RES 2009-1104 - Various purpose bonds series 2009!, taxable avrious purpose bonds series 2009B iOAHA,n,Ve '�. .,
�4 `,' °� RECEIVED Finance Department
ci��,�' s Omaha/Dou las Civic Center
It`",~'M";'' 1819 Farnam Street,Suite 1004
�������� � Omaha,Nebraska 68183-1004
':rc �! O, SEP 8 P1 J (402)483-1004
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ro Telefax(402)546-1150
15 �TFD FEBRVr CITY 41 G to i i l
City Omaha A k �, p• t t� Pam Spaccarotella
Jim S ofl O M A A, N BRAS t. Director
Allen R.Herink
City Comptroller
Honorable President
and Members of the City Council,
Preliminary Official Statement pertainingto the issuance and
Submitted for your approval is the Preh y
sale of general obligation "Various Purpose Bonds Series 2009A," general obligation "Taxable
Various Purpose Bonds (Build America Bonds—Direct Payment) Series 2009B," and general
obligation refunding "General Obligation Refunding Bonds Series 2009B," in Exhibit A attached
hereto and by the reference made a part hereof as fully as if set forth herein, is hereby approved
in substantially the form attached hereto, the Preliminary Official Statement is deemed final as of
its date, within the meaning of Rule 15c2-J 2 under the Securities Exchange Act of 1934, as
amended (except for certain omissions permitted by said Rule 15c2-12), and the Finance
Director of the City of Omaha is hereby authorized to deliver the Preliminary Official Statement
on behalf of the City of Omaha; and the distribution of the Preliminary Official Statement by the
prospective underwriter of said bonds is hereby approved.
We urge your favorable consideration of this resolution.
Respectfully submitted, Referred to City Council for Consideration:
_ati, t
97? ._? ii 1 ?i b207
b14 ,
Pam Spaccarotella Date Ma f rf O fic / fie Da e
-"DR Finance Director
P:\Bonds\VPttS Sept 2009\POSCover1001 ski.doc
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EXHIBIT A
PRELIMINARY OFFICIAL STATEMENT DATED SEPTEMBER 22,2009
�'S.
o. NEW ISSUES-Book-Entry Only Ratings:Standard&Poor's:" "
o c Moody's:" "
•= (See"RATINGS"herein)
n
- y
- In the opinion of Bond Counsel, under existing laws, regulations. rulings and judicial decisions, interest on the Various Purpose Bonds
?� <1 Series 2009A and the General Obligation Refunding Bonds Series 2009B is excluded from gross income for federal income tax purposes and is not an item
of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations, except that interest on the General
4.4 ca Obligation Refunding Bonds, Series 2009E must be included in the "adjusted current earnings" of certain corporations for purposes of calculating
alternative minimum taxable income. Bond Counsel also is of the opinion that, under existing laws of the State of Nebraska, interest on the Various
o.
I., N Purpose Bonds,Series 2009A and the General Obligation Refunding Bonds,Series 2009B is exempt from Nebraska state income taxation as long as it is
c ccexempt for purposes of the federal income tax. See "CERTAIN FEDERAL INCOME TAX CONSEQUENCES"herein.
a) N
c •
cJ O� HA•�4 C.
44
1.1
A T6
0'r • "'rD FE.60Jr
8-0
ri $10,230,000* *
$8,370,000* CITY OF OMAHA,NEBRASKA $8,790,000
G CITY OF OMAHA,NEBRASKA Taxable Various Purpose Bonds CITY OF OMAHA,NEBRASKA
o Various Purpose Bonds General Obligation Refunding Bonds
w C.�
Series 2009A (Build America Bonds—Direct Series 2009B
E.9 N Payment)Series 2009B
y 0 Dated: Date of Delivery Due: December 1,as shown on inside cover page
J
• 9 The above captioned three series of bonds(collectively,the"Bonds")are issuable in fully registered form in the denominations
• > of$5,000 and integral multiples thereof. Interest on the Bonds is payable semiannually on June 1 and December 1 of each year,
y o ';' commencing June 1,2010,by check or draft mailed to the registered owner as of the applicable record date at the address shown on the
ra N"c books of registry maintained by First National Bank of Omaha, as Registrar. Principal of the Bonds is payable upon presentation and
r. 0 3 surrender of the Bonds at the principal corporate office of First National Bank of Omaha, as Paying Agent, in Omaha,Nebraska. The
y Bonds are subject to optional redemption prior to maturity and to mandatory sinking fund redemption,as more fully set forth herein.
E.
o•- The Bonds initially will be registered in the name of Cede&Co., as nominee for The Depository Trust Company,New York,
• R 5 New York("DTC"),which will act as securities depository for the Bonds. Purchases of the Bonds may be made only in book-entry form
,' N in authorized denominations by credit to participating broker-dealers and other institutions on the books of DTC as described herein.
c Purchasers will not receive certificates evidencing the Bonds. Principal of and interest on the Bonds will be payable by the paying agent
o • directly to DTC as the registered owner thereof. Disbursement of such payments to the DTC Participants is the responsibility of DTC,
'v .c and disbursement of such payments to the beneficial owners is the responsibility of the DTC Participants and the Indirect Participants,as
c 1= 5 more fully described herein. Any purchaser of a beneficial interest in the Bonds must maintain an account with a broker or dealer who is,
S- ^ c or acts through, a DTC Participant to receive payment of the principal of and interest on such Bonds. See"THE BONDS—Book-Entry
v•� Only System'herein.
The proceeds of the two above-captioned series of Various Purpose Bonds will be used to pay the costs of acquiring equipment
:E...E. A and constructing improvements relating to the streets and highways, public safety and other public facilities and parks and recreation
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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1 .. '�' member SIPC
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4829-9333-9140.4
MATURITIES,AMOUNTS AND INTEREST RATES
Various Purpose Bonds
Series 2009A
Maturity
(December 1) Amount Interest Rate Price or Yield CUSIP
2010 $930,000
2011 930,000
2012 930,000
2013 930,000
2014 930,000
2015 930,000
2016 930,000
2017 930,000
2018 930,000
Taxable Various Purpose Bonds
(Build America Bonds-Direct Payment)
Series 2009B
Maturity
(December 1) Amount Interest Rate Price or Yield CUSIP
2019 $930,000
2020 930,000
2021 930,000
2022 930,000
2023 930,000
2024 930,000
$4,650,000 %Term Bond Due December 1,2029;CUSIP:
General Obligation Refunding Bonds Series 2009B
Maturity
(December 1) Amount Interest Rate Price or Yield CUSIP
2010 $ 50,000
2011 1,980,000
2012 250,000
2013 270,000
2014 285,000
2015 300,000
2016 310,000
2017 330,000
2018 340,000
2019 365,000
2020 380,000
2021 400,000
2022 420,000
2023 450,000
2024 400,000
2025 335,000
2026 785,000
2027 160,000
2028 165,000
2029 815,000 •
(Accrued Interest To Be Added)
Preliminary;subject to change
4829-9333-9140.4
o Various Purpose Bonds General Obligation Refunding Bonds
w C.�
Series 2009A (Build America Bonds—Direct Series 2009B
E.9 N Payment)Series 2009B
y 0 Dated: Date of Delivery Due: December 1,as shown on inside cover page
J
• 9 The above captioned three series of bonds(collectively,the"Bonds")are issuable in fully registered form in the denominations
• > of$5,000 and integral multiples thereof. Interest on the Bonds is payable semiannually on June 1 and December 1 of each year,
y o ';' commencing June 1,2010,by check or draft mailed to the registered owner as of the applicable record date at the address shown on the
ra N"c books of registry maintained by First National Bank of Omaha, as Registrar. Principal of the Bonds is payable upon presentation and
r. 0 3 surrender of the Bonds at the principal corporate office of First National Bank of Omaha, as Paying Agent, in Omaha,Nebraska. The
y Bonds are subject to optional redemption prior to maturity and to mandatory sinking fund redemption,as more fully set forth herein.
E.
o•- The Bonds initially will be registered in the name of Cede&Co., as nominee for The Depository Trust Company,New York,
• R 5 New York("DTC"),which will act as securities depository for the Bonds. Purchases of the Bonds may be made only in book-entry form
,' N in authorized denominations by credit to participating broker-dealers and other institutions on the books of DTC as described herein.
c Purchasers will not receive certificates evidencing the Bonds. Principal of and interest on the Bonds will be payable by the paying agent
o • directly to DTC as the registered owner thereof. Disbursement of such payments to the DTC Participants is the responsibility of DTC,
'v .c and disbursement of such payments to the beneficial owners is the responsibility of the DTC Participants and the Indirect Participants,as
c 1= 5 more fully described herein. Any purchaser of a beneficial interest in the Bonds must maintain an account with a broker or dealer who is,
S- ^ c or acts through, a DTC Participant to receive payment of the principal of and interest on such Bonds. See"THE BONDS—Book-Entry
v•� Only System'herein.
The proceeds of the two above-captioned series of Various Purpose Bonds will be used to pay the costs of acquiring equipment
:E...E. A and constructing improvements relating to the streets and highways, public safety and other public facilities and parks and recreation
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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1 .. '�' member SIPC
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Fa > H Preliminary;subject to change
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4829-9333-9140.4
CITY OF OMAHA,NEBRASKA
JIM SUTTLE,MAYOR
CITY COUNCIL
Garry Gernandt,President
Chris Jerram Pete Festersen
Jean Stothert Franklin Thompson
Ben Gray Chuck Sigerson,Jr.
DEPARTMENT DIRECTORS
Pam Spaccarotella Finance Director
Paul D. Kratz City Attorney
R.E. Cunningham Planning Director
Vacant Human Rights and Relations Director
Alex Hayes Acting Police Chief
Michael McDonnell Fire Chief
Steven Scarpello Acting Parks,Recreation and Public Property Director
Robert Stubbe Public Works Director
Tom Marfisi. Human Resources Director
Maggie Tarelli-Falcon Acting Library Director
Dana Markel Convention and Tourism Director
Allen Herink, City Comptroller
Buster Brown, City Clerk
AUDITOR •
KPMG LLP
BOND COUNSEL
Kutak Rock LLP •
UNDERWRITER
na otTs, D.A.Davidson & Co.
COMPANIES
member SIPC
4829-9333-9140.4
2020 380,000
2021 400,000
2022 420,000
2023 450,000
2024 400,000
2025 335,000
2026 785,000
2027 160,000
2028 165,000
2029 815,000 •
(Accrued Interest To Be Added)
Preliminary;subject to change
4829-9333-9140.4
o Various Purpose Bonds General Obligation Refunding Bonds
w C.�
Series 2009A (Build America Bonds—Direct Series 2009B
E.9 N Payment)Series 2009B
y 0 Dated: Date of Delivery Due: December 1,as shown on inside cover page
J
• 9 The above captioned three series of bonds(collectively,the"Bonds")are issuable in fully registered form in the denominations
• > of$5,000 and integral multiples thereof. Interest on the Bonds is payable semiannually on June 1 and December 1 of each year,
y o ';' commencing June 1,2010,by check or draft mailed to the registered owner as of the applicable record date at the address shown on the
ra N"c books of registry maintained by First National Bank of Omaha, as Registrar. Principal of the Bonds is payable upon presentation and
r. 0 3 surrender of the Bonds at the principal corporate office of First National Bank of Omaha, as Paying Agent, in Omaha,Nebraska. The
y Bonds are subject to optional redemption prior to maturity and to mandatory sinking fund redemption,as more fully set forth herein.
E.
o•- The Bonds initially will be registered in the name of Cede&Co., as nominee for The Depository Trust Company,New York,
• R 5 New York("DTC"),which will act as securities depository for the Bonds. Purchases of the Bonds may be made only in book-entry form
,' N in authorized denominations by credit to participating broker-dealers and other institutions on the books of DTC as described herein.
c Purchasers will not receive certificates evidencing the Bonds. Principal of and interest on the Bonds will be payable by the paying agent
o • directly to DTC as the registered owner thereof. Disbursement of such payments to the DTC Participants is the responsibility of DTC,
'v .c and disbursement of such payments to the beneficial owners is the responsibility of the DTC Participants and the Indirect Participants,as
c 1= 5 more fully described herein. Any purchaser of a beneficial interest in the Bonds must maintain an account with a broker or dealer who is,
S- ^ c or acts through, a DTC Participant to receive payment of the principal of and interest on such Bonds. See"THE BONDS—Book-Entry
v•� Only System'herein.
The proceeds of the two above-captioned series of Various Purpose Bonds will be used to pay the costs of acquiring equipment
:E...E. A and constructing improvements relating to the streets and highways, public safety and other public facilities and parks and recreation
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
c
1 .. '�' member SIPC
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C.0 0
•-- J=
- i-2 o *
Fa > H Preliminary;subject to change
:n v v
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4829-9333-9140.4
[THIS PAGE LEFT BLANK INTENTIONALLY.]
