purposes. Furthermore, neither the portion of
such balance allocable to the Bonds nor the portion allocable to the Unrefunded Bonds
exceeds the lesser of 100 percent of maximum annual debt service and 125 percent of
average debt service on the Bonds and the Unrefunded Bonds, respectively.
3. The amount of $63,013.15 of the cost of insurance for the Bonds is set
forth in Insurer's commitment and does not include any payment for any direct or indirect
services other than the transfer of credit risk, unless the compensation for those other
services is separately stated, reasonable, and excluded from such fee. Such fee does not
exceed a reasonable, ann's length charge for the transfer of credit risk. The present value
of the debt service savings expected to be realized as a result of such insurance exceeds
the amount of the fee set forth above. For this purpose, present value is computed using
the yield on the Bonds, determined by taking into account the amount of the fee set forth
above, as the discount rate. No portion of the fee payable to the Insurer is refundable
upon redemption of any of the Bonds in an amount which would exceed the portion of
such fee that had not been earned.
4. The Financial Advisor computed the Weighted Average Maturity of the
Bonds to be 20.137 years as set forth in paragraph 23 of the Federal Tax Certificate.
5. I have worked closely with representatives of the City in structuring the
financial terms of the Bonds and the refunding of the Refunded Bonds. The Financial
Advisor has also performed certain computations that are the subject of the Report. I
hereby confirm that the assumptions that are described in the Report as provided by the
Financial Advisor are true, accurate and complete. I further hereby represent that to the
B-1
1132831_2.DOC
Dallas 1132831 v.2
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best of my knowledge the statements set forth in paragraph 20 of the Federal Tax
Certificate to which this certificate is attached, are true.
The Financial Advisor hereby authorizes the City to rely on the statements made herein in
connection with making the representations set forth in the Federal Tax Certificate to which this
certificate is attached and in its efforts to comply with the conditions imposed by the Code on the
exclusion of interest on the Bonds from the gross income of their owners. The Financial Advisor
hereby authorizes Vinson & Elkins L.L.P. to rely on this certificate for purposes of its opinion
regarding the treatment of interest on the Bonds as excludable from gross income for federal
income tax purposes. Capitalized tenns used herein and not otherwise defined have the meaning
ascribed to such terms in the Federal Tax Certificate to which this certificate is attached.
FIRST SOUTHWEST COMPANY
By:
Title: VtUL, ~
B-2
Lubbock Tax Cenificate (2).DOC
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Vinson&Elkins
Julie Williama jwilllamsfhelaw.com
Tel 713.758.3878 Fax 713.616.5059
August 4, 2006
CERTIFIED MAIL
RETURN RECEIPT REQUESTED
7003 1680 0000 6481 3397
District Director
Internal Revenue Service
Ogden, UT 84201
Re: $18,830,000 City of Lubbock, Texas General Obligation Refunding Bonds,
Series 2006
Dear Sir:
Enclosed please find an originally executed Fonn 8038-G (Information Return for Tax.-
Exempt Governmental Obligations) for the above-captioned bond issue.
Please acknowledge receipt of the Form 8038-G by stamping and returning the copy of
the Form 8038-G attached to the seJf-addressed, postage-paid envelope that we have provided.
945755_1.DOC
Vinson & Elkins LLP Attorneys at Law Austin Beijing Dallas
Dubai Houston London Mosoow New Y0111 Tokyo Washington
Very truly yours,
First City Tower, 1001 Fannin Street, Suite 2300, Houston. Texas noo2-6760
Tel 713.758.2222 Fait 713.758.2346 www.velaw.com
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Form 8038-G Information Retwn for Tax-Exempt Governmental Obligations • lhlwlnlemal""-CocleNCtion141(e)
•-----lnllluc:tioM. OMBNo.154!>-0720
Caution: I the issue pdce is under $100.000, u.w Form 8038-GC
I Part 11 Reporting Authority If Amended Return, check here• I I
1 lssuer'•-
CiCv of La11.L...-1r Tuas
3 Number and SI/eel (or P.O. txlX if mall is not delMnd ID slreet ~)
P .0. Box 2000
5 ~ ~ .. po&tdlioe. slate, and ZIP code
Lubbock.. Texas 79457
7 Named issue
General Oblie:aton Refundiu2 Bonds. Series 2006
& 0.dlssue
Jane 20. 2006
a CUSP number
S491877.A7
t Nmne aACl ffe of allker or legal ~whom 118 IRS may call for mo,e,;rlamatio11 10 -...-.num ... oramo. arieo,r ,..,._IC!lhc
Jeffrev A. Yates: CFO (806\ 775-2161
I Part ti I Type of Issue (check applicable bo,ues) and enter the issue pnce) See instructions and attach schedule
11 O Education . . . . . . . . . . . . . . . . . . . . . • . . . . . . . . . . . . . . . . . . . . . . • . . . • . . • . . . . • • . . . • . . . . 1-1--1 ______ _
12 0 Health and hoSpital • . . . . . . . • . . . . . . . . . . . . . . . . . • . . . . . . • . • . . . . . . . . • . . . . . . . . • . . . . • ...1_.2 ......... _____ _
13 O Transpo,tation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1-1:.;::3'-+-------
14 0 Public safety. . . . . . . . . . . . . . . . . • . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1-14:..-...,1---------
15 0 Environment (including sewage bonds) . . . . . . . . . • . . . . • . . . . . . • . . . . . . . • . . . . • . . . . • . . . • l-1'-"s ______ _
1s D Housing ................ _ . . . . . . . . . . . . . . . . . . . . . . • . . . . . . . . . • . . . . • . • . . • . . . . . . . 1-1=&-_____ _
17 0 Ublities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1-1::.:.7-+-------
18 (ii Other. Descnbe• ' 1-1~8:...L_-.Jt!.!l·ola!,i:~-~,1~cn
19 If obligations are TANs or RANs, check box• Off obligations are BANs, check box . . . . . . • O ·, ,
20 If obligations are in the form of a lease or installment sale, check box . . . . . • . . . . • . . . . . . • O ~ < · ·
l Part Ill I Description of Obligations. (Complete for the entire issue for which this fonn is being filed.)
