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Home My WebLink About2021-09-20-I02A GO Urban Renewal Bonds Series 2021B_Advertise Sale, Approve Official StatementI2A - 1 - RESOLUTION 2021- RESOLUTION DIRECTING THE ADVERTISEMENT FOR SALE OF $19,760,000 GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2021B, AND APPROVING ELECTRONIC BIDDING PROCEDURES AND OFFICIAL STATEMENT WHEREAS, the Issuer is in need of funds to pay costs of aiding in the planning, undertaking and carrying out of urban renewal projects under the authority of Iowa Code chapter 403 and the Urban Renewal Plans for the Waukee Unified Urban Renewal Area, as amended, the Waukee Consolidated Urban Renewal Area, as amended, and the North Waukee Residential Urban Renewal Area, including opening, widening, extending, grading, and draining of the right- of-way of streets, highways, avenues, alleys and public grounds, and market places, and the removal and replacement of dead or diseased trees thereon; the construction, reconstruction, and repairing of any street improvements, bridges, grade crossing separations and approaches; the acquisition, installation, and repair of sidewalks, culverts, retaining walls, storm sewers, sanitary sewers, water service lines, street lighting, and traffic control devices and signage; and the acquisition of any real estate needed for any of the foregoing purposes, essential corporate urban renewal purpose project(s), and it is deemed necessary and advisable that the City issue General Obligation Urban Renewal Bonds, for such purpose(s) to the amount of not to exceed $35,000,000 as authorized by Sections 384.25 and 403.12 of the Code of Iowa; and WHEREAS, pursuant to notice published as required by Sections 384.25 and 403.12 this Council has held a public meeting and hearing upon the proposal to institute proceedings for the issuance of said Bonds, and all objections, if any, to such Council action made by any resident or property owner of the City were received and considered by the Council; and no petition having been filed, it is the decision of the Council that additional action be taken for the issuance of said Bonds for such purpose(s), and that such action is considered to be in the best interests of the City and the residents thereof; and WHEREAS, the City previously issued its $17,305,000 General Obligation Bonds, Series 2021A, of which $11,355,000 was allocable to the aforementioned bonding authority, thus sufficient bonding authority remains to issue the Bonds contemplated herein; and WHEREAS, in conjunction with its Municipal Advisor, PFM Financial Advisors LLC, the City has caused an Official Statement to be prepared outlining the details of the proposed sale of the Bonds; and WHEREAS, the Council has received information from its Municipal Advisor evaluating and recommending the procedure hereinafter described for electronic, facsimile and internet bidding to maintain the integrity and security of the competitive bidding process and to facilitate the delivery of bids by interested parties; and WHEREAS, the Council deems it in the best interests of the City and the residents thereof to receive bids to purchase such Bonds by means of both sealed and electronic internet communication. - 2 - NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WAUKEE, STATE OF IOWA: Section 1.That the receipt of electronic bids by facsimile machine and through the Parity Competitive Bidding System described in the Notice of Sale and Official Statement are hereby found and determined to provide reasonable security and to maintain the integrity of the competitive bidding process, and to facilitate the delivery of bids by interested parties in connection with the offering at public sale. Section 2.That General Obligation Urban Renewal Bonds, Series 2021B, of City of Waukee, State of Iowa, in the amount of $19,760,000, to be issued as referred to in the preamble of this Resolution, to be dated November 4, 2021, be offered for sale pursuant to the published advertisement. Section 3.That the preliminary Official Statement in the form presented to this meeting be and the same hereby is approved as to form and deemed final for purposes of Rule 15c2-12 of the Securities and Exchange Commission, subject to such revisions, corrections or modifications as the Mayor and City Clerk, upon the advice of bond counsel, disclosure counsel, and the City's Municipal Advisor, shall determine to be appropriate, and is authorized to be distributed in connection with the offering of the Bonds for sale. Section 4.That the Clerk is hereby directed to publish notice of sale of the Bonds at least once, the last one of which shall be not less than four clear days nor more than twenty days before the date of the sale. Publication shall be made in the "The Dallas County News", a legal newspaper, printed wholly in the English language, published within the county in which the Bonds are to be offered for sale or an adjacent county. The notice is given pursuant to Chapter 75 of the Code of Iowa, and shall state that this Council, on the 4th day of October, 2021, at 5:30 P.M., will hold a meeting to receive and act upon bids for said Bonds, which bids were previously received and opened by City Officials at 10:00 A.M. on said date. The notice shall be in substantially the following form: (To be published on or before September 28, 2021) NOTICE OF BOND SALE Time and Place of Sealed Bids: Bids for the sale of Bonds of the City of Waukee, State of Iowa, hereafter described, must be received at the office of the City Clerk, Council Chambers, City Hall, 230 West Hickman Road, Waukee, Iowa 50263; Telephone: 515-987-4522 (the "Issuer") before 10:00 A.M., on the 4th day of October, 2021. The bids will then be publicly opened and referred for action to the meeting of the City Council in conformity with the TERMS OF OFFERING. The Bonds: The Bonds to be offered are the following: GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2021B, in the amount of $19,760,000*, to be dated November 4, 2021 (the "Bonds") *Subject to principal adjustment pursuant to official Terms of Offering. Manner of Bidding: Open bids will not be received. Bids will be received in any of the following methods: Sealed Bidding: Sealed bids may be submitted and will be received at the office of the City Clerk at City Hall, 230 West Hickman Road, Waukee, Iowa 50263. Electronic Internet Bidding: Electronic internet bids will be received at the office of the City Clerk at City Hall, 230 West Hickman Road, Waukee, Iowa 50263. The bids must be submitted through the PARITY® competitive bidding system. Electronic Facsimile Bidding: Electronic facsimile bids will be received at the office of the City Clerk at City Hall, 230 West Hickman Road, Waukee, Iowa 50263 (facsimile number: 515-987-1845) or the City's Municipal Advisor, PFM Financial Advisors LLC, Des Moines, Iowa (facsimile number: 515-243-6994). Electronic facsimile bids will be treated as sealed bids. Consideration of Bids: After the time for receipt of bids has passed, the close of sealed bids will be announced. Sealed bids will then be publicly opened and announced. Finally, electronic internet bids will be accessed and announced. Sale and Award: The sale and award of the Bonds will be held at the Council Chambers, City Hall, 230 West Hickman Road, Waukee, Iowa at a meeting of the City Council on the above date at 5:30 P.M. Official Statement: The Issuer has issued an Official Statement of information pertaining to the Bonds to be offered, including a statement of the Terms of Offering and an Official Bid Form, which is incorporated by reference as a part of this notice. The Official Statement may be obtained by request addressed to the Finance Director, City Hall, 230 West Hickman Road, Waukee, Iowa 50263; Telephone: 515-987-7919 or the Issuer's Municipal Advisor, PFM Financial Advisors LLC, 801 Grand Avenue, Suite 3300, Des Moines, Iowa, 50309, Telephone: 515-243-2600. Terms of Offering: All bids shall be in conformity with and the sale shall be in accordance with the Terms of Offering as set forth in the Official Statement. Legal Opinion: The Bonds will be sold subject to the opinion of Ahlers & Cooney, P.C., Attorneys of Des Moines, Iowa, as to the legality and their opinion will be furnished together with the printed Bonds without cost to the purchaser and all bids will be so conditioned. Except to the extent necessary to issue their opinion as to the legality of the Bonds, the attorneys will not examine or review or express any opinion with respect to the accuracy or completeness of documents, materials or statements made or furnished in connection with the sale, issuance or marketing of the Bonds. Rights Reserved: The right is reserved to reject any or all bids, and to waive any irregularities as deemed to be in the best interests of the public. By order of the City Council of the City of Waukee, State of Iowa. Rebecca D. Schuett City Clerk, City of Waukee, State of Iowa (End of Notice) PASSED AND APPROVED this 20th day of September, 2021. __________________________________ Mayor ATTEST: __________________________________ City Clerk This Preliminary Official Statement and the information contained herein are subject to completion, amendment or other change without notice. The Bonds may not be sold nor may offers to buy be accepted prior to the time the Preliminary Official Statement is delivered in final form. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Bonds in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the applicable securities laws of any such jurisdiction. PRELIMINARY OFFICIAL STATEMENT DATED SEPTEMBER 20, 2021 New Issue Rating: Moody’s Investors Service ‘Aa2’ Assuming compliance with certain covenants, in the opinion of Ahlers & Cooney, P.C., Bond Counsel, under present law and assuming continued compliance with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), interest on the Bonds is excludable from gross income for federal income tax purposes. Interest on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax. Interest on the Bonds is exempt from State of Iowa income tax purposes. The Bonds will NOT be designated as “qualified tax-exempt obligations”. See “TAX MATTERS” section herein for a more detailed discussion. CITY OF WAUKEE, IOWA $19,760,000* General Obligation Urban Renewal Bonds, Series 2021B BIDS RECEIVED: Monday, October 4, 2021, 10:00 A.M., Central Time AWARD: Monday, October 4, 2021, 5:30 P.M., Central Time Dated: Date of Delivery (November 4, 2021) Principal Due: June 1, as shown inside front cover The $19,760,000* General Obligation Urban Renewal Bonds, Series 2021B (the “Bonds”) are being issued pursuant to Division III of Chapters 384 and 403 of the Code of Iowa and a resolution (the “Resolution”) to be adopted by the City Council of the City of Waukee, Iowa (the “City”). The Bonds are being issued to pay the costs of aiding in the planning, undertaking and carrying out of urban renewal projects under the authority of Iowa Code chapter 403 and the Urban Renewal Plans for the Waukee Unified Urban Renewal Area, as amended, the Waukee Consolidated Urban Renewal Area, as amended, and the North Waukee Residential Urban Renewal Area, including opening, widening, extending, grading, and draining of the right-of-way of streets, highways, avenues, alleys and public grounds, and market places, and the removal and replacement of dead or diseased trees thereon; the construction, reconstruction, and repairing of any street improvements, bridges, grade crossing separations and approaches; the acquisition, installation, and repair of sidewalks, culverts, retaining walls, storm sewers, sanitary sewers, water service lines, street lighting, and traffic control devices and signage; and the acquisition of any real estate needed for any of the foregoing purposes. The Bonds are general obligations of the City for which the City will pledge its power of levy direct ad valorem taxes against all taxable property within the City without limitation as to rate or amount to the repayment of the Bonds. The Bonds will be issued as fully registered Bonds without coupons and, when issued, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). DTC will act as securities depository for the Bonds. Individual purchases may be made in book-entry-only form, in the principal amount of $5,000 and integral multiples thereof. The purchaser will not receive certificates representing their interest in the Bonds purchased. Principal of the Bonds, payable annually on each June 1, beginning June 1, 2022, and interest on the Bonds, payable initially on June 1, 2022 and thereafter on each December 1 and June 1, will be paid to DTC by the City’s Registrar/Paying Agent, UMB Bank N.A., West Des Moines, Iowa (the “Registrar”). DTC will in turn remit such principal and interest to its participants for subsequent disbursements to the beneficial owners of the Bonds as described herein. Interest and principal shall be paid to the registered holder of a bond as shown on the records of ownership maintained by the Registrar as of the 15th day of the month preceding the interest payment date (the “Record Date”). THE BONDS WILL MATURE AS LISTED ON THE INSIDE FRONT COVER MINIMUM BID: $19,562,400 GOOD FAITH DEPOSIT: $197,600 Required of Purchaser Only TAX MATTERS: Federal: Tax-Exempt State: Tax-Exempt See “TAX MATTERS” for more details The Bonds are offered, subject to prior sale, withdrawal or modification, when, as, and if issued subject to the legal opinion of Ahlers & Cooney, P.C., Bond Counsel, Des Moines Iowa, to be furnished upon delivery of the Bonds. Ahlers & Cooney, P.C. is also serving as Disclosure Counsel for the City in connection with the issuance of the Bonds. It is expected the Bonds in the definitive form will be available on or about November 4, 2021 via Fast Automated Securities Transfer delivery with the Registrar holding the Bonds on behalf of DTC. The Preliminary Official Statement in the form presented is deemed final for purposes of Rule 15c2-12 of the Securities and Exchange Commission, subject to revisions, corrections or modifications as determined to be appropriate, and is authorized to be distributed in connection with the offering of the Bonds for sale. * Preliminary; subject to change. CITY OF WAUKEE, IOWA $19,760,000* General Obligation Urban Renewal Bonds, Series 2021B MATURITY: The Bonds will mature June 1 in the years and amounts as follows: Year Amount* Year Amount* 2022 $200,000 2032 $1,260,000 2023 250,000 2033 1,315,000 2024 300,000 2034 1,375,000 2025 595,000 2035 1,065,000 2026 655,000 2036 1,115,000 2027 715,000 2037 1,165,000 2028 1,070,000 2038 1,220,000 2029 1,110,000 2039 1,270,000 2030 1,155,000 2040 1,330,000 2031 1,205,000 2041 1,390,000 * PRINCIPAL ADJUSTMENT: Preliminary; subject to change. The City reserves the right to increase or decrease the aggregate principal amount of the Bonds and to increase or reduce each scheduled maturity thereof after the determination of the successful bidder. The City may increase or decrease each maturity in increments of $5,000 but the total amount to be issued will not exceed $22,000,000. Interest rates specified by the successful bidder for each maturity will not change. Final adjustments shall be in the sole discretion of the City. The dollar amount of the purchase price proposed by the successful bidder will be changed if the aggregate principal amount of the Bonds is adjusted as described above. Any change in the principal amount of any maturity of the Bonds will be made while maintaining, as closely as possible, the successful bidder's net compensation, calculated as a percentage of bond principal. The successful bidder may not withdraw or modify its bid as a result of any post- bid adjustment. Any adjustment shall be conclusive and shall be binding upon the successful bidder. INTEREST: Interest on the Bonds will be payable on June 1, 2022 and semiannually thereafter. REDEMPTION: Bonds due after June 1, 2030 will be subject to call for prior redemption on said date or on any date thereafter upon terms of par plus accrued interest to date of call. Written notice of such call shall be given at least thirty (30) days prior to the date fixed for redemption to the registered owners of the Bonds to be redeemed at the address shown on the registration books. COMPLIANCE WITH S.E.C. RULE 15c2-12 Municipal bonds (issued in an aggregate amount over $1,000,000) are subject to General Rules and Regulations, Securities Exchange Act of 1934, Rule 15c2-12 Municipal Securities Disclosure. Preliminary Official Statement: This Preliminary Official Statement was prepared for the City for dissemination to prospective bidders. Its primary purpose is to disclose information regarding the Bonds to prospective bidders in the interest of receiving competitive bids in accordance with the TERMS OF OFFERING contained herein. Unless an addendum is received prior to the sale, this document shall be deemed the near final “Official Statement.” Review Period: This Preliminary Official Statement has been distributed to City staff as well as to prospective bidders for an objective review of its disclosure. Comments, omissions or inaccuracies must be submitted to PFM Financial Advisors LLC (the “Municipal Advisor”) at least two business days prior to the sale. Requests for additional information or corrections in the Preliminary Official Statement received on or before this date will not be considered a qualification of a bid received. If there are any changes, corrections or additions to the Preliminary Official Statement, prospective bidders will be informed by an addendum at least one business day prior to the sale. Final Official Statement: Upon award of sale of the Bonds, the legislative body will authorize the preparation of a final Official Statement that includes the offering prices, interest rates, selling compensation, aggregate principal amount, principal amount per maturity, anticipated delivery date and other information required by law and the identity of the syndicate manager (the “Syndicate Manager”) and syndicate members. Copies of the final Official Statement will be delivered to the Syndicate Manager within seven business days following the bid acceptance. REPRESENTATIONS No dealer, broker, salesman or other person has been authorized by the City, the Municipal Advisor or the underwriter to give any information or to make any representations other than those contained in this Preliminary Official Statement or the final Official Statement and, if given or made, such information and representations must not be relied upon as having been authorized by the City, the Municipal Advisor or the underwriter. This Preliminary Official Statement or the final Official Statement does not constitute an offer to sell or solicitation of an offer to buy, nor shall there be any sale of the Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The information set forth herein has been obtained from the City and other sources which are believed to be reliable, but it is not to be construed as a representation by the Municipal Advisor or underwriter. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Preliminary Official Statement or the final Official Statement, nor any sale made thereafter shall, under any circumstances, create any implication there has been no change in the affairs of the City or in any other information contained herein, since the date hereof. This Preliminary Official Statement is submitted in connection with the sale of the securities referred to herein and may not be reproduced or used, in whole or in part, for any other purpose. This Preliminary Official Statement and any addenda thereto were prepared relying on information from the City and other sources, which are believed to be reliable. Bond Counsel has not participated in the preparation of this Preliminary Official Statement and is not expressing any opinion as to the completeness or accuracy of the information contained therein. Ahlers & Cooney, P.C. is also serving as Disclosure Counsel to the City in connection with the issuance of the Bonds. Compensation of the Municipal Advisor, payable entirely by the City, is contingent upon the sale of the issue. CITY OF WAUKEE, IOWA City Council Courtney Clarke Mayor Anna Bergman Pierce Council Member Charlie Bottenberg Council Member Chris Crone Council Member Larry Lyon Council Member Ben Sinclair Council Member Administration Tim Moerman, City Administrator Rebecca Schuett, City Clerk Linda Burkhart, Finance Director City Attorney Brick, Gentry P.C. Steven P. Brick Des Moines, Iowa Bond Counsel and Disclosure Counsel Ahlers & Cooney, P.C. Des Moines, Iowa Municipal Advisor PFM Financial Advisors LLC Des Moines, Iowa TABLE OF CONTENTS TERMS OF OFFERING ..................................................................................................................................... i SCHEDULE OF BOND YEARS ................................................................................................................... viii EXHIBIT 1 - FORMS OF ISSUE PRICE CERTIFICATES PRELIMINARY OFFICIAL STATEMENT Introduction ....................................................................................................................................................... 