•
4829-9333-9140.4
No dealer, broker, salesperson or other person has been authorized by the City or the Underwriter to
give any information or to make any representations in connection with the Bonds or the matters described
herein, other than those contained in this Official Statement, and, if given or made, such other information or
representations must not be relied upon as having been authorized by the City or the Underwriter. This Official
Statement does not constitute an offer to sell or the 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 and expressions of opinion contained herein are subject to change,without
notice, and neither the delivery of this Official Statement, nor any sale made hereunder, shall, under any
circumstances, create any implication that there has been no change in the matters described herein since the
date hereof. This Official Statement is submitted in connection with the sale of the Bonds referred to herein and
may not be reproduced or used, in whole or in part, for any other purpose. The Underwriter may offer and sell
Bonds to certain dealers and others at prices lower than the offering prices stated on the cover page hereof. The
offering prices may be changed from time to time by the Underwriter.
TABLE OF CONTENTS
Page Page
INTRODUCTION 1 CONTINUING DISCLOSURE 14
CITY OF OMAHA GENERAL CERTAIN FEDERAL INCOME TAX
INFORMATION 1 CONSEQUENCES 14
Form of Government 1 Tax-Exempt Bonds 15
City Administration 2 Build America Bonds 17
City Financial Management and Exemption Under State Tax Law 22
Controls 2 Future Legislation 22
Financial Reporting Systems and LITIGATION 23
Control Systems 3 FINANCIAL STATEMENTS 23
Location and General Background 3 VERIFICATION OF MATHEMAATICAL
Area and Population 3 COMPUTATIONS 23
Transportation 3 CERTIFICATION AS TO OFFICIAL
Utility Services 4 STATEMENT 23
Education 4
Military 5 APPENDIX A—CITY OF OMAHA—SELECTED
Economy 5 ECONOMIC INDICATORS
SOURCES OF CITY REVENUES 5 APPENDIX B—CITY OF OMAHA—
Authority to Levy Taxes 5 FINANCIAL INFORMATION
Property Taxes 6 Part One—Selected City of Omaha Financial
City Sales and Use Taxes 7 Information
City Business Taxes 7 Part Two—Independent Auditors'Report and
Other Revenues 7 General Purpose Financial Statements
Economic Factors and 2009 Budget APPENDIX C—FORM OF CONTINUING
and Rates 8 DISCLOSURE UNDERTAKING
DISPOSITION OF BOND PROCEEDS FOR APPENDIX D—FORM OF OPINION OF
VARIOUS PURPOSES AND BOND COUNSEL
REFUNDING 8 APPENDIX E—SCHEDULE OF REFUNDED
THE BONDS 8 BONDS
Description of the Bonds 8
Build America Bonds 9
Place of Payment 9
Book-Entry Only System 9
Optional Redemption 12
Mandatory Sinking Fund Redemption 12
Authority for Issuance 13
Security 13
Revisions of State Property Tax System 13
RATINGS 14
4829-9333-9140.4
5 more fully described herein. Any purchaser of a beneficial interest in the Bonds must maintain an account with a broker or dealer who is,
S- ^ c or acts through, a DTC Participant to receive payment of the principal of and interest on such Bonds. See"THE BONDS—Book-Entry
v•� Only System'herein.
The proceeds of the two above-captioned series of Various Purpose Bonds will be used to pay the costs of acquiring equipment
:E...E. A and constructing improvements relating to the streets and highways, public safety and other public facilities and parks and recreation
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
c
1 .. '�' member SIPC
�''- .cr
C.0 0
•-- J=
- i-2 o *
Fa > H Preliminary;subject to change
:n v v
L L
4829-9333-9140.4
OFFICIAL STATEMENT
$8,370,000 $10,230,000* $8,790,000*
CITY OF OMAHA,NEBRASKA CITY OF OMAHA,NEBRASKA CITY OF OMAHA,NEBRASKA
Various Purpose Bonds Taxable Various Purpose Bonds General Obligation Refunding Bonds
Series 2009A (Build America Bonds—Direct Series 2009B
Payment)Series 2009B
INTRODUCTION
This Official Statement, including the cover page, is furnished in connection with the offering of
$8,370,000* Various Purpose Bonds Series 2009A (the "Series 2009A Bonds"), $10,230,000* Taxable
Various Purpose Bonds (Build America Bonds—Direct Payment) Series 2009B (the "Series 2009B
Bonds" and, collectively with the Series 2009A Bonds, the "Various Purpose Bonds") and $8,790,000*
General Obligation Refunding Bonds Series 2009B (the "Refunding Bonds" and, collectively with the
Various Purpose Bonds,the"Bonds")of the City of Omaha,Nebraska(the"City").
The Bonds will be issued in strict compliance with the Constitution and laws of the State of
Nebraska, the Home Rule Charter of the City of Omaha, 1956, as amended (the "Charter") and the
proceedings of the City Council (the "Council") of the City, including Ordinance No. (the
"Ordinance"). See"THE BONDS—Authority for Issuance."
The proceeds of the Various Purpose Bonds will be used to pay the costs of acquiring equipment
and constructing improvements relating to the City's streets, public safety and other public facilities and
parks and recreation facilities, and the proceeds of the Refunding Bonds will be used to refund certain
general obligation indebtedness of the City and certain indebtedness assumed by the City as the result of
its annexations of the City of Elkhorn, Nebraska and of five Douglas County sanitary and improvement
districts. See "DISPOSITION OF BOND PROCEEDS FOR VARIOUS PURPOSES AND
REFUNDING"herein.
This Official Statement contains brief descriptions or summaries of, among other matters, the
Bonds, the City and the Ordinance. Such descriptions and information do not purport to be
comprehensive or definitive. All references herein to the Ordinance are qualified in their entirety by
reference to such document, and references herein to the Bonds are qualified in their entirety by reference
to the form thereof included in the Ordinance. Copies of such documents may be obtained from the City
by writing to the attention of the Finance Director, Tenth Floor, 1819 Farnam Street, Omaha,
Nebraska 68183;telephone: (402)444-5478.
CITY OF OMAHA GENERAL INFORMATION
Form of Government
Omaha operates with a strong mayor form of government. The Mayor is the City's full-time
Chief Executive Officer. The City has a seven-member City Council. As a home-rule city, Omaha has
all of the powers available to a home-rule city under the Nebraska Constitution. The Mayor and Council
are elected for four-year terms. The Mayor is elected in a citywide election while the City Council
members are elected by district.
*Preliminary;subject to change
4829-9333-9140.4
ild America Bonds 9
Place of Payment 9
Book-Entry Only System 9
Optional Redemption 12
Mandatory Sinking Fund Redemption 12
Authority for Issuance 13
Security 13
Revisions of State Property Tax System 13
RATINGS 14
4829-9333-9140.4
5 more fully described herein. Any purchaser of a beneficial interest in the Bonds must maintain an account with a broker or dealer who is,
S- ^ c or acts through, a DTC Participant to receive payment of the principal of and interest on such Bonds. See"THE BONDS—Book-Entry
v•� Only System'herein.
The proceeds of the two above-captioned series of Various Purpose Bonds will be used to pay the costs of acquiring equipment
:E...E. A and constructing improvements relating to the streets and highways, public safety and other public facilities and parks and recreation
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
c
1 .. '�' member SIPC
�''- .cr
C.0 0
•-- J=
- i-2 o *
Fa > H Preliminary;subject to change
:n v v
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4829-9333-9140.4
City Administration
The executive and administrative powers of the City are vested in the Mayor, who is popularly
elected for four years on a nonpartisan basis. The Honorable Jim Suttle was elected on May 12, 2009 to a
four-year term of office ending in June 2013. Mayor Suttle held the position of Vice Chairman of the
Board of Directors for the Omaha-based engineering and design firm, HDR, Inc. He also served as
executive vice president and director of corporate development for HDR. He is a licensed professional
engineer in Nebraska and has served as a member and chairman of the Nebraska Board of Engineers and
Architects.
In 2005, Mayor Suttle was elected to represent District 1 on the Omaha City Council. As a
councilman, he served on the board of the Metropolitan Area Planning Agency and as a member of the
Omaha-Douglas Building Commission. Mayor Suttle previously served as Public Works Director for the
City of Omaha.
The Mayor's cabinet consists of the chief officers of eleven City Departments. The Mayor
appoints each Department head, except that the Library Board appoints the Public Library Director.
City Financial Management and Controls
City financial management is the responsibility of the Finance Department. In total, the Finance
Department consists of 33 employees and is organized by division. The head of the Finance Department
is the Finance Director of the City, Pam Spaccarotella. Ms. Spaccarotella has been Finance Director of
the City since July 30, 2009. Most recently, Ms. Spaccarotella was an associate vice president at the
Omaha-based trucking company Werner Enterprises. Major duties of the Finance Director include
serving on the Mayor's Cabinet, Mayor's Budget Committee, the City's Annexation Task Force, Capital
Improvement Priority Committee, Subdivision Review Committee and Tax Increment Financing Review
Committee and serving as administrator of the Police and Fire Pension Board and the Omaha Employees'
Retirement Board. Ms. Spacarotella holds a master's degree in business administration from the
University of Nebraska-Lincoln and a law degree from the University of Maine. She also served in the
U.S.Air Force.
Allen R. Herink, City Comptroller, has 34 years of experience as an accountant with the City of
Omaha. He began his career with the City working in the Grants Accounting Division of the Finance
Department. In 1990, he was transferred to the Budget and Accounting Division. In 1997, Mr. Herink
was promoted to Division Manager. He became Acting City Comptroller in July 2001 and City
Comptroller in August 2003. Mr. Herink holds a Bachelor of Science degree with a major in Accounting
from the University of Nebraska at Omaha.
Irene M. Wolfe, Revenue Manager, has 19 years of experience with the City of Omaha. She
began her career as an internal auditor for the Finance Department. She transferred to the Budget
Division in 2002 and was promoted to Accountant III in 2003. In 2005 she was selected to serve as
Revenue Manager. As Revenue Manager, Ms. Wolfe serves as the investment officer for the City;
manages and supervises the Revenue Division, which includes Central Cashier, Violations Bureau,
Centralized Billing Section and Keno section. As a revenue analyst, Ms.Wolfe is responsible for
analyzing, forecasting, formulating and administering all City revenue sources. Ms. Wolfe holds a
Bachelor of Science in Business Administration with a functional major in accounting from Central
Missouri State University. She is a Certified Public Accountant (CPA) and a Certified Government
Financial Manager (CGFM). The Revenue Division's activity includes budget implementation and the
continuous monitoring and internal control of revenue against budget appropriations. It is responsible for
the City's centralized billing procedures, the collection and deposit of moneys by the Central Cashier and
the Violation Bureau and administration of the Keno game.
4829-9333-9140.4 2
tion
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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Donna Wiman, Budget and Accounting Manager, has 25 years of experience with the City of
Omaha. Ms. Wiman began her career in the Budget and Accounting Division of the Finance Department.
She transferred to the Revenue Division of the Finance Department as an Accountant II and became
Assistant Revenue Manager in 2001. Ms. Wiman spent two years as a Team Lead, developing and
implementing the new Financial Resource System(ORACLE)that both the City and Douglas County use.
In 2004, Ms. Wiman became the Budget and Accounting Manager for the City of Omaha. Ms. Wiman
was also appointed by the Mayor as a Board Member of the Omaha Housing Authority. Ms. Wiman
holds a Bachelor of Arts in Business Administration, with a major in accounting. The Budget and
Accounting Division's responsibilities include: preparation of the annual budget, maintenance of general
accounting records; preparation of all checks; pre-audit of all purchase orders, invoices and
disbursements; accountability of City owned property; Special Assessments; and Enterprise Funds. It is
responsible for preparing and maintaining accounting records to comply with provisions of Federal and
State grants.
Financial Reporting Systems and Control Systems
The Budget and Accounting Division of the Finance Department performs significant and
ongoing monitoring of the financial performance of the operating departments/divisions after budget
adoption. All equipment spending is prioritized, scheduled into semiannual acquisition periods and
submitted by department heads to staff accountants for analysis and review prior to any purchasing
activity by the City Purchasing Agent. All purchases and contracts in excess of $20,000 must be
approved by formal City Council action. Department Directors and Division Managers run status reports
detailing actual to budget performance as needed. The City Charter requires quarterly budget status
reporting. These reports forecast year-end revenue and expenditure balances for all operating
departments/divisions. Material variances are investigated promptly as they occur. Remedial actions to
return a division/department to budget might include, but are not limited to, such actions as (i) staff
accountant review and approval of all requisitions prior to receipt by the Purchasing Division,
(ii)postponement or reductions in quantity of materials and equipment purchased, or (iii) deferral of
major budgeted expenditures.
Location and General Background
Omaha, founded in 1854, is the largest city in the State of Nebraska. Omaha is the hub of a vast
transportation network leading to all parts of the nation and thus offers significant advantages to business
and industry competing in regional and national markets. This fact is substantiated by the growth of
population,employment and income during recent years.