(c) Stal8d nidemption (d) Weighted
prioe.amaui1r -. malllrily
21 l/15/2031 $ JB.682.482 $ 12 ~-.20.137 vears
I Part IV I Uses of Proceeds of Bond tsaue {Including undelWl'lters' discount)
22 Proceeds used for accrued interest. . • . . . . . . . . . . . . . . . . . . . . . . . . . . . . • • . . • . . . . . . • . . . . . . . 1-122=-.J.-----=Ji6..:.::i=2..:.•4~1
23 Issue price of entire issue (enter amount from line 21, column (b))................... . . . . • . . 1-123:::.-..-1----'1~1R~-6~8:,r;l.a;;:••4~82=-
24 Proceeds used for bond issuance costs (including underwriters' discount) 24 '.lt.0.726 '' · r-0
25 Proceeds used for credit enhancement . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 1,;:i_nn . ,;·
26 Proceeds allocated to reasonably required reserve or replacement fund . . 26 l01 ;i
'ZT Proceeds used to currently refund prior issues . . . . . . . . . • . . . . . . . . . . . %1 {01
28 Proceeds used to advance refund prior issues . . . . • . . . . . . . . . . . . . . . . 28 1e -ue -,_79 · -, ..
29 Total (add lines 24 through 28) . . . . • . . . . . . . . . . . . . . . . . . . . . . • . . . . . . • . . . . . . . . . . . . . . . . . . ..,:29=---1---~l:.::IJt:2::.68=1~.•0;.:.18:::..
30 Nonrefundina proceeds of the issue (subtract line 29 from line 23 and enter amount here) . . . . . . . • 30 1.464
I Part .VI Description of Refunded Bonds (Complete this part only for refunding bOnds.)
31 Enter the remaining weighted average maturity of lhe bond& to be currentry refunded . • • . . . . . . . . • year$
32 Enter the remaining weigt-.ed average maturity cl lhe bonds lo be ~nee refunded . . . . • . • • • . • • 20,SS:Z years
33 Enter the last date on which tlle refunded bonds wiJ be called . . . . . . . . . . . . . . . . . . . • . . . . . . . . • ___ 21._.1...,512_.0 .. 1..,1 __
34 Enter the datets) the refunded bonds were Issued• 7/19/le&I
I PartVI I Miscellaneous J
35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) .......•. 35 (0)
36a Enter the amount of gross proceeds ilM:!Sted er to be iM!sled in a gur.inteed inl.'8Slment contract {see ilslructions) .... 36a lO\
b Enter the final maturity date of the guaranteed investment contract • :
37 Pooled•~ a Proceeds oC lhis issue lhat ae to be used to mae Ion to other~ ris ........... 37a (0)
b If this Issue is a loan made from the proceeds of another tax-exempt issue, ched< box• O and enter the name of the
issuer• _____________________ and thedateol theis.sue•------
38 If the issuer has deSignated the issue under sec1ion 265(b)(3){B)(i)(III) (small issuer exception), cheek box .........•.. • 0
39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box .. . . . • . .. . • .. . • • . . . . . • . . . . . . . . . • . . • 0
40 If the issuer has identified a hedge, check box . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . •
Under penalties ol petjufy. I • relllm and ~~ng sdledlNSa,,c! tall nau. ard 10 the bost olmyl<IIOWledge and belief.
Sign
Here
tiey-~<llff]~.and
ForPapetWDd(
STFFeD6eoJF
l$A fo,rn 8038-G (Aft 11-2000)
J .'-j;-: 1/.,.·, \ ://J .J J •• ~.---. 1 ·-. District Director Internal Revenue Service Center Ogden, UT 84201 ~;.• -•• •••----•-H -") ) ) .. #,, ., ,-:t ., ··..: ~ < ) 0 0 Pl-AC£ STICKER Al TOP 0~ ~~NCl.OPE 10 THE ~lG~T --- -... - - -~~K! ~'!J!!N_:t'=.O!E:!s.;.r!!\~ t;_T ~'!..,Ti.;D_l~~ --- - -.. -,/ CERTIFIED MA/Lu.: I 11111111 ll lllll 7003 1680 oaaa b481 3397 ~ ------1b80 •••• 6481 l 1111 I di I I I* .. if ~Q ~'< ~ s, g·r (J i'f t ,· 3397 o(")C om U> ~ JJ. /JI "'C ;:;· -4 0 ;: .,, ~ ~iii~ §;) 0 (/) x ro .. ~ < ~ l> n· --fl) ~ I c! C .'. ., ,., . ~ :JJ liim ~o ""m ~-"' ""C [1> -i ~ <:: ~ Cl. ,, ) ! :11 i-JJ',
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F6IC
F"II\MCYl Guaranty Insurance Company
125 Park Avenue
New York, NY 10017
T 212·312·3000
F 212·312•3093
June 20, 2006
City of Lubbock
Vinson & Elkins L.L.P.
Re: $18,830,000.00 in aggregate principal amount of City of Lubbock, Texas
General Obligation Refunding Bonds, Series 2006
Ladies and Gentlemen:
In connection with the issuance of the above-referenced obligations (the "Bonds'),
Financial Guaranty Insurance Company ("Financial Guaranty") is issuing a municipal
bond insurance policy guaranteeing the payment of principal and interest on the Bonds
when due (the "Insurance Policy").
This letter is to advise you that:
(i)
(ii)
The Insurance Policy is an unconditional and recourse obligation of Financial
Guaranty ( enforceable by or on behalf of the holder of the Bonds) to pay the
scheduled payments of principal and interest on the Bonds when due in the
event of a failure by the City of Lubbock, Texas, Texas (the "Issuer'') to make
such payments.
The insurance premium is required to be paid as a condition to the issuance of
th·e Insurance Policy and is a charge for the transfer of substantially all of the
credit risk for the payment of principal and interest on the Bonds.
(iii) Financial Guaranty is not a co-obligor on the Bonds.
(iv) Except for the premium paid to Financial Guaranty for the Insurance Policy,
Financial Guaranty (and any related party within the meaning of section
1.150-l(b) of the Income Tax Regulations) will not use any portion of the
proceeds of the Bonds.
,.
F6IC
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June 20, 2006
(v) No portion of the premium paid to Financial Guaranty for the Insurance
Policy represents a payment for any direct or indirect services, other than the
transfer of credit risk, including costs of underwriting or remarketing the
Bonds or the cost of insurance for casualty to property financed with the
proceeds of the Bonds.
