03LOAN AGREEMENT
THIS LOAN AGREEMENT dated as of the 1st day of February 2014 between
the Alaska Municipal Bond Bank the Bank body corporate and politic constituted
as an instrumentality of theState of Alaska the State exercisingpublic and essential
governmental functions created pursuant to the provisions of Chapter 85 Title 44
Alaska Statutes as amended the Act having its principal place of business at
Juneau Alaska and the Kodiak Island Borough Alaska duly constituted and existing
second class borough of theState the Borough
WITN ESSETH
WHEREAS pursuant to the Act the Bank is authorized to make loans of money
the Loan or Loans to governmental units and
WHEREAS the Borough is Governmental Unit as defined in the General Bond
Resolution of the Bank hereinafter mentioned and pursuant to the Act is authorized to
accept Loan from the Bank to be evidenced by its municipal bonds and
WHEREAS the Borough desires to borrow money from the Bank in the amount
of not to exceed $25000000 and has submitted an application to the Bank for Loan
in the amount of not to exceed $25000000 and the Borough has duly authorizedthe
issuance of its fully registered bond in the aggregate principal amount of $22660000
the Municipal Bond which bond is to be purchased by the Bank asevidence of the
Loan in accordance with this Loan Agreement and
WHEREAS the application of the Borough containsthe information requestedby
the Bank and
WHEREAS to provide for the issuance of bonds of the Bank in order to obtain
fromtime to time money with which to make Loans the Bank has adopted the General
Obligation Bond Resolution on July 132005 as amended August 19 2009 the
General Bond Resolution and SeriesResolution No 2014-01approved on
January 2014 together with the General Bond Resolution the Bond Resolution
authorizing the making of such Loan to the Borough and the purchase of the Municipal
Bond and
WHEREAS the Board approved certain modifications to the General Bond
Resolution effective on the date when all bonds issued under theterms of the General
Bond Resolution prior to February 192013 cease to be outstanding
NOW THEREFORE the parties agree
The Bank hereby makes the Loanand the Borough accepts the Loan in
the aggregate principal amount of $22660000 As evidence of the Loan made to the
Borough and such money borrowed fromthe Bank by the Borough the Borough hereby
sells to the Bank the Municipal Bond in the principal amount with the principal
installment payments and bearing interest from its date at the rateorrates per annum
stated in Exhibit appended hereto
The Borough represents that it has duly adopted or will adopt all
necessary ordinances or resolutions including Resolution No FY2014-24 adopted on
January 16 2014 the Borough Resolution and has taken or will take all proceedings
required by law to enable it to enter into this Loan Agreement and issue its Municipal
Bond to the Bankand that the Municipal Bond will constitute general obligation bond
secured by the full faith and credit of the Borough all duly authorized by the Borough
Resolution
Subject to any applicable legal limitations the amounts to be paid by the
Borough pursuant to this Loan Agreement representing interest due on its Municipal
Bond theMunicipal Bond Interest Payments shall be computed at the same rateor
ratesof interest borne by the corresponding maturitiesof the bonds sold by the Bank in
order to obtain the money with which to make the Loan and to purchase the Municipal
Bond the Loan Obligations and shall be paid by the Borough atleast seven
business days beforethe interest payment date so as to provide funds sufficient to pay
interest as the samebecomes dueon the Loan Obligations
The amounts to be paid by the Borough pursuant to this Loan Agreement
representing principal due on its Municipal Bond theMunicipal Bond Principal
Payments shall be paid atleast seven business days beforethe payment date
stated in the Municipal Bond so as to provide funds sufficient to pay the principal of the
Loan Obligations as the same matures based upon the maturity schedule stated in
Exhibit appended hereto
In the event the amounts referred to in Sections and hereof to be paid
by the Borough pursuant to this Loan Agreement arenot made availableat any time
specified herein the Borough agrees that any money payable to it by any department or
agency of theState may be withheldfrom it and paid over directly to the Trustee acting
under the General Bond Resolution and this Loan Agreement shall be full warrant