Area and Population
The U.S. Census Bureau reports that as of July 2008 the population of the eight-county Omaha
Metropolitan Statistical Area ("MSA"), comprising five Nebraska counties and three Iowa counties,
numbered 829,890, with over 1.1 million within a 60-minute drive. The population of the City was
approximately 438,646.
Transportation
Nearly 4.4 million passengers, over 123 million pounds of cargo and over 52 million pounds of
mail passed through Eppley Airfield, Omaha's principal airport, in 2008. In the last decade, Eppley
Airfield has made over$110 million in investments in terminal, apron,cargo area and runway expansions.
Eppley Airfield offers over 170 flights per day and is serviced by eight national air carriers, 11 regional
airlines, seven air freight carriers and two full-service general aviation facilities. A total of 129 general
4829-9333-9140.4 3
It is responsible for
the City's centralized billing procedures, the collection and deposit of moneys by the Central Cashier and
the Violation Bureau and administration of the Keno game.
4829-9333-9140.4 2
tion
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
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aviation aircraft, including 34 executive jets, are based at Eppley Airfield. There are 88 departures out of
Eppley Airfield daily.
Omaha is general headquarters for the Union Pacific Railroad. The Burlington Northern Santa Fe
and the Canadian National railroads also provide service and combine to make Omaha an important rail
center.
Two interstate highways (Interstate 80 and Interstate 29), five federal highways and seven state
highways provide fast all-weather routes within Nebraska and to and from the rest of the nation. In
addition, Interstate 480 (downtown spur) and Interstate 680 (circumferential route) provide quick access
to all parts of the metropolitan area.
More than 100 motor common carriers haul freight to and from Omaha and all parts of the nation,
making Omaha a major Midwestern trucking center. Greyhound Bus Lines furnishes Omaha with
transcontinental passenger service. Several smaller bus lines operate between Omaha and points in Iowa
and Nebraska.
Utility Services
Residential, commercial and industrial electric service rates in Omaha historically have been
below the national averages, according to reports of the Edison Electric Institute in its Statistical
Yearbook of the Electrical Utility Industry. In addition to low rates, the Omaha Public Power District, a
Nebraska political subdivision, assures its customers ample power with a net generating capability of
3,200 megawatts.
The Metropolitan Utilities District("MUD"), a Nebraska political subdivision, distributes natural
gas and water in the Omaha area. Rates compare favorably with those prevailing in other metropolitan
areas in the nation. Omaha has a plentiful water supply (Missouri River and Platte River wells) and a
water system designed to the standards of the National Board of Fire Underwriters, with a current
capacity of 334 million gallons a day. MUD's supply of natural gas is purchased wholesale from
Northern Natural Gas Company. This supply is supplemented with peak-shaving storage facilities which
can provide up to approximately 30% of peak demand. There have been no interruptions of natural gas
service to firm commercial and residential customers and no interruptions are expected in the foreseeable
future. MUD continues to add new natural gas customers.
Education
Omaha is an important educational center and is the location of Creighton University, the
University of Nebraska at Omaha and the University of Nebraska Medical Center. These institutions,
together with three additional colleges located in Omaha, offer educational programs at the graduate and
undergraduate levels, in law,and in the health professions: medicine, dentistry, nursing and pharmacy.
Public elementary and secondary education is provided by five local school districts: School
District of Omaha, Douglas County School District No. 66, School District of Elkhorn, School District of
Millard and School District of Ralston. The School District of Omaha has the largest enrollment of pupils
residing within the City. The City is also served by a number of private and parochial schools at both the
elementary and secondary levels. At the end of 2008 the publication"Business Facilities" named Omaha
as one of the top 25 cities for"Best Educated Workforce."
Section 79-2102, R.S., Supp. 2007, established a"learning community" comprising the 11 school
districts (including the five school districts named above) in Douglas County and Sarpy County,
4829-9333-9140.4 4
and runway expansions.
Eppley Airfield offers over 170 flights per day and is serviced by eight national air carriers, 11 regional
airlines, seven air freight carriers and two full-service general aviation facilities. A total of 129 general
4829-9333-9140.4 3
It is responsible for
the City's centralized billing procedures, the collection and deposit of moneys by the Central Cashier and
the Violation Bureau and administration of the Keno game.
4829-9333-9140.4 2
tion
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
Nebraska. Among other things, the learning community is responsible for levying and distributing
common tax levies, approving focus schools and developing integration and diversity plans.
Military
The missions of U.S. Strategic Command are: to deter attacks on U.S. vital interests, to ensure
U.S. freedom of action in space and cyberspace, to deliver integrated kinetic and non-kinetic effects to
include nuclear and information operations in support of U.S. Joint Force Commander operations, to
synchronize global missile defense plans and operations, to synchronize regional combating of weapons
of mass destruction plans, to provide integrated surveillance and reconnaissance allocation
recommendations to the SECDEF, and to advocate for capabilities as assigned. The estimated economic
impact of Offutt Air Force Base on the Greater Omaha community is more than $2.4 billion.
Economy
From an economy founded on the livestock industry in the late nineteenth century, Omaha is a
major grain exchange market in the United States. Food processing is also an important part of the
economy and is represented by such companies as ConAgra Foods, Inc., Kellogg Company and Omaha
Steaks International.
The geographic centrality of Omaha in the United States has encouraged commercial
development, and the City is home to four Fortune 500 companies, which represent a diverse array of
industries: Berkshire Hathaway, ConAgra Foods, Inc., Peter Kiewit Sons', Inc. and Union Pacific Corp.
The City's economy continues to diversify, although it still remains agriculturally oriented. The Omaha
MSA contains more than 700 manufacturing plants, including plants operated by Lozier Corporation and
Valmont Industries Inc. In the early 1980s, Omaha began developing as a major participant in the
reservation, customer service and direct-response center industry. Currently, there are 49 such firms
located within the City. In total they employ a labor force in excess of 30,000. Major employers in this
group include First Data Corporation, Oriental Trading Co., Inc., West Corporation, PayPal, Marriott
Worldwide Reservation Center and Omaha Steaks. Omaha is the home of Peter Kiewit Sons', Inc., one
of the largest construction and mining organizations in North America, TD Ameritrade, a major discount
stock brokerage firm, and 21 insurance companies (with over 50 employees each), including Mutual of
Omaha, the world's largest mutual health and accident company, and Woodmen of the World Life
Insurance Society, the largest fraternal life insurance company. Meatpacking employment in the Omaha
area is at its highest level in 40 years. In December of 2008, meatpacking jobs in the Omaha MSA
numbered 7,300. The district offices of the Farm Credit System for Nebraska, Iowa, South Dakota and
Wyoming are headquartered in Omaha.
The City is economically attractive to potential residents. The cost of living in the City in the
third quarter of 2008 across all categories was 86.6% of the national average. Omaha MSA residents
enjoy a median household income of$57,850 — over 10% higher than the national average. The 2008
estimated average unemployment rate for the Omaha MSA was 3.7%, compared with 5.8% for the
United States.
SOURCES OF CITY REVENUES
Authority to Levy Taxes
Under the City Charter, the tax levy of the City in any year for all purposes shall not exceed the
total of(i) $.6125 per $100 of actual taxable value plus (ii)whatever tax levy is necessary to provide for
principal and interest payments on the indebtedness of the City, for the administrative expenses incurred
4829-9333-9140.4 5
r freight carriers and two full-service general aviation facilities. A total of 129 general
4829-9333-9140.4 3
It is responsible for
the City's centralized billing procedures, the collection and deposit of moneys by the Central Cashier and
the Violation Bureau and administration of the Keno game.
4829-9333-9140.4 2
tion
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
in issuing and maintaining bonds, and for the satisfaction of judgments and litigation expenses in
connection therewith, plus (iii)whatever amount is required to finance certain overtime and holiday pay
for members of the police force. In addition, the Omaha-Douglas Public Building Commission Act,
pursuant to which the Commission issues bonds empowers the City to levy a tax on all the taxable j
property in the City, except intangible property, of$.0175 per $100 of actual valuation in excess of the
Charter limitation if and to the extent necessary to make the City's payments to the Commission.
Effective July 1, 1998,the tax levy of the City (exclusive of levies for preexisting lease-purchase
contracts and bonded indebtedness approved according to law and secured by a levy on property) is
limited by state law to 45¢/$100 of taxable valuation. See "THE BONDS—Revision of State Property
Tax System"herein.
The City's tax levy during its current fiscal year ending December 31, 2009 is 24.312 cents per
$100, plus 17.581 cents per $100 for payment of the City's general obligation indebtedness, plus
0.600 cents per $100 for satisfaction of judgments and 0.894 cents per $100 for payment on the City's
Special Redevelopment Levy, for a total levy of 43.387 cents per $100. A detailed summary of the
property tax levied on real and personal property in the City appears in the table entitled "Total Property
Tax Levies in the City of Omaha" in Appendix B. The City's tax levy for its next fiscal year ending
December 31, 2010 is 26.112 cents per $100, plus 19.281 cents per $100 for payment of the City's
general obligation indebtedness, plus 0.600 cents per $100 for satisfaction of judgments and 1.594 cents
per $100 for payment on the City's Special Redevelopment Levy, for a total levy of 47.587 cents per
$100.
Property Taxes
Property taxes on tangible property, real and personal, are levied by the City of Omaha, collected
by the Douglas County Treasurer and remitted to the City. Real property taxes are levied September 1 of
each year and become due December 31. The first half of tax payable becomes delinquent the following
April 1 and the second half August 1. Personal property taxes also are levied September 1 of each year,
become due the following December 31 and become delinquent in halves on the succeeding April 1 and
August 1.
Taxes for Year Shown
%of Total
Prior Years' Collections
Year Ended Amount % Taxes Total to Current
December 31 Certified Collected Collected Collected Collections Year Taxes
1998 $68,915,674 $67,373,636 97.8 $1,604,868 $68,978,504 100.09
1999 72,024,257 70,529,609 97.8 1,651,123 72,180,732 100.22
2000 77,109,264 75,432,998 97.8 1,771,124 77,204,122 100.12
2001 76,293,126 74,827,346 98.1 1,529,927 76,357,273 100.08
2002 80,926,571 78,176,656 97.1 1,061,170 79,237,826 97.91
2003 82,464,501 80,538,622 97.7 1,479,940 82,018,562 99.46
2004 85,165,599 83,107,249 98.7 1,623,450 84,730,699 99.49
2005 87,170,521 85,897,631 98.5 2,762,734 88,660,364 101.70
2006 93,260,893 91,592,309 98.2 1,572,719 93,165,028 99.90
2007 96,605,427 96,518,640 99.9 1,623,515 98,142,155 101.59
2008 106,888,144 107,891,216 100.9 2,021,689 109,912,905 102.83
Source: Records of Finance Department,City of Omaha.
4829-9333-9140.4 6
ty, for the administrative expenses incurred
4829-9333-9140.4 5
r freight carriers and two full-service general aviation facilities. A total of 129 general
4829-9333-9140.4 3
It is responsible for
the City's centralized billing procedures, the collection and deposit of moneys by the Central Cashier and
the Violation Bureau and administration of the Keno game.
4829-9333-9140.4 2
tion
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
2005 2006 2007 2008 2009
Actual Valuation $21,495,123,660 $22,265,984,445 $25,302,239,770 $26,509,935,870 $27,077,712,200
Levy
(per$100 actual
valuation) 43.3870 43.3870 43.3870 43.3870 47.587
Source:Records and Projections of Finance Department,City of Omaha.
*The City has a property valuation of$27,077,712,200 for the year beginning on January 1,2009.
City of Omaha taxable property valuations have increased nearly 35% from 2004 to 2009 The
property tax base has been enhanced through orderly annexation of developed sanitary and improvement
districts contiguous to the City and also by the annexation of the former City of Elkhorn.
City Sales and Use Taxes
The City's sales tax rate of 1.5%, authorized under the provisions of the Nebraska Revenue Act
of 1967, has remained unchanged since July 1, 1978. Net sales tax collections have increased by 4.4%
and by 2.4%, respectively, over the past two years. However, sales tax receipts for 2009 have been
adversely affected by the economy. Through August 2009, actual City sales tax receipts were down 2.8
compared to the same period in 2008. When compared to budget, the estimated reduction for 2009
revenue attributed to these conditions is$8.0 million.
City Business Taxes
Receipts for telephone occupation tax are projected at $16,500,000 for 2009. The Omaha Public
Power District Occupation Tax rate is 5% of revenues resulting from the sale of electricity within the
corporate limits of the City of Omaha. The 2009 projection of$4,117,000 is based upon the assumption •
that weather conditions will be normal. The Cable Television Franchise Fee rate is 5% of gross receipts
generated from the operation of cable television within the City of Omaha. The 2009 revenue estimates
are $5,100,000. Vehicle Occupation Tax for 2009 is $8 per rental. The 2008 revenues are projected at
$1,800,000. Based on the 5'Y2% per night occupation tax for hotels/motels, the City estimates that the
Hotel/Motel Tax will generate $4,600,000 for the General Fund in 2009.