1 Authority and Purpose ...................................................................................................................................... 1 Interest on the Bonds ........................................................................................................................................ 1 Optional Redemption of the Bonds ................................................................................................................... 2 Payment Of and Security For The Bonds ......................................................................................................... 2 Book-Entry-Only Issuance ................................................................................................................................ 2 Future Financing ............................................................................................................................................... 4 Litigation ........................................................................................................................................................... 4 Debt Payment History ....................................................................................................................................... 4 Legality ............................................................................................................................................................. 4 Tax Matters ....................................................................................................................................................... 5 Bondholder's Risks ........................................................................................................................................... 8 Rating .............................................................................................................................................................. 12 Municipal Advisor .......................................................................................................................................... 12 Continuing Disclosure .................................................................................................................................... 12 Financial Statements ....................................................................................................................................... 13 Certification .................................................................................................................................................... 13 APPENDIX A - FINANCIAL INFORMATION ABOUT THE CITY OF WAUKEE, IOWA APPENDIX B - GENERAL INFORMATION ABOUT THE CITY OF WAUKEE, IOWA APPENDIX C - FORM OF LEGAL OPINION APPENDIX D - JUNE 30, 2020 INDEPENDENT AUDITOR’S REPORTS APPENDIX E - FORM OF CONTINUING DISCLOSURE CERTIFICATE OFFICIAL BID FORM i TERMS OF OFFERING CITY OF WAUKEE, IOWA Bids for the purchase of the City of Waukee, Iowa’s (the “City”) $19,760,000* General Obligation Urban Renewal Bonds, Series 2021B (the “Bonds”) will be received on Monday, October 4, 2021, before 10:00 A.M., Central Time, after which time they will be tabulated. The City Council will consider award of the Bonds at 5:30 P.M., Central Time, on the same day. Questions regarding the sale of the Bonds should be directed to the City’s Municipal Advisor, PFM Financial Advisors LLC (the “Municipal Advisor”), 801 Grand Avenue, Suite 3300, Des Moines, Iowa 50309, telephone 515-724-5724. Information may also be obtained from Ms. Linda Burkhart, Finance Director, City of Waukee, 230 West Hickman Road, Waukee, Iowa 50263, telephone 515-978-7919. This section sets forth the description of certain terms of the Bonds as well as the TERMS OF OFFERING with which all bidders and bid proposals are required to comply, as follows: DETAILS OF THE BONDS GENERAL OBLIGATION URBAN RENEWAL BONDS, SERIES 2021B in the principal amount of $19,760,000*, will be dated the date of delivery date (anticipated to be November 4, 2021) in the denomination of $5,000 or multiples thereof, and will mature June 1 as follows: Year Amount* Year Amount* 2022 $200,000 2032 $1,260,000 2023 250,000 2033 1,315,000 2024 300,000 2034 1,375,000 2025 595,000 2035 1,065,000 2026 655,000 2036 1,115,000 2027 715,000 2037 1,165,000 2028 1,070,000 2038 1,220,000 2029 1,110,000 2039 1,270,000 2030 1,155,000 2040 1,330,000 2031 1,205,000 2041 1,390,000 * Preliminary; subject to change. ADJUSTMENT TO BOND MATURITY AMOUNTS The City reserves the right to increase or decrease the aggregate principal amount of the Bonds and to increase or decrease each scheduled maturity thereof after the determination of the successful bidder. The City may increase or reduce each maturity in increments of $5,000 but the total amount to be issued will not exceed $22,000,000. Interest rates specified by the successful bidder for each maturity will not change. Interest rates specified by the successful bidder for each maturity will not change. Final adjustments shall be in the sole discretion of the City. The dollar amount of the purchase price proposed by the successful bidder will be changed if the aggregate principal amount of the Bonds is adjusted as described above. Any change in the principal amount of any maturity of the Bonds will be made while maintaining, as closely as possible, the successful bidder's net compensation, calculated as a percentage of bond principal. The successful bidder may not withdraw or modify its bid as a result of any post-bid adjustment. Any adjustment shall be conclusive and shall be binding upon the successful bidder. INTEREST ON THE BONDS Interest on the Bonds will be payable on June 1, 2022 and semiannually on the 1st day of December and June thereafter. Interest and principal shall be paid to the registered holder of an Obligation as shown on the records of ownership maintained by the Registrar as of the 15th day of the month preceding such interest payment date (the “Record Date”). Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to rules of the Municipal Securities Rulemaking Board. ii OPTIONAL REDEMPTION OF THE BONDS Bonds due after June 1, 2030 will be subject to call prior to maturity in whole, or from time to time in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the City, upon terms of par plus accrued interest to date of call. Written notice of such call shall be given at least thirty (30) days prior to the date fixed for redemption to the registered owners of the Bonds to be redeemed at the address shown on the registration books. TERM BOND OPTION Bidders shall have the option of designating the Bonds as serial bonds or term bonds, or both. The bid must designate whether each of the principal amounts shown above represent a serial maturity or a mandatory redemption requirement for a term bond maturity. (See the OFFICIAL BID FORM for more information.) In any event, the above principal amounts scheduled shall be represented by either serial bond maturities or mandatory redemption requirements, or a combination of both. GOOD FAITH DEPOSIT A good faith deposit in the amount of $197,600 for the Bonds (the “Deposit”) is required from the lowest bidder of the Bonds. The lowest bidder is required to submit such Deposit payable to the order of the City in the form of either (i) a cashier’s check provided to the City or its Municipal Advisor, or (ii) a wire transfer as instructed by the City’s Municipal Advisor no later than 12:00 P.M., Central Time, on the day of sale of the Bonds. If not so received, the bid of the lowest bidder may be rejected and the City may direct the second lowest bidder to submit a Deposit and, thereafter, may award the sale of the Bonds to the same. No interest on the Deposit will accrue to the successful bidder (the “Purchaser”). The Deposit will be applied to the purchase price of the Bonds. In the event a Purchaser fails to honor its accepted bid proposal, the Deposit will be retained by the City. FORM OF BIDS AND AWARD All bids shall be unconditional for the Bonds for a price not less than $19,562,400 plus accrued interest and shall specify the rate or rates of interest in conformity to the limitations set forth under the “BIDDING PARAMETERS” section herein. Bids must be submitted on or in substantial compliance with the OFFICIAL BID FORM provided by the City. The Bonds will be awarded to the bidder offering the lowest interest rate to be determined on a true interest cost (the “TIC”) basis assuming compliance with the “ESTABLISHMENT OF ISSUE PRICE” and “GOOD FAITH DEPOSIT” sections herein. The TIC shall be determined by the present value method, i.e., by ascertaining the semiannual rate, compounded semiannually, necessary to discount to present value as of the dated date of the Bonds, the amount payable on each interest payment date and on each stated maturity date or earlier mandatory redemption, so that the aggregate of such amounts will equal the aggregate purchase price offered therefore. The TIC shall be stated in terms of an annual percentage rate and shall be that rate of interest, which is twice the semiannual rate so ascertained (also known as the Canadian Method). The TIC shall be as determined by the Municipal Advisor based on the TERMS OF OFFERING and all amendments, and on the bids as submitted. The Municipal Advisor’s computation of the TIC of each bid shall be controlling. In the event of tie bids for the lowest TIC, the Bonds will be awarded by lot. The City will reserve the right to: (i) waive non-substantive informalities of any bid or of matters relating to the receipt of bids and award of the Bonds, (ii) reject all bids without cause, and (iii) reject any bid which the City determines to have failed to comply with the terms herein. BIDDING PARAMETERS The bidder’s proposal must conform to the following limitations: 1. Each annual maturity shall bear a single rate of interest from the dated date of the Bonds to the date of maturity. 2. Rates of interest bid must be in multiples of one-eighth or one-twentieth of one percent. 3. The initial price to the public for each maturity must be 98% or greater. iii RECEIPT OF BIDS Forms of Bids: Bids must be submitted on or in substantial compliance with the TERMS OF OFFERING and OFFICIAL BID FORM provided by the City or through PARITY® competitive bidding system (the “Internet Bid System”). Neither the City nor its agents shall be responsible for malfunction or mistake made by any person, or as a result of the use of the electronic bid or any other means used to deliver or complete a bid. The use of such means is at the sole risk of the prospective bidder who shall be bound by the terms of the bid as received. No bid will be accepted after the time specified in the TERMS OF OFFERING and OFFICIAL BID FORM. The time, as maintained by the Internet Bid System, shall constitute the official time with respect to all bids submitted. A bid may be withdrawn before the bid deadline using the same method used to submit the bid. If more than one bid is received from a bidder, the last bid received shall be considered. Sealed Bidding: Sealed bids may be submitted and will be received at the office of the City Clerk at City Hall, 230 West Hickman Road, Waukee, Iowa 50263. Electronic Internet Bidding: Electronic internet bids will be received at the office of the City Clerk at City Hall, 230 West Hickman Road, Waukee, Iowa 50263. Electronic internet bids must be submitted through the Internet Bid System. Information about the Internet Bid System may be obtained by calling 212-849-5021. Each prospective bidder shall be solely responsible for making necessary arrangements to access the Internet Bid System for purposes of submitting its electronic internet bid in a timely manner and in compliance with the requirements of the TERMS OF OFFERING and OFFICIAL BID FORM. The City is permitting bidders to use the services of the Internet Bid System solely as a communication mechanism to conduct the electronic internet bidding and the Internet Bid System is not an agent of the City. Provisions of the TERMS OF OFFERING and OFFICIAL BID FORM shall control in the event of conflict with information provided by the Internet Bid System. Electronic Facsimile Bidding: Electronic facsimile bids will be received at the office of the City Clerk at City Hall, 230 West Hickman Road, Waukee, Iowa 50263 (facsimile number: 515-987-1845) or the City’s Municipal Advisor, PFM Financial Advisors LLC, Des Moines, Iowa (facsimile number: 515-243-6994). Electronic facsimile bids will be sealed and treated as sealed bids. Electronic facsimile bids received after the deadline will be rejected. Bidders electing to submit bids via electronic facsimile transmission bear full responsibility for the transmission of such bid. Neither the City nor its agents shall be responsible for malfunction or mistake made by any person, or as a result of the use of the electronic facsimile facilities or any other means used to deliver or complete a bid. The use of such facilities or means is at the sole risk of the prospective bidder who shall be bound by the terms of the bid as received. Neither the City nor its agents will assume liability for the inability of the bidder to reach the above-named facsimile numbers prior to the time of sale specified above. Time of receipt shall be the time recorded by the facsimile operator receiving the bids. BOOK-ENTRY-ONLY ISSUANCE The Bonds will be issued by means of a book-entry-only system with no physical distribution of obligation certificates made to the public. The Bonds will be issued in fully registered form and one bond certificate, representing the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of Cede & Co. as nominee of The Depository Trust Company (“DTC”), New York, New York, which will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants. Principal and interest are payable by the Registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial owners. The Purchaser, as a condition of delivery of the Bonds, will be required to deposit the obligation certificates with DTC. iv MUNICIPAL BOND INSURANCE AT PURCHASER’S OPTION If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefore at the option of the bidder, the purchase of any such insurance policy or the issuance of any such commitment shall be at the sole option and expense of the Purchaser. Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall be paid by the Purchaser, except that, if the City has requested and received a rating on the Bonds from a rating agency, the City will pay that initial rating fee. Any other rating agency fees shall be the responsibility of the Purchaser. Failure of the municipal bond insurer to issue the policy after the Bonds have been awarded to the Purchaser shall not constitute cause for failure or refusal by the Purchaser to accept delivery on the Bonds. The City reserves the right in its sole discretion to accept or deny changes to the financing documents requested by the insurer selected by the Purchaser. DELIVERY The Bonds will be delivered to the Purchaser via Fast Automated Securities Transfer delivery with the Registrar holding the Bonds on behalf of DTC, against full payment in immediately available cash or federal funds. The Bonds are expected to be delivered within forty-five days after the sale. Should delivery be delayed beyond sixty days from the date of sale for any reason except failure of performance by the Purchaser, the Purchaser may withdraw their bid and thereafter their interest in and liability for the Bonds will cease. When the Bonds are ready for delivery, the City will give the Purchaser five working days’ notice of the delivery date and the City will expect payment in full on that date; otherwise, reserving the right at its option to determine that the Purchaser failed to comply with the offer of purchase. ELECTRONIC TRANSCRIPTS The Purchaser consents to the receipt of electronic transcripts and acknowledges the City’s intended use of electronically executed documents. Iowa Code chapter 554D establishes electronic signatures have the full weight and legal authority as manual signatures. ESTABLISHMENT OF ISSUE PRICE The Purchaser shall assist the City in establishing the issue price of the Bonds and shall execute and deliver to the City at closing an “issue price” or similar certificate setting forth the reasonably expected initial offering price to the public or the sales price or prices of the Bonds, together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto in EXHIBIT 1 - FORMS OF ISSUE PRICE CERTIFICATES to the TERMS OF OFFERING, with such modifications as may be appropriate or necessary in the reasonable judgment of the Purchaser, the City and Bond Counsel, will need to be signed by the Purchaser. All actions to be taken by the City under the TERMS OF OFFERING to establish the issue price of the Bonds may be taken on behalf of the City by the Municipal Advisor identified herein and any notice or report to be provided to the City may be provided to the Municipal Advisor. The City intends the provisions of Treasury Regulation Section 1.148-1(f)(3)(i) (defining “competitive sale” for purposes of establishing the issue price of the Bonds) will apply to the initial sale of the Bonds (the “competitive sale requirements”) because (i) the City shall disseminate this TERMS OF OFFERING to potential underwriters in a manner that is reasonably designed to reach potential underwriters, (ii) all bidders shall have an equal opportunity to bid, (iii) the City may receive bids from at least three underwriters of municipal bonds who have established industry reputations for underwriting new issuances of municipal bonds, and (iv) the City anticipates awarding the sale of the Bonds to the bidder who submits a firm offer to purchase the Bonds at the highest price (or lowest interest cost), as set forth in the TERMS OF OFFERING. Any bid submitted pursuant to the TERMS OF OFFERING shall be considered a firm offer for the purchase of the Bonds, as specified in the bid. v In the event the competitive sale requirements are not satisfied for the Bonds, the City shall so advise the Purchaser. The City may determine to treat (i) the first price at which 10% of a maturity of the Bonds (the “10% test”) is sold to the public as the issue price of that maturity, and/or (ii) the initial offering price to the public as of the sale date of any maturity of the Bonds as the issue price of that maturity (the “hold-the-offering-price rule”), in each case applied on a maturity-by-maturity basis. The Purchaser shall advise the City if any maturity of the Bonds satisfies the 10% test as of the date and time of the award of the Bonds. The City shall promptly advise the Purchaser, at or before the time of award of the Bonds, which maturities of the Bonds shall be subject to the 10% test or shall be subject to the hold-the- offering-price rule. Bids will not be subject to cancellation in the event the City determines to apply the hold-the- offering-price rule to any maturity of the Bonds. Prospective bidders should prepare their bids on the assumption that some or all of the maturities of each respective series of the Bonds will be subject to the hold-the-offering- price rule in order to establish the issue price of the Bonds. By submitting a bid, the Purchaser shall (i) confirm the underwriters have offered or will offer the Bonds to the public on or before the date of award at the offering price or prices (the “initial offering price”), or at the corresponding yield or yields, set forth in the bid submitted by the Purchaser, and (ii) agree, on behalf of the underwriters participating in the purchase of the Bonds, that the underwriters will neither offer nor sell unsold Bonds of any maturity to which the hold- the-offering-price rule shall apply to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of (a) the close of the fifth (5th) business day after the sale date, or (b) the date on which the underwriters have sold at least 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public. The Purchaser shall promptly advise the City when the underwriters have sold 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public, if that occurs prior to the close of the fifth (5th) business day after the sale date. The City acknowledges that in making the