(vi) The Issuer is not entitled to a refund of any portion of the premium paid for
the Insurance Policy in the event that any of the Bonds are retired prior to
their stated maturity
06010214
D
.,
J
Financial Guaranty Insurance Company
115 Broadway
New York, New York 10006
To Whom It May Concern:
Moody's Investors Service
99 Church Street
New York, NY
June 16, 2006
Moody's Investors Service has assigned the rating of Aaa (Financial Guaranty
Insurance Company Insured -Policy No. 06010214) to the $18,830,000.00, City of
Lubbock, Texas -General Obligation Refunding Bonds, Series 2006, dated May 15,
2006 which sold through negotiation on May 11, 2006. The rating is based upon an
insurance policy provided by Financial Guaranty Insurance Company.
Should you have any questions regarding the above, please do not hesitate to contact
Karen Malkowski at (201) 395-6370.
Sincerely yours,
Sean Cullen
Senior Vice President
SC/DC
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STANDARD
&POOR?S
June 16, 2006
Financial Guaranty Insurance Co.
125 Park A venue, 5th Floor
New York, NY 10017
Attention: Mr. Jeffrey Fried, Senior Managing Director
55 Water Street, 38th Floor
New York, NY 10041-0303
tel 212 433-2074
reference no.: 7ffn'l2
Re: $18,830,000 City of Lubbock, Texas General Obligation Refunding Bonds, Series 2006,
dated: May 15, 2006, Serial Bonds due: February 15, 2007-2027; Term Bonds due:
February 15, 2029 and 2031, (POUCY#06010214)
Dear Mr. Fried:
Standard & Poor's has reviewed the rating on the above-referenced obligations. After such
review, we have changed the rating to "AAA" from "AA-". The rating reflects our assessment of
the likelihood of repayment of principal and interest based on the bond insurance policy your
company is providing. Therefore, rating adjustments may result from changes in the financial .
position of your company or from alterations in the documents governing the issue.
The rating is not investment, financial, or other advice and you should not and cannot rely upon
the rating as such. The rating is based on information supplied to us by you but does not represent
an audit. We undertake no duty of due diligence or independent verification of any information.
The assignment of a rating does not create a fiduciary relationship between us and you or between
us and other recipients of the rating. We have not consented to and will not consent to being
named an "expert" under the applicable securities laws, including without limitation, Section 7 of
the Securities Act of 1933. The rating is not a "market rating" nor is it a recommendation to buy,
hold, or sell the obligations.
This letter constitutes Standard & Poor's pennission to you to disseminate the above-assigned
rating to interested parties. Standard & Poor's reserves the right to inform its own clients,
subscribers, and the public of the rating.
Standard & Poor's relies on the issuer and its counsel, accountants, and other experts for the
accuracy and completeness of the information submitted in connection with the rating. This rating
is based on financial information and documents we received prior to the issuance of this letter.
Standard & Poor' s assumes that the docwnents you have provided to us are final. If any
subsequent changes were made in the final documents, you must notify us of such changes by
sending us the revised final docwnents with the changes clearly marked.
.\i \\.t-,'.:,:,
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Mr. Jeffrey Fried
Page2
June 16, 2006
Standard & Poor' sis pleased to be of service to you. For more infonnation please visit our
website at www.standardandpoors.com. lfwe can be of help in any other way, please contact us.
Thank you for choosing Standard & Poor' s and we look forward to working with you again.
Sincerely yours,
Standard & Poor's Ratings Services
a division of The McGraw-Hill Companies, Inc.
#dW.~/11~
ms
:--i \'\.l)ARD
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06/15/2006 15 :54 FAX 7547995 FITCH + F6IC raJ 002/003
FitchRatings
June 15, 2006
Ms. Karen Daly
PO J £a.st 71 h S Ire et
Po .. eu. WV R74.15
Financial Guaranty Insurance COmpany
125 Park Avenue
5th Floor
New York, NY 10017
Re: Lubbock (TX)/ Policy# 06010214
Dear Ms. Daly;
T 307 75/4 2012 I 800 BS FITCM
www. ! 1rc.'ll'a(1ngs. Cl!m
Fitch Ratings has assigned on• or more ratin~ Mdlor otherwise taken nlting ac:tion(a), as detalled
on the attached Notice of Rating Action.
Ratings °"igned by FifCh are based on doooments and lnf01mation pn:,vided io us by issuers,
obligors, and/or their experts and agents, and are subject to receipt of the final closing documents. Fitch
does not audit OI' verify the truth or accur.:y of such information.
It is important that Frtch be prolJided with all lnfonnafiOn that may be materlaJ to its ratings 10 ttiat
they continue to accurately reftect the status al the tated issues. Ratings may be changed, withdrawn,
suspendecl or placed on Rating Watah due to changes in, additions to or the inadequacy of information.
Ratings are not recommendations to buy, sell or hold securities. Ratings do not comment on the
adequacy of marke1 price, lhe suitability of any security for a particular Investor, or the tax~exempt nature
01 ta><ability of payments made ln respect Of any security.
Thi! assignment of a rating by Rtch shall not constitute a consent by Fitch to use it, name as an
expert in connection with any registralion statement or other filing under U.S., U.K, or any other relevant
1'ecurities laws.
We are pleased to have had the opportunity to be of service ro you. If we can be of furthet
assistance, please feel free to contact us at any lime.
DLS/bs
Enc: Notice of Rating Action
(Ooc 10: 41008)
Sincerely,
~~~
Insured Ratings Manager
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os;,~/2006 15 :54 FAX 7547895 FITCH + FGIC ~ 003/003
Notice of Rating Action
Bond DucrlptlMI
LIIDDOclc (TX) GO rldg bl1fld8 eer 2006 (lnaured: MA RO;Sla 15-Jun-2006
Financial Gu.rill'IIY Insurance Company)
Key: RO: J:laling Outlook. AW: RIiling Watch: Po&: Poaitive. Neg: "1.-galive, Sta: Stable, Ewi: Evolving
!!e!