authority and directionto make such payment upon notice to such department or
agency by the Bank with copy provided to the Borough as provided in the Act
In the event Loan Obligations havebeen refunded and the interest rates
the Bank is required to pay on its refunding bonds in any year are less than the interest
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rates payable by the Borough on the Municipal Bond for the corresponding year
pursuant to theterms of the Municipal Bond then both the Municipal Bond Interest
Payments and the Municipal Bond Principal Payments will be adjusted in such
manner that the interest rate paid by the Borough on any principal installmentof the
Municipal Bond is equal to the interest rate paid by the Bank on the corresponding
principal installmentof the Banks refunding bonds and ii on present value basisthe
sum of the adjustedMunicipal Bond Interest Payments and Municipal Bond Principal
Payments is equal to or less than the sum of the Municipal Bond Interest Payments and
Municipal Bond Principal Payments due over the remaining term of the Municipal Bond
as previously established under this Loan Agreement In the event of such refunding
of Loan Obligations the Bank shall present to the Borough for the Boroughs approval
revised schedule of principal installment amounts and interest rates for the MunicipalBondIfapprovedbytheBoroughtherevisedscheduleshallbeattachedheretoas
Exhibit and incorporated herein in replacement of the previous Exhibit detailing said
principal installment amounts and interest rates
The Borough is obligated to pay to the Bank Fees and Charges Such
Fees and Charges actually collected fromthe Borough shall be in anamount sufficient
together with the Boroughs Allocable Proportion as defined below of other money
availabletherefor under the provisions of the Bond Resolution and other money
available therefor including any specific grants made by the United States of America
or any agency or instrumentality thereof or by theState or any agency or instrumentality
thereof and amounts applied therefor from amounts transferredto the Operating Fund
pursuant to Section 606 of the General Bond Resolution
to pay as the samebecome due the Boroughs Allocable
Proportion of the Administrative Expenses of the Bank and
to pay as the same become due the Boroughs Allocable
Proportion of thefees and expenses of the Trustee and paying agent for the Loan
Obligations
The Boroughs Allocable Proportion as used herein shall mean the proportionate
amount of the total requirement in respect to which theterm is used determined by the
ratio that the principal amount of the Municipal Bond outstanding bears to the total of all
Loans then outstanding to all Governmental Units under the General Bond Resolution
as certified by the BankThe waiver by the Bank of any fees payablepursuant to this
Section shall not constitute subsequent waiver thereof
The Borough is obligated to make the Municipal Bond Principal Payments
scheduled by the BankThe first such Municipal Bond Principal Payment is due atleast
seven business days prior to the date indicated on Exhibit appended hereto and
thereafter on the anniversary thereof each year The Borough is obligated to make the
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Municipal Bond Interest Payments scheduled by the Bank on semi-annual basis
commencing seven business days prior to the date indicated on Exhibit appended
hereto and to payany Fees and Chargesimposed by the Bank within 30 days of
receiving the invoice of the Bank therefor
The Bank shall not sell and the Borough shall not redeem prior to maturity
any portion of the Municipal Bond in anamount greater than the Loan Obligations which
are then outstanding and which are then redeemable and in the event of any such sate
or redemption the same shall be in anamount not less than the aggregate of the
principal amount of the Municipal Bond or portion thereof to be redeemed ii the
interest to accrue on the Municipal Bond or portion thereof to be redeemed to thenext
redemption date thereof not previously paid iii the applicable premium if any payable
on the Municipal Bond or portion thereof to be redeemed and iv thecost and
expenses of the Bank in effecting the redemption of the Municipal Bond or portion
thereof to be redeemed The Borough shall give the Bank atleast 50 days notice of
intentionto redeem its Municipal Bond
In the event the Loan Obligations with respect to which thesale or redemption