Other Revenues
The City receives intergovernmental revenues from a number of sources. Federal and state
grants-in-aid and matching funds are received by the City to help fund specific programs and projects.
State tax distributions are appropriated by the Nebraska Legislature according to a formula comparing its
population to the total population of all incorporated municipalities within the State. The Metropolitan
Utilities District pays a payment in lieu of taxes equal to 2% of the annual gross revenue derived from all
retail sales of water and gas sold within the City. The Omaha Public Power District makes payments in
lieu of taxes at the 1957 in-lieu-of-tax levels as dictated by Section 70-651.01, Reissue Revised Statutes
of Nebraska, as amended.
Economic Factors and 2009 and 2010 Budgets
The following factors were considered in preparing the City's budget for the 2009 fiscal year.:
• The increase in the City's property tax base provided by real growth which includes
annexations was estimated at 3.7% for 2009. Total growth, including revaluations of
current property,was estimated at 4.8%.
4829-9333-9140.4 7
60,364 101.70
2006 93,260,893 91,592,309 98.2 1,572,719 93,165,028 99.90
2007 96,605,427 96,518,640 99.9 1,623,515 98,142,155 101.59
2008 106,888,144 107,891,216 100.9 2,021,689 109,912,905 102.83
Source: Records of Finance Department,City of Omaha.
4829-9333-9140.4 6
ty, for the administrative expenses incurred
4829-9333-9140.4 5
r freight carriers and two full-service general aviation facilities. A total of 129 general
4829-9333-9140.4 3
It is responsible for
the City's centralized billing procedures, the collection and deposit of moneys by the Central Cashier and
the Violation Bureau and administration of the Keno game.
4829-9333-9140.4 2
tion
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
• Overall General Fund revenue growth for 2009 was projected at 1.6% due primarily to
revenue generated by newly annexed areas.
Because of the shortfall in sales tax receipts described under"City Sales and Use Taxes,"the City
is in the process of reducing its budget for the 2009 fiscal year by approximately $10.0 million, of which
$5.0 million already has been implemented. The reduction of sales tax receipts was a significant factor in
the preparation of the City's budget for the 2010 fiscal year. To offset the reduction revenue
enhancements and expenditure reductions have been implemented, including a tax levy increase as
described under "SOURCES OF CITY REVENUES—Authority to Levy Taxes". See the table,
"GENERAL FUND—Fiscal Year 2009 Budget and 2010 Budget" in Appendix B.
At the end of 2008,the unreserved fund balance in the General Fund was $28.9 million. The City
appropriated $3.9 million of this amount for spending in the 2009 fiscal year budget and $1.9 million for
spending in the 2010 fiscal year budget. These amounts represent the 2007 and 2008 Budget Balance
Carried Forward. The City Charter requires that the General Fund Budget Balance, as of the close of any
particular fiscal year, shall be applied as General Fund revenue in the budget for the fiscal year two years
subsequent to that fiscal year.
DISPOSITION OF BOND PROCEEDS FOR VARIOUS PURPOSES AND REFUNDING
The proceeds of the Various Purpose Bonds will be applied as follows: the amount of$9,200,000
of the proceeds of such Bonds will be applied to pay the cost of constructing streets and highways;
$1,600,000 of the proceeds of such Bonds will be applied to pay for certain public facilities; $1,600,000
of the proceeds of such Bonds will be used to pay for certain public safety facilities and equipment; and
$6,200,000 of the proceeds of such Bonds will be applied to pay for parks and recreation facilities. The
proceeds of the Refunding Bonds will be applied to refund certain indebtedness for capital infrastructure
improvements in the aggregate principal amount of approximately $8,490,000 (the "Refunded Bonds")
that the City issued as general obligation bonds or that the City assumed and for which it became legally
liable upon its annexations of the City of Elkhorn and of Douglas County Sanitary and Improvement
District Nos. 391,423,459,470, and 534. Appendix E identifies the bonds to be refunded.
THE BONDS
Description of the Bonds
The Bonds in aggregate principal amount of$27,390,000* will be dated their date of delivery,
October_, 2009, will be issued in fully registered form and will mature as set forth on the reverse of the
cover page of this Official Statement. Interest on the Bonds is payable semiannually on June 1 and
December 1 of each year, commencing June 1,2010.
Build America Bonds
The America Recovery and Reinvestment Act of 2009 (the "Recovery Act") authorizes the City
to issue taxable bonds known as "Build America Bonds" to finance capital expenditures for which it
could issue tax-exempt bonds and to elect to receive a subsidy payment (a "Subsidy Payment") from the
federal government equal to the amount of 35% of each interest payment on such taxable bonds. The
City will determine whether to issue all or a part of the Series 2009B Bonds as Build America Bonds or
whether to issue all of the Series 2009B Bonds as traditional tax-exempt bonds or a part of the
Preliminary;subject to change
4829-9333-9140.4 8
912,905 102.83
Source: Records of Finance Department,City of Omaha.
4829-9333-9140.4 6
ty, for the administrative expenses incurred
4829-9333-9140.4 5
r freight carriers and two full-service general aviation facilities. A total of 129 general
4829-9333-9140.4 3
It is responsible for
the City's centralized billing procedures, the collection and deposit of moneys by the Central Cashier and
the Violation Bureau and administration of the Keno game.
4829-9333-9140.4 2
tion
E Z facilities of the City of Omaha(the"City")and the proceeds of the above-captioned series of General Obligation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
Series 2009B Bonds as traditional tax-exempt bonds. The final Official Statement will describe the
manner of issuance of the Series 2009B Bonds. If the Series 2009B Bonds are issued as Build America
Bonds, the Subsidy Payments would be paid to the City or to the Paying Agent on the City's behalf; no
holders of Series 2009B Bonds would be entitled to a tax credit and interest paid to holders of
Series 2009B Bonds will be subject to federal income tax. See "CERTAIN FEDERAL INCOME TAX
CONSEQUENCES" herein. To the extent such Subsidy Payments are paid by the federal government to
the City, such amounts would be credited to the City's General Fund. The Subsidy Payments have not
been pledged to the payment of the Bonds. The Subsidy Payments are not full faith and credit
obligations of the United States.
Place of Payment
The principal of the Bonds will be payable in lawful money of the United States of America at the
corporate trust office of the First National Bank of Omaha, as paying agent and registrar (the "Paying
Agent" and "Registrar"), in Omaha,Nebraska. Interest on the Bonds will be paid by wire transfer, check
or draft mailed to the person in whose name a Bond is registered as of the May 15 or November 15, as the
case may be, immediately preceding each interest payment date.
Book-Entry Only System
The Bonds initially are being issued solely in book-entry form to be held in the book-entry only
system maintained by The Depository Trust Company ("DTC"),New York, New York. So long as such
book-entry system is used, only DTC will receive or have the right to receive physical delivery of Bonds
and Beneficial Owners (as hereinafter defined) will not be or be considered to be, and will not have any
rights as, owners or holders of the Bonds under the Ordinance. The following information about the
book-entry only system applicable to the Bonds has been supplied by DTC. Neither the City nor the
Paying Agent makes any representations, warranties or guarantees with respect to its accuracy or
completeness.
DTC will act as securities depository for the Bonds. The Bonds will be issued as fully-registered
securities registered in the name of Cede &Co. (DTC's partnership nominee) or such other name as may
be requested by an authorized representative of DTC. One fully-registered Bond certificate will be issued
for each maturity of the Bonds, each in the aggregate principal amount of such maturity and will be
deposited with DTC.
DTC, the world's largest depository, is a limited-purpose trust company organized under the
New York Banking Law, a"banking organization" within the meaning of the New York Banking Law, a
member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York
Uniform Commercial Code, and a"clearing agency" registered pursuant to the provisions of Section 17A
of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million
issues of U.S. and non-U.S. equity, corporate and municipal debt issues, and money market instruments
(from over 100 countries) that DTC's participants ("Direct Participants") deposit with DTC. DTC also
facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in
deposited securities, through electronic computerized book-entry transfers and pledges between Direct
Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct
Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies,
clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The
Depository Trust& Clearing Corporation ("DTCC"). DTCC 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
4829-9333-9140.4 9
ation Refunding Bonds will be
g o used to refund certain general obligation indebtedness of the City and certain indebtedness assumed by the City as a result of its
,c annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct
Participant, either directly or indirectly ("Indirect Participants"). DTC has Standard& Poor's highest
rating: "AAA." The DTC Rules applicable to its Participants are on file with the Securities and Exchange
Commission. More information about DTC can be found at www.dtcc.com. and www.dtc.org.
Purchases of Bonds under the DTC system must be made by or through Direct Participants,
which will receive a credit for the Bonds on DTC's records. The ownership interest of each actual
purchaser of each Bond ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect
Participants' records. Beneficial Owners will not receive written confirmation from DTC of their
purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of
the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant
through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the
Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on
behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership
interests in Bonds, except in the event that use of the book-entry system for the Bonds is discontinued.
To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are
registered in the name of DTC's partnership nominee, Cede& Co., or such other name as may be
requested by an authorized representative of DTC. The deposit of Bonds with DTC and their registration
in the name of Cede&Co. or such other DTC nominee do not effect any change in beneficial ownership.
DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC's records reflect only the
identity of the Direct Participants to whose accounts such Bonds are credited, which may or may not be
the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account
of their holdings on behalf of their customers.
Conveyance of notices and other communications by DTC to Direct Participants, by Direct
Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial
Owners will be governed by arrangements among them, subject to any statutory or regulatory
requirements as may be in effect from time to time. Beneficial Owners of Bonds may wish to take certain
steps to augment the transmission to them of notices of significant events with respect to the Bonds, such
as redemptions, tenders, defaults, and proposed amendments to the Bond documents. For example,
Beneficial Owners of Bonds may wish to ascertain that the nominee holding the Bonds for their benefit
has agreed to obtain and transmit notices to Beneficial Owners. In the alternative,Beneficial Owners may
wish to provide their names and addresses to the Paying Agent and request that copies of notices be
provided directly to them.
Redemption notices shall be sent to DTC. If less than all of the Bonds 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
the Bonds 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 issuer of the Bonds, as soon as possible
after the record date. The Omnibus Proxy assigns Cede&Co.'s consenting or voting rights to those
Direct Participants to whose accounts Bonds are credited on the record date (identified in a listing
attached to the Omnibus Proxy).
Principal and interest payments, redemption proceeds and distributions on the Bonds will be
made to Cede&Co., or such other nominee as may be requested by an authorized representative of DTC.
DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding
detail information from the City or the Paying Agent, on payable date in accordance with their respective
4829-9333-9140.4 10
annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
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 Bonds held for the accounts of
customers in bearer form or registered in "street name" and will be the responsibility of such Participant
and not of DTC,the Paying Agent 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 interest payments to
Cede&Co. (or such other nominee as may be requested by an authorized representative of DTC) is the
responsibility of the City or the Paying Agent, disbursement of such payments to Direct Participants will
be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the
responsibility of Direct and Indirect Participants.
DTC may discontinue providing its services as depository with respect to the Bonds at any time
by giving reasonable notice to the City or the Paying Agent. Under such circumstances, in the event that
a successor depository is not obtained,Bond certificates are required to be printed and delivered.
The City may decide to discontinue use of the system of book-entry transfers through DTC (or a
successor securities depository). In that event,Bond certificates will be printed and delivered.
NEITHER THE CITY NOR THE PAYING AGENT WILL HAVE ANY RESPONSIBILITY
OR OBLIGATION TO ANY DIRECT PARTICIPANT, INDIRECT PARTICIPANT OR ANY
BENEFICIAL OWNER OR ANY OTHER PERSON NOT SHOWN ON THE REGISTRATION
BOOKS OF THE PAYING AGENT AS BEING A HOLDER WITH RESPECT TO: (1)THE BONDS;
(2)THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC OR ANY DIRECT
PARTICIPANT OR INDIRECT PARTICIPANT; (3)THE PAYMENT BY DTC OR ANY DIRECT
PARTICIPANT OR INDIRECT PARTICIPANT OF ANY AMOUNT DUE TO ANY BENEFICIAL
OWNER IN RESPECT OF THE PRINCIPAL OR REDEMPTION PRICE OF OR INTEREST ON THE
BONDS; (4)THE DELIVERY BY ANY DIRECT PARTICIPANT OR INDIRECT PARTICIPANT OF
ANY NOTICE TO ANY BENEFICIAL OWNER WHICH IS REQUIRED OR PERMITTED UNDER
THE TERMS OF THE ORDINANCE TO BE GIVEN TO HOLDERS; (5)THE SELECTION OF THE
BENEFICIAL OWNERS TO RECEIVE PAYMENT IN THE EVENT OF ANY PARTIAL
REDEMPTION OF THE BONDS; OR(6)ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY
DTC AS HOLDER.