representation set forth above, the Purchaser will rely on (i) the agreement of each underwriter to comply with the hold-the-offering-price rule, as set forth in an agreement among underwriters and the related pricing wires, (ii) in the event a selling group has been created in connection with the initial sale of the Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the hold-the- offering-price rule, as set forth in a selling group agreement and the related pricing wires, and (iii) in the event, an underwriter is a party to a retail distribution agreement that was employed in connection with the initial sale of the Bonds to the public, the agreement of each broker-dealer that is a party to such agreement to comply with the hold-the- offering-price rule, as set forth in the retail distribution agreement and the related pricing wires. The City further acknowledges that each underwriter shall be solely liable for its failure to comply with its agreement regarding the hold- the-offering-price rule and that no underwriter shall be liable for the failure of any other underwriter, or of any dealer who is a member of a selling group, or of any broker-dealer that is a party to a retail distribution agreement to comply with its corresponding agreement regarding the hold-the-offering-price rule as applicable to the Bonds. By submitting a bid, each bidder confirms that (i) any agreement among underwriters, any selling group agreement and each retail distribution agreement (to which the bidder is a party) relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter, each dealer who is a member of the selling group, and each broker-dealer that is a party to such retail distribution agreement, as applicable, to (a) report the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notified by the Purchaser that either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that maturity have been sold to the public, and (b) comply with the hold-the-offering-price rule, if applicable, in each case if and for so long as directed by the Purchaser and as set forth in the related pricing wires; and (ii) any agreement among underwriters relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter that is a party to a retail distribution agreement to be employed in connection with the initial sale of the Bonds to the public to require each broker-dealer that is a party to such retail distribution agreement to (a) report the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notified by the Purchaser or such underwriter that either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that maturity have been sold to the public, and (b) comply with the hold-the-offering-price rule, if applicable, in each case if and for so long as directed by the Purchaser or such underwriter and as set forth in the related pricing wires. vi Sales of any Bonds to any person that is a related party to an underwriter shall not constitute sales to the public for purposes of this TERMS OF OFFERING. Further, for purposes of this TERMS OF OFFERING, (i) “public” means any person other than an underwriter or a related party, (ii) “underwriter” means (a) any person that agrees pursuant to a written contract with the City (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public, and (b) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause “(a)” to participate in the initial sale of the Bonds to the public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the public); (iii) a Purchaser of any of the Bonds is a “related party” to an underwriter if the underwriter and the Purchaser are subject, directly or indirectly, to (a) at least 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (b) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (c) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other); and (iv) “sale date” means the date that the Bonds are awarded by the City to the Purchaser. OFFICIAL STATEMENT The City has authorized the preparation of a Preliminary Official Statement containing pertinent information relative to the Bonds. The Preliminary Official Statement will be further supplemented by offering prices, interest rates, selling compensation, aggregate principal amount, principal amount per maturity, anticipated delivery date and the identity of the underwriters, together with any other information required by law or deemed appropriate by the City, shall constitute a final Official Statement of the City with respect to the Bonds, as that term is defined in Rule 15c2-12 promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, (the “Rule”). By awarding the Bonds to any underwriter or underwriting syndicate submitting an OFFICIAL BID FORM, the City agrees that, no more than seven (7) business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded up to 15 copies of the final Official Statement to permit each “Participating Underwriter” (as that term is defined in the Rule) to comply with the provisions of such Rule. The City shall treat the senior managing underwriter of the syndicate to which the Bonds are awarded as its designated agent for purposes of distributing copies of the final Official Statement to the Participating Underwriter. Any underwriter executing and delivering an OFFICIAL BID FORM with respect to the Bonds agrees thereby that if its bid is accepted by the City, (i) it shall accept such designation, and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the final Official Statement. CONTINUING DISCLOSURE The City will covenant in a Continuing Disclosure Certificate for the benefit of the owners and beneficial owners of the Bonds to provide annually certain financial information and operating data relating to the City (the “Annual Report”), and to provide notices of the occurrence of certain enumerated events. The Annual Report is to be filed by the City not later than two hundred seventy (270) days after the close of each fiscal year, commencing with the Fiscal Year ending June 30, 2021, with the Municipal Securities Rulemaking Board, at its internet repository named “Electronic Municipal Market Access” (“EMMA”). The notices of events, if any, are also to be filed with EMMA. See FORM OF CONTINUING DISCLOSURE CERTIFICATE included in APPENDIX E to this Preliminary Official Statement. The specific nature of the information to be contained in the Annual Report or the notices of events, and the manner in which such materials are to be filed, are summarized in the FORM OF CONTINUING DISCLOSURE CERTIFICATE. These covenants have been made in order to assist the Purchaser in complying with section (b)(5) of the Rule. Within the past five years, the City inadvertently failed to timely file a notice of financial obligation for the private placement of their Series 2020A Bonds. The City initiated a public bid process for Series 2020A, but rejected all bids received due to the market turmoil associated with the onset of the COVID-19 pandemic. The negotiated placement closed on May 7, 2020. A filing along with a notice of their failure to timely file was posted to EMMA on August 26, 2020. The City failed to timely file a notice of financial obligation related to the amendment of a development agreement approved on August 3, 2020. A filing along with a notice of failure to timely file was posted to EMMA on September 16, 2020. Aside from those noted here, the City is not aware of any other instance in the previous five years in which it has failed to comply, in all material respects, with previous undertakings in a written contract or agreement specified in paragraph (b)(5)(i) of the Rule. vii Breach of the undertakings will not constitute a default or an “Event of Default” under the Bonds or the Resolution. A broker or dealer is to consider a known breach of the undertakings, however, before recommending the purchase or sale of the Bonds in the secondary market. Thus, a failure on the part of the City to observe the undertakings may adversely affect the transferability and liquidity of the Bonds and their market price. CUSIP NUMBERS It is anticipated the Committee on Uniform Security Identification Procedures (“CUSIP”) numbers will be printed on the Bonds and the Purchaser must agree in the bid proposal to pay the cost thereof. In no event will the City, Bond Counsel or Municipal Advisor be responsible for the review or express any opinion that the CUSIP numbers are correct. Incorrect CUSIP numbers on said Bonds shall not be cause for the Purchaser to refuse to accept delivery of said Bonds. BY ORDER OF THE CITY COUNCIL City of Waukee, Iowa /s/ Linda Burkhart, Finance Director viii $19,760,000* CITY OF WAUKEE, IOWA General Obligation Urban Renewal Bonds, Series 2021B Bonds Dated: Interest Due: June 1, 2022 and each December 1 and June 1 to maturity Principal Due: June 1, 2022-2041 Cumulative Year Bond Years Bond Years 2022 $200,000 115.00 115.00 2023 250,000 393.75 508.75 2024 300,000 772.50 1,281.25 2025 595,000 2,127.13 3,408.38 2026 655,000 2,996.63 6,405.00 2027 715,000 3,986.13 10,391.13 2028 1,070,000 7,035.25 17,426.38 2029 1,110,000 8,408.25 25,834.63 2030 1,155,000 9,904.13 35,738.75 2031 1,205,000 11,537.88 47,276.63 2032 1,260,000 13,324.50 60,601.13 2033 1,315,000 15,221.13 75,822.25 2034 1,375,000 17,290.63 93,112.88 2035 1,065,000 14,457.38 107,570.25 2036 1,115,000 16,251.13 123,821.38 2037 1,165,000 18,144.88 141,966.25 2038 1,220,000 20,221.50 162,187.75 2039 1,270,000 22,320.25 184,508.00 2040 1,330,000 24,704.75 209,212.75 2041 1,390,000 27,209.25 236,422.00 Average Maturity (dated date): 11.965 Years * Preliminary; subject to change SCHEDULE OF BOND YEARS November 4, 2021 Principal* EXHIBIT 1 FORMS OF ISSUE PRICE CERTIFICATES EXHIBIT 1-A to TERMS OF OFFERING COMPETITIVE SALES WITH AT LEAST THREE BIDS FROM ESTABLISHED UNDERWRITERS ISSUE PRICE CERTIFICATE $_______ General Obligation Urban Renewal Bonds, Series 2021B City of Waukee, Iowa The undersigned, on behalf of [NAME OF UNDERWRITER] ("Purchaser"), hereby certifies as set forth below with respect to the sale of the above-captioned obligations (the "Bonds"). 1. Reasonably Expected Initial Offering Price. a) As of the Sale Date, the reasonably expected initial offering prices of the Bonds to the Public by Purchaser are the prices listed in Schedule A (the "Expected Offering Prices"). The Expected Offering Prices are the prices for the Maturities of the Bonds used by Purchaser in formulating its bid to purchase the Bonds. Attached as Schedule B is a true and correct copy of the bid provided by Purchaser to purchase the Bonds. b) Purchaser was not given the opportunity to review other bids prior to submitting its bid. c) The bid submitted by Purchaser constituted a firm offer to purchase the Bonds. 2. Defined Terms. a) Issuer means City of Waukee, Iowa. b) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate Maturities. c) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term "related party" for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. d) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is October 4, 2021. e) Underwriter means (i) the Purchaser or any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public). EXHIBIT 1-A to TERMS OF OFFERING f) The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents Purchaser’s interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer and its advisors with respect to certain of the representations set forth in the Tax Exemption Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Bond Counsel in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds. [UNDERWRITER] By:_______________________________________ Name:_____________________________________ Dated: November 4, 2021 EXHIBIT 1-A to TERMS OF OFFERING SCHEDULE A EXPECTED OFFERING PRICES $_______ General Obligation Urban Renewal Bonds, Series 2021B City of Waukee, Iowa (Attached) EXHIBIT 1-A to TERMS OF OFFERING SCHEDULE B COPY OF UNDERWRITER’S BID $_______ General Obligation Urban Renewal Bonds, Series 2021B City of Waukee, Iowa (Attached) EXHIBIT 1-B to TERMS OF OFFERING COMPETITIVE SALES WITH FEWER THAN THREE BIDS FROM ESTABLISHED UNDERWRITERS HOLD OFFERING PRICE ISSUE PRICE CERTIFICATE $_______ General Obligation Urban Renewal Bonds, Series 2021B City of Waukee, Iowa The undersigned, on behalf of [NAME OF UNDERWRITER/REPRESENTATIVE] (["Purchaser")][the "Representative")][, on behalf of itself and [NAMES OF OTHER UNDERWRITERS] (together, the "Underwriting Group"),] hereby certifies as set forth below with respect to the sale and issuance of the above-captioned obligations (the "Bonds"). 1. Sale of the General Rule Maturities. As of the date of this certificate, for each Maturity of the General Rule Maturities, the first price at which at least 10% of such Maturity was sold to the Public is the respective price listed in Schedule A. 2. Initial Offering Price of the Hold-the-Offering-Price Maturities. a) [Purchaser][The Underwriting Group] offered the Hold-the-Offering-Price Maturities to the Public for purchase at the respective initial offering prices listed in Schedule A (the "Initial Offering Prices") on or before the Sale Date. A copy of the pricing wire or equivalent communication for the Bonds is attached to this certificate as Schedule B. b) As set forth in the Official Terms of Offering and bid award, [Purchaser][the members of the Underwriting Group] [has][have] agreed in writing that, (i) for each Maturity of the Hold-the-Offering-Price Maturities, [it][they] would neither offer nor sell any of the Bonds of such Maturity to any person at a price that is higher than the Initial Offering Price for such Maturity during the Holding Period for such Maturity (the "hold-the-offering-price rule"), and (ii) any selling group agreement shall contain the agreement of each dealer who is a member of the selling group, and any retail distribution agreement shall contain the agreement of each broker-dealer who is a party to the retail distribution agreement, to comply with the hold-the-offering-price rule. Pursuant to such agreement, no Underwriter (as defined below) has offered or sold any Maturity of the Hold-the-Offering-Price Maturities at a price that is higher than the respective Initial Offering Price for that Maturity of the Bonds during the Holding Period. 3. Defined Terms. a) General Rule Maturities means those Maturities of the Bonds listed in Schedule A hereto as the "General Rule Maturities." b) Hold-the-Offering-Price Maturities means those Maturities of the Bonds listed in Schedule A hereto as the "Hold-the-Offering-Price Maturities." c) Holding Period means, with respect to a Hold-the-Offering-Price Maturity, the period starting on the Sale Date and ending on the earlier of (i) the close of the fifth business day after the Sale Date, or (ii) the date on which [Purchaser][the Underwriters] [has][have] sold at least 10% of such Hold-the-Offering-Price Maturity to the Public at prices that are no higher than the Initial Offering Price for such Hold-the-Offering-Price Maturity. EXHIBIT 1-B to TERMS OF OFFERING d) Issuer means City of Waukee, Iowa. e) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate maturities. f) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term "related party" for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. g) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is October 4, 2021. h) Underwriter means (i) the Purchaser or any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public). i) The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents [the Purchaser][the Representative's] interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer and its advisors with respect to certain of the representations set forth in the Tax Exemption Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Bond Counsel in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds. [UNDERWRITER][REPRESENTATIVE] By:____________________________________ Name:__________________________________ Dated: November 4, 2021 EXHIBIT 1-B to TERMS OF OFFERING SCHEDULE A SALE PRICES OF THE GENERAL RULE MATURITIES AND INITIAL OFFERING PRICES OF THE HOLD-THE-OFFERING-PRICE MATURITIES $_______ General Obligation Urban Renewal Bonds, Series 2021B City of Waukee, Iowa (Attached) EXHIBIT 1-B to TERMS OF OFFERING SCHEDULE B PRICING WIRE OR EQUIVALENT COMMUNICATION $_______ General Obligation Urban Renewal Bonds, Series 2021B City of Waukee, Iowa (Attached) 1 PRELIMINARY OFFICIAL STATEMENT CITY OF WAUKEE, IOWA $19,760,000* General Obligation Urban Renewal Bonds, Series 2021B INTRODUCTION This Preliminary Official Statement contains information relating to the City of Waukee, Iowa (the “City”) and its issuance of $19,760,000* General Obligation Urban Renewal Bonds, Series 2021B (the “Bonds”). This Preliminary Official Statement has been executed on behalf of the City by its Finance Director and may be distributed in connection with the sale of the Bonds authorized therein. Inquiries regarding the Bonds may be made to the City’s Municipal Advisor, PFM Financial Advisors LLC (the “Municipal Advisor”), 801 Grand Avenue, Suite 3300, Des Moines, Iowa 50309, telephone 515-724-5724. Information may also be obtained from Ms. Linda Burkhart, Finance Director, City of Waukee, 230 West Hickman Road, Waukee, Iowa 50263, telephone 515-978-7919. AUTHORITY AND PURPOSE The Bonds are being issued pursuant to Division III of Chapters 384 and 403 of the Code of Iowa and a resolution (the “Resolution”) to be adopted by the City Council of the City. The Bonds are being issued to pay the costs of aiding in the planning, undertaking and carrying out of urban renewal projects under the authority of Iowa Code chapter 403 and the Urban Renewal Plans for the Waukee Unified Urban Renewal Area, as amended, the Waukee Consolidated Urban Renewal Area, as amended, and the North Waukee Residential Urban Renewal Area, including opening, widening, extending, grading, and draining of the right-of-way of streets, highways, avenues, alleys and public grounds, and market places, and the removal and replacement of dead or diseased trees thereon; the construction, reconstruction, and repairing of any street improvements, bridges, grade crossing separations and approaches; the acquisition, installation, and repair of sidewalks, culverts, retaining walls, storm sewers, sanitary sewers, water service lines, street lighting, and traffic control devices and signage; and the acquisition of any real estate needed for any of the foregoing purposes. The estimated sources and uses of the Bonds are as follows: Sources of Funds* Par Amount of Bonds $19,760,000.00 Uses of Funds* Deposit to Project Fund $19,476,322.00 Underwriter’s Discount 197,600.00 Cost of Issuance and Contingency 86,078.00 Total Uses $19,760,000.00 * Preliminary; subject to change. INTEREST ON THE BONDS Interest on the Bonds will be payable on June 1, 2022 and semiannually on the 1st day of December and June thereafter. Interest and principal shall be paid to the registered holder of a bond as shown on the records of ownership maintained by the Registrar as of the 15th day of the month preceding such interest payment date (the “Record Date”). Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to rules of the Municipal Securities Rulemaking Board. 