prior to maturity of such Municipal Bond is being made have been refunded and the
refunding bonds of the Bank issued for the purpose of refunding such Loan Obligations
were issued in principal amount in excess of or less than the principal amount of the
Municipal Bond remaining unpaid at the date of issuance of such refunding bonds the
amount which the Borough shall be obligated to pay or the Bank shall receive under
item above shall be the principal amount of such refunding bonds outstanding
In the event the Loan Obligations havebeen refunded and the interest the Bank
is required to pay on the refunding bonds is less than the interest the Bank was required
to pay on the Loan Obligations the amount which the Borough shall be obligated to pay
or the Bank shall receive under item ii above shall be the amount of interest to accrue
on such refunding bonds outstanding
In the event the Loan Obligations have been refunded the amount which the
Borough shall be obligated to pay or the Bank shall receive under item iii above when
the refunded Loan Obligations are to be redeemed shall be the applicable premium if
any on the Loan Obligations to be redeemed
Nothing in this Section shall be construedas preventing the Borough from
refunding the Municipal Bond in exchange for new Municipal Bond in conjunction with
refunding of the Loan Obligations
10 Simultaneously with the delivery of the Municipal Bond to the Bank the
Borough shall furnishto the Bank evidence satisfactory to the Bank which shall set
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forth among other things that the Municipal Bond will constitutevalid and binding
general obligation of the Borough secured by the full faith and credit of the Borough
11 Invoices for payments under this Loan Agreement shall be addressed to
the Kodiak Island Borough Attention Finance Director 710 Mill Bay Road Kodiak
Alaska 99615 The Borough shall give the Bankand the corporate trust office of the
Trustee under the General Bond Resolution at least 30 days written notice of any
change in such address
12 The Borough hereby agrees to keep and retain until the date six years
after the retirementof the Municipal Bond or any bond issued to refund the Municipal
Bond or such longerperiod as may be required by the Boroughs record retention
policies and procedures records with respect to the investment expenditure and use of
the proceeds derivedfromthesale of its Municipal Bond including without limitation
records schedules bills invoices check registers cancelled checksand supporting
documentation evidencing use of proceeds and investments and/or reinvestments of
proceeds The Borough agrees that all records required by the preceding sentence shall
be made available to the BondBank upon request
13 Prior to payment of the amount of the Loan or any portion thereof and the
delivery of the Municipal Bond to the Bank or its designee the Bank shall have the right
to cancel all or any part of its obligations hereunder if
Any representation warranty or other statement made by the
Borough to the Bank in connection with its application to the Bank for Loan shall be
incorrect or incomplete in any material respect
The Borough has violated commitments made by it in the terms of
this Loan Agreement
The financial position of the Borough has in the opinion of the
Bank suffered materially adverse change between the date of this Loan Agreement
and the scheduled time of delivery of the Municipal Bond to the Bank
14The obligation of the Bank under this Loan Agreement is contingent upon
delivery of its General Obligation Bonds 2014A Series One Tax-Exempt the 2014A
Series One Bonds and receipt of the proceeds thereof
15 The Borough agrees that it will provide the Bank withwritten notice of any
default in covenantsunder the Borough Resolution within 30 days fromthe date thereof
16The Borough shall not take or omit to take any action lawful and within its
power to take which action or omission would cause interest on the Municipal Bond to
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become subject to federal income taxes in additiontofederal income taxes to which
interest on such Municipal Bond is subject on the date of original issuance thereof
The Borough shall not permit any of the proceeds of the Municipal Bond or any
facilities financed with such proceeds to be used in any manner that would cause the
Municipal Bond toconstitute private activity bond within the meaning of Section 141
of the Code