Each Beneficial Owner for whom a Direct Participant or Indirect Participant acquires an interest
in the Bonds, as nominee, may desire to make arrangements with such Direct Participant or Indirect
Participant to receive a credit balance in the records of such Direct Participant or Indirect Participant, to
have all notices of redemption, elections to tender Bonds or other communications to or by DTC which
may affect such Beneficial Owner forwarded in writing by such Direct Participant or Indirect Participant,
and to have notification made of all debt service payments.
Beneficial Owners may be charged a sum sufficient to cover any tax, fee, or other governmental
charge that may be imposed in relation to any transfer or exchange of their interests in the Bonds.
THE CITY AND PAYING AGENT CANNOT AND DO NOT GIVE ANY ASSURANCES
THAT THE DIRECT PARTICIPANTS OR THE INDIRECT PARTICIPANTS WILL DISTRIBUTE TO
THE BENEFICIAL OWNERS OF THE BONDS (i)PAYMENTS OF PRINCIPAL OF AND
INTEREST ON THE BONDS, (ii)BONDS REPRESENTING AN OWNERSHIP INTEREST OR
OTHER CONFIRMATION OF BENEFICIAL OWNERSHIP INTERESTS IN THE BONDS OR
(iii)REDEMPTION OR OTHER NOTICES SENT TO DTC OR CEDE&CO., ITS NOMINEE, AS
THE REGISTERED OWNERS OF THE BONDS, OR THAT THEY WILL DO SO ON A TIMELY
BASIS OR THAT DTC, DIRECT PARTICIPANTS OR INDIRECT PARTICIPANTS WILL SERVE
AND ACT IN THE MANNER DESCRIBED IN THIS OFFICIAL STATEMENT. THE CURRENT
4829-9333-9140.4 1 1
tached to the Omnibus Proxy).
Principal and interest payments, redemption proceeds and distributions on the Bonds will be
made to Cede&Co., or such other nominee as may be requested by an authorized representative of DTC.
DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding
detail information from the City or the Paying Agent, on payable date in accordance with their respective
4829-9333-9140.4 10
annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
"RULES" APPLICABLE TO DTC ARE ON FILE WITH THE SECURITIES AND EXCHANGE
COMMISSION, AND THE CURRENT"PROCEDURES" OF DTC TO BE FOLLOWED IN DEALING
WITH DIRECT PARTICIPANTS ARE ON FILE WITH DTC.
Optional Redemption
The Bonds maturing December 1, 20_ and thereafter are subject to redemption at the option of
the City at any time on or after December 1, 20_, in whole or in part in such order of maturities as
determined by the City, and in such manner as the Paying Agent deems fair within a maturity, at a price
of par,without premium,plus accrued interest to the date of redemption.
At least 30 days' notice of redemption will be mailed to the person whose name appears in the
bond registration books as the registered owner of a Bond as of the close of business on the forty-fifth day
immediately preceding the date fixed for redemption.
Mandatory Sinking Fund Redemption
The Series 2009B Bonds due December 1, 2029 are term bonds that are subject to mandatory
redemption in part on December 1 of each of the years indicated below and are payable under the
mandatory sinking fund redemption provisions of the Ordinance, at 100% of the principal amount so
redeemed or paid,plus accrued interest thereon to the date of redemption, as set forth below:
Principal Amount of Series 2009B
Year of Redemption Bonds
(December 1) to be Redeemed
(final maturity)
To the extent the Series 2009B Bonds have been previously called for redemption in part and
otherwise than from the sinking fund, if any, each related annual sinking fund payment for the Series
2009B Bonds shall be reduced by the amount obtained by multiplying the principal amount of such Series
2009B Bonds so called for redemption, by the ratio which each annual sinking fund payment for the
Series 2009B Bonds bears to the total sinking fund payments of such Series 2009B Bonds subject to
mandatory sinking fund redemption, and by rounding each sinking fund payment to the nearest $5,000
multiple.
In case a Bond subject to mandatory sinking fund redemption is of a denomination larger than
$5,000, a portion of such Bond ($5,000 or any multiple thereof) may be redeemed, but Series 2009B
Bonds shall be redeemed only in the principal amount of$5,000 each or any integral multiple thereof. On
or before the thirtieth day prior to each such mandatory sinking fund payment date, the Paying Agent
shall proceed to select for redemption (in such manner as the Paying Agent deems fair) from all
outstanding Series 2009B Bonds subject to mandatory sinking fund redemption a principal amount of
such Series 2009B Bonds, equal to the aggregate principal amount of such Series 2009B Bonds
redeemable with the required sinking fund payment, and shall call such Series 2009B Bonds or portions
thereof ($5,000 or any integral multiple thereof) for redemption from such sinking fund on the next
December 1 and give notice of such call.
4829-9333-9140.4 12
sufficient to cover any tax, fee, or other governmental
charge that may be imposed in relation to any transfer or exchange of their interests in the Bonds.
THE CITY AND PAYING AGENT CANNOT AND DO NOT GIVE ANY ASSURANCES
THAT THE DIRECT PARTICIPANTS OR THE INDIRECT PARTICIPANTS WILL DISTRIBUTE TO
THE BENEFICIAL OWNERS OF THE BONDS (i)PAYMENTS OF PRINCIPAL OF AND
INTEREST ON THE BONDS, (ii)BONDS REPRESENTING AN OWNERSHIP INTEREST OR
OTHER CONFIRMATION OF BENEFICIAL OWNERSHIP INTERESTS IN THE BONDS OR
(iii)REDEMPTION OR OTHER NOTICES SENT TO DTC OR CEDE&CO., ITS NOMINEE, AS
THE REGISTERED OWNERS OF THE BONDS, OR THAT THEY WILL DO SO ON A TIMELY
BASIS OR THAT DTC, DIRECT PARTICIPANTS OR INDIRECT PARTICIPANTS WILL SERVE
AND ACT IN THE MANNER DESCRIBED IN THIS OFFICIAL STATEMENT. THE CURRENT
4829-9333-9140.4 1 1
tached to the Omnibus Proxy).
Principal and interest payments, redemption proceeds and distributions on the Bonds will be
made to Cede&Co., or such other nominee as may be requested by an authorized representative of DTC.
DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding
detail information from the City or the Paying Agent, on payable date in accordance with their respective
4829-9333-9140.4 10
annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
Authority for Issuance
The Bonds have been authorized in accordance with the Constitution and statutes of the State of
Nebraska, the Charter and proceedings of the Council providing for the issuance thereof, including the
Ordinance. The issuance of the Various Purpose Bonds for the purposes referred to in the first sentence
under "DISPOSITION OF BOND PROCEEDS FOR VARIOUS PURPOSES AND REFUNDING" was
approved by the voters of the City at the May 9, 2006 elections relating to each such purpose. The
issuance of the Refunding Bonds for the refunding purposes referred to in the second sentence under such
heading was approved by the City Council by authority of Sections 10-142, 10-615 and 10-616, Reissue
Revised Statutes of Nebraska, as amended, and applicable provisions of the Charter.
Security
The Bonds are general obligations of the City, and the City is obligated to levy ad valorem taxes
for the payment of said Bonds and the interest thereon upon all property within the City subject to
taxation by the City without limitation as to rate or amount. The full faith and credit of the City shall be
pledged to the prompt payment of the principal of and interest on the Bonds. See "AUTHORITY TO
LEVY TAXES"herein.
Revisions of State Property Tax System
The State of Nebraska's system of assessing and taxing real and personal property for purposes of
local ad valorem taxation for support of local political subdivisions, including the City, has been the
subject in recent years of constitutional amendment, legislation and litigation the result of which has been
to substantially resolve certain challenges to the validity of the tax system.
Governmental units in Nebraska may not adopt budgets for fiscal years beginning on or after
July 1, 1998, in excess of 102.5% of the prior fiscal year's budget plus allowable growth (which includes
increases in taxable valuation for such things as new construction and annexations). However, such
budgetary limitations do not apply to, among other things, revenue pledged to retire bonded indebtedness
or budgeted for capital improvements. Governmental units may exceed the budget limit for a given fiscal
year by up to an additional 1% upon the affirmative vote of at least 75% of the governing body or in such
amount as is approved by a majority vote of the electorate. Effective July 1, 1998,the property tax levies
of incorporated cities and villages, such as the City, are limited to a maximum of 450/$100 of taxable
valuation (plus an additional 50/$100 to pay the municipality's share of revenue required under interlocal
agreements). The levy limit does not apply to levies for preexisting lease-purchase contracts approved
prior to July 1, 1998, to bonded indebtedness, such as the Bonds, approved according to law and secured
by a levy on property and to pay judgments. The City's 2009 General Fund levy, exclusive of such
unlimited levies, is 26.1120/$100 of taxable valuation. A political subdivision may exceed its levy
limitation for a period of up to five years by majority vote of the electorate.
There can be no assurance that Nebraska's system of assessing and taxing real and personal
property will remain substantially unchanged, given the possibility of further legislation and litigation.
Such changes could materially and adversely affect the amount of property tax revenues the City and
other local governments could collect in future years. The City does not believe, however, that the
Nebraska Legislature would leave the City without adequate taxing resources to pay for its programs and
meet its financial obligations, including the repayment of its bonds, lease-purchase obligations and other
obligations. The opinion of Bond Counsel will be rendered based on the law existing as of the date of
issuance of the Bonds and in reliance upon general legal presumptions in favor of the constitutionality of
statutes and upon the holdings of existing case law.
4829-9333-9140.4 13
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 the Paying Agent, on payable date in accordance with their respective
4829-9333-9140.4 10
annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
RATINGS
Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc. ("S&P"),
has given the Bonds a rating of" " and Moody's Investors Service ("Moody's") has given the Bonds
a rating of" ." Any desired explanation of the significance of such ratings should be obtained from
S&P and from Moody's. The City furnished the rating agencies with certain information and materials
relating to the Bonds and the City which have not been included in this Official Statement. Generally, a
rating agency bases its rating on the information and materials so furnished and on investigations, studies
and assumptions made by such rating agency. There is no assurance that a particular rating will be
maintained for any given period of time or that it will not be lowered or withdrawn entirely if, in the
judgment of the agency originally establishing the rating, circumstances so warrant. Neither the City nor
the Underwriter has undertaken any responsibility either to bring to the attention of the owners of the
Bonds any proposed revision or withdrawal of the rating of the Bonds or to oppose any such proposed
revision or withdrawal. Any such change in or withdrawal of such rating could have an adverse effect on
the market price of the Bonds. Any explanation of the significance of such ratings should be obtained
from the rating agency furnishing such rating.
CONTINUING DISCLOSURE
The Ordinance includes the City's undertaking (the "Undertaking") for the benefit of the holders
and beneficial owners of the Bonds to send certain financial information and operating data to the
Municipal Securities Rulemaking Board ("MSRB") annually and to provide notice to the MSRB of
certain events, pursuant to the requirements of Section(b)(5)(i) of Securities and Exchange Commission
Rule 15c2-12 (17 C.F.R. § 240.15c2-12) (the "Rule"). See "APPENDIX C—FORM OF CONTINUING
DISCLOSURE UNDERTAKING."
A failure by the City to comply with the Undertaking will not constitute an event of default with
respect to the Bonds, although any holder will have any available remedy at law or in equity, including
seeking specific performance by court order, to cause the City to comply with its obligations under the
Undertaking. Any such failure must be reported in accordance with the Rule and must be considered by
any broker, dealer or municipal securities dealer before recommending the purchase or sale of the Bonds
in the secondary market. Consequently, such a failure may adversely affect the transferability and
liquidity of the Bonds and their market price. The City is in compliance with its previous undertakings
under the Rule.
CERTAIN FEDERAL INCOME TAX CONSEQUENCES
Holders of the Series 2009A Bonds, Series 2009B Bonds and Refunding Bonds should be aware
that: (a)the discussion in this Official Statement with respect to U.S. federal income tax consequences of
owning the Bonds is not intended or written to be used, and cannot be used, by any taxpayer for the
purpose of avoiding penalties that may be imposed on the taxpayer; (b) such discussion was written in
connection with the promotion or marketing (within the meaning of Treasury Circular 230) of the
transactions or matters addressed by such discussion; and (c)each taxpayer should seek advice based on
its particular circumstances from an independent tax advisor.
The following is a summary of certain material federal income tax consequences of the purchase,
ownership and disposition of the Bonds for the investors described below and is based on the advice of
Kutak Rock LLP, as Bond Counsel. This summary is based upon laws,regulations,rulings and decisions
currently in effect, all of which are subject to change. The discussion does not deal with all federal tax
consequences applicable to all categories of investors, some of which may be subject to special rules,
including but not limited to, partnerships or entities treated as partnerships for federal income tax
4829-9333-9140.4 14
y 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 the Paying Agent, on payable date in accordance with their respective
4829-9333-9140.4 10
annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
purposes, pension plans and foreign investors, except as otherwise indicated. In addition,this summary is
generally limited to investors who will hold the Bonds as "capital assets" (generally, property held for
investment) within the meaning of Section 1221 of the Internal Revenue Code of 1986, as amended (the
"Code"). Investors should consult their own tax advisors to determine the federal, state, local and other
tax consequences of the purchase, ownership and disposition of Bonds.