2 OPTIONAL REDEMPTION OF THE BONDS The Bonds due after June 1, 2030 will be subject to call prior to maturity in whole, or from time to time in part, in any order of maturity and within a maturity by lot on said date or on any date thereafter at the option of the City, upon terms of par plus accrued interest to date of call. Written notice of such call shall be given at least thirty (30) days prior to the date fixed for redemption to the registered owners of the Bonds to be redeemed at the address shown on the registration books. PAYMENT OF AND SECURITY FOR THE BONDS The Bonds are general obligations of the City and the unlimited taxing powers of the City are irrevocably pledged for their payment. Upon issuance of the Bonds, the City will levy taxes for the years and in amounts sufficient to provide 100% of annual principal and interest due on the Bonds. If, however, the amount credited to the debt service fund for payment of the Bonds is insufficient to pay principal and interest, whether from transfers or from original levies, the City must use funds in its treasury and is required to levy ad valorem taxes upon all taxable property in the City without limit as to rate or amount sufficient to pay the debt service deficiency. Iowa Code section 76.2 provides that when an Iowa political subdivision issues general obligation bonds, “the governing authority of these political subdivisions before issuing bonds shall, by resolution, provide for the assessment of an annual levy upon all the taxable property in the political subdivision sufficient to pay the interest and principal of the bonds within a period named not exceeding twenty years. A certified copy of this resolution shall be filed with the county auditor or the auditors of the counties in which the political subdivision is located; and the filing shall make it a duty of the auditors to enter annually this levy for collection from the taxable property within the boundaries of the political subdivision until funds are realized to pay the bonds in full.” Nothing in the Resolution prohibits or limits the ability of the City to use legally available moneys other than the proceeds of the general ad valorem property taxes levied, as described in the preceding paragraph, to pay all or any portion of the principal of or interest on the Bonds. If, and to the extent such other legally available moneys are used to pay the principal of or interest on the Bonds, the City may, but shall not be required to (a) reduce the amount of taxes levied for such purpose, as described in the preceding paragraph; or (b) use proceeds of taxes levied, as described in the preceding paragraph, to reimburse the fund or account from which such other legally available moneys are withdrawn for the amount withdrawn from such fund or account to pay the principal of or interest on the Bonds. The Resolution doesn’t restrict the City’s ability to issue or incur additional general obligation debt, although issuance of additional general obligation debt is subject to the same constitutional and statutory limitations that apply to the issuance of the Bonds. For a further description of the City’s outstanding general obligation debt upon issuance of the Bonds and the annual debt service on the Bonds, see “DIRECT DEBT” under “CITY INDEBTEDNESS” included in APPENDIX A to this Preliminary Official Statement. For a description of certain constitutional and statutory limits on the issuance of general obligation debt, see “DEBT LIMIT” under “CITY INDEBTEDNESS” included in APPENDIX A to this Preliminary Official Statement. BOOK-ENTRY-ONLY ISSUANCE The information contained in the following paragraphs of this subsection “Book-Entry-Only Issuance” has been extracted from a schedule prepared by Depository Trust Company (“DTC”) entitled “SAMPLE OFFERING DOCUMENT LANGUAGE DESCRIBING DTC AND BOOK-ENTRY-ONLY ISSUANCE.” The information in this section concerning DTC and DTC’s book-entry-only system has been obtained from sources the City believes to be reliable, but the City takes no responsibility for the accuracy thereof. The Depository Trust Company (“DTC”), New York, NY, will act as securities depository for the securities (the “Securities”). The Securities will be issued as fully-registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully- registered Security certificate will be issued for each issue of the Securities, each in the aggregate principal amount of such issue, and will be deposited with DTC. If, however, the aggregate principal amount of any issue exceeds $500 million, one certificate will be issued with respect to each $500 million of principal amount, and an additional certificate will be issued with respect to any remaining principal amount of such issue. 3 DTC, the world’s largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments from over 100 countries that DTC’s participants (the “Direct Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry-only transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (the “Indirect Participants”). DTC has Standard & Poor’s rating: AA+. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive a credit for the Securities on DTC’s records. The ownership interest of each actual purchaser of each Security (the “Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Securities are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Securities, except in the event that use of the book-entry system for the Securities is discontinued. To facilitate subsequent transfers, all Securities deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not affect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Securities; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Securities are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Securities, such as redemptions, tenders, defaults, and proposed amendments to the Security documents. For example, Beneficial Owners of Securities may wish to ascertain that the nominee holding the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the Registrar and request that copies of notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of the Securities within an issue are being redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither DTC nor Cede & Co., nor any other DTC nominee, will consent or vote with respect to Securities unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts Securities are credited on the record date identified in a listing attached to the Omnibus Proxy. 4 Redemption proceeds, distributions, and dividend payments on the Securities will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from the City or Agent, on payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC, Agent, or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC, is the responsibility of the City or Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through its Participant, to Tender/Remarketing Agent, and shall effect delivery of such Securities by causing the Direct Participant to transfer the Participant’s interest in the Securities, on DTC’s records, to Tender/Remarketing Agent. The requirement for physical delivery of Securities in connection with an optional tender or a mandatory purchase will be deemed satisfied when the ownership rights in the Securities are transferred by Direct Participants on DTC’s records and followed by a book-entry credit of tendered Securities to Tender/Remarketing Agent’s DTC account. DTC may discontinue providing its services as depository with respect to the Securities at any time by giving reasonable notice to the City or Agent. Under such circumstances, in the event that a successor depository is not obtained, Security certificates are required to be printed and delivered. The City may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, Security certificates will be printed and delivered to DTC. The information in this section concerning DTC and DTC’s book-entry system has been obtained from sources that the City believes to be reliable, but the City takes no responsibility for the accuracy thereof. FUTURE FINANCING The City does not anticipate any additional borrowing needs within 90 days of this Preliminary Official Statement. LITIGATION The City is not aware of any threatened or pending litigation which, in the opinion of the City, if decided adversely to the City would be likely to result, either individually or in the aggregate, in final judgements against the City which would have a material adverse effect on the validity of the Bonds or the City’s ability to meet its financial obligations. DEBT PAYMENT HISTORY The City knows of no instance in which it has defaulted in the payment of principal or interest on its debt. LEGALITY The Bonds are subject to approval as to certain matters by Ahlers & Cooney, P.C. of Des Moines, Iowa as Bond Counsel. In addition, Ahlers & Cooney, P.C. serving as Disclosure Counsel has participated in the preparation of this Preliminary Official Statement. Bond Counsel has reviewed or prepared information describing the terms of the Bonds, Iowa and Federal law pertinent to the validity of and the tax status of interest on the Bonds, which can be found generally under the sections “AUTHORITY AND PURPOSE”, “OPTIONAL REDEMPTION OF THE BONDS”, “PAYMENT AND SECURITY FOR THE BONDS” and “TAX MATTERS”, herein. Additionally, Bond Counsel has provided its legal opinion and Continuing Disclosure Certificate, included in APPENDIX C and APPENDIX E, respectively, within this Preliminary Official Statement. Bond Counsel is not expressing any opinion as to the completeness or accuracy of the information contained in the Preliminary Official Statement. The FORM OF LEGAL OPINION as set out in APPENDIX C to this Preliminary Official Statement, will be delivered at closing. 5 The legal opinion, to be delivered concurrently with the delivery of the Bonds, expresses the professional judgment of the attorneys rendering the opinion as to legal issues expressly addressed therein. By rendering a legal opinion, the opinion giver does not become an insurer or guarantor of the result indicated by that expression of professional judgment, or of the transaction on which the opinion is rendered, or of the future performance of 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. There is no bond trustee or similar person to monitor or enforce the provisions of the Resolution. The owners of the Bonds should, therefore, be prepared to enforce such provisions themselves if the need to do so arises. In the event of a default in the payment of principal of or interest on the Bonds, there is no provision for acceleration of maturity of the principal of the Bonds. Consequently, the remedies of the owners of the Bonds (consisting primarily of an action in the nature of mandamus requiring the City and certain other public officials to perform the terms of the Resolution) may have to be enforced from year to year. The obligation to pay general ad valorem property taxes is secured by a statutory lien upon the taxed property but is not an obligation for which a property owner may be held personally liable in the event of a deficiency. The owners of the Bonds cannot foreclose on property within the boundaries of the City or sell such property in order to pay the debt service on the Bonds. See “LEVIES AND TAX COLLECTIONS” under “OTHER FINANCIAL INFORMATION” included in APPENDIX A to this Preliminary Official Statement, for a description of property tax collection and enforcement. In addition, the enforceability of the rights and remedies of owners of the Bonds may be subject to limitation as set forth in Bond Counsel’s opinion. The opinion will state, in part, that the obligation of the City with respect to the Bonds may be subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’ rights, heretofore or hereafter, enacted to the extent constitutionally applicable, to the exercise of judicial discretion in appropriate cases. TAX MATTERS Tax Exemptions and Related Considerations: Federal tax law contains a number of requirements and restrictions that apply to the Bonds. These include investment restrictions, periodic payments of arbitrage profits to the United States, requirements regarding the proper use of bond proceeds and facilities financed with bond proceeds, and certain other matters. The City has covenanted to comply with all requirements that must be satisfied in order for the interest on the Bonds to be excludable from gross income for federal income tax purposes. Failure to comply with certain of such covenants could cause interest on the Bonds to become includable in gross income for federal income tax purposes retroactively to the date of issuance of the Bonds. Subject to the City’s compliance with the above referenced covenants, under present law, in the opinion of Bond Counsel, interest on the Bonds is excludable from gross income for federal income tax purposes. Interest on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax. Prospective purchasers of the Bonds should be aware that ownership of the Bonds may result in collateral federal income tax consequences to certain taxpayers, including, without limitation, corporations subject to the branch profits tax, financial institutions, certain insurance companies, certain S corporations, individual recipients of Social Security or Railroad Retirement benefits and taxpayers who may be deemed to have incurred (or continued) indebtedness to purchase or carry tax-exempt obligations. Bond Counsel will not express any opinion as to such collateral tax consequences. Prospective purchasers of the Bonds should consult their tax advisors as to collateral federal income tax consequences. Ownership of the Bonds may result in other state and local tax consequences to certain taxpayers. Bond Counsel expresses no opinion regarding any such collateral consequences arising with respect to the Bonds. State of Iowa Tax Exemption: In the opinion of Bond Counsel, the interest on the Bonds is exempt from the taxes imposed by Division II (Personal Net Income Tax) and Division III (Business Tax on Corporations) of Chapter 422 of the Code of Iowa, as amended (the Iowa Code). Interest on the Bonds is subject to the taxes imposed by Division V (Taxation of Financial Institutions) of Chapter 422 of the Iowa Code, as amended. 6 Ownership of the Bonds may result in other state and local tax consequences to certain taxpayers. Bond Counsel expresses no opinion regarding any such collateral consequences arising with respect to the Bonds. Prospective purchasers of the Bonds should consult their tax advisors regarding the applicability of any such state and local taxes. NOT-Qualified Tax-Exempt Obligations: The City will NOT designate Bonds as “qualified tax-exempt obligations” under the exception provided in Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the “Code”). Discount and Premium on Certain Bonds: The initial public offering price of certain Bonds (the “Discount Bonds”) may be less than the amount payable on such Bonds at maturity. An amount equal to the difference between the initial public offering price of Discount Bonds (assuming that a substantial amount of the Discount Bonds of that maturity are sold to the public at such price) and the amount payable at maturity constitutes original issue discount to the initial purchaser of such Discount Bonds. Purchasers of Discount Bonds should consult with their own tax advisors with respect to the determination of accrued original issue discount on Discount Bonds for federal income tax purposes and with respect to the state and local tax consequences of owning and disposing of Discount Bonds. It is possible that, under applicable provisions governing determination of state and local income taxes, accrued interest on Discount Bonds may be deemed to be received in the year of accrual even though there will not be a corresponding cash payment. The initial public offering price of certain Bonds (the “Premium Bonds”) may be greater than the amount payable on such Premium Bonds at maturity. An amount equal to the difference between the initial public offering price of Premium Bonds (assuming that a substantial amount of the Premium Bonds of that maturity are sold to the public at such price) and the amount payable at maturity constitutes a premium to the initial purchaser of such Premium Bonds. Purchasers of the Premium Bonds should consult with their own tax advisors with respect to the determination of amortizable bond premium on Premium Bonds for federal income tax purposes and with respect to the state and local tax consequences of owning and disposing of Premium Bonds. Other Tax Advice: In addition to the income tax consequences described above, potential investors should consider the additional tax consequences of the acquisition, ownership, and disposition of the Bonds. For instance, state income tax law may differ substantially from state to state, and the foregoing is not intended to describe any aspect of the income tax laws of any state. Therefore, potential investors should consult their own tax advisors with respect to federal tax issues and with respect to the various state tax consequences of an investment in Bonds. Audits: The Internal Revenue Service (the “Service”) has an ongoing program of auditing tax-exempt obligations to determine whether, in the view of the Service, interest on such tax-exempt obligations is includable in the gross income of the owners thereof for federal income tax purposes. It cannot be predicted whether or not the Service will commence an audit of the Bonds. If an audit is commenced, under current procedures the Service may treat the City as a taxpayer and the bondholders may have no right to participate in such procedure. The commencement of an audit could adversely affect the market value and liquidity of the Bonds until the audit is concluded, regardless of the ultimate outcome. Withholdings: Payments of interest on, and proceeds of the sale, redemption or maturity of, tax-exempt obligations, including the Bonds, are in certain cases required to be reported to the Service. Additionally, backup withholding may apply to any such payments to any bond owner who fails to provide an accurate Form W-9 Request for Taxpayer Identification Number and Certification, or a substantially identical form, or to any Bond owner who is notified by the Service of a failure to report any interest or dividends required to be shown on federal income tax returns. The reporting and backup withholding requirements do not affect the excludability of such interest from gross income for federal tax purposes. Legislation: Legislation affecting tax-exempt obligations is regularly considered by the United States Congress and may be considered by the Iowa legislature. Judicial interpretation of state or federal laws, rules or regulations may also affect the tax treatment. There can be no assurance that legislation enacted or proposed, or actions by a court, after the date of issuance of the Bonds will not have an adverse effect on the tax status of interest or other income on the Bonds or the market value or marketability of the Bonds. These adverse effects could result, for example, from changes to federal or state income tax rates, changes in the structure of federal or state income taxes (including replacement with another type of tax), or repeal (or reduction in the benefit) of the exclusion of interest on the Bonds from gross income for federal or state income tax purposes for all or certain taxpayers. 