The Borough shall make no use or investment of the proceeds of the Municipal
Bond which will cause the Municipal Bond to bean arbitrage bond under Section 148
of the Code So long as the Municipal Bond is outstanding the Borough shall comply
with all requirements of said Section 148and all regulations of the United States
Department of Treasury issued thereunder to theextent that such requirements are at
the time applicable and in effect The Borough shall indemnify and hold harmless the
Bank from any obligation of the Borough to make rebate payments to the United States
under said Section 148 arising fromthe Boroughs use or investment of the proceeds of
the Municipal Bond
17 The Borough agrees that ifit is one of the Governmental Unitsthat has
ten percent or greater amount of outstanding bonds held by the Bank under its General
Bond Resolution it shall execute continuing disclosure agreement for purposes of
Securities and Exchange Commission Rule 15c2-12adopted under the Securities and
Exchange Act of 1934 and provide the Bank for inclusion in future official statements
upon request financial information generally of the type included in Appendix under
the heading Summaries of Borrowers Representing 10%or More of Outstanding
Principal of Bonds Issued Under the 2005 General Bond Resolution to the Official
Statement and attached hereto as Exhibit
18 If any provision of this Loan Agreement shall for any reason be held to be
invalid or unenforceable the invalidity or unenforceability of such provision shall not
affect any of the remainingprovisions of this Loan Agreement and this Loan Agreement
shall be construed and enforcedas if such invalid or unenforceable provision had not
been contained herein
19 This Loan Agreement may be executed in one or more counterparts any
of which shall be regarded for all purposes as an original and all of which constitute but
one and the same instrument Each party agrees that it will execute any and all
documents or other instruments and take such otheractions as are necessary to give
effect to theterms of this Loan Agreement
20 No waiver by either party of any term orconditionof this Loan Agreement
shall be deemed or construed as waiver of any otherterm or condition hereof nor
shall waiver of any breach of this Loan Agreement be deemed toconstitute waiver
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of anysubsequentbreach whether of the same orof different section subsection
paragraph clause phrase or other provision of this Loan Agreement
21 In this Loan Agreement unlessotherwisedefined herein all capitalized
terms which aredefined in Article of the General Bond Resolution shall have the same
meanings respectively assuch termsare given in Article of the General Bond
Resolution
22 This Loan Agreementmerges and supersedes all prior negotiations
representations and agreements between the parties hereto relating to the subject
matterhereof and constitutes the entire agreement between the parties hereto in
respect thereof
IN WITNESS WHEREOF the parties hereto have executed this Loan Agreement
the day and year first above written
ALASKA MUNICIP ANK
xecutive Director
KODIAK ISLAND BOROUGH ALASKA
By IAL
KARLETON SHORT
Finance Director
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EXHIBIT
$22660000
Kodiak Island Borough Alaska
General Obligation School Bond 2014
Municipal Bond
Due Principal Interest
March Amount Rate
2015 $740000 2.000%
2016 785000 3.000
2017 810000 4.000
2018 840000 5.000
2019 880000 2.000
2020 900000 2.000
2021 915000 5.000
2022 965000 5.000
2023 1010000 5.000
2024 1060000 5.000
2025 1110000 3.125
2026 1150000 5.000
2027 1205000 5.000
2028 1265000 5.000
2029 1330000 5.000
2030 1395000 5.000
2031 1465000 4.500
2032 1535000 5.000
2033 1610000 5.000
2034 1690000 5.000
Principal installments shall be payable onMarch in each of the years and in the
amounts set forth above Interest on the Municipal Bond shall be payable on
September 2014 and thereafter on March and September of each year
Optional Prepayment The Municipal Bond principal payments dueon or after March
2025 are subject to prepayment in whole or in part at the option of the Borough on any
date on or after March 2024 at price of 100%of the principal amount thereof to be
prepaidplus accrued interest to the date of prepayment
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EXHIBIT
APPENDIX
Summaries of Borrowers Representing
10%or More of Outstanding Principal of Bonds
Issued Under the 2005 General Bond Resolution