To ensure compliance with Treasury Circular 230, taxpayers are hereby notified that:
(A) any discussion of U.S. federal tax issues in this Official Statement is not intended or written by
us to be relied upon, and cannot be relied upon, by taxpayers for the purpose of avoiding penalties
that may be imposed on taxpayers under the Code; (B)such discussion is written in connection with
the promotion or marketing of the transactions or matters addressed herein; and (C)taxpayers
should seek advice based on their particular circumstances from an independent tax advisor.
Prospective investors should note that no rulings have been or will be sought from the Internal
Revenue Service (the "Service") with respect to any of the federal income tax consequences discussed
below, and no assurance can be given that the Service will not take contrary positions.
Tax-Exempt Bonds
General. In the opinion of Kutak Rock LLP, Bond Counsel, to be delivered at the time of
original issuance of the Bonds, under existing laws, regulations, rulings and judicial decisions, interest on
the Series 2009A Bonds and the Refunding Bonds (collectively,the"Tax-Exempt Bonds")(a) is excluded
from gross income for federal income tax purposes and (b) is not a specific item of tax preference for
purposes of the federal alternative minimum tax imposed on individuals and corporations. Interest on the
Series 2009 Bonds, however, will be included in the "adjusted current earnings" (i.e., alternative
minimum taxable income as adjusted for certain items, including those items that would be included in
the calculation of a corporation's earnings and profits under Subchapter C of the Code) of certain
corporations and such corporations are required to include in the calculation of alternative minimum
taxable income 75% of the excess of each such corporation's adjusted current earnings over its alternative
minimum taxable income (determined without regard to this adjustment and prior to reduction for certain
net operating losses).
The City has covenanted to comply with all requirements that must be satisfied in order for the
interest on the Tax-Exempt Bonds to be excludible from gross income for federal tax purposes. The
opinions set forth above are subject to continuing compliance by the City with such covenants. Failure to
comply with such covenants could cause interest on the Tax-Exempt Bonds to be included in gross
income retroactive to the date of issue of such Tax-Exempt Bonds.
The accrual or receipt of interest on the Tax-Exempt Bonds may otherwise affect the federal
income tax liability of certain recipients such as banks,thrift institutions, property and casualty insurance
companies, corporations (including S corporations and foreign corporations operating branches in the
United States), Social Security or Railroad Retirement benefit recipients, taxpayers otherwise entitled to
claim the earned income credit or taxpayers who may be deemed to have incurred or continued
indebtedness to purchase or carry tax-exempt obligations, among others. The extent of these other tax
consequences will depend upon the recipients' particular tax status or other items of income or deduction.
Bond Counsel expresses no opinion regarding any such consequences and investors should consult their
own tax advisors regarding the tax consequences of purchasing or holding the Tax-Exempt Bonds.
Tax Treatment of Original Issue Discount. The Tax-Exempt Bonds that have an original yield
above their interest rate, as shown on the inside cover, are being sold at a discount (the "Discounted
Obligations"). The difference between the initial public offering prices, as set forth on the inside cover
4829-9333-9140.4 15
ent, on payable date in accordance with their respective
4829-9333-9140.4 10
annexations of the City of Elkhorn,Nebraska and of five Douglas County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
page hereof, of the Discounted Obligations and their stated amounts to be paid at maturity, constitutes
original issue discount treated as interest which is not includible in gross income for federal income tax
purposes.
In the case of an owner of a Discounted Obligation, the amount of original issue discount which
is treated as having accrued with respect to such Discounted Obligation is added to the cost basis of the
owner in determining, for federal income tax purposes, gain or loss upon disposition of a Discounted
Obligation (including its sale or payment at maturity). Amounts received upon disposition of a
Discounted Obligation which are attributable to accrued original issue discount will be treated as tax-
exempt interest, rather than as taxable gain,for federal income tax purposes.
Original issue discount is treated as compounding semiannually, at a rate determined by reference
to the yield to maturity of each individual Discounted Obligation, on days which are determined by
reference to the maturity date of such Discounted Obligation. The amount treated as original issue
discount on a Discounted Obligation for a particular semiannual accrual period is equal to (a)the product
of(i)the yield to maturity for such Discounted Obligation (determined by compounding at the close of
each accrual period) and (ii)the amount which would have been the tax basis of such Discounted
Obligation at the beginning of the particular accrual period if held by the original purchaser, (b)less the
amount of any interest payable for such Discounted Obligation during the accrual period. The tax basis is
determined by adding to the initial public offering price on such Discounted Obligation the sum of the
amounts which have been treated as original issue discount for such purposes during all prior periods. If
a Discounted Obligation is sold between semiannual compounding dates, original issue discount which
would have been accrued for that semiannual compounding period for federal income tax purposes is to
be apportioned in equal amounts among the days in such compounding period.
The Code contains additional provisions relating to the accrual of original issue discount in the
case of owners of a Discounted Obligation who purchase such Discounted Obligations after the initial
offering. Owners of Discounted Obligations including purchasers of the Discounted Obligations in the
secondary market should consult their own tax advisors with respect to the determination for federal
income tax purposes of original issue discount accrued with respect to such obligations as of any date and
with respect to the state and local tax consequences of owning a Discounted Obligation.
Tax Treatment of Original Issue Premium. The Tax-Exempt Bonds that have an original yield
below their interest rate, as shown on the inside cover, are being sold at a premium (collectively, the
"Premium Obligations"). An amount equal to the excess of the issue price of a Premium Obligation over
its stated redemption price at maturity constitutes premium on such Premium Obligation. An initial
purchaser of such Premium Obligation must amortize any premium over such Premium Obligation's term
using constant yield principles, based on the purchaser's yield to maturity (or, in the case of Premium
Obligations callable prior to their maturity, by amortizing the premium to the call date, based upon the
purchaser's yield to the call date and giving effect to any call premium). As premium is amortized, it
offsets the interest allocable to the corresponding payment period and the purchaser's basis in such
Premium Obligation is reduced by a corresponding amount resulting in an increase in the gain (or
decrease in the loss) to be recognized for federal income tax purposes upon a sale or disposition of such
Premium Obligation prior to its maturity. Even though the purchaser's basis may be reduced, no federal
income tax deduction is allowed. The same treatment is afforded to the Premium Obligations purchased
at a premium in the secondary market. Purchasers of Premium Obligations should consult with their own
tax advisors with respect to the determination and treatment of amortizable premium for federal income
tax purposes and with respect to the state and local tax consequences of owning such Premium
Obligations.
4829-9333-9140.4 16
as County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
Backup Withholding. Certain purchasers may be subject to backup withholding at the application
rate determined by statute with respect to interest paid with respect to the Tax-Exempt Bonds if the
purchasers, upon issuance, fail to supply the indenture trustee or their brokers with their taxpayer
identification numbers, furnish incorrect taxpayer identification numbers, fail to report interest, dividends
or other "reportable payments" (as defined in the Code) properly, or, under certain circumstances, fail to
provide the indenture trustee with a certified statement, under penalty of perjury, that they are not subject
to backup withholding. Information returns will be sent annually to the Service and to each purchaser
setting forth the amount of interest paid with respect to the Tax-Exempt Bonds and the amount of tax
withheld thereon.
Build America Bonds
In General. The City intends to elect to designate the Series 2009B Bonds as taxable "Build
America Bonds" pursuant to Section 54AA(d) of the Code and as "Qualified Bonds" pursuant to Section
54AA(g) of the Code. Although the Series 2009B Bonds are issued by the City, interest on the
Series 2009B Bonds (including original issue discount, as discussed below) is not excludable from gross
income for federal income tax purposes under Section 103 of the Code. Interest on the Series 2009B
Bonds will be fully subject to federal income taxation. Thus, owners of the Series 2009B Bonds
generally must include interest (including original issue discount) on the Series 2009B Bonds in gross
income for federal income tax purposes.
Build America Bonds. The Series 2009B Bonds are expected to be issued as taxable, Build
America Bonds as authorized by the Recovery Act. Pursuant to the Recovery Act, the City will receive
cash subsidy payments from the United States Treasury equal to 35% of the interest payable on the
Series 2009B Bonds. The Code imposes requirements on the Series 2009B Bonds that the City must
continue to meet after the Series 2009B Bonds are issued in order to receive the cash subsidy payments.
These requirements generally involve the way that Series 2009B Bond proceeds must be invested and
ultimately used. If the City does not meet these requirements, it is possible that the City may not receive
the cash subsidy payments and the Series 2009B Bonds may fail to be "Build America Bonds" under
Section 54AA(d) of the Code and"Qualified Bonds"under Section 54AA(g) of the Code retroactively to
the date of issuance of the Series 2009B Bonds.
In certain circumstances, the cash subsidy payments to be made to the City may be reduced
(offset) by amounts determined to be applicable under the Code and Regulations. For example, offsets
may occur by reason of any past-due legally enforceable debt of the City to any Federal agency. The
amount of any such offsets is not predictable, and the City does not currently expect that any such offsets
will apply to the credits the City expects to receive. •
Characterization of the Bonds as Indebtedness. The City intends that, for federal income tax
purposes, the Series 2009B Bonds will be indebtedness of the City created by the Ordinance secured by
the City's pledge of its full faith and credit. The owners of the Series 2009B Bonds, by accepting such
Series 2009B Bonds, have agreed to treat the Series 2009B Bonds as indebtedness of the City for federal
income tax purposes. The City intends to treat the Series 2009B Bond transactions as a financing
reflecting the Series 2009B Bonds as its indebtedness for tax and financial accounting purposes.
In general,the characterization of a transaction as a sale of property or a secured loan, for federal
income tax, is a question of fact, the resolution of which is based upon the economic substance of the
transaction, rather than its form or the manner in which it is characterized for state law or other purposes.
While the Service and the courts have set forth several factors to be taken into account in determining
whether the substance of a transaction is a sale of property or a secured indebtedness, the primary factor
in making this determination is whether the transferee has assumed the risk of loss or other economic
4829-9333-9140.4 17
local tax consequences of owning such Premium
Obligations.
4829-9333-9140.4 16
as County,Nebraska sanitary and improvement districts.
y c0
• '5 THE BONDS ARE PAYABLE FROM AD VALOREM TAXES, UNLIMITED AS TO RATE AND AMOUNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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Fa > H Preliminary;subject to change
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4829-9333-9140.4
burdens relating to the property and has obtained the benefits of ownership thereof. Notwithstanding the
foregoing, in some instances, courts have held that a taxpayer is bound by the particular form it has
chosen for a transaction, even if the substance of the transaction does not accord with its form.
Taxation of Interest Income of the Bonds. Payments of interest with regard to the Series 2009B
Bonds will be includible as ordinary income when received or accrued by the holders thereof in
accordance with their respective methods of accounting and applicable provisions of the Code. If the
Series 2009B Bonds are deemed to be issued with original issue discount, Section 1272 of the Code
requires the current ratable inclusion in income of original issue discount greater than a specified de
minimis amount using a constant yield method of accounting. In general, original issue discount is
calculated,with regard to any accrual period, by applying the instrument's yield to its adjusted issue price
at the beginning of the accrual period, reduced by any qualified stated interest (as defined below)
allocable to the period. The aggregate original issue discount allocable to an accrual period is allocated to
each day included in such period. The holder of a debt instrument must include in income the sum of the
daily portions of original issue discount attributable to the number of days he owned the instrument. The
legislative history of the original issue discount provisions indicates that the calculation and accrual of
original issue discount should be based on the prepayment assumptions used by the parties in pricing the
transaction.
Original issue discount is the stated redemption price at maturity of a debt instrument over its
issue price. The stated redemption price at maturity includes all payments with respect to an instrument
other than interest unconditionally payable at a fixed rate or a qualified variable rate at fixed intervals of
one year or less ("qualified stated interest"). Caps or floors may be ignored in determining whether an
obligation bears interest at a qualified variable rate, if among other things, the cap or floor is fixed
through the term of the obligation. The City expects that interest payable with respect to the
Series 2009B Bonds will constitute qualified stated interest and that the Series 2009B Bonds will not be
issued with original issue discount. However,there can be no assurance that the Service would not assert
that the interest payable with respect to the Series 2009B Bonds may not be qualified stated interest
because such payments are not unconditional and or that the Series 2009B Bonds otherwise are issued
with original issue discount.
Payments of interest received with respect to the Series 2009B Bonds will also constitute
investment income for purposes of certain limitations of the Code concerning the deductibility of
investment interest expense. Potential holders of the Series 2009B Bonds should consult their own tax
advisors concerning the treatment of interest payments with regard to the Series 2009B Bonds.