1 The rallne 1, l)Ned solar on etlllft en"-ncement ~d l>y a bond lnsutar1ee palic:y issued by Fil'laftelal aual'lll'lty
ln1u,anc:1 Co., ,,_.,lch hq _,. ln11nr FiOArlCilll Stiength ratln9 af 'AAA',
{Doc 10: -41006) Page 1 ol 1
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CERTIFICATE PURSUANT TO BOND PURCHASE CONTRACT
We, the undersigned officials of the City of Lubbock, Texas (the "Issuer"), acting in our
official capacity, in connection with the issuance and delivery by the Issuer of its City of
Lubbock, Texas, General Obligation Refunding Bonds, Series 2006 (the "Bonds"), hereby
certify that:
I. This Certificate is delivered pursuant to the Purchase Contract, dated May 11,
2006 (the "Purchase Contract"), between the Issuer and A.G. Edwards & Sons, Inc. (the
"Underwriter''). Capitalized words used herein as defined tenns and not otherwise defined
herein have the respective meanings assigned to them in the Purchase Contract.
2. The representations and wmanties of the Issuer contained in the Purchase
Contract are true and correct in all material respects on and as of the date hereof as though made
on and as of the date hereof.
3. Except to the extent disclosed in the Official Statement, no litigation is pending
or, to our knowledge, threatened in any court to restrain or enjoin the issuance or delivery of the
Bonds, or the levy, collection or application of the ad valorem taxes pledged or to be pledged to
pay the principal of and interest on the Bonds, or the pledge thereof, or in any way contesting or
affecting the validity of the Bonds, the Ordinance or the Escrow Agreement or contesting the
powers of the City or the authorization of the Bonds, the Ordinance or the Escrow Agreement, or
contesting in any way the accuracy, completeness or fairness of the Official Statement.
4. To the best of our knowledge, no event affecting the City has occurred since the
date of the Official Statement that should be disclosed in the Official Statement for the purpose
for which it is to be used or that it is necessary to disclose therein in order to make the statements
and information therein not misleading in any respect.
5. There has not been any material and adverse change in the affairs or financial
condition of the City since September 30, 2005, the latest date as to which audited financial
information is available.
LUB200n I 006
Dallas 1122778_1.DOC
DATED: --G2c_.._=,kr.L.......,;;;;:=-·-=.).--O=----__,, 2006.
0 )>S/ .
=7:')~~~
Mayor
City of Lubbock, Texas
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Signature Page for Certificate Pursuant to Purchase Contract
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RECEIPT AND CERTIFICATE OF DELIVERY
OF PA YING/ AGENT REGISTRAR
The undersigned, authorized representative of JPMorgan Chase Bank, as Paying
Agent/Registrar, hereby makes the following acknowledgments and certifications in connection
with the issuance and delivery of $18,830,000 principal amount of City of Lubbock, Texas,
General Obligation Re.funding Bonds, Series 2006 (the "Bonds"). Capitalized tenns used herein
and not otherwise defined shall have the meanings assigned thereto in the Ordinance authorizing
the issuance thereof adopted by the City Council of the City of Lubbock, Texas (the "Issuer").
The undersigned hereby:
1. Acknowledges receipt of (i) $18,643,996.94 from A.G. Edwards & Sons, Inc. (the
"Underwriter"), representing the principal amount of the Bonds less original issue discount of
$147,517.60 plus accrued interest of$86,240.97 and less underwriters' discount of $124,726.43;
and (iii) $339,198.47 from the City representing prior issue debt service funds.
2. Acknowledges and certifies the application of amounts described in paragraph 1
hereof as required by and in accordance with the Closing Instructions attached hereto as
Exhibit A prepared by First Southwest Company, the Issuer's Financial Advisor.
4. Certifies that the Initial Bond for the Bonds, registered by the Comptroller of
Public Accounts of the State of Texas and representing the aggregate principal amount of the
Bonds, was delivered to or upon order of the Underwriter and was duly canceled this date upon
delivery of the definitive Bonds to the Underwriter through The Depository Trust Company.
DATED: June 20, 2006.
LUB200/16000
Dallas Paying Agent Receipt.DOC
JPMORGAN CHASE BANK
as Paying Agent/Registrar
_#
By:
Title: nt
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~ I First Southwest Comoam,
:::, Investment Bankers Since '1946
325 North st Paul Street
Suite 800
Dallas 75201
June 13, 2006
City of Lubbock
Ms. Lee Ann Dumbauld
P. 0. Box 2000
Lubbock, Texas 79457
Phone: (806)775-2016
Fax: (806) 775-2051
City of Lubbock
Mr. Andy Burcham
P.O. Box2000
Lubbock, Texas 79457
Phone: (806)775-2149
Fax: {806) 775-2051
City of 1:.ubbock
Mr. Brandon Inman
P.O. Box 2000
Lubbock,Texas 79457
Phone: (B06)n5-3320
Fax: (806} 775-2051
McCall, Parkhurst & Horton LLP.
Mr. Jeff Leuschel
717 North Harwood, Ninth Floor
Dallas, Texas 75201
Phone: (214)754-9200
Fax: (214)754-9250.
Vinson & Elkins l.LP.
Ms.JennrrerW.Taffe
3700 Trammell Crow Center
2001 Ross Avenue
Dallas, Texas 75201
Phone: (214) 220-7941
Fax: (214) 999-7941
FGIC. Insurance Corporation
Ms. Debbie Delianites
FGIC
125 Parle Avenue-6th Floor
NewYork, NY10017
Phone: (212) 312-3381
Fax: (21.2) 312-3206 .
Jack Addams
Managing Director of Pubric Finance
A.G. Edwards & Sons
Ms. Nora Chavez
70 NE Loop 410, Suite 915
San Antonio, Texas 78216
Phone: (21 O) 384-8811
Fax: (210) 384·8283
JPMorgan Chase Bank
Mr. Israel Lugo
2001 Bryan street -Blil Floor
Dallas, Texas 75201
Phone: {214)468-5105
Fax: (214) 468-6322
Wells Fargo Bank, N.A.
Ms. Raine Young·
1500 Broadway
Lubbock, Texas 79401
Phone: (806) 767-7473
Fax: {806) 767-7465
Re: Closing ·instructions for the $18,830,000 City of Lubbock, Texas, General Obligation Refunding Bonds,
Series 2006 (the •Bonds")
Payment for the above referenced Bonds is scheduled to occur at 10:00 AM, CDT, on Tuesday, June 20,
2006_, and payment therefor is to occur at the off.ices of JPMorgan Chase Bank (a JP~organ").
SOURCES'OF FUNDS
Par Amount of Bonds ................................................................................. .