Page of
r.enat Ienunsuta ucrougn ijenerat 1-unu
General Obligation Financial Summary
EXHIBIT
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4unicipal FinancialPosition 2009 2010 2011 2012 2013 Average
ropedy Tax Collections
Borrowers Properly Tao Rate per 51.091 $4.50 $4.50 $450 $4.50 $4.50 $4
MunicipalLevy $26779449 $28875124 $29058274 $30419493 $30823497 558.501541
Current Years Collections $26431968 $28375677 $28630610 $29946804 $30382639 $57650
Current Collection Rate 98.70%9827%98.53%98.45%99.57%98.5
Total Years Collections $26773902 $28863520 $29025996 530353606 550382636 $58383843
TotalCollection Rate 99.98%99-0 99.82%99.78%9857%99.80
General Fund
Total Ending Fund Balance 25138217 23021423 21705814 21466383 28310985
Unreserved Ending Fund Balance 24604294 28864 21454058 21268520 16296145 5405275
Expenditures 69119691 70820 72363558 71347868 72452478 51293855
Fund Balance/Expenditures 36%72%30%30%22%
Total Revenues 69797634 68716-o2 70799805 71109637 74255493 $129722.1
Intergovernmental Revenues 9.477866 899 8.538331 9749464 10392037 5162711
PercentageIntergovernmental 14%11%12%14%14%13
AnnualGrowth
GeneralEconomic and Demographic Dala 2009 2010 2021 2012 Rate
2013 Umererved Food Belorce i.Nrt of Note Lfvoivableto tf.e City oftanner I.e onooot of 56941837 for inxtallatioo ofn41xral 90010 comnmoity moored by oxoommrotooooll booofited pmprrtios
EXHIBIT
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2009
ITY AND BOROUGH OF SITKA
GENERAL OBLIGATION FINANCIAL SUMMARY
4unicipalFinancialFosition __________2010 2011 2012 2013 AverageIv1nIfrm
Borrowers Property Tax Rate per $1000
Lurrentrears Loflections
Current Collection Rate
Intel LoulectlonCate
2009 2010 2011 2012 2012
Annual Gmwth
General Economicand Demographic Data
627 8881 8773 8952Population_________________________________________________________
Tax Payers 7.84%
941 464880 953 574685 985073129 990930238 101TaxableAssessedValue______________________________________________________
109.130 107372 112285 110694AssessedValuePerCapita
EXHIBIT
City and Borough of SiLks
Electric Enterprise Fund
Financial Summary
2009 2010 2011 2012 2013
AuditedAuditedAuditedAuditedAudited
4ssets
Cash 8993721886815924320421 3145065028803187
Restricted Assets 7376785714927768711643595875 21197459
Other Assets 360206742560235010167726627513897615
Construction in Progress 2883684 5555467116469871808672458930539
Utility Plant in Service 66094407 64914833631031506177500359900343
Total Assets 88950664 90743759110951889122174527182729143
Liabilities andNet Assets
Liabilities
Other Liabilities 419304 636920172277224771826355564
RevenueBonds Payable 3039500028090000487000004757000079485000
Deferred loss/premium onbonds 954781815343 1471509 1711547 5943338
RevenueNote Payable 92991309054598880018885354987973608
Total Liabilities 3915865336966175606944695687113399757510
NetAssess 4979201153777584502574206530339482971633
Operating Revenues 1184611710852914114015231161131912077554
Operating Expenses
Administrative and General 19555081699737173969820037681975492
Operation andMaintenance 4465023436611552573425914895 5152028
Depreciation 1998438199417119875581971739 1986195
Operating Income 34271482792885241692517209172963839
Nonoperating revenue expense
Investment income 642422523298490986459107 314600
Interest Expense 24691922369426172519828486391678238
Other 351823208962 625748572946
NetIncome before
contributions and transfers 195220111557191182713 42867 2173147
Capital contributions 60358228537524039237526605017169455
Estraordinary Item
NetPension Obligation Relief 281345 119824 139806 325771
Transfer In Out net 23898 998128
Change in Net Assets 2837128 39855735341774536298918670245
Population of City and
Borough 8627 8881 8773 8952 9084
ofelectric customers 5257 5278 5282 5309 5403
KwH Sold 114866192108739970111795344111048623111155330
RevenueBondDebt Service 410569041084073477959 34675674529240
Revenue Bond Coverage 1.25 1.56 1.34 1.41 1A3 1.2
Note $1440000 transferredinto Rate Stabilization Fund in Ff2013
Note TotalofrateStabilization Fund as of June 302013 -$2151000
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CITY ANDBOROUGH OFJUNEAU
FINANCIAL SUMMARY
GeneralGovernmental Fund
EXHIBIT
D-4
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Municipal FinancialPosition
MUXUCWaILSVV
borrowersropertv lax gateper $1000
CurrentsearsLouections
Total Years Collections
TotalCollection Rate
I.aeneral Iuna
2009 2010 2011 2012 2013 Average