A purchaser (other than a person who purchases a Series 2009B Bond upon issuance at the issue
price)who buys a Series 2009B Bond at a discount from its principal amount(or its adjusted issue price if
issued with original issue discount greater than a specified de minimis amount) will be subject to the
market discount rules of the Code. In general, the market discount rules of the Code treat principal
payments and gain on disposition of a debt instrument as ordinary income to the extent of accrued market
discount. Although the accrued market discount on debt instruments such as the Series 2009B Bonds
which are subject to prepayment based on the prepayment of other debt instruments is to be determined
under regulations yet to be issued, the legislative history of the market discount provisions of the Code
indicate that the same prepayment assumption used to calculate original issue discount should be utilized.
Each potential investor should consult his tax advisor concerning the application of the market discount
rules to the Series 2009B Bonds.
In the event that the Series 2009B Bonds are considered to be purchased by a holder at a price
greater than their remaining stated redemption price at maturity, they will be considered to have been
purchased at a premium. The holder of a Series 2009B Bond may elect to amortize such premium (as an
4829-9333-9140.4 18
UNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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1 .. '�' member SIPC
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•-- J=
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Fa > H Preliminary;subject to change
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4829-9333-9140.4
offset to interest income), using a constant yield method, over the remaining term of the Series 2009B
Bonds. Special rules apply to determine the amount of premium on a"variable rate debt instrument" and
certain other debt instruments. Prospective holders of a Series 2009B Bond should consult their tax
advisors regarding the amortization of bond premium.
Sale or Exchange of Series 2009E Bonds. If a Bondholder sells a Series 2009B Bond, such
person will recognize gain or loss equal to the difference between the amount realized on such sale and
the Bondholder's basis in such Bond. Ordinarily, such gain or loss will be treated as a capital gain or
loss. At the present time, the maximum capital gain rate for certain assets held for more than twelve
months is 15%. However, if a Series 2009B Bond was subject to its initial issuance at a discount, a
portion of such gain will be recharacterized as interest and therefore ordinary income. In February of
2009,President Barack Obama proposed increasing the long-term capital gains rate to 20%. The City and
Bond Counsel cannot predict whether this increase will receive Congressional approval.
If the term of a Series 2009B Bond was materially modified, in certain circumstances, a new debt
obligation would be deemed created and exchanged for the prior obligation in a taxable transaction.
Among the modifications which may be treated as material are those which relate to redemption
provisions and, in the case of a nonrecourse obligation, those which involve the substitution of collateral.
Each potential holder of a Series 2009B Bond should consult its own tax advisor concerning the
circumstances in which the Series 2009B Bonds would be deemed reissued and the likely effects, if any,
of such reissuance.
Backup Withholding. Certain purchasers may be subject to backup withholding at the application
rate determined by statute with respect to interest paid with respect to the Series 2009B Bonds if the
purchasers, upon issuance, fail to supply the indenture trustee or their brokers with their taxpayer
identification numbers, furnish incorrect taxpayer identification numbers, fail to report interest, dividends
or other "reportable payments" (as defined in the Code) properly, or, under certain circumstances, fail to
provide the indenture trustee with a certified statement, under penalty of perjury,that they are not subject
to backup withholding. Information returns will be sent annually to the Service and to each purchaser
setting forth the amount of interest paid with respect to the Series 2009B Bonds and the amount of tax
withheld thereon.
State, Local or Foreign Taxation. The City makes no representations regarding the tax
consequences of purchase, ownership or disposition of the Series 2009B Bonds under the tax laws of any
other state, locality or foreign jurisdiction. Investors considering an investment in the Series 2009B
Bonds should consult their own tax advisors regarding such tax consequences.
Tax-Exempt Investors. In general, an entity which is exempt from federal income tax under the
provisions of Section 501 of the Code is subject to tax on its unrelated business taxable income. An
unrelated trade or business is any trade or business which is not substantially related to the purpose which
forms the basis for such entity's exemption. However, under the provisions of Section 512 of the Code,
interest may be excluded from the calculation of unrelated business taxable income unless the obligation
which gave rise to such interest is subject to acquisition indebtedness. However, as noted above, Bond
Counsel has rendered its opinion that the Series 2009B Bonds will be characterized as debt for federal
income tax purposes. Therefore, except to the extent any holder of a Series 2009B Bond incurs
acquisition indebtedness with respect to a Series 2009B Bond, interest paid or accrued with respect to
such Bondholder may be excluded by such tax exempt Bondholder from the calculation of unrelated
business taxable income. Each potential tax exempt holder of a Series 2009B Bond is urged to consult its
own tax advisor regarding the application of these provisions.
4829-9333-9140.4 19
nsidered to be purchased by a holder at a price
greater than their remaining stated redemption price at maturity, they will be considered to have been
purchased at a premium. The holder of a Series 2009B Bond may elect to amortize such premium (as an
4829-9333-9140.4 18
UNT,
. u' LEVIED BY THE CITY AGAINST ALL TAXABLE PROPERTY IN THE CITY. THE FULL FAITH AND CREDIT OF THE
•5 R- 2 CITY ARE PLEDGED TO THE PROMPT PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
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4829-9333-9140.4
European Union Directive on the Taxation of Savings Income. The European Union adopted a
directive(2003/48/EC)(the"Directive")regarding the taxation of savings income. The Directive requires
a member state of the European Union (a "Member State") to provide to the tax authorities of another
Member State details of payments of interest or other similar income payments made by a person within
its jurisdiction for the immediate benefit of an individual or to certain non-corporate entities resident in
that other Member State (or for certain payments secured for their benefit). However, Austria, Belgium,
and Luxembourg have opted out of the reporting requirements and are instead applying a special
withholding tax for a transitional period in relation to such payments of interest, deducting tax at rates
increasing over time to 35% after July 1, 2011. The rate for 2009 is 20%.
A number of non-European Union countries and certain dependent or associated territories of
Member States have adopted similar measures (either provision of information or transitional
withholding) in relation to payments of interest or other similar income payments made by a person in
that jurisdiction for the immediate benefit of an individual or to certain non-corporate entities in any
Member State. The Member States have entered into reciprocal provision of information or transitional
special withholding tax arrangements with certain of those dependent or associated territories. These
apply in the same way to payments by persons in any Member State to individuals or certain non-
corporate residents in those territories.
On November 13, 2008, the European City proposed changes to the Directive which extended its
scope so that it applies to interest payments to certain intermediate persons or structures interposed
between the person making the payment and the individual who is the beneficial owner of the interest. It
is proposed that a Member state intermediary that receives an interest payment be treated as a person
making payment, so as to subject it to the exchange of information or withholding obligation in the
Directive. Further, it is proposed that an interest payment made to an intermediary established outside the
European Union be treated as a payment made directly to the individual beneficiary if the person making
the payment knows that the individual beneficiary is European Union resident.
No additional amounts will be payable with respect to the Series 2009B Bonds if a payment on
such Series 2009B Bond is reduced as a result of any tax, assessment or other governmental charge that is
required to be made pursuant to any European Union directive on the taxation of savings income or any
law implementing or complying with, or introduced in order to conform to, any such directive. Holders
of Series 2009B Bonds should consult their tax advisors regarding the implications of the Directive in
their particular circumstances.
Foreign Investors. A holder of a Series 2009B Bond which is not a U.S. person ("foreign
holder")will not be subject to U.S. federal income or withholding tax in respect of interest income or gain
on the such Bonds if certain conditions are satisfied, including: (1)the foreign holder provides an
appropriate statement, signed under penalties of perjury, identifying the foreign holder as the beneficial
owner and stating, among other things, that the foreign holder is not a U.S. person, (2)the foreign holder
is not a"10 percent shareholder" or"related controlled foreign corporation" with respect to the City, and
(3)the interest income is not effectively connected with a United States trade or business of the
Bondholder. The foregoing exemption does not apply to contingent interest or market discount. To the
extent these conditions are not met, a 30% withholding tax will apply to interest income on the
Series 2009B Bonds, unless an income tax treaty reduces or eliminates such tax or the interest is
effectively connected with the conduct of a trade or business within the United States by such foreign
holder. In the latter case, such foreign holder will be subject to U.S. federal income tax with respect to all
income from the Series 2009B Bonds at regular rates applicable to U.S. taxpayers, and may be subject to
the branch profits tax if it is a corporation. A "U.S. person" is: (i)a citizen or resident of the United
States, (ii)a corporation (or other entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
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• Dated: September—,2009 DAVIDSON
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4829-9333-9140.4
of Columbia), (iii) an estate the income of which is subject to U.S. federal income taxation regardless of
its source, or(iv)a trust, if a court within the United States is able to exercise primary supervision over its
administration and one or more United States persons have the authority to control all of its substantial
decisions.
Generally, a foreign holder will not be subject to federal income tax on any amount which
constitutes capital gain upon the sale, exchange, retirement or other disposition of a Series 2009B Bond
unless such foreign holder is an individual present in the United States for 183 days or more in the taxable
year of the sale, exchange, retirement or other disposition and certain other conditions are met, or unless
the gain is effectively connected with the conduct of a trade or business in the United States by such
foreign holder. If the gain is effectively connected with the conduct of a trade or business in the United
States by such foreign holder, such holder will generally be subject to U.S. federal income tax with
respect to such gain in the same manner as U.S. holders, as described above, and a foreign holder that is a
corporation could be subject to a branch profits tax on such income as well.
Tax Treatment of Original Issue Discount. The Series 2009B Bonds that have an original yield
above their interest rate, as shown on the inside cover, are being sold at a discount (the "Discounted
Obligations"). The difference between the initial public offering prices, as set forth on the inside cover
page hereof, of the Discounted Obligations and their stated amounts to be paid at maturity, constitutes
original issue discount treated as interest which is not includible in gross income for federal income tax
purposes.
In the case of an owner of a Discounted Obligation, the amount of original issue discount which
is treated as having accrued with respect to such Discounted Obligation is added to the cost basis of the
owner in determining, for federal income tax purposes, gain or loss upon disposition of a Discounted
Obligation (including its sale or payment at maturity). Amounts received upon disposition of a
Discounted Obligation which are attributable to accrued original issue discount will be treated as taxable
interest, rather than as taxable gain, for federal income tax purposes.
Original issue discount is treated as compounding semiannually, at a rate determined by reference
to the yield to maturity of each individual Discounted Obligation, on days which are determined by
reference to the maturity date of such Discounted Obligation. The amount treated as original issue
discount on a Discounted Obligation for a particular semiannual accrual period is equal to (a)the product
of(i)the yield to maturity for such Discounted Obligation (determined by compounding at the close of
each accrual period) and (ii)the amount which would have been the tax basis of such Discounted
Obligation at the beginning of the particular accrual period if held by the original purchaser, (b) less the
amount of any interest payable for such Discounted Obligation during the accrual period. The tax basis is
determined by adding to the initial public offering price on such Discounted Obligation the sum of the
amounts which have been treated as original issue discount for such purposes during all prior periods. If
a Discounted Obligation is sold between semiannual compounding dates, original issue discount which
would have been accrued for that semiannual compounding period for federal income tax purposes is to
be apportioned in equal amounts among the days in such compounding period.
The Code contains additional provisions relating to the accrual of original issue discount in the
case of owners of a Discounted Obligation who purchase such Discounted Obligations after the initial
offering. Owners of Discounted Obligations including purchasers of the Discounted Obligations in the
secondary market should consult their own tax advisors with respect to the determination for federal
income tax purposes of original issue discount accrued with respect to such obligations as of any date and
with respect to the state and local tax consequences of owning a Discounted Obligation.
4829-9333-9140.4 21
ay be subject to
the branch profits tax if it is a corporation. A "U.S. person" is: (i)a citizen or resident of the United
States, (ii)a corporation (or other entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
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• Dated: September—,2009 DAVIDSON
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4829-9333-9140.4
Tax Treatment of Bond Premium. The Series 2009B Bonds that have an original yield below
their interest rate, as shown on the inside cover, are being sold at a premium (collectively, the "Premium
Obligations"). An amount equal to the excess of the issue price of a Premium Obligation over its stated
redemption price at maturity constitutes premium on such Premium Obligation. An initial purchaser of
such Premium Obligation must amortize any premium over such Premium Obligation's term using
constant yield principles, based on the purchaser's yield to maturity (or, in the case of Premium
Obligations callable prior to their maturity, by amortizing the premium to the call date, based upon the
purchaser's yield to the call date and giving effect to any call premium). As premium is amortized, it
offsets the interest allocable to the corresponding payment period and the purchaser's basis in such
Premium Obligation is reduced by a corresponding amount resulting in an increase in the gain (or
decrease in the loss) to be recognized for federal income tax purposes upon a sale or disposition of such
Premium Obligation prior to its maturity. Even though the purchaser's basis may be reduced, no federal
income tax deduction is allowed. The same treatment is afforded to the Premium Obligations purchased
at a premium in the secondary market. Purchasers of Premium Obligations should consult with their own
tax advisors with respect to the determination and treatment of amortizable premium for federal income
tax purposes and with respect to the state and local tax consequences of owning such Premium
Obligations.