Transfer from Prior Issue Debt Service Fund ............................................ ..
Reoffering Premium .................................................................................... .
Accrued Interest (05/15/06 to 06/20/06) .......................... -........................... .
less: Original Issue Discount .................................................................... .
Less: UndelWriters Discount ...................................................................... .
TOTAL FUNDS AVAILABLE AT CLOSING ................................................. ..
USES OF FUNDS
Deposit to Gash Escrow Fund .................................................................... .
Deposit to Interest & Sinking Fund (accrued interest & rounding) ........... ..
Gross Bond Insurance Fee ......................................................................... .
Paying Agent/Registrar Fee ........................................................................ .
Costs of Issuance ....................................................................................... .
TOTAL USES OF FUNDS ............................................................................. .
$ 18,830,000.00
339,198.47 ·
32,564.70
86,240.97
(180,082.30)
(124,726.43)
$ 18,983,195.41
$ 1a,sa7,4n.64
87,704.62
63,013.15
300.00
144,700.00
$ 18,983,195.41
0
~
I i !
(A) On Monday, June 19, 2006, the City of Lubbock, shall wire $339,198.47 In immediately available funds to
the paying agent bank, JPMorgan for the acoount of the City of Lubbock, General Obligation Refunding Bonds,
Series 2006 (Prior Issue Debt Service Funds). See wiring instructions below.
(B) On Tuesday, June 20, 2006, the Underwriter, A.G. Edwards & Sons, Inc., shall wire $18,643,996.94 in
immediately available funds to the paying agent bank, JPMorgan, prior to 10:00 AM, CDT, for the account of
the City of Lubbock, in payment for the purchase price of the Bonds. See wiring instructions below.
Wiring Instructions for JPMorgan are as follows:
JPMorgan Chase
ABA: 113000609
Credit A/C #: 00103237013
FFC: City of Lubbock, GO Refunding Bonds, Series 2006
Attn: Issuer Administrative Services/ Israel Lugo
(C) On Tuesday, June 20, 2006, JPMorgan shall wire or transfer immediately available funds, promptly upon
receipt of the wire from A.G. Edwards & Sons, Inc., and in no event later than 11 :00 AM, COT, as follows:
(1) Transmit by wire or transfer to JPMorgan Chase Bank
ABA: 021000021,
CreditA/C #: 904951812
For Crecfrt to Rnancfal Guaranty Insurance Company Premium Aocount
For the City of Lubbock. Texas FGIC Policy# 06010214 ....................................... $ 63,013.15
JPMorgan shall call Jennifer Taffe at (214) 220,.7941 to provide the federal reference wire
number so that she may call Financial Guaranty lnsur,1nc:e Company for release of 1he policy.
(2) Retain in Cash Escrow Fund .
General Obligation Refunding Bonds, Series 2006 ............................................... .
Pay the Bureau of Public Debt for purchase of SLGS ...... .
· I nrllal Cash Deposit., ......................................................... .
Escrow Fees .•.••.••..•••.••..•....•.•••••.••.••.•...•.•..•..••.•.••......••..•. :
(3) Transmit by wire to Wells Fargo Bank, N.A.
ABA #121000248, Attn: Ms. Raine Young
18,687,477.00
.64
3,500.00
Phone (806) 767-7473, depository bank for City i;,f Lubbock for
credit to City of Lubbock Master, Account #4000047951 ....................................... .
(Interest and Sinking Fund)
(4) Retain in payment of services to be rendered as Paying Agent/Registrar .....•........•
(5) Transmit by wire to JPMorgan Chase Bank
ABA #021000021, Attn: Jack Addams
Account #1822155345 for cfient # 0336-041
18,690,977.64
87,704.62
300.00
for credit to First Southwest Company for costs of issuance................................... ___ 1 .... 4 ... 1_...2=00=·=00=
Total Disbursement of Funds ................................................................................................ .,,$.,.......,..18,..,.983,....."=.1,..9..,5.,..4-=1
The cooperation of Iha addressees with the above instructions is greatly appreciated. If you have any
questions or cannot comply with any portion of the instructions, please contact us immediately at (806) 749-
3792.
ackAddarns
anaging Director of Public Finance
Cc: Joe Brawner
Mary Ann Ounda
Firat Southwest Company
2
)
Vinson&Elkins
June 20, 2006
$18,830,000
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION REFUNDING BONDS
SERIES 2006
WE HA VE represented the City of Lubbock, Texas (the "City"), as its Bond Counsel in
connection with an issue of bonds (the "Bonds") described as follows:
CITY OF LUBBOCK, TEXAS GENERAL OBLIGATION REFUNDING
BONDS, SERIES 2006, dated May 15, 2006, issued in the principal amount of
$18,830,000.
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, as
amended, adopted by the City Council of the City authorizing their issuance (the
"Ordinance").
WE HA VE represented the City as its 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 City or the disclosure thereof in connection with the
sale of the Bonds. Our role in connection with the City'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
City; an escrow agreement (the "Escrow Agreement") between the City and JPMorgan Chase
Bank, 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 obligations being
refunded (the "Refunded Obligations") and the mathematical accuracy of certain computations
of the yield on the Bonds and obligations acquired with the proceeds of the Bonds; and
Vinson & Elkins LLP Attorneys at Law Austin Beijing Dallas
Dubai Houston London Moscow NewYori( Tokyo Washington
Dallas 1134321 v. l
Trammell Crow Center, 2001 Ross Avenue, Suite 3700
Dallas, Texas 75201-2975 Tel 214.220.7700 Fax 214.220.TT16
www.velaw.com
"'I
V&E
customary certificates of officers, agents and representatives of the City, 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.
BASED ON SUCH EXAMINATION, IT IS OUR OPINION THAT:
(A) 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 obligations of the City;
(B) A continuing ad valorem tax upon all taxable property within the
City, necessary to pay the interest on and principal of the Bonds, has been levied
and pledged irrevocably for such purposes, within the limit prescribed by law, and
the total indebtedness of the City, including the Bonds, does not exceed any
constitutional, statutory or other limitations; and
(C) Firm banking and financial arrangements have been made for the
discharge and final payment of the Refunded Obligations pursuant to the Escrow
Agreement, and therefore, the Refunded Obligations 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; and
(2) The Bonds are not "private activity bonds" within the meaning of
the Internal Revenue Code of 1986, as amended (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 F ASIT) for purposes of computing its
alternative minimum tax liability.