Unassienea IIUS Lmernencv uoeratingxesLLtboiTOiJ
runa balanceuxvenanures
otai Itevenues
Intergovernmental Revenues
PeitentageIntergovernmental
TaxableAssessedValue
AssessedValue Per Capita
Tc --of
EXHIBIT
CITY ANDBOROUGH OF JUNEAU
HARBOR ENTERPRISE FUND
FINANCIAL SUMMARY
2009 2010 2011 2012 2013
Audited Audited Audited Audited Audited
ASSETS
PlantIn-Service net of depreciation $13081747$11923364$13827335$12844129$11875368
Construction Work in Progress 2784170629935711298892943349976942397974
Cash 3299922 4470053472852246607553466374
Restricted Assets 9929753 7588584 107027031119647910946328
OtherAssets 1178214 866059 764741 847869 543407
Total Assets 5533134254783771599125956304900169229451
LIABILITIES ANDNETASSETS
Revenue Bonds Payable 10210000 99600009700000 96915959380434
Other Liabilities 2590015 1726240 21102902140909 1401365
Total Liabilities 12800015116862401181029011832504 10781799
NET ASSETS 4253132743097531 48102305 5121649758447652
Operating Revenues 263022030403302854858 3154885 3173272
Operation and Maintenance 2396922 213387724921102434329 2498178
Administrative and General
Depreciation 1048281 799254 899956 986619 968761
Operating Income Loss 814983 107199 537208266063293667
Non-Operating Revenue Expense 422169 183181 46509 155306 214686
Net Income Loss Before Contribution 392814 75982 490699 110757508353
Capital Contributions 317339 242186 1690873 25499497392466
Net Transfers-In Out 3250000 400000 3804600 675000 500000
Special item NPO/OPEB write off 338771 ________________________________________________
Change in NetAssets 3513296 566204 5004774 3114192 7384113
Population of City 30711 31275 31275 32290 32290
RevenueBond Coverage 1.67 2.19 1.19 119 121
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EXHIBIT
Conduit Debt
WILDFLOWERCOURT not for profit organziation
FINANCIAL SUMMARY
LIABILITIES AND NETASSETS
Change in NetAssets
Revenue Bond Coverage
422660 83562 350558 193816587132
This facility is component unitof the City of Seward
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ASSETS
2008 2009 2010 2011 2012
Audited Audited Audited AuditedAudited
PlantIn-Service 742237765202715674338 49093054620999
Cash 11624021500220125586715821281752043
Restricted Assets 17562351760358173517817074022170928
OtherAssets 1149867114264213129151399517 1444749
Total Assets 1149088110923491997829895983529988719
14850000
923777
15773777
4282896
14250000
872825
15122825
Bond Debt
Other Liabilities
Total Liabilities
NETASSETS DEFICIT
Operating Revenues
Operating Expenses
Depreciation
Operating Income Loss
Non-Operating Revenue Expense
13650000
878190
14528190
13050000
904428
13.954.428
11705000
2052663
13.757.663
4199334 4549892 43560763768944
897243210290008103616091085919510841324
84386139302040980294498943539594317
988053 951871 937147 832579780765
454234 36097 378482 132263 466243
31574474652792461553 120890
1.10 1.27 1.01 1.33 1.32
EXHIBIT
CITY ANDBOROUGH OF JUNEAU
BARTLETTREGIONALHOSPITAL
FINANCIAL SUMMARY
2009 2010 2011 2012 2013
Audited Audited Audited Audited Audited
ASSETS
PlantIn-Service net of depreciation $71272745$74736663 $72772410$74566327$74002798
Construction Work in Progress 8224160 3126611 6866781 6202224 2826314
Cash 1629792618036202 1499030817386169 26113833
Restricted Assets 5462944 855505110160114 65494985490768
OtherAssets 17751193 2054993723011263 23462113 25230206
Total Assets 119008968 125004464127800876 128166331133663919
LIABILITIES ANDNETASSETS
RevenueBonds Payable 2674000026165000 255700002492679525304679
Other Liabilities 1048438711066147 11391053 89998678829067
Total Liabilities 3722438737231147 36961053 33926662 34133746
NETASSETS 81784581 87773317 90839823 9423966999530173
Operating Revenues 76333369 82640681 90680836 95026373 84250207
Operation and Maintenance 66831133 7297563283883389 89411913 76967444
Administrative and General
Depreciation 5474872 627056565521777145290 7001295
Operating Income Loss 40273643394484 245270 1530830 281468
Non-Operating Revenue Expense 243415 911555 15796343306366 4119820
Net Income Loss Before Contribution 4270779 43060391824904 1775536 4401288
Capital Contributions 870700 536697 89002 471910 134658
Net Transfers-In Out 1103000 11460001152600 1152400 1123000
Special item NPO/OPEB write off 1006456 ________________________________________________
Change in NetAssets 7250935 598873630665063399846 5658946
Population of City 30711 31275 31275 32290 32290
RevenueBond Coverage 5.07 5.15 3.63 3.00 4.33
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