7 Current and future legislative proposals, including some that carry retroactive effective dates, if enacted into law, or clarification of the Code may cause interest on the Bonds to be subject, directly or indirectly, to federal income taxation, or otherwise prevent owners of the Bonds from realizing the full current benefit of the tax status of such interest. Recent proposals have been made that could significantly reduce the benefit of, or otherwise affect, the exclusion from gross income of interest on obligations like the Bonds. The introduction or enactment of any such legislative proposals or clarification of the Code may also affect, perhaps significantly, the market price for, or marketability of, the Bonds. The prospective purchaser of the Bonds should consult their own tax advisors regarding any pending or proposed tax legislation, as to which Bond Counsel expresses no opinion except as expressly set forth in APPENDIX C to this Preliminary Official Statement. Enforcement: Holders of the Bonds shall have and possess all the rights of action and remedies afforded by the common law, the Constitution and statutes of the State of Iowa and of the United States of America for the enforcement of payment of the Bonds, including, but not limited to, the right to a proceeding in law or in equity by suit, action or mandamus to enforce and compel performance of the duties required by Iowa law and the Resolution authorizing issuance of the Bonds. There is no bond trustee or similar person to monitor or enforce the terms of the Resolution. In the event of a default in the payment of principal of or interest on the Bonds, there is no provision for acceleration of maturity of the principal of the Bonds. Consequently, the remedies of the owners of the Bonds (consisting primarily of an action in the nature of mandamus requiring the City and certain other public officials to perform the terms of the Resolution) may have to be enforced from year to year. The enforceability of the rights and remedies of owners of the Bonds may be subject to limitation as set forth in Bond Counsel’s opinion. The obligation to pay general ad valorem property taxes is secured by a statutory lien upon the taxed property but is not an obligation for which a property owner may be held personally liable in the event of a deficiency. The owners of the Bonds cannot foreclose on property within the boundaries of the City or sell such property in order to pay the debt service on the Bonds. In addition, the enforceability of the rights and remedies of owners of the Bonds may be subject to limitation as set forth in Bond Counsel's opinion. The opinion to be delivered concurrently with the delivery of the Bonds will be qualified as to the enforceability of the various legal instruments by limitations imposed by general principles of equity and public policy and by bankruptcy, reorganization, insolvency or other similar laws affecting the rights of creditors generally, and to the exercise of judicial discretion in appropriate cases. No representation is made, and no assurance is given, that the enforcement of any remedies with respect to such assets will result in sufficient funds to pay all amounts due under the Resolution, including principal of and interest on the Bonds. The Opinion: The opinion expressed by Bond Counsel are based upon existing legislation and regulations as interpreted by relevant judicial and regulatory authorities as of the date of issuance and delivery of the Bonds, and Bond Counsel has expressed no opinion as of any date subsequent thereto or with respect to any proposed or pending legislation, regulatory initiatives or litigation. Bond Counsel’s opinion is not a guarantee of a result, or of the transaction on which the opinion is rendered, or of the future performance of parties to the transaction, but represents its legal judgment based upon its review of existing statutes, regulations, published rulings and court decisions and the representations and covenants of the City described in this section. No ruling has been sought from the Service with respect to the matters addressed in the opinion of Bond Counsel and Bond Counsel’s opinions is not binding on the Service. Bond Counsel assumes no obligation to update its opinions after the issue date to reflect any further action, fact or circumstance, or change in law or interpretation, or otherwise. ALL POTENTIAL PURCHASERS OF THE BONDS SHOULD CONSULT WITH THEIR TAX ADVISORS WITH RESPECT TO FEDERAL, STATE AND LOCAL TAX CONSEQUENCES OF OWNERSHIP OF THE BONDS (INCLUDING BUT NOT LIMITED TO THOSE LISTED ABOVE). BONDHOLDER’S RISKS An investment in the Bonds is subject to certain risks. No person should purchase the Bonds unless such person understands the risks described below and is willing to bear those risks. There may be other risks not listed below 8 which may adversely affect the value of the Bonds. In order to identify risk factors and make an informed investment decision, potential investors should be thoroughly familiar with this entire Preliminary Official Statement (including the Appendices hereto) in order to make a judgment as to whether the Bonds are an appropriate investment. Secondary Market Not Established: There is no established secondary market for the Bonds, and there is no assurance that a secondary market will develop for the purchase and sale of the Bonds. Prices of municipal bonds traded in the secondary market, if any, are subject to adjustment upward and downward in response to changes in the credit markets and changes in the operating performance of the entities operating the facilities subject to bonded indebtedness. From time to time it may be necessary to suspend indefinitely secondary market trading in selected issues of municipal bonds as a result of the financial condition or market position, prevailing market conditions, lack of adequate current financial information about the entity, operating the subject facilities, or a material adverse change in the operations of that entity, whether or not the subject Bonds are in default as to principal and interest payments, and other factors which, may give rise to uncertainty concerning prudent secondary market practices. Municipal bonds are generally viewed as long-term investments, subject to material unforeseen changes in the investor’s circumstances, and may require commitment of the investor’s funds for an indefinite period of time, perhaps until maturity. EACH PROSPECTIVE PURCHASER IS RESPONSIBLE FOR ASSESSING THE MERITS AND RISKS OF AN INVESTMENT AND MUST BE ABLE TO BEAR THE ECONOMIC RISK OF SUCH INVESTMENT. THE SECONDARY MARKET FOR THE BONDS, IF ANY, COULD BE LIMITED. Ratings Loss: Moody’s Investors Service, Inc. (“Moody’s”) has assigned a rating of ‘__’ to the Bonds. Generally, a rating agency bases its rating on the information and materials furnished to it and on investigations, studies and assumptions of its own. There is no assurance the ratings will continue for any given period of time, or that such ratings will not be revised, suspended or withdrawn, if, in the judgment of Moody’s, circumstances so warrant. A revision, suspension or withdrawal of a rating may have an adverse effect on the market price of the Bonds. Rating agencies are currently not regulated by any regulatory body. Future regulation of rating agencies could materially alter the methodology, rating levels, and types of ratings available, for example, and these changes, if ever, could materially affect the market value of the Bonds. Matters Relating to Enforceability: Holders of the Bonds shall have and possess all the rights of action and remedies afforded by the common law, the Constitution and statutes of the State of Iowa and of the United States of America for the enforcement of payment of the Bonds, including but not limited to, the right to a proceeding in the law or in equity by suit, action or mandamus to enforce and compel performance of the duties required by Iowa law and the Resolution. The practical realization of any rights upon any default will depend upon the exercise of various remedies specified in the Resolution. The opinion, to be delivered concurrently with the delivery of the Bonds, will be qualified as to the enforceability of the various legal instruments by limitations imposed by general principals of equity and public policy and by bankruptcy, reorganization, insolvency or other similar laws affecting the rights of creditors generally. No representation is made and no assurance is given that the enforcement of any remedies with respect to such assets will result in sufficient funds to pay all amounts due under the Resolution, including principal of and interest on the Bonds. Forward-Looking Statements: This Preliminary Official Statement contains statements relating to future results that are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When used in this Preliminary Official Statement, the words “estimate,” “forecast,” “intend,” “expect” and similar expressions identify forward-looking statements. Any forward-looking statement is subject to uncertainty. Accordingly, such statements are subject to risks that could cause actual results to differ, possibly materially, from those contemplated in such forward- looking statements. Inevitably, some assumptions used to develop forward-looking statements will not be realized or unanticipated events and circumstances may occur. Therefore, investors should be aware there are likely to be differences between forward-looking statements and the actual results. These differences could be material and could impact the availability of funds of the City to pay debt service when due on the Bonds. 9 Financial Condition of the City from Time to Time: No representation is made as to the future financial condition of the City. Certain risks discussed herein could adversely affect the financial condition and or operations of the City in future. However, the Bonds are secured by an unlimited ad valorem property tax as described more fully in the “PAYMENT OF AND SECURITY FOR THE BONDS” herein. Global Health Emergency Risk: The World Health Organization has declared a pandemic following the outbreak of COVID-19, a respiratory disease caused by a new strain of coronavirus and on March 13, 2020, the President of the United States declared a national emergency. The current spread of COVID-19 is altering the behavior of businesses and people in a manner that may have negative effects on economic activity, and therefore adversely affect the financial condition of the City, either directly or indirectly. Federal, State, and local officials are taking steps to curb the spread of the virus, including providing both discretionary and mandatory guidelines and orders regarding public gatherings, and imposing mandatory closings of some businesses. The spread of the virus could reduce sales tax collections, delay the receipt of property tax payments and negatively impact other collections dependent on local business activity. An additional State Public Health Emergency Declaration issued March 20, 2020 by Iowa Governor, Kim Reynolds, temporarily suspended the imposition of penalty and interest for any delay in property tax payments through July 31, 2020. The City did not experience a significant reduction in property tax collections due to this particular declaration. However, it is impossible to predict whether any extension, or similar declaration would have a material effect on the City’s ability to collect property taxes necessary for the payment of interest on the Bonds. The City received approximately $572,500 in Federal Coronavirus Aid, Relief, and Economic Security (“CARES”) Act funding. The City also was allocated $3,589,831 of Federal American Rescue Plan Act (“ARPA”) funding: 50% of the total $1,794,916 was received by the City during 2021 with the balance to be received in 2022. Interim Final Rule from Treasury has indicated there will be limited uses for these funds and the City has not yet made a final determination of its intended use(s). At this time the City intends to utilize the funds for water infrastructure projects. The Bonds are secured by an unlimited ad valorem property tax as described more fully in the “PAYMENT OF AND SECURITY FOR THE BONDS” herein. Tax Matters and Loss of Tax Exemption: As discussed under the heading “TAX MATTERS” herein, the interest on the Bonds could become includable in gross income for purposes of federal income taxation retroactive to the date of delivery of the Bonds, as a result of acts or omissions of the City in violation of its covenants in the Resolution. Should such an event of taxability occur, the Bonds would not be subject to a special prepayment and would remain outstanding until maturity or until prepaid under the prepayment provisions contained in the Bonds, and there is no provision for an adjustment of the interest rates on the Bonds. It is possible legislation will be proposed or introduced that could result in changes in the way tax exemption is calculated, or whether interest on certain securities are exempt from taxation at all. Prospective purchasers should consult with their own tax advisors regarding any pending or proposed federal income tax legislation. The likelihood of legislation being enacted cannot be reliably predicted. It is also possible actions of the City, after the closing of the Bonds, will alter the tax status of the Bonds, and in the extreme, remove the tax-exempt status from the Bonds. In that instance, the Bonds are not subject to mandatory prepayment and the interest rates on the Bonds don’t increase or otherwise reset. A determination of taxability on the Bonds after closing could materially adversely affect the value and marketability of the Bonds. Pending Federal Tax Legislation: From time to time, there are Presidential proposals, proposals of various federal committees, and legislative proposals pending in Congress that could, if enacted, alter or amend one or more of the federal (or state) tax matters described herein in certain respects or would adversely affect the market value of the Bonds or otherwise prevent holders of the Bonds from realizing the full benefit of the tax exemption of interest on the Bonds. Further, such proposals may impact the marketability or market value of the Bonds simply by being proposed. It cannot be predicted whether, or in what forms, any of such proposals, either pending or that may be introduced, may be enacted and there can be no assurance that such proposals will not apply to the Bonds. In addition, regulatory actions are from time to time announced or proposed and litigation threatened or commenced, which if implemented or concluded in a particular manner, could adversely affect the market value, marketability or tax status of the Bonds. It cannot be predicted whether any such regulatory action will be implemented, how any particular litigation or judicial action will be resolved, or whether the Bonds would be impacted thereby. 10 Changes in Property Taxation: The Bonds are general obligations of the City secured by an unlimited ad valorem property tax as described more fully in the “PAYMENT OF AND SECURITY FOR THE BONDS” herein. In the past, the State Public Health Emergency Declarations had temporarily suspended the provisions that required the imposition of penalty and interest for delay in property tax payments and directed that no such penalty or interest could be imposed for the duration of the declaration or any future extension of the suspension. It is impossible to predict whether the declaration or a future extension thereof could have a material effect on the City’s ability to collect property taxes necessary for the payment of principal and interest on the Bonds. From time to time the Iowa General Assembly has altered the method of property taxation and could do so again. Such alterations could adversely affect the City’s financial condition. Historically, changes to property tax calculations and impositions are imposed on a prospective basis. However, there is no assurance future changes to property taxation by the Iowa General Assembly will not be applied retroactively. It is impossible to predict the outcome of future property taxation changes by the Iowa General Assembly or resulting impacts on the City’s financial condition. The Bonds are secured by an unlimited ad valorem property tax as described more fully in the “PAYMENT OF AND SECURITY FOR THE BONDS” herein. Cybersecurity: The City, like many other public and private entities, relies on a large and complex technology environment to conduct its operations. As such, it may face multiple cybersecurity threats including but not limited to, hacking, viruses, malware and other attacks on computer or other sensitive digital systems and networks. There can be no assurances that any security and operational control measures implemented by the City will be completely successful to guard against and prevent cyber threats and attacks. Failure to properly maintain functionality, control, security, and integrity of the City’s information systems could impact business operations and/or digital networks and systems and the costs of remedying any such damage could be significant. Along with significant liability claims or regulatory penalties, any security breach could have a material adverse impact on the City’s operations and financial condition. The City is a member of Westcom for police, fire and public safety communications along with the communities of Clive, Norwalk, Urbandale and West Des Moines, Iowa. The public safety dispatch facility for Westcom is located in West Des Moines. In December 2019, the City of West Des Moines was the subject of a malicious attempt to disrupt operations. The network was immediately shut down and an investigation into the cyber-attack commenced. Public safety services (Police, Fire, Emergency Medical Services and Westcom 911 dispatch) were operational after the attack. No City files or data was compromised as a result of the cyber-attack on Westcom. The City maintains insurance policies in the amount of $1 million (covering first party expenses for response to cyber breach) and $10 million (third party coverage for City liability for failure to protect computer systems) to cover aspects of a cyber-attack. The City cannot predict whether these policies would be sufficient in the event of a cyber breach. See “INSURANCE” included under the “THE CITY” in APPENDIX B to this Preliminary Official Statement for additional information on insurance policies of the City. The Bonds are secured by an unlimited ad valorem property tax as described more fully in the “PAYMENT OF AND SECURITY FOR THE BONDS” herein. Pensions: Pursuant to GASB 68, the City reported a liability of $3,737,999 within its Independent Auditor’s Reports as of June 30, 2020 for its proportionate share of the net pension liability related to IPERS, as defined herein. The net pension liability is the amount by which the total actuarial liability exceeds the pension plan’s net assets or fiduciary net position (essentially the market value) available for paying benefits. The net pension liability was measured as of June 30, 2019, and the total pension liability used to calculate the net pension liability was determined by an actuarial valuation as of that date. The City’s proportion of the net pension liability was based on the City’s share of contributions to the pension plan relative to the contributions of all IPERS participating employers. At June 30, 2019, the City’s collective proportion was 0.064552% which was a decrease of 0.003647% from its proportion measured as of June 30, 2018. See “EMPLOYEES AND PENSIONS” included under the “THE CITY” in APPENDIX B to this Preliminary Official Statement for more summary information related to the City’s contributions, and the City’s June 30, 2020 Independent Auditor’s Reports, included in APPENDIX D to this Preliminary Official Statement, for additional information related to the City’s deferred outflows and inflows of resources related to pensions, actuarial assumptions, discount rate and discount rate sensitivity. Changes to the City’s pension contributions, or available sources to fund said contributions, may adversely affect the City’s financial condition. The Bonds are secured by an unlimited ad valorem property tax as described more fully in the “PAYMENT OF AND SECURITY FOR THE BONDS” herein. 11 Continuing Disclosure: A failure by the City to comply with continuing disclosure obligations (see “CONTINUING DISCLOSURE” herein) will not constitute an event of default on the Bonds. Any such failure must be disclosed in accordance with Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended (the “Rule”), and may adversely affect the transferability and liquidity of the Bonds and their market price. Bankruptcy: The rights and remedies available to holders of the Bonds may be limited by and are subject to the provisions of federal bankruptcy laws, to other laws or equitable principles that may affect the enforcement of creditor’s rights, to the exercise of judicial discretion in appropriate cases and to limitations in legal remedies against exercise of judicial discretion in appropriate cases and to limitations on legal remedies against municipal corporations in the State of Iowa. The various opinions of counsel to be delivered with respect to the Bonds and the Resolution, including the opinion of Bond Counsel, will be similarly qualified. If the City were to file a petition under Chapter 9 of the Bankruptcy Code, the owners of the Bonds could be prohibited from taking any steps to enforce their rights under the Resolution. In the event the City fails to comply with its covenants under the Resolution or fails to make payments on the Bonds, there can be no assurance of the availability of remedies adequate to protect the interests of the holders of the Bonds. Suitability of Investment: The interest rate borne by the Bonds is intended to compensate the investor for assuming the risk of investing in the Bonds. Each prospective investor should carefully examine this Preliminary Official Statement and its own financial condition to make a judgment as to its ability to bear the economic risk of such an investment, and whether or not the Bonds are an appropriate investment for such investor. Tax Levy Procedures: The Bonds are general obligations of the City, payable from and secured by a continuing ad valorem tax levied against all of the property valuation within the City. As part of the budgetary process each fiscal year, the City will have an obligation to request a debt service levy to be applied against all of the taxable property within the City. A failure on the part of the City to make a timely levy request or a levy request by the City that is inaccurate or is insufficient to make full payments of the debt service of the Bonds for a particular fiscal year, may cause bondholders to experience a delay in the receipt of distributions of principal of and/or interest on the Bonds. In the event of a default in the payment of principal of or interest on the Bonds, there is no provision for acceleration of maturity of the principal of the Bonds. Consequently, the remedies of the owners of the Bonds (consisting primarily of an action in the nature of mandamus requiring the City and certain other public officials to perform the terms of the Resolution) may have to be enforced from year to year. Federal Funds Orders and State Funds Legislation: Various federal executive orders, and Iowa Code Chapter 27A (collectively “ICE Enforcement Initiatives”), impose requirements intended to ensure compliance with the federal immigration detainment processes. The ICE Enforcement Initiatives impose various penalties for non-compliance, including the loss of state and/or federal funding under certain circumstances. The loss of state and/or federal funds in any significant amount would negatively impact the City’s overall financial position and could affect its rating. The Bonds are secured by a debt service levy upon real property in the jurisdictional limits of the City and are not secured by state or federal funds. See “PAYMENT OF AND SECURITY FOR THE BONDS” herein. DTC-Beneficial Owners: Beneficial Owners of the Bonds may experience some delay in the receipt of distributions of principal of and interest on the Bonds since such distributions will be forwarded by the Registrar to DTC and DTC will credit such distributions to the accounts of the Participants which will, thereafter, credit them to the accounts of the Beneficial Owner either directly or indirectly through Indirect Participants. Neither the City nor the Registrar will have any responsibility or obligation to assure any such notice or payment is forwarded by DTC to any Participants or by any Participant to any Beneficial Owner. In addition, since transactions in the Bonds can be effected only through DTC Participants, Indirect Participants and certain banks, the ability of a Beneficial Owner to pledge the Bonds to persons or entities that do not participate in the DTC system, or otherwise to take actions in respect of such Bonds, may be limited due to lack of a physical certificate. Beneficial Owners will be permitted to exercise the rights of registered Owners only indirectly through DTC and the Participants. See “BOOK-ENTRY-ONLY ISSUANCE” herein. 