In providing such opinions, we have relied on representations of the City, the City's
financial advisor and the underwriter of the Bonds with respect to matters solely within the
knowledge of the City, the City's financial advisor and the underwriter respectively, which we
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Dallas 1134321 v. l
)
V&E
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 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 City
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.
Except as stated above, we express no opm1on 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 City as the
taxpayer. We observe that the City has covenanted in the Ordinance not to take 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.
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Dallas I 134321 v.1
Vinson&Elkins
June 20, 2006
City of Lubbock, Texas
P.O. Box 2000
Lubbock, Texas 79457
A.G. Edwards & Sons, Inc.
70 N.E. Loop 410, Suite 915
San Antonio, Texas 78216
Ladies and Gentlemen:
City of Lubbock, Texas
General Obligation Refunding Bonds
Series 2006
We have served as Bond Counsel to the City of Lubbock, Texas (the "Issuer") in
connection with the issuance of its $18,830,000 City of Lubbock, Texas General Obligation
Refunding Bonds, Series 2006 (the "Bonds"), issued pursuant to the provisions of an ordinance
duly adopted by the City Council of the Issuer on April 26, 2006, as amended on May 18, 2006
(as amended, the "Ordinance"). This opinion is delivered pursuant to the provisions of
Section 8(e)(8) of the Purchase Contract (hereinafter defined). Capitalized terms not otherwise
defined in this opinion have the meanings assigned in the hereinafter defined Purchase Contract.
In our capacity as Bond Counsel to the Issuer, we have reviewed the following:
(a) a certified copy of the Ordinance;
(b) an executed counterpart of the Purchase Contract dated May 11, 2006 (the
"Purchase Contract") between the Issuer and the Underwriter named in such Purchase
Contract;
(c) a copy of the Official Statement dated May 11, 2006; and
(d) such other agreements, documents, certificates, opinions, letters, and other papers
as we have deemed necessary or appropriate in rendering the opinions set forth below.
In making our review, we have assumed the authenticity of all documents and agreements
submitted to us as originals, conformity to the originals of all documents and agreements
submitted to us as certified or photostatic copies, the authenticity of the originals of such latter
documents and agreements, and the accuracy of the statements contained in such documents.
Vinson & Elklns LLP Attorneys at Law Austin Beijing Dallas
Dubai Houston London Moscow NewYork Tokyo Washington
Dallas 1134786v.1
Trammell Crow Center, 2001 Ross Avenue, Suite 3700
Dallas, Texas 75201•2975 Tel 214.220.7700 Fax 214.220.7716
www.velaw.com
V&E
Based upon the foregoing, and subject to the qualifications and exceptions hereinafter set
fo~ we are of the opinion that under the applicable laws of the United States of America and
the State of Texas in force and effect on the date hereof:
1. The Bonds are exempted securities under the Securities Act of 1933, as amended (the
"1933 Act") and the Trust Indenture Act of 1939, as amended (the "Trust Indenture
Act"), and it is not necessary in connection with the offering and sale of the Bonds to
register the Bonds under the 1933 Act or to qualify the Ordinance under the Trust
Indenture Act.
2. Except as to the extent noted herein, we have not verified and are not passing upon and
do not assume any responsibility for the accuracy, completeness or fairness of the
information contained in the Official Statement. We have, however, reviewed the
statements and information in the Official Statement under the captions "The Bonds"
(except for the subcaptions "Book-Entry-Only System" and "Bondholders' Remedies")
and "Tax Matters" and the subcaptions "Continuing Disclosure of Information," "Legal
Investments and Eligibility to Secure Public Funds in Texas" and "Legal Matters" under
the caption "Other Information," and we are of the opinion that such statements and
information present a fair and accurate summary of the provisions of the laws and
instruments therein described and, with respect to the Bonds, such information confonns
to the Ordinance.
3. The Purchase Contract has been duly authorized, executed and delivered by the City and
(assuming due authorization by the Underwriter) constitutes a binding and enforceable
agreement of the City in accordance with its terms.
The addressees may rely on our opinions, dated as of the date hereof, delivered in
connection with the issuance of the Bonds to the same extent as if such opinions were
specifically addressed to them.
This opinion is furnished solely for your benefit and may be relied upon only by the
addresses hereof or anyone to whom specific permission is given in writing by us.
Very truly yours,
1134786_1.DOC
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Dallas I 134786v.l
LAW OFFICES
M~CALL, PARKHURST is. HORTON L.L.P.
600 CONGRESS AVENUE
1250 ONE AMERICAN CENTER
AUSTIN, TEXAS 78701-3248
TF;l.£PH0NE: 512 478•3805
FACSIMILE: 512 47.2-0871
AG. Edwards & Sons, Inc.
70 N.E. Loop 410, Suite 915
San Antonio, Texas 78216
717 NORTH HARWOOD
NINTH FLOOR
DALLAS, T£XAS 75201·6587
TELE'.PHON£: .Zl,4 754•9.200
FACSIMILE'.: 214 75-4-9250
June 20, 2006
700 N. ST. MARY'S STREET
1525 ONE RIVERWALK PLACE
SAN ANTONIO, TEXAS 78205-3503
TELEPHONE: 210 225 • 2800
FACSIMILE: 210 225·2984
RE: $18,830,000 GENERAL 0BLIGA TION REFUNDING BONDS, SERIES 2006
Ladies and Gentlemen:
We have acted as counsel for you as the underwriters of the Bonds described above, issued
under and pursuant to an Ordinance of the City of Lubbock, Texas (the "Issuer"), authorizing the
issuance of the Bonds, which Bonds you are purchasing pursuant to a Purchase Contract, dated
May 11, 2006. All capitalized undefined terms used herein shall have the meaning set forth in the
Purchase Contract.
In connection with this opinion letter, we have considered such matters oflaw and offact, and
have relied upon such Bonds and other information furnished to us, as we have deemed appropriate
as a basis for our opinion set forth below. We are not expressing any opinion or views herein on the
authorization, issuance, delivery, validity of the Bonds and we have assumed, but not independently
verified, that the signatures on all documents and Bonds that we have examined are genuine.
Based on and subject to the foregoing, we are of the opinion that, under existing laws, the
Bonds are not subject to the registration requirements of the Securities Act of 193 3, as amended, and
the Ordinance is not required to be qualified under the Trust Indenture Act of 1939, as amended.
Because the primary purpose of our professional engagement as your counsel was not to
establish factual matters, and because of the wholly or partially nonlegal character of many of the
determinations involved in the preparation of the Official Statement dated May 11, 2006 (the "Official
Statement") and because the information in the Official Statement under the headings "THE BONDS
-Book-Entry-Only System," "TAX MATTERS," and 110THER INFORMATION -Continuing
Disclosure of Information -Compliance with Prior Undertakings" and Appendices A, B, and C
thereto were prepared by others who have been engaged to review or provide such information, we
are not passing on and do not assume any responsibility for, except as set forth in the last sentence
of this paragraph, the accuracy, completeness or fairness of the statements contained in the Official
Statement (including any appendices, schedules and exhibits thereto) and we make no representation
that we have independently verified the accuracy, completeness or fairness of such statements. In the
course of our review of the Official Statement, we had discussions with representatives of the City
regarding the contents of the Official Statement. In the course of our participation in the preparation
of the Official Statement as your counsel, we had discussions with representatives of the Issuer,
including its City Attorney, Bond Counsel and Financial Advisor, regarding the contents of the
Official Statement. In the course of such activities, no facts came to our attention that would lead
us to believe that the Official Statement (except for the financial statements and other financial and
statistical data contained therein, the information set forth under the headings "THE BONDS -Book-
Entry-Only System," "TAX MATTERS," and "OTHER INFORMATION -Continuing Disclosure
oflnformation -Compliance with Prior Undertakings" and Appendices A, B and C thereto, as to
which we express no opinion), as of its date contained any untrue statement of a material fact or
omitted to state any material fact necessary to make the statements therein, in the light of the
circumstances under which they were made, not misleading.
This opinion letter may be relied upon by only you and only in connection with the transaction
to which reference is made above and may not be used or relied upon by any other person for any
purposes whatsoever without our prior written consent.
Respectfully,
ATTORNEY GENERAL OF TEXAS
GREG ABBOTT
June 16, 2006
THIS IS TO CERTIFY that the City of Lubbock, Texas (the "Issuer") has
submitted to me City ofLubbock, Texas General Obligation Refunding Bond. Series
2006 (the "Bond") in the principal amount of $18,830,000 for approval. The Bond
is dated May 15, 2006, numbered T-1, and was authorized by an Ordinance of the
Issuer passed on April 26, 2006, as amended on May 18, 2006.
I have examined the law and such certified proceedings and other papers as I deem
necessary to render this opinion.
As to questions of fact material to my opinion, I have relied upon representations of the
Issuer contained in the certified proceedings and other certifications of public officials furnished to
me without undertaking to verify the same by independent investigation.
I express no opinion relating to any official statement or any other offering material relating
to the Bond.
Based on my examination, I am of the opinion, as of the date hereof and under existing law,
as follows:
(1) The Bond has been issued in accordance with law and is a valid and binding
obligation of the Issuer.
(2) In accordance with the provisions of the law, including an Escrow Agreement dated
as of May 15, 2006, firm banking arrangements have been made for the discharge
and final payment or redemption of the obligation being refunded upon deposit of an
amount sufficient to pay said obligation when due.
(3) The Bond is payable from the proceeds of an ad valorem tax levied, within the limits
prescribed by law, upon all taxable property in the Issuer.
Therefore, the Bond is approved.
The Comptroller is instructed that she may register the Bond without the cancellation of the
underlying obligation being refunded thereby.
I of the State of Texas
No. 44928
Book No. 2006B
MAA POST 0FP!CE Box 12548, AUSTIN, TEXAS 78711-2548 TF.J.; (512) 463-2100 WWW. OAG .S-fATE. TX. us
AA E91111/ E.mplflJ"'"'' Opp"rf111tity E1!1pli1.1,,. • Pri11ltd 011 R,gd,J Pap,~
OFFICE OF COMPTROLLER
OF THE ST ATE OF TEXAS
I, CAROLE KEETON STRAYHORN, Comptroller of Public Accounts of the
State of Texas, do hereby certify that the attachment is a true and correct copy of
the opinion of the Attorney General approving the:
City of Lubbock, Texas General Obligation Refunding Bond, Series 2006
numbered T-1. of the denomination of $ 18,830,000, dated May 15, 2006, as
authorized by issuer, interest various percent, under and by authority of which
said bonds/certificates were registered electronically in the office of the
Comptroller, on the 16th day of June. 2006, under Registration Number 71523.
Given under my hand and seal of office, at Austin, Texas, the 16th day of
June, 2006.
CAROLE KEETON STRAYHORN
Comptroller of Public Accounts
of the State of Texas
OFFICE OF COMPTROLLER
OF THE STATE OF TEXAS
I, Melissa Mora , D Bond Clerk [Kl Assistant Bond Clerk in the office of the Comptroller of the
State of Te><as, do hereby certify that, acting under the direction and authority of the Comptroller on
the 16th day of June. 2006. t signed the name of the Comptroller to the certificate of registration
endorsed upon the:
City of Lubbock. Texas General Obligation Refunding Bond. Series 2006,
May 15. 2006, and that in signing the certificate of registration I used the
I. Carole Keeton Strayhorn, Comptroller of Public Accounts of the State of Texas. certify that
the person who has signed the above certificate was duly designated and appointed by me under
authority vested in me by Chapter 403, Subchapter H. Government Code, with authority to sign my
name to all certificates of registration, and/or cancellation of bonds required by law to be registered
and/or cancelled by me, and was acting as such on the date first mentioned in this certificate, and
that the bonds/certificates described in this certificate have been duly registered in the office of the
Comptroller, under Registration Number 71523.
GIVEN under my hand and seal of office at Austin, Texas, this the 16th day of June. 2006.