12 Summary: The foregoing is intended only as a summary of certain risk factors attendant to an investment in the Bonds. In order for potential investors to identify risk factors and make an informed investment decision, potential investors should become thoroughly familiar with this entire Preliminary Official Statement and the Appendices hereto to make a judgment as to whether the Bonds are an appropriate investment. RATING The Bonds have been rated ‘___’ by Moody’s. Currently, Moody’s maintains a rating of ‘Aa2’ on the City’s long-term general obligation debt. The existing rating on long-term debt reflects only the view of the rating agency and any explanation of the significance of such rating may only be obtained from Moody’s. There is no assurance such rating will continue for any period of time or that they will not be revised or withdrawn. Any revision or withdrawal of the rating may have an effect on the market price of the Bonds. MUNICIPAL ADVISOR The City has retained PFM Financial Advisors LLC, Des Moines, Iowa as Municipal Advisor in connection with the preparation of the issuance of the Bonds. In preparing the Preliminary Official Statement, the Municipal Advisor has relied on government officials, and other sources to provide accurate information for disclosure purposes. The Municipal Advisor is not obligated to undertake, and has not undertaken, an independent verification of the accuracy, completeness, or fairness of the information contained in the Preliminary Official Statement. PFM Financial Advisors LLC is an independent advisory firm and is not engaged in the business of underwriting, trading or distributing municipal securities or other public securities. CONTINUING DISCLOSURE The City will covenant in a Continuing Disclosure Certificate for the benefit of the owners and beneficial owners of the Bonds to provide annually certain financial information and operating data relating to the City (the “Annual Report”), and to provide notices of the occurrence of certain enumerated events. The Annual Report is to be filed by the City not later than two hundred seventy (270) days after the close of each fiscal year, commencing with the Fiscal Year ending June 30, 2021, with the Municipal Securities Rulemaking Board, at its internet repository named “Electronic Municipal Market Access” (“EMMA”). The notices of events, if any, are also to be filed with EMMA. See FORM OF CONTINUING DISCLOSURE CERTIFICATE included in APPENDIX E to this Preliminary Official Statement. The specific nature of the information to be contained in the Annual Report or the notices of events, and the manner in which such materials are to be filed, are summarized in the FORM OF CONTINUING DISCLOSURE CERTIFICATE. These covenants have been made in order to assist the underwriter in complying with section (b)(5) of the Rule. Within the past five years, the City inadvertently failed to timely file a notice of financial obligation for the private placement of their Series 2020A Bonds. The City initiated a public bid process for Series 2020A, but rejected all bids received due to the market turmoil associated with the onset of the COVID-19 pandemic. The negotiated placement closed on May 7, 2020. A filing along with a notice of their failure to timely file was posted to EMMA on August 26, 2020. The City failed to timely file a notice of financial obligation related to the amendment of a development agreement approved on August 3, 2020. A filing along with a notice of failure to timely file was posted to EMMA on September 16, 2020. Aside from those noted here, the City is not aware of any other instance in the previous five years in which it has failed to comply, in all material respects, with previous undertakings in a written contract or agreement specified in paragraph (b)(5)(i) of the Rule. Breach of the undertakings will not constitute a default or an “Event of Default” under the Bonds or the Resolution. A broker or dealer is to consider a known breach of the undertakings, however, before recommending the purchase or sale of the Bonds in the secondary market. Thus, a failure on the part of the City to observe the undertakings may adversely affect the transferability and liquidity of the Bonds and their market price. 13 FINANCIAL STATEMENTS The City’s Independent Auditor’s Reports for the Fiscal Year ended June 30, 2020 are reproduced in APPENDIX D to this Preliminary Official Statement. The City’s certified public accountant has not consented to distribution of the audited financial statements and has not undertaken added review of their presentation. Further information regarding financial performance and copies of the City’s prior Independent Auditor’s Reports may be obtained from the City’s Municipal Advisor, PFM Financial Advisors LLC. CERTIFICATION The City has authorized the distribution of this Preliminary Official Statement for use in connection with the initial sale of the Bonds. I have reviewed the information contained within the Preliminary Official Statement prepared on behalf of the City, by PFM Financial Advisors LLC, Des Moines, Iowa, and to the best of my knowledge, information and belief, said Preliminary Official Statement does not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading regarding the issuance of $19,760,000* General Obligation Urban Renewal Bonds, Series 2021B. CITY OF WAUKEE, IOWA /s/ Linda Burkhart, Finance Director * Preliminary; subject to change. APPENDIX A FINANCIAL INFORMATION ABOUT THE CITY OF WAUKEE, IOWA The $19,760,000* General Obligation Urban Renewal Bonds, Series 2021B (the “Bonds”) are general obligations of the City of Waukee, Iowa (the “City”) for which the City will pledge its power to levy direct ad valorem taxes against all taxable property within the City without limitation as to rate or amount to the repayment of the Bonds. * Preliminary; subject to change. A-1 CITY PROPERTY VALUATIONS IOWA PROPERTY VALUATIONS In compliance with Section 441.21 of the Code of Iowa, the State Director of Revenue annually directs the county auditors to apply prescribed statutory percentages to the assessments of certain categories of real property. The 2020 final Actual Values were adjusted by the Dallas County auditor. The reduced values, determined after the application of rollback percentages, are the Taxable Values subject to tax levy. For assessment year 2020, the taxable value rollback rate was 56.4094% of actual value for residential property; 84.0305% of actual value for agricultural property; 67.5000% of the actual value for multiresidential property; 90.000% of actual value for commercial, industrial and railroad property and 98.5489% of actual value for utility property. Utility property is limited to an 8% annual growth. The Legislature’s intent has been to limit the growth of statewide taxable valuations for the specific classes of property to 3% annually. Political subdivisions whose taxable values are thus reduced or are unusually low in growth are allowed to appeal the valuations to the State Appeal Board, in order to continue to fund present services. PROPERTY VALUATIONS (1/1/2020 Valuations for Taxes payable July 1, 2021 to June 30, 2022) 100% Actual Value Taxable Value (With Rollback) Residential $2,050,466,132 $1,134,689,240 Commercial 98,262,488 63,836,276 Industrial 2,168,946 1,185,292 Multiresidential 53,703,649 29,961,678 Railroads 1,106,835 996,152 Utilities w/o Gas & Electric 2,455,740 2,420,104 Gross valuation $2,208,163,790 $1,233,088,742 Less military exemption (877,980) (877,980) Net valuation $2,207,285,810 $1,232,210,762 TIF Increment (used to compute debt service levies and constitutional debt limit) $323,410,401 $323,410,401 Taxed separately: Ag. Land $8,262,643 $6,943,159 Ag. Buildings $117,790 $98,980 Gas & Electric Utilities $8,522,832 $4,074,849 2020 GROSS TAXABLE VALUATION BY CLASS OF PROPERTY 1) Taxable Valuation Percent Total Residential $1,134,689,240 91.72% Multiresidential 29,961,678 2.42% Commercial, Industrial, Railroad and Utilities w/o Gas & Electric 68,437,824 5.53% Gas & Electric Utilities 4,074,849 0.33% Total Gross Taxable Valuation $1,237,163,591 100.00% 1) Excludes Ag. Land, Ag. Buildings and Taxable TIF Increment. A-2 TREND OF VALUATIONS Assessment Year Payable Fiscal Year 100% Actual Valuation Taxable Valuation (With Rollback) Taxable TIF Increment 2016 2017-18 $1,610,592,237 $848,093,768 $136,044,958 2017 2018-19 1,844,334,937 948,120,018 158,103,252 2018 2019-20 2,097,330,572 1,081,758,751 201,643,382 2019 2020-21 2,376,696,557 1,163,180,171 260,547,316 2020 2021-22 2,547,599,476 1,236,285,611 323,410,401 The 100% Actual Valuation, before rollback and after reduction of military exemption, includes Ag. Land, Ag. Buildings, TIF Increment and Gas & Electric Utilities. The Taxable Valuation, with the rollback and after the reduction of military exemption, includes Gas & Electric Utilities and excludes Ag. Land, Ag. Buildings and Taxable TIF Increment. Iowa cities certify operating levies against Taxable Valuation excluding the Taxable TIF Increment and debt service levies are certified against Taxable Valuations including the Taxable TIF Increment. LARGER TAXPAYERS Set forth in the following table are the persons or entities which represent larger taxpayers within the boundaries of the City, as provided by the Dallas County auditor’s office. No independent investigation has been made of and no representation is made herein as to the financial condition of any of the taxpayers listed below or that such taxpayers will continue to maintain their status as major taxpayers in the City. With the exception of the electric and natural gas providers (which is subject to an excise tax in accordance with Iowa Code chapter 437A), the City’s mill levy is applicable to all of the properties included in the table, and thus taxes expected to be received by the City from such taxpayers will be in proportion to the assessed valuations of the properties. The total tax bill for each of the properties is dependent upon the mill levies of the other taxing entities which overlap the properties. Taxpayer 1) Type of Property/Business 1/1/2020 Taxable Valuation 2) Apartments at Autumn Ridge LLC 3) Residential $28,430,424 Terveen Manufactured Homes, LLC Commercial 24,088,221 Prairiegrass Equity LLC Multiresidential 21,613,912 Welltower Iowa HoldCo LLC Multiresidential 20,601,351 Hy-Vee, Inc. Commercial 14,453,125 Alice Acquisitions LLC Residential 14,287,425 Waukee Active Living LLC Residential 14,052,687 Fridley Theatres LLC Commercial 13,417,983 KC Kettlestone LC Commercial 13,225,599 Apple, Inc. Commercial/AG 12,258,251 1) This list represents some of the larger taxpayers in the City, not necessarily the ten largest taxpayers. 2) The Taxable Valuation listed represents only those valuations associated with the title holder and may not necessarily represent the entire taxable valuation. 3) Includes both Apartments at Autumn Ridge LLC and Phase Two Apartments at Autumn Ridge LLC. Source: Dallas County Auditor’s Office A-3 PROPERTY TAX LEGISLATION From time to time, legislative proposals are pending in Congress and the Iowa General Assembly that would, if enacted, alter or amend one or more of the property tax matters described herein. It cannot be predicted whether or in what forms any of such proposals, either pending or that may be introduced, may be enacted, and there can be no assurance that such proposals will not apply to valuation, assessment or levy procedures for taxes levied by the City or have an adverse impact on standing appropriations or the future tax collections of the City. Purchasers of the Bonds should consult their tax advisors regarding any pending or proposed federal or state tax legislation. The opinions expressed by Bond Counsel are based upon existing legislation as of the date of issuance and delivery of the Bonds and Bond Counsel has expressed no opinion as of any date subsequent thereto or with respect to any pending federal or state tax legislation. During the 2019 legislative session, the Iowa General Assembly enacted Senate File 634 (the “2019 Act”). This bill modifies the process for hearing and approval of the total maximum property tax dollars under certain levies in the City's budget. The bill also includes a provision that will require the affirmative vote of 2/3 of the City Council when the maximum property tax dollars under these levies exceed an amount determined under a prescribed formula. The 2019 Act does not change the process for hearing and approval of the Debt Service Levy pledged for repayment of the Bonds. During the 2013 legislative session, the Iowa General Assembly enacted Senate File 295 (the “2013 Act”). Among other things, the Act (i) reduced the maximum annual taxable value growth percent, due to revaluation of existing residential and agricultural property to 3%, (ii) assigned a “rollback” (the percentage of a property’s value that is subject to tax) to commercial, industrial and railroad property of 90%, (iii) created a new property tax classification for multi- residential properties (apartments, nursing homes, assisted living facilities and certain other rental property) and assigned a declining rollback percentage to such properties for each year until the residential rollback percentage is reached in the 2022 assessment year, after which the rollback percentage for such properties will be equal to the residential rollback percentage each assessment year, and (iv) exempted a specified portion of the assessed value of telecommunication properties. During the 2021 legislative session, House File 418 (“HF 418”) was signed into law on March 8, 2021, applicable to valuations beginning January 1, 2022. HF 418 removes the multi-residential property classification by reclassifying certain properties as a subdivision of “residential” property. The multi-residential classification was created as part of the January 1, 2015 valuations and became unnecessary due to the equalization of the residential and multi-residential classifications as of January 1, 2022. The 2013 Act includes a standing appropriation to replace some of the tax revenues lost by local governments, including tax increment districts, resulting from the new rollback for commercial and industrial property. During the 2021 legislative session, Senate File 619 (“SF 619”) was signed into law on June 17, 2021, that phases out the standing appropriation payments to the City. In Fiscal Year 2020-21, the City collected $584,991 which would be phased out in accordance with SF 619 over time starting in Fiscal Year 2022-23. The appropriation does not replace losses to local governments resulting from the 2013 Act’s provisions that reduce the annual revaluation growth limit for residential and agricultural properties to 3%, the gradual transition for multi-residential properties from the residential rollback percentage, or the reduction in the percentage of telecommunications property that is subject to taxation. Notwithstanding any decrease in property tax revenues that may result from the 2013 Act, the 2019 Act, HF 418 or SF 619, Iowa Code section 76.2 provides that when an Iowa political subdivision issues general obligation bonds, "the governing authority of these political subdivisions before issuing bonds shall, by resolution, provide for the assessment of an annual levy upon all the taxable property in the political subdivision sufficient to pay the interest and principal of the bonds within a period named not exceeding twenty years. A certified copy of this resolution shall be filed with the county auditor or the auditors of the counties in which the political subdivision is located; and the filing shall make it a duty of the auditors to enter annually this levy for collection from the taxable property within the boundaries of the political subdivision until funds are realized to pay the bonds in full." A-4 (The remainder of this page has been left blank intentionally.) A-5 CITY INDEBTEDNESS DEBT LIMIT Article XI, Section 3 of the State of Iowa Constitution limits the amount of debt outstanding at any time of any county, municipality or other political subdivision to no more than 5% of the actual value of all taxable property within the corporate limits, as taken from the last state and county tax list. The debt limit for the City, based on its 2020 actual valuation currently applicable to the Fiscal Year 2021-22, is as follows: 2020 Actual Valuation of Property $2,547,599,476 Legal Debt Limit of 5% 0.05 Legal Debt Limit $127,379,974 Less: G.O. Debt Subject to Limit (112,762,511) * Less: Other Agreements (1,201,733) 1) Net Debt Limit $13,415,730 * 1) As reported by the City pursuant to development agreements for urban renewal projects under the authority of Iowa Code Chapter 403 or other intergovernmental agreements (under chapter 28E, etc.). The Iowa Supreme Court has not formally ruled on the question of whether contracts to rebate the tax increment generated by a particular development constitutes indebtedness of a City for constitutional debt limit purposes. The amount above includes rebate agreements that may not be debt. Some development agreements are subject to the right of annual appropriation by the City, thereby limiting the extent of possible debt to only amounts currently due and appropriated in the current fiscal year. Amounts payable under a particular development agreement may not constitute legal indebtedness but are memorialized in the table below to conservatively state the City’s possible financial exposure. Payment of future installments may be dependent upon undertakings by the developers, which may have not yet occurred. The City actively pursues opportunities consistent with the development goals of its various urban renewal plans, which may be amended from time to time, and the City may enter into additional development agreements committing to additional rebate incentives in calendar year 2021 or thereafter. See “OTHER DEBT INFORMATION – OTHER AGREEMENTS” table in Appendix B herein for more information. DIRECT DEBT General Obligation Debt Paid by Taxes, Tax Increment and LOST Revenues (Includes the Bonds) Date of Issue Original Amount Purpose Final Maturity Principal Outstanding As of 11/04/21 6/10A $1,435,000 Corporate Purpose 6/22 $140,000 12/14 21,560,000 Urban Renewal 6/34 14,745,000 11/15C 7,340,000 Corporate Purpose & Refunding 6/30 3,875,000 9/16B 1,720,000 Refunding 6/22 200,000 5/17A 13,940,000 Corporate Purpose & Urban Renewal 6/36 12,625,000 6/18A 19,775,000 Corporate Purpose & Urban Renewal 6/38 17,515,000 8/19A 4,655,000 Corporate Purpose & Urban Renewal 6/31 3,795,000 5/20A 12,800,000 Urban Renewal (Private Placement) 6/35 12,500,000 11/20B 9,155,000 Corporate Purpose & Urban Renewal 6/36 9,155,000 4/21A 15,800,000 Corporate Purpose & Refunding 6/40 15,800,000 11/21B 19,760,000 Corporate Purpose & Urban Renewal 6/41 19,760,000 Subtotal $110,110,000 * Preliminary; subject to change. A-6 General Obligation Bonds Paid by Water and Storm Water Revenues Date of Issue Original Amount Purpose Final Maturity Principal Outstanding As of 11/04/21 12/14 $1,735,000 Water Projects 6/30 $1,055,000 4/21A 1,505,000 Stormwater Refunding 6/33 1,505,000 Subtotal $2,560,000 General Obligation Bonds Paid by Golf Course Revenues Date of Issue Original Amount Purpose Final Maturity Principal Outstanding As of 11/04/21 11/19 $125,000 Golf Course 6/25 $92,511 Total G.O. Debt Subject to Limit $112,762,511 (The remainder of this page is left intentionally blank) A-7 Annual Fiscal Year G.O. Debt Service Payments Paid by Taxes, Tax Increment and LOST Revenues (Includes the Bonds) Current Outstanding 1) Bonds Total Outstanding Fiscal Year Principal Principal & Interest Principal* Principal & Interest* Principal* Principal & Interest* 2021-22 $10,810,000 $13,949,166 $200,000 $693,896 $11,010,000 $14,643,062 2022-23 4,405,000 6,967,415 250,000 1,100,950 4,655,000 8,068,365 2023-24 4,800,000 7,196,110 300,000 1,140,950 5,100,000 8,337,060 2024-25 5,080,000 7,294,070 595,000 1,423,950 5,675,000 8,718,020 2025-26 5,380,000 7,404,980 655,000 1,460,150 6,035,000 8,865,130 2026-27 5,850,000 7,667,713 715,000 1,493,950 6,565,000 9,161,663 2027-28 5,980,000 7,575,313 1,070,000 1,820,350 7,050,000 9,395,663 2028-29 6,080,000 7,476,825 1,110,000 1,817,550 7,190,000 9,294,375 2029-30 6,830,000 8,024,868 1,155,000 1,818,150 7,985,000 9,843,018 2030-31 6,290,000 7,280,769 1,205,000 1,821,950 7,495,000 9,102,719 2031-32 6,050,000 6,867,559 1,260,000 1,822,725 7,310,000 8,690,284 2032-33 6,015,000 6,669,161 1,315,000 1,821,025 7,330,000 8,490,186 2033-34 5,300,000 5,786,933 1,375,000 1,821,850 6,675,000 7,608,783 2034-35 4,900,000 5,236,098 1,065,000 1,449,975 5,965,000 6,686,073 2035-36 3,860,000 4,060,525 1,115,000 1,452,050 4,975,000 5,512,575 2036-37 1,120,000 1,202,675 1,165,000 1,451,875 2,285,000 2,654,550 2037-38 1,165,000 1,211,400 1,220,000 1,454,450 2,385,000 2,665,850 2038-39 215,000 223,700 1,270,000 1,449,550 1,485,000 1,673,250 2039-40 220,000 224,400 1,330,000 1,452,400 1,550,000 1,676,800 2040-41 1,390,000 1,452,550 1,390,000 1,452,550 Total $90,350,000 $19,760,000* $110,110,000* * Preliminary; subject to change. (The remainder of this page left blank intentionally) A-8 Annual Fiscal Year G.O. Debt Service Payments Paid by Water and Storm Water Revenues Total Outstanding Fiscal Year Principal Principal & Interest 2021-22 $190,000 $284,588 2022-23 205,000 284,538 2023-24 210,000 282,313 2024-25 225,000 289,563 2025-26 230,000 286,188 2026-27 240,000 286,988 2027-28 255,000 292,388 2028-29 265,000 292,138 2029-30 275,000 291,263 2030-31 150,000 159,300 2031-32 155,000 161,300 2032-33 160,000 163,200 Total $2,560,000 Annual Fiscal Year G.O. Debt Service Payments Paid by Golf Course Revenues Total Outstanding Fiscal Year Principal Principal & Interest 2021-22 $22,348 $24,304 2022-23 22,860 24,311 2023-24 23,382 24,316 2024-25 23,921 24,326 Total $92,511 A-9 OTHER FINANCIAL INFORMATION LEVIES AND TAX COLLECTIONS Fiscal Year Levy 1) Collected During Collection Year 1) Percent Collected 2017-18 $15,401,847 $15,706,736 102.0% 2018-19 17,311,198 17,685,242 102.1% 2019-20 20,350,502 20,468,689 100.6% 2020-21 22,973,108 23,925,534 104.1% 2021-22 25,773,767 ----------- In process of collection ----------- 1) Totals include TIF, utility replacement and mobile home taxes. Collections include delinquent taxes from all prior years. Taxes in Iowa are delinquent each October 1 and April 1 and a late payment penalty of 1% per month of delinquency is enforced as of those dates. If delinquent taxes are not paid, the property may be offered at the regular tax sale on the third Monday of June following the delinquency date. Purchasers at the tax sale must pay an amount equal to the taxes, special assessments, interest and penalties due on the property and funds so received are applied to taxes. A property owner may redeem from the regular tax sale but, failing redemption within three years, the tax sale purchaser is entitled to a deed, which in general conveys the title free and clear of all liens except future tax installments. Source: Dallas County Auditor’s Office and the Iowa Department of Management TAX RATES FY 2017-18 $/$1,000 FY 2018-19 $/$1,000 FY 2019-20 $/$1,000 FY 2020-21 $/$1,000 FY 2021-22 $/$1,000 Dallas County 3.90713 4.22888 4.16317 3.70231 3.46118 City of Waukee 13.50000 13.40000 13.40000 13.30000 13.30000 Waukee Comm. School District 17.85545 17.85658 17.85609 17.80043 17.80270 State of Iowa 0.00310 0.00290 0.00280 0.00270 0.00260 County Assessor 0.27309 0.25251 0.27842 0.24430 0.22521 County Ag. Extension 0.06979 0.06898 0.06314 0.05999 0.05732 Dallas County Hospital 0.54001 0.54001 0.39971 0.44912 0.52950 Des Moines Area Community College 0.67458 0.69468 0.65249 0.63533 0.67789 Walnut Cemetery 0.00000 0.01000 0.00340 0.01000 0.01400 Total Tax Rate City Resident 36.82315 37.05454 36.81922 36.20418 36.07040 APPENDIX B GENERAL INFORMATION ABOUT THE CITY OF WAUKEE, IOWA The $19,760,000* General Obligation Urban Renewal Bonds, Series 2021B (the “Bonds”) are general obligations of the City of Waukee, Iowa (the “City”) for which the City will pledge its power to levy direct ad valorem taxes against all taxable property within the City without limitation as to rate or amount to the repayment of the Bonds. * Preliminary; subject to change. B-1 THE CITY CITY GOVERNMENT The City of Waukee, Iowa (the “City”) was incorporated in 1878 and comprises approximately 13,000 land acres, or 21 square miles. The City operates under a Mayor-Council-Clerk/Administrator form of government consisting of a five- member City Council and a Mayor who is a non-voting member. The City owns its golf course, stormwater, gas, water and sanitary utilities. The City Council directs operations of the utilities and establishes rates and charges for all services. The full-time City Administrator is responsible for implementation of City Council policies and management of City operations. The Finance Director is responsible for the City records and has financial and accounting responsibilities. LEVY LIMITS A city’s general fund tax levy is limited to $8.10 per $1,000 of taxable value, with provision for an additional $0.27 per $1,000 levy for an emergency fund which can be used for general fund purposes (Code of Iowa, Chapter 384, Division I). Cities may exceed the $8.10 limitation upon authorization by a special levy election. Further, there are limited special purpose levies, which may be certified outside of the above-described levy limits (Code of Iowa, Section 384.12). The amount of the City’s general fund levy subject to the $8.10 limitation is $7.90 for Fiscal Year 2021-22. The City does levy a portion of costs for employee benefits in addition to the $8.10 general fund limit as authorized by law. Currently, the City does not levy for an emergency fund. Debt service levies are not limited. EMPLOYEES AND PENSIONS The City currently has 138 full-time and 60 part-time employees (including seasonal employees). In addition, the City has approximately 25 paid on call/volunteer fire/EMS employees. The City participates in a statewide employee retirement system, the Iowa Public Employees Retirement System (“IPERS”). Membership is mandatory for employees for the City, except for those covered by another retirement system. Iowa Public Employees Retirement System: The City contributes to IPERS, which is a cost-sharing, multiple-employer, contributory defined benefit, public employee retirement system administered by the State of Iowa. IPERS provides retirement and death benefits, which are established by state statute, to plan members and beneficiaries. IPERS is authorized to adjust the total contribution rate up or down each year, by no more than 1 percentage point, based upon the actuarially required contribution rate. The City’s contributions to IPERS for the past three fiscal years, as shown below, equal the required contributions for each year. FY 2017-18 FY 2018-19 FY 2019-20 IPERS Contributions $723,166 $827,805 $874,936 The IPERS Comprehensive Annual Financial Report is available on the IPERS website, or by contacting IPERS at 7401 Register Drive P.O. Box 9117, Des Moines, IA 50321. However, the information presented in such financial reports or on such websites is not incorporated into this Preliminary Official Statement by any references. Bond Counsel, Disclosure Counsel, the City and the Municipal Advisor undertake no responsibility for and make no representations as to the accuracy or completeness of the information available from the IPERS discussed above or included on the IPERS website, including, but not limited to, updates of such information on the State Auditor’s website or links to other Internet sites accessed through the IPERS website. Pursuant to Governmental Accounting Standards Board (“GASB”) Statement No. 68, the City reported a liability of $3,737,999 within its Independent Auditor’s Reports as of June 30, 2020 for its proportionate share of the net pension liability. The net pension liability is the amount by which the total actuarial liability exceeds the pension plan’s net assets or fiduciary net position (essentially the market value) available for paying benefits. The net pension liability was measured as of June 30, 2019, and the total pension liability used to calculate the net pension liability was determined B-2 by an actuarial valuation as of that date. The City’s proportion of the net pension liability was based on the City’s share of contributions to the pension plan relative to the contributions of all IPERS participating employers. At June 30, 2019, the City’s proportion was 0.064552% which was a decrease of 0.003647% from its proportion measured as of June 30, 2018. The City cannot predict the levels of funding that will be required in the future as any IPERS unfunded pension benefit obligation could be reflected in future years in higher contribution rates. The investment of moneys, assumptions underlying the same and the administration of IPERS is not subject to the direction of the City. Thus, it is not possible to predict, control or prepare for future unfunded accrued actuarial liabilities of IPERS (“UAALs”). The UAAL is the difference between total actuarially accrued liabilities and actuarially calculated assets available for the payment of such benefits. The UAAL is based on assumptions as to retirement age, mortality, projected salary increases attributed to inflation, across-the-board raises and merit raises, adjustments, cost-of-living adjustments, valuation of current assets, investment return and other matters. Such UAAL could be substantial in the future, requiring significantly increased contributions from the City which could affect other budgetary matters. For additional information on the City’s Pension Plan, including information related to deferred outflows and inflows of resources related to pensions, expenses, actuarial assumption, discount rate and discount rate sensitivities, refer to Note 6 – “PENSION PLAN”, beginning on page 40 of the City’s June 30, 2020 Independent Auditor’s Reports included as APPENDIX D of this Preliminary Official Statement. OTHER POST-EMPLOYMENT BENEFITS (“OPEB”) Plan Description: The City operates a single-employer benefit plan which provides medical and prescription drug benefits to retired employees and their dependents under certain conditions. Group insurance benefits are established under Iowa Code Chapter 509A.13. No assets are accumulated in a trust that meets the criteria in paragraph 4 of GASB Statement No. 75. Retired participants must be age 55 or older with 4 years of service at retirement. As of June 30, 2020, there were 110 active employees and 0 retired members in the plan. Individuals who are employed by the City and are eligible to participate in the group health plan are eligible to continue healthcare benefits upon retirement. Retirees under age 65 pay the same premium for the medical and prescription drug benefits as active employees, which results in an implicit rate subsidy and an OPEB liability. Total OPEB Liability: The City’s total OPEB liability as of the Fiscal Year ended June 30, 2020 was $448,624. This balance was determined by an actuarial valuation as of July 1, 2019. Total OPEB liability, July 1, 2019 $443,027 Changes for the year: Service cost 42,183 Interest cost 15,270 Differences between expected and actual experience (48,220) Changes in assumptions 2,242 Benefit payments (5,878) Net changes 5,597 Total OPEB liability, June 30, 2020 $448,624 For additional information on the City’s OPEB, including information related to deferred outflows and inflows of resources related to pensions, expenses, actuarial assumptions, discount rate and discount rate sensitivities, refer to Note 7 – “OTHER POST EMPLOYMENT BENEFITS” beginning on page 44 of the City’s June 30, 2020 Independent Auditor’s Reports included as APPENDIX D of this Preliminary Official Statement. B-3 UNION CONTRACTS The City currently has one negotiated contract with the Communications Workers of America, which expired on June 30, 2021. City employees did not recertify the union; therefore, as of July 1, 2021 the City does not have an employee union for a minimum of 2 years. INSURANCE The City’s insurance coverage is as follows: Type of Insurance Coverage Municipal Property Coverage Replacement Buildings $50,064,563 Miscellaneous Property $4,639,531 Vehicles $9,079,336 Municipal Automobile Physical Damage Comprehensive Coverage Actual Cash Value Collision Coverage Actual Cash Value Cyber Breach/Extortion $1,000,000 Cyber Liability $10,000,000 Municipal General Liability $10,000,000 Wrongful Acts Liability $10,000,000 Law Enforcement Liability $10,000,000 Municipal Automobile Liability $10,000,000 Boiler and Machinery $1,500,000 Public Employee Dishonesty $2,000,000 Standard Workers’ Compensation (Includes Volunteer Firemen) Statutory FUNDS ON HAND (Cash and Investments as of July 31, 2021) General Checking $11,492,454.60 Park Land Fees 752,999.05 Sewer Fund 10,741,081.10 Sewer Sinking Funds 313,378.70 Water Fund 10,158,598.95 Water Sinking Funds 103,597.75 GO Debt Sinking Funds 4,459,225.82 Capital Projects 25,715,402.86 Water/Sewer Bond & Note Reserve 1,297,413.84 Gas Fund 5,446,386.73 Gas Fund Sinking Funds 39,757.55 Storm Water Fund 391,993.04 Storm Water Sinking Funds 17,890.02 Golf Course Fund (118,800.22) 1) Golf Course Sinking Funds 0.00 Golf Course Bond Reserve Fund 0.00 Equipment Reserve Fund 238,963.27 Local Option Sales Tax 7,311,476.68 Project Improvement Fund 2,025,607.90 Hotel / Motel Tax Fund 29,929.99 Total Cash and Investments $80,417,357.63 1) Deficit will be eliminated by future season revenues. B-4 BUILDING PERMITS City officials report the following construction activity as of July 31, 2021. Building permits are reported on a calendar year basis. The figures below include both new construction and remodeling. 2017 2018 2019 2020 2021 Single Family Homes: No. of new homes: 366 262 633 637 422 Valuation: $95,872,698 $74,234,080 $135,943,214 $163,307,634 $123,613,657 No. of Multi-Family: 21 11 1 4 2 Valuation: $83,287,282 $19,804,893 $2,596,185 $41,194,335 $13,260,970 Commercial/Industrial/Other: No. of new buildings: 51 29 23 19 10 Valuation: $21,502,390 $40,334,907 $64,891,028 $29,347,062 $14,420,376 Other: 567 659 625 829 562 Valuation: $2,775,034 $5,888,956 $6,405,468 $11,869,320 $7,795,686 Total Permits 1,005 961 1,282 1,489 996 Total Valuations $203,437,404 $140,262,836 $209,835,895 $245,718,351 $159,090,689 Source: The City B-5 OTHER DEBT INFORMATION 1) Taxable Valuation is less military exemption and includes Ag. Land & Ag. Buildings, Taxable TIF Increment and all Utilities. 2) Includes general obligation bonds, PPEL notes, certificates of participation and new jobs training certificates. 3) Includes City-exempt Phase In and Phase In Ag valuations in the amount of $5,214,851. 4) Includes City-exempt Phase In and Phase In Ag valuations in the amount of $2,501,928. 5) Includes City-exempt Phase In and Phase In Ag valuations in the amount of $2,712,923. DEBT RATIOS G.O. Debt Debt/Actual Market Value ($2,547,599,476) 1) Debt/23,940 2) Population Total General Obligation Debt $112,762,511* 4.43%* $4,710.21* Less: General Obligation Debt paid by Water and Stormwater (2,560,000)* Net General Obligation Debt $110,202,511* 4.33%* $4,603.28* City’s Share of Total Overlapping Debt $75,760,881 2.97% $3,164.61 1) Based on 1/1/2020 Actual Value. Includes Ag. Land, Ag. Buildings, TIF Increment and all Utilities. 2) Population based on the 2020 U.S. Census. * Preliminary; subject to change. OVERLAPPING DEBT 1/1/2020 City’s Taxing District Taxable Valuation 1) Portion of Taxable Valuation in City Percent In City G.O. Debt 2) Proportionate Share Dallas County $7,642,824,474 $1,171,953,002 3) 20.57% $23,850,000 $4,905,945 Waukee CSD 5,607,116,525 1,558,774,381 4) 27.80% 244,310,000 67,918,180 Van Meter CSD 279,583,054 13,001,896 5) 4.65% 6,270,000 291,555 Adel-DeSoto-Minburn CSD 583,240,966 176,725 0.03% 29,510,000 8,853 Des Moines Area Community College 56,678,598,966 1,571,953,002 3) 2.77% 95,175,000 2,636,348 City’s Share of Total Overlapping Debt $75,760,881 B-6 OTHER AGREEMENTS Estimated Total Estimated* Total Final Total Estimated* Obligation Estimated Payment Obligation Outstanding Subject to Debt Limit Agreements Obligation Date as of 11/04/21 as of 11/04/21 Hurd Waukee, LLC 1) $370,000 6/30/2024 $287,886 $168,299 City of West Des Moines 28E 1) 879,705 6/30/2025 578,822 0 Golf Course Equipment Lease (2021) 1) 50,000 11/20/2025 41,917 0 Fridley Theatres LLC 1) 2,411,453 6/30/2028 2,411,453 344,493 SPLaw Properties, LLC (City Hall) 1) 549,902 9/1/2028 437,281 36,039 Deery, Deery LLC 1) 950,000 6/30/2028 950,000 176,791 Holmes Murphy KC (Kettlestone) 1) 3,480,000 6/30/2029 3,480,000 339,114 Kettleview, LLC 1) 3,952,716 6/30/2029 3,952,716 84,398 117 Land Company & RJ Lawn 1) 1,150,000 6/30/2030 1,097,423 52,600 Waukee Crossing LLC 2) 400,000 6/30/2033 400,000 0 Waukee Towne Center, LLC 2) 1,100,000 6/30/2036 1,100,000 0 The Quarter at Waukee, LLC 2) 32,371,483 6/30/2047 32,371,483 0 IDOT 3) 9,000,000 TBD 9,000,000 0 Total $56,108,982 $1,201,733 * Rebate payments are estimated based on current valuations and FY 2020-21 tax rates; preliminary; subject to change. 1) These agreements are subject to annual appropriation. Payments have been appropriated for Fiscal Year 2021-2022, excluding any payments that have already been made as of the date of this Preliminary Official Statement. 2) These agreements are subject to annual appropriation. Payments have not been appropriated for Fiscal Year 2021-2022. 3) The City has a preliminary agreement with IDOT to repay the City’s portion of the Interstate 80 interchange onto Grand Prairie Parkway estimated to be around $9,000,000. The project has been completed, but a final agreement (including repayment schedule) has not yet been approved by the City. REVENUE DEBT The City has outstanding revenue debt payable from the stormwater and gas utilities, special assessments and golf course revenues. Date of Issue Original Amount Purpose Final Maturity Principal Outstanding As of 11/04/21 6/16A $640,000 Storm Water Improvements 6/26 $335,000 B-7 Water Utility Revenue Debt City Issued Water Revenue Debt Paid by Water Utility. Date of Issue Original Amount Purpose Final Maturity Principal Outstanding As of 11/04/21 7/15B $1,450,000 Water Improvements 6/27 $775,000 6/18B 3,410,000 Water Improvements 6/38 3,110,000 8/19B 2,040,000 Water Improvements 6/34 1,840,000 Total $5,725,000 Sewer Utility Revenue Debt City Issued Revenue Debt Supported by Sewer Utility Revenues. Date of Issue Original Amount Purpose Final Maturity Principal Outstanding As of 11/04/21 03/13A $1,185,000 Sewer Improvements 6/21 $0 1) 12/16C 2,685,000 Sewer Improvements 6/36 2,375,000 9/17 10,858,375 2) Sewer Imp. (SRF Loan) 6/38 9,599,000 3) 6/18C 3,565,000 Sewer Improvements 6/38 3,310,000 7/18 2,948,000 Sewer Imp. (SRF Loan) 6/38 2,752,000 4) Total: $18,036,000 1) The City paid off the 2022 through 2024 maturities with cash on hand on June 1, 2021. 2) The City will draw down $9,938,375 of the original $12,537,000 contemplated and amended the loan agreement to add a sponsored project of $920,000 for a total of $10,858,375. 3) The City has drawn $10,853,375 as of August 19, 2021. Principal outstanding above assumes the City will draw the full amount. 