CAROLE KEETON STRAYHORN
Comptroller of Public Accounts
of the State of Texas
)
J
F6IC
Flnancill Guaranty Insurance Company
125 Park Avenue
New York, NY 10017
T 212·312·3000
F 212·312·3093
June 20, 2006
City of Lubbock
A.G. Edwards & Sons, Inc.,
as Underwriter or as Representative of the Underwriters
Re: $18,830,000.00 in aggregate principal amount of City of Lubbock, Texas
General Obligation Refunding Bonds, Series 2006
Ladies and Gentleman:
I am Senior Counsel of Financial Guaranty Insurance Company ("Financial Guaranty"),
and have been requested to render an opinion concerning the issuance by Financial
Guaranty of its Municipal Bond New Issue Insurance Policy (the "Policy") in connection
with the issuance of the captioned obligations (the "Bonds"). I have examined such
documents and records as I have deemed relevant for purposes of this opinion, including
(a) the Certificate of Incorporation of Financial Guaranty, including all amendments
thereto, (b) the amended By-laws of Financial Guaranty as in effect on the date hereof,
( c) the certificate of authority issued to Financial Guaranty by the Superintendent of
Insurance of the State of New York, (d) the certificate of authority issued to Financial
Guaranty by the Commissioner of Insurance of the State of Texas, ( e) the executed Policy
and (f) the statements in the Official Statement dated May 11, 2006, relating to the Bonds
(the "Official Statement") under the caption "BOND INSURANCE".
On the basis of the foregoing, it is my opinion that:
(1) Financial Guaranty is a stock insurance corporation validly existing and in good
standing under the laws of the State of New York and qualified to do business
therein and is licensed and authorized to issue its financial guaranty insurance
policies under the laws of the State of Texas.
(2) The Policy is valid and binding upon Financial Guaranty and enforceable in
accordance with its terms, subject to applicable laws affecting creditors' rights
generally.
F6IC
June 20, 2006
(3) Financial Guaranty, as an insurance company, is not eligible for relief under the
Federal Bankruptcy Laws. Any proceedings for the liquidation, conservation or
rehabilitation of Financial Guaranty would be governed by the provisions of the
Insurance Law of the State of New York.
(4) The statements described above in the Official Statement relating to Financial
Guaranty and the Policy accurately and fairly present the summary information
set forth therein and do not omit any material fact with respect to the description
of Financial Guaranty relative to the material terms of the Policy or the ability of
Financial Guaranty to meet its obligations under the Policy.
06010214
.,
Vinson&Elkins
June 20, 2006
Financial Guaranty Insurance Company
125 Park Avenue
New York, New York 10017
Re: City of Lubbock, Texas, General Obligation Refunding Bonds, Series 2006
Ladies and Gentlemen:
You are hereby authorized to rely on our opinion dated the date hereof and delivered in
connection with the issuance of the captioned obligations as if such opinion were specifically
addressed to you. This letter is delivered to you at the request of our client, the City of
Lubbock, Texas.
Vinson & Elkins LLP Attorneys at Law Austin Beijing Dallas
Dubai Houston London Moscow NewYOlk Tokyo Washington
Dallas 1134317_1.00C
Very truly yours,
Trammell Crow Center, 2001 Ross Avenue, Suite 3700
Dallas, Texas 75201-2975 Tel214.220.nOO Fax 214.220.7716
www.velaw.com
)
-,
P.O. Box 2000 • 1625 13th Street
Lubbock, Texas 79457
Office of the City Attorney
(806) 775-2222 • Fax (806) 775-3307
June 20, 2006
A.G. Edwards & Sons, Inc.
70 N.E. Loop 410, Suite 915
San Antonio, Texas 78216
RE: $18,830,000 GENERAL OBLIGATION REFUNDING BONDS, SERIES 2006
Ladies and Gentlemen:
I am the City Attorney for the City of Lubbock, Texas (the 11City") at the time of the
issuance of the above referenced Bonds (the "Bonds11), pursuant to the provisions of the
Ordinance duly adopted by the City Council of the City on April 26, 2006. Capitalized terms not
otherwise defined in this opinion have the meanings assigned in the Purchase Contract.
In my capacity as City Attorney to the City, I have reviewed such agreements,
documents, certificates, opinions, letters, and other papers as I have deemed necessary or
appropriate in rendering the opinions set forth below.
In making my review, I have assumed the authenticity of all documents and agreements
submitted to me as originals, conformity to the originals of all documents and agreements
submitted to me as certified or photostatic copies, the authenticity of the originals of such latter
documents and agreements, and the accuracy of the statement contained in such documents.
Based upon the foregoing, and subject to the qualifications and exceptions hereinafter set
forth, I am of the opinion that under the applicable laws of the United States of America and the
State of Texas in force and effect on the date hereof:
1. Based on reasonable inquiry made of the responsible City employees and public officials,
the City is not, to the best of my knowledge, in breach of or in default under any
applicable law or administrative regulation of the State of Texas or the United States, or
any applicable judgment or decree or any trust agreement, loan agreement, bond, note,
resolution, ordinance, agreement or other instrument to which the City is party or is
otherwise subject and, to the best of my knowledge after due inquiry, no event has
occurred and is continuing that, with the passage of time or the giving of notice, or both,
..
would constitute such a default by the City under any of the foregoing; and the execution
and delivery of the Purchase Contract, the Bonds, the Escrow Agreement and the
adoption of the Ordinance and compliance with the provisions of each of such
agreements or instruments does not constitute a breach of or default under any applicable
law or administrative regulation of the State of Texas or the United States or any
applicable judgment or decree or, to the best of my knowledge, any trust agreement, loan
agreement, bond, note, resolution, ordinance, agreement or other instrument to which the
City is a party or is otherwise subject; and
2. Except as disclosed in the Official Statement, no litigation is pending, or, to my
knowledge, threatened, in any court in any way (a) challenging the titles of the Mayor or
any of the other members of the City Council to their respective offices; (b) seeking to
restrain or enjoin the issuance, sale or delivery of any of the Bonds, or the levy, collection
or application of the ad valorem taxes pledged or to be pledged to pay the principal of
and interest on the Bonds; ( c) contesting or affecting the validity or enforceability of the
Bonds, the Ordinance, the Escrow Agreement or the Purchase Contract; (d) contesting the
powers of the City or any authority for the issuance of the Bonds, or the adoption of the
Ordinance; or (e) that would have a material and adverse effect on the financial condition
of the City.
3. I have reviewed the information in the Official Statement contained under the caption
"Other Information--Litigation" and such information in all material respects accurately
and fairly summarizes the matters described therein.
This opinion is furnished solely for your benefit and may be relied upon only by the
addresses hereof or anyone to whom specific permission is given in writing by me.
Very truly yours,
Cl.: L 2 ~ "'---,~ '"
Anita E. Burgess
City Attorney