4) The City has drawn $2,381,845 as of August 19, 2021. Principal outstanding assumes the City will draw the full amount. B-8 Other Sewer Utility Revenue Debt Des Moines Metropolitan Wastewater Reclamation Authority (“WRA”) Existing Payment Obligations: The City is a member of the Des Moines Metropolitan Wastewater Reclamation Authority (WRA) and has entered into a financing agreement with the WRA to provide for the City’s share of capital contribution for the construction and ongoing expansion of a metropolitan wastewater system. The City is responsible for a portion of the WRA sewer revenue debt payable from the revenues of their Sewer Enterprise System; its responsibilities pursuant to the WRA Financing Agreement stand as nearly as practicable on a parity and equality of rank with the City’s direct sewer revenue notes and parity obligations, if any. The City’s share of the WRA debt is as follows: Date of Issue Allocated/ Original Amount Purpose Final Maturity Principal Outstanding As of 11/04/21 06/08A $477,428 Sewer Improvements (SRF Loan) 6/39 $442,735 1) 06/08B 312,970 Sewer Improvements (SRF Loan) 6/39 287,277 2) 06/08D 126,140 Sewer Improvements (SRF Loan) 6/38 110,984 3) 3/09B 388,920 Sewer Improvements (SRF Loan) 6/39 370,880 4) 7/09C 425,960 Sewer Improvements (SRF Loan) 6/39 406,127 5) 4/10A 233,750 Sewer Improvements (SRF Loan) 6/40 239,408 6) 4/10B 324,100 Sewer Improvements (SRF Loan) 6/40 321,487 7) 6/10C-1 37,200 Sewer Improvements (SRF Loan) 6/32 50,950 8) 6/10C-2 389,150 Sewer Improvements (SRF Loan) 6/32 333,514 9) 3/11B 739,461 Sewer Improvements (SRF Loan) 6/41 756,396 10) 5/11A 1,046,925 Sewer Improvements (SRF Loan) 6/42 1,242,470 11) 5/11C 259,564 Sewer Improvements (SRF Loan) 6/41 280,575 12) 12/11D 378,144 Sewer Improvements (SRF Loan) 6/43 477,769 13) 5/12B 130,229 Sewer Improvements (SRF Loan) 6/42 136,717 14) 5/12C 303,660 Sewer Improvements (SRF Loan) 6/43 384,976 15) 5/12D 118,090 Sewer Improvements (SRF Loan) 6/42 144,916 16) 11/12E 577,854 Sewer Improvements (SRF Loan) 6/43 622,911 17) 11/12F 67,087 Sewer Improvements (SRF Loan) 6/43 72,200 18) 11/12G 592,020 Sewer Improvements (SRF Loan) 6/44 762,905 19) 4/13A 141,680 Sewer Improvements (SRF Loan) 6/43 165,183 20) 1/14A 35,820 Sewer Improvements (SRF Loan) 6/34 31,988 21) 2/14C 268,488 Sewer Improvements (SRF Loan) 6/34 238,310 22) 2/14D 179,040 Sewer Improvements (SRF Loan) 6/34 162,347 23) 1/15A 307,768 Sewer Improvements (SRF Loan) 6/35 251,747 24) 1/15B 8,105 Sewer Improvements (SRF Loan) 6/34 6,577 25) 1/15C 85,792 Sewer Improvements (SRF Loan) 6/35 77,506 26) 5/15E 1,178,866 Sewer Revenue Refunding Bonds 6/36 1,080,460 27) 2/16A 178,858 Sewer Improvements (SRF Loan) 6/35 149,497 28) 12/16E 34,886 Sewer Improvements (SRF Loan) 6/36 30,368 29) 12/16F 706,400 Sewer Improvements (SRF Loan) 6/48 751,386 30) 12/17A 855,380 Sewer Improvements (SRF Loan) 6/49 935,494 31) 5/18A 101,304 Sewer Improvements (SRF Loan) 6/40 103,051 32) 12/18D-1 241,200 Sewer Improvements (SRF Loan) 6/39 266,776 33) 12/18D-2 192,960 Sewer Improvements (SRF Loan) 6/39 203,415 34) 12/18E 272,556 Sewer Improvements (SRF Loan) 6/40 277,268 35) 12/18F 144,720 Sewer Improvements (SRF Loan) 6/39 140,771 36) 12/19A 290,585 Sewer Improvements (SRF Loan) 6/39 280,185 37) 12/20B 271,164 Sewer Improvements (SRF Loan) 6/42 286,607 38) 3/21A 1,499,571 Sewer Improvements (SRF Loan) 6/34 1,499,571 39) Total $14,383,704 B-9 (Continued from previous page.) 1) The City’s flow-based share of the WRA’s Series 2008A SRF Loan outstanding in the amount of $11,841,000. 2) The City’s flow-based share of the WRA’s Series 2008B SRF Loan outstanding in the amount of $4,711,000. 3) The City’s flow-based share of the WRA’s Series 2008D SRF Loan outstanding in the amount of $1,820,000. 4) The City’s flow-based share of the WRA’s Series 2009B SRF loan outstanding in the amount of $6,082,000. 5) The City’s flow-based share of the WRA’s Series 2009C SRF loan outstanding in the amount of $6,660,000. 6) The City’s flow-based share of the WRA’s Series 2010A SRF loan outstanding in the amount of $6,403,000. 7) The City’s flow-based share of the WRA’s Series 2010B SRF loan outstanding in the amount of $5,272,000. 8) The City’s flow-based share of the WRA’s Series 2010C-1 SRF loan outstanding in the amount of $1,991,000. 9) The City’s flow-based share of the WRA’s Series 2010C-2 SRF loan outstanding in the amount of $13,033,000. 10) The City’s flow-based share of the WRA’s Series 2011B SRF loan outstanding in the amount of $12,404,000. 11) The City’s flow-based share of the WRA’s Series 2011A SRF loan outstanding in the amount of $48,553,000. 12) The City’s flow-based share of the WRA’s Series 2011C SRF loan outstanding in the amount of $7,504,000. 13) The City’s flow-based share of the WRA’s Series 2011D SRF loan outstanding in the amount of $12,778,000. 14) The City’s flow-based share of the WRA’s Series 2012B SRF loan outstanding in the amount of $2,242,000. 15) The City’s flow-based share of the WRA’s Series 2012C SRF loan outstanding in the amount of $15,044,000. 16) The City’s flow-based share of the WRA’s Series 2012D SRF loan outstanding in the amount of $5,663,000. 17) The City’s flow-based share of the WRA’s Series 2012E SRF loan outstanding in the amount of $10,215,000. 18) The City’s flow-based share of the WRA’s Series 2012F SRF loan outstanding in the amount of $1,184,000. 19) The City’s flow-based share of the WRA’s Series 2012G SRF loan outstanding in the amount of $20,404,000. 20) The City’s flow-based share of the WRA’s Series 2013A SRF loan outstanding in the amount of $6,455,000. 21) The City’s flow-based share of the WRA’s Series 2014A SRF loan outstanding in the amount of $1,250,000. 22) The City’s flow-based share of the WRA’s Series 2014C SRF loan outstanding in the amount of $3,908,000. 23) The City’s flow-based share of the WRA’s Series 2014D SRF loan outstanding in the amount of $4,342,000. 24) The City’s flow-based share of the WRA’s Series 2015A SRF loan outstanding in the amount of $6,733,000. 25) The City’s flow-based share of the WRA’s Series 2015B SRF loan outstanding in the amount of $257,000. 26) The City’s flow-based share of the WRA’s Series 2015C SRF loan outstanding in the amount of $1,271,000. 27) The City’s flow-based share of the WRA’s Series 2015E outstanding in the amount of $25,930,000. 28) The City’s flow-based share of the WRA’s Series 2016A SRF loan outstanding in the amount of $5,842,000. 29) The City’s flow-based share of the WRA’s Series 2016E SRF loan outstanding in the amount of $498,000. 30) The City’s flow-based share of the WRA’s Series 2016F SRF loan outstanding in the amount of $37,401,000. 31) The City’s flow-based share of the WRA’s Series 2017A SRF loan outstanding in the amount of $36,557,000. 32) The City’s flow-based share of the WRA’s Series 2018A SRF loan outstanding in the amount of $4,027,000. 33) The City’s flow-based share of the WRA’s Series 2018D-1 SRF loan outstanding in the amount of $10,425,000. 34) The City’s flow-based share of the WRA’s Series 2018D-2 SRF loan outstanding in the amount of $7,949,000. 35) The City’s flow-based share of the WRA’s Series 2018E SRF loan outstanding in the amount of $10,835,000. 36) The City’s flow-based share of the WRA’s Series 2018F SRF loan outstanding in the amount of $5,501,000. 37) The City’s flow-based share of the WRA’s Series 2019A SRF loan outstanding in the amount of $10,949,000. 38) The City’s flow-based share of the WRA’s Series 2020B SRF loan outstanding in the amount of $11,200,000. 39) The City’s flow-based share of the WRA’s Series 2021A SRF loan outstanding in the amount of $37,380,000. The amounts above represent the City’s share of the par amount for various issues. Other participating communities within the WRA pay the remaining amounts. Flow-based allocations are subject to change on an annual basis; as such the amount outstanding may be greater than the amount issued due to fluctuations in flow. B-10 Des Moines Metropolitan Wastewater Reclamation Authority (“WRA”) Proposed Payment Obligations: WRA has authorized and is planning to issue the following State Revolving Fund Loan within the calendar year. The amount below represents the City’s anticipated share of the debt service payments of the proposed issue. Other participating communities of the WRA pay the remaining amount. Flow-based allocations are subject to change on an annual basis; as such the amount outstanding may be greater than the amount issued due to fluctuations in flow. Date of Issue Original Amount Purpose Final Maturity Principal Proposed As of 11/04/21 TBD $521,268 Sewer Improvements (SRF) TBD $521,268 1) 1) The City’s flow-based share of the WRA’s proposed SRF Loan in the amount of $20,370,000. B-11 GENERAL INFORMATION LOCATION AND TRANSPORTATION The City is located in central Iowa, approximately 16 miles northwest of Des Moines. The City is located near U.S. Interstate Highways No. 35 and 80. U.S. Highway No. 6 passes directly through the community. Commercial airline service is available at the Des Moines International Airport through Allegiant, American Airlines, Frontier, Southwest, United and Delta. The rail line within the City is operated by the Union Pacific Railroad. LARGER EMPLOYERS A representative list of larger employers in the City is as follows: Employer Type of Business Approximate Number of Employees 1) Waukee Community School District Education 1,795 2) Hy-Vee Grocery Store 475 Holmes Murphy & Assoc. Insurance 374 Waukee Family YMCA Family Recreation & Health Center 330 Access Systems Office Technologies 225 Quad Graphics Waukee Printing 210 City of Waukee City Government 198 3) Gilcrest/Jewett Lumber Company Lumber, Windows, Doors 150 Stivers Ford Automobile Sales and Service 100 1) Includes full time, part time, and seasonal employees. 2) Includes part-time employees, most of whom are teacher substitutes and associates. 3) Includes paid on-call/volunteer fire and EMS employees. Source: The City, Waukee Community School District and company inquiries. The list is updated frequently as changes are identified and is not to be construed as a complete profile. Some additional major employers in the Des Moines metropolitan area include, but are not limited to the following: Employer Type of Business Approximate Number of Employees Wells Fargo Financial Services 13,500 1) UnityPoint Health Partners Healthcare 8,026 State of Iowa State Government 7,700 2) Principal Financial Group Insurance 6,600 Hy-Vee, Inc. Grocery and Drugstore Chain 6,400 Des Moines Public Schools Education 5,141 3) MercyOne Healthcare (Hospitals and Clinics) 4,276 Amazon Data/Distribution Center 3,500 Nationwide/Allied Insurance Insurance 3,300 John Deere Companies Agricultural Machinery & Consumer Financial Services 2,884 4) Corteva Agriscience Seed Manufacturing 2,500 Kum & Go Convenience Store Chain 2,000 UPS Logistics, Distribution, Transportation & Freight 1,721 1) Includes both Wells Fargo Banks and Wells Fargo Financial. 2) Total is for the Greater Des Moines metropolitan statistical area which includes Dallas, Guthrie, Madison, Polk and Warren counties. 3) Total does not include substitute teachers. 4) Includes both John Deere Des Moines Works and John Deere Credit Company. Source: The Greater Des Moines Partnership. The list is updated frequently as changes are identified and is not to be construed as a complete profile. B-12 U.S. CENSUS DATA Population Trend: 1990 U.S. Census 2,512 2000 U.S. Census 5,126 2010 U.S. Census 13,790 2015 U.S. Special Census 17,945 2020 U.S. Census 23,940 Source: U.S. Census Bureau UNEMPLOYMENT RATES Dallas County State of Iowa Annual Averages: 2017 2.1% 3.1% 2018 1.7% 2.6% 2019 1.9% 2.7% 2020 3.6% 5.2% 2021 (through June) 3.0% 3.7% Source: Iowa Workforce Development EDUCATION The Waukee Community School District (the “District”) provides public education with an October 2020 certified enrollment for the 2021-22 school year of 11,994.7. The District currently has 1,388 full-time employees and approximately 407 additional part-time teacher substitutes and associates. The District owns and operates nine elementary schools, two middle schools, two eighth-ninth grade schools, and two high schools which includes the Innovation and Learning Center. FINANCIAL SERVICES Financial services for residents of the City are provided by branch offices of Charter Bank, Community State Bank, People’s Trust & Savings Bank, Wells Fargo Bank, N.A. and West Bank, as well as Greater Iowa Credit Union. The branch offices of Charter Bank, Wells Fargo Bank, N.A. and West Bank report the following deposits as of June 30th for each year: Year Charter Bank Wells Fargo Bank, N.A. West Bank 2016 $26,436,000 $44,730,000 $20,005,000 2017 27,380,000 51,488,000 27,645,000 2018 29,881,000 53,496,000 27,753,000 2019 30,171,000 62,535,000 34,950,000 2020 36,813,000 76,060,000 46,412,000 Source: FDIC LOCAL OPTION SALES AND SERVICES TAX On November 7, 2017, a referendum was held for imposition of a one percent (1%) local option sales and services tax (“Local Option Tax”) to be collected within Dallas County. Imposition of the Local Option Tax was approved by the voters of contiguous incorporated areas of the cities of Waukee, West Des Moines, Clive and Urbandale by a vote of approximately 61.2% in favor. The Local Option Tax became effective on July 1, 2018. The City’s Local Option Tax receipts are to be utilized for as follows: (i) 50% of such revenues to be allocated for property tax relief and (ii) 50% of such revenues for City quality of life improvement purposes, including recreational/sports complexes, community center, trails, parks, arts, cultural amenities, historic preservation, and for public uses the city deems appropriate. B-13 The State of Iowa Department of Revenue (the “Department”) administers collection and disbursement of all local option sales and services taxes (“LOSST”) in conjunction with administration of the State-wide sales, services and use tax presently assessed at 6%. The Department is required by statute to remit at least 95% of the estimated tax receipts to a county board of supervisors (for taxes imposed in unincorporated areas) and to each incorporated city. Such remittances are on a monthly basis. Once a year the Department reconciles its monthly estimated payments and makes an adjustment payment or debit at the November 10 payment date. Remittance of collections within a county are based upon the following statutory formula for county-wide collections: (i) 75 percent: based on a pro rata share of population (the most recent certified federal census) of those incorporated or unincorporated areas in a county which have approved a LOSST; and (ii) 25 percent: based on a pro rata share during the three year period beginning July 1, 1982, through June 30, 1985, for those incorporated or unincorporated areas of a county which have approved a LOSST. Once approved, a LOSST can only be repealed through a public referendum at which a majority voting approves the repeal or tax rate change (or upon motion of the governing body), provided no obligations secured by the LOSST are outstanding. If a LOSST is not imposed county-wide, then the question of repeal is voted upon only by voters in such areas of a county where the tax has been imposed. LOSST may not be repealed within one year of the effective date. HISTORY OF TAXABLE RETAIL SALES The following table represents the number of businesses and taxable sales in the City and Dallas County for the last five fiscal years. Fiscal Year Number of Businesses City of Waukee Taxable Retail Sales Other Taxable Retail Sales Within Dallas County Total Taxable Sales Within Dallas County 2015-16 272 $227,405,109 $996,380,001 $1,223,785,110 2016-17 279 236,496,367 1,043,093,425 1,279,589,792 2017-18 293 251,659,506 991,431,785 1,243,091,291 2018-19 307 260,737,567 1,041,646,100 1,302,383,667 2019-20 323 271,316,409 1,016,374,784 1,287,691,193 Source: Iowa Department of Revenue, “Iowa Retail Sales & Use Tax Report” LOCAL OPTION TAX REVENUES The following table represents the Local Option Tax revenue collections as reported by the City, the amount of the Local Option Tax revenues available for the payment of the General Obligation Local Option Sales Tax Bonds, Series 2020B (“Series 2020B Bonds”) pursuant to the referendum and the maximum annual debt payment on the Series 2020B Bonds. Local Option Available for Maximum Annual Fiscal Year Tax Revenues Bond Payments Debt Payment 2018-19 $2,486,798 1) $1,243,399 2) N/A 2019-20 3,191,666 1) 1,595,833 2) N/A 2020-21 3,588,423 3) 1,794,212 2) $898,700 2021-22 3,708,853 4) 1,854,427 2) 898,700 1) Per the City’s Independent Auditor’s Reports. 2) Represents the 50% of the total Local Option Tax revenues available for the repayment of the Series 2020B Bonds. 3) Represents the preliminary unaudited Local Option Tax revenues per the City for Fiscal Year 2020-21. 4) Represents the Local Option Tax revenues based on Department of Revenues estimates as August 12, 2021 for Fiscal Year 2021-22. Source: The City APPENDIX C FORM OF LEGAL OPINION APPENDIX D JUNE 30, 2020 INDEPENDENT AUDITOR’S REPORTS APPENDIX E FORM OF CONTINUING DISCLOSURE CERTIFICATE OFFICIAL BID FORM To: City Council of Sale Date: October 4, 2021 City of Waukee, Iowa 10:00 A.M. Central Time RE: $19,760,000* General Obligation Urban Renewal Bonds, Series 2021B (the “Bonds”) This bid is a firm offer for the purchase of the Bonds identified in the “TERMS OF OFFERING” and on the terms set forth in this bid form, and is not subject to any conditions, except as permitted by the “TERMS OF OFFERING”. By submitting this bid, we confirm we have an established industry reputation for underwriting new issuance of municipal bonds. For all or none of the Bonds, in accordance with the “TERMS OF OFFERING”, we will pay you $______________________ (not less than $19,562,400) plus accrued interest to date of delivery for fully registered Bonds bearing interest rates and maturing in the stated years as follows: Coupon Maturity Yield Coupon Maturity Yield ________ 2022 ________ ________ 2032 ________ ________ 2023 ________ ________ 2033 ________ ________ 2024 ________ ________ 2034 ________ ________ 2025 ________ ________ 2035 ________ ________ 2026 ________ ________ 2036 ________ ________ 2027 ________ ________ 2037 ________ ________ 2028 ________ ________ 2038 ________ ________ 2029 ________ ________ 2039 ________ ________ 2030 ________ ________ 2040 ________ ________ 2031 ________ ________ 2041 ________ * Preliminary; subject to change. The aggregate principal amount of the Bonds, and each scheduled maturity thereof, are subject to increase or reduction by the City or its designee after the determination of the successful bidder. The City may increase or decrease each maturity in increments of $5,000 but the total amount to be issued will not exceed $22,000,000. Interest rates specified by the successful bidder for each maturity will not change. Final adjustments shall be in the sole discretion of the City. The dollar amount of the purchase price proposed by the successful bidder will be changed if the aggregate principal amount of the Bonds is adjusted as described above. Any change in the principal amount of any maturity of the Bonds will be made while maintaining, as closely as possible, the successful bidder's net compensation, calculated as a percentage of bond principal. The successful bidder may not withdraw or modify its bid as a result of any post-bid adjustment. Any adjustment shall be conclusive and shall be binding upon the successful bidder. We hereby designate that the following Bonds to be aggregated into term Bonds maturing on June 1 of the following years and in the following amounts (leave blank if no term bond specified): Years Aggregated Maturity Year Aggregate Amount _______ through _______ _____________ _____________ _______ through _______ _____________ _____________ _______ through _______ _____________ _____________ In making this offer we accept all of the terms and conditions of the “TERMS OF OFFERING” published in the Preliminary Official Statement dated September 20, 2021 and represent we are a bidder with established industry reputation for underwriting new issuances of municipal bonds. In the event of failure to deliver these Bonds in accordance with the “TERMS OF OFFERING”, as printed in the Preliminary Official Statement and made a part hereof, we reserve the right to withdraw our offer. All blank spaces of this offer are intentional and are not to be construed as an omission. Not as a part of our offer, the above quoted prices being controlling, but only as an aid for the verification of the offer, we have made the following computations: NET INTEREST COST: $_________________________ TRUE INTEREST COST: _________________________% (Dated date November 4, 2021) Account Manager: ___________________________________ By: ___________________________________ Account Members: ___________________________________________________________________________ The foregoing offer is hereby accepted by and on behalf of the City Council of the City of Waukee, Iowa this 4th day of October 2021. Attest: _________________________________ By: ________________________________________ Title: __________________________________ Title: _______________________________________