Exemption Under State Tax Law
Tax-Exempt (Series 2009A and Refunding) Bonds. In Bond Counsel's further opinion, under the
existing laws of the State of Nebraska, interest on the Series 2009A Bonds and the Refunding Bonds is
excluded from the gross income of the recipients thereof for Nebraska income tax purposes and the
Series 2009A Bonds and the Refunding Bonds are exempt from taxation or assessment of any type by the
State of Nebraska, its agencies and departments,and by all political subdivisions thereof.
Build American (Series 2009B) Bonds. State law provides that interest on obligations such as the
Series 2009B Bonds is not exempt from state income tax unless it is also exempt from federal income tax.
In the opinion of Bond Counsel, interest on the Series 2009B Bonds is not exempt from federal income
tax. However, Section 1531(d) of Division B of the Recovery Act provides that Build America Bonds,
such as the Series 2009B Bonds, where the issuer receives the direct subsidy, are to be treated as if
exempt from federal income taxes for purposes of state income tax exemptions that extend to federally
tax-exempt bonds. Although the validity of this provision has been questioned and has not been tested, it
might not be challenged or the intended result might be confirmed by subsequent state legislation. Bond
Counsel has offered no opinion with respect to the state tax law treatment of interest on the Series 2009B
Bonds. Purchasers of the Series 2009B Bonds should consult their own tax counsel as to the treatment of
interest on the Series 2009B Bonds for purposes of determining state income tax consequences.
Future Legislation
From time to time,there are legislative proposals in the Congress and in the states that, if enacted,
could alter or amend the federal and state tax matters referred to above or adversely affect the market
value of the Bonds. It cannot be predicted whether or in what form any such proposal might be enacted
or whether if enacted it would apply to bonds issued prior to enactment. In addition, regulatory actions
are from time to time announced or proposed and litigation is threatened or commenced which, if
implemented or concluded in a particular manner, could adversely affect the market value 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 or the market value thereof would be
impacted thereby. Purchasers of the Bonds should consult their tax advisors regarding any pending or
proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are
based upon existing legislation and regulations as interpreted by relevant judicial and regulatory
4829-9333-9140.4 22
her entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
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 pending legislation, regulatory initiatives
or litigation.
LITIGATION
The City is party to legal proceedings which occur in government operations and include claims
for property damage and personal injury, contract disputes, discrimination claims and property
condemnation proceedings. The legal proceedings, in the opinion of the City management, based on the
advice of the City Attorney, are not expected to have a materially adverse effect on the City's financial
position at October 15, 2009, after giving effect to available funds provided for such contingencies in the
Judgment, Cash Reserve and Contingent Liability Reserve Funds and alternative methods of satisfying
judgments,these being identified as:
—City's authority to levy under Judgment Fund set by Home Rule Charter.
—State Statute, Section 77-1620 R.R.S. 1943, which authorizes a special levy for
payment of judgments.
—State Statute, Section 13-918 R.R.S. 1943, which authorizes the City to borrow money
from the State to satisfy certain judgments.
In addition to amounts recorded by the City as other accrued liabilities,the City Attorney is of the
opinion that there is a reasonable possibility that the City will incur additional losses on these lawsuits of
approximately$6,526,000.
FINANCIAL STATEMENTS
The general purpose financial statements of the City as of and for the year ended December 31,
2008 included as Part Two of Appendix B have been audited by KPMG LLP,independent certified public
accountants, as stated in their report appearing therein.
VERIFICATION OF MATHEMATICAL COMPUTATIONS
The accuracy of the mathematical computations of(a)the adequacy of the maturing principal of
and interest earned on the Federal Securities to provide for the payment of the principal of, redemption
premium, if any, and interest on the Refunded Bonds when due, and (b)the actuarial yield on such
Federal Securities and on the Bonds, which computations support the conclusion that the Bonds are not
"arbitrage bonds" under Section 148 of the Code, will be verified by Chris D. Berens C.P.A., P.C.,
independent certified public accountants.
CERTIFICATION AS TO OFFICIAL STATEMENT
The City of Omaha, Nebraska, will furnish a certificate signed on its behalf by Carol Ebdon,
Finance Director of the City of Omaha, and delivered concurrently with the delivery of the Bonds,to the
effect that at the date of this Official Statement and at the date of delivery of the Bonds, (i)the
information and statements, including financial statements, of or pertaining to the City, contained in this
Official Statement were and are correct in all material respects; and (ii) insofar as the City and its affairs,
including its financial affairs, are concerned, this Official Statement did not and does not contain an
untrue statement of a material fact or omit to state a material fact required to be stated therein or
necessary to make the statements therein, in the light of the circumstances under which they were made,
4829-9333-9140.4 23
quences.
Future Legislation
From time to time,there are legislative proposals in the Congress and in the states that, if enacted,
could alter or amend the federal and state tax matters referred to above or adversely affect the market
value of the Bonds. It cannot be predicted whether or in what form any such proposal might be enacted
or whether if enacted it would apply to bonds issued prior to enactment. In addition, regulatory actions
are from time to time announced or proposed and litigation is threatened or commenced which, if
implemented or concluded in a particular manner, could adversely affect the market value 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 or the market value thereof would be
impacted thereby. Purchasers of the Bonds should consult their tax advisors regarding any pending or
proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are
based upon existing legislation and regulations as interpreted by relevant judicial and regulatory
4829-9333-9140.4 22
her entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
not misleading. The City, by such certificate, will further confirm to the effect that insofar as the
descriptions and statements, including financial data, contained in the Official Statement of or pertaining
to nongovernmental bodies or governmental bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
•
[This page left blank intentionally.]
4829-9333-9140.4
the effect that insofar as the
descriptions and statements, including financial data, contained in the Official Statement of or pertaining
to nongovernmental bodies or governmental bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
APPENDIX A
CITY OF OMAHA-
SELECTED ECONOMIC INDICATORS
Omaha MSA Population and Employment
Population 1 Employment Z
1950 366,395* 163,050*
1960 457,873* 188,950*
1970 542,646* 241,650*
1980 569,614* 261,532*
1990 687,569 355,200
2000 767,140 441,600
2001 775,251 444,500
2002 782,158 439,200
2003 790,252 444,400
2004 800,155 441,500
2005 810,155 448,200
2006 819,073 456,200
2007 827,666 462,800
2008 837,925 468,400
*Population and employment figures are for the previous five-county metropolitan statistical area.
I Source: U.S. Census Bureau.
2 Source: Bureau of Labor Statistics: State and Area Employment,Hours,and Earnings.
Omaha MSA (Eight Counties) Nonagricultural Wage and Salary Employment
Average for 2007 Average for 2008
% of
Number Total Number % of Total
Construction and Mining 25,200 5.4% 25,700 5.5%
Manufacturing 33,600 7.3 33,800 7.2
Trade,Transportation and Utilities 100,200 21.7 99,800 21.3
Information 12,600 2.7 12,200 2.6
Financial Activities 39,100 8.4 39,800 8.5
Professional and Business Services 64,600 14.6 65,600 14.0
Education and Health Services 64,700 14.0 67,000 14.3
Leisure and Hospitality 45,300 9.8 45,700 9.8
Other Services 16,500 3.6 16,700 3.6
Government 61,100 13.2 62,100 13.3
Total Nonfarm Employment 462,800 100.0% 468,400 100.0%
Source: Bureau of Labor Statistics: State and Area Employment,Hours and Earnings.
4829-9333-9140.4
and interest earned on the Federal Securities to provide for the payment of the principal of, redemption
premium, if any, and interest on the Refunded Bonds when due, and (b)the actuarial yield on such
Federal Securities and on the Bonds, which computations support the conclusion that the Bonds are not
"arbitrage bonds" under Section 148 of the Code, will be verified by Chris D. Berens C.P.A., P.C.,
independent certified public accountants.
CERTIFICATION AS TO OFFICIAL STATEMENT
The City of Omaha, Nebraska, will furnish a certificate signed on its behalf by Carol Ebdon,
Finance Director of the City of Omaha, and delivered concurrently with the delivery of the Bonds,to the
effect that at the date of this Official Statement and at the date of delivery of the Bonds, (i)the
information and statements, including financial statements, of or pertaining to the City, contained in this
Official Statement were and are correct in all material respects; and (ii) insofar as the City and its affairs,
including its financial affairs, are concerned, this Official Statement did not and does not contain an
untrue statement of a material fact or omit to state a material fact required to be stated therein or
necessary to make the statements therein, in the light of the circumstances under which they were made,
4829-9333-9140.4 23
quences.
Future Legislation
From time to time,there are legislative proposals in the Congress and in the states that, if enacted,
could alter or amend the federal and state tax matters referred to above or adversely affect the market
value of the Bonds. It cannot be predicted whether or in what form any such proposal might be enacted
or whether if enacted it would apply to bonds issued prior to enactment. In addition, regulatory actions
are from time to time announced or proposed and litigation is threatened or commenced which, if
implemented or concluded in a particular manner, could adversely affect the market value 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 or the market value thereof would be
impacted thereby. Purchasers of the Bonds should consult their tax advisors regarding any pending or
proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are
based upon existing legislation and regulations as interpreted by relevant judicial and regulatory
4829-9333-9140.4 22
her entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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:n v v
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4829-9333-9140.4
Omaha MSA Personal Income(per capita)
Per Capita U.S.Per Capita
Year Personal.Income Personal Income Personal Income
1970 $ 2,547,642 $4,097 $4,085
1980 6,648,387 10,151 10,144
1990 13,293,632 19,325 19,477
2000 24,230,391 31,506 29,547
2001 25,179,787 32,479 30,582
2002 26,207,762 33,507 30,838
2003 27,237,083 34,466 31,530
2004 29,022,926 36,272 33,157
2005 30,637,080 37,816 34,690
2006 32,461,000 39,631 36,794
2007 34,476,294 41,655 38,615
Source: Bureau of Economic Analysis,SA1-3,CA1-3.
Omaha MSA1 Net Taxable Sales
Total Net Net Taxable Sales
Year Taxable Sales (000) of Motor Vehicles(000) 1
1980 $2,589,068 $223,377
1990 4,055,334 499,033
2000 7,006,016 970,867
2001 7,241,327 1,133,659
2002 7,331,540 1,164,841
2003 7,667,430 1,171,888
2004 8,365,580 1,124,848
2005 8,669,035 1,055,036
2006 8,796,364 1,013,663
2007 2 9,116,077 1,092,087
2008 9,235,201 1,093,682
2009 3 3,649,223 427,140
Source: Nebraska Department of Revenue.
1 Includes the five Nebraska Counties in the eight County MSA.
2 Nebraska Counties of MSA(Cass,Douglas,Sarpy,Washington, Saunders(1997-present))through October 2007.
3 Through May 2009.
4829-9333-9140.4 A-2
Other Services 16,500 3.6 16,700 3.6
Government 61,100 13.2 62,100 13.3
Total Nonfarm Employment 462,800 100.0% 468,400 100.0%
Source: Bureau of Labor Statistics: State and Area Employment,Hours and Earnings.
4829-9333-9140.4
and interest earned on the Federal Securities to provide for the payment of the principal of, redemption
premium, if any, and interest on the Refunded Bonds when due, and (b)the actuarial yield on such
Federal Securities and on the Bonds, which computations support the conclusion that the Bonds are not
"arbitrage bonds" under Section 148 of the Code, will be verified by Chris D. Berens C.P.A., P.C.,
independent certified public accountants.
CERTIFICATION AS TO OFFICIAL STATEMENT
The City of Omaha, Nebraska, will furnish a certificate signed on its behalf by Carol Ebdon,
Finance Director of the City of Omaha, and delivered concurrently with the delivery of the Bonds,to the
effect that at the date of this Official Statement and at the date of delivery of the Bonds, (i)the
information and statements, including financial statements, of or pertaining to the City, contained in this
Official Statement were and are correct in all material respects; and (ii) insofar as the City and its affairs,
including its financial affairs, are concerned, this Official Statement did not and does not contain an
untrue statement of a material fact or omit to state a material fact required to be stated therein or
necessary to make the statements therein, in the light of the circumstances under which they were made,
4829-9333-9140.4 23
quences.
Future Legislation
From time to time,there are legislative proposals in the Congress and in the states that, if enacted,
could alter or amend the federal and state tax matters referred to above or adversely affect the market
value of the Bonds. It cannot be predicted whether or in what form any such proposal might be enacted
or whether if enacted it would apply to bonds issued prior to enactment. In addition, regulatory actions
are from time to time announced or proposed and litigation is threatened or commenced which, if
implemented or concluded in a particular manner, could adversely affect the market value 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 or the market value thereof would be
impacted thereby. Purchasers of the Bonds should consult their tax advisors regarding any pending or
proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are
based upon existing legislation and regulations as interpreted by relevant judicial and regulatory
4829-9333-9140.4 22
her entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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:n v v
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4829-9333-9140.4
Value of Building Permits—City of Omaha
Year Amount Year Amount
1950 $ 24,105,401 2002 701,502,687
1960 46,927,523 2003 633,542,187
1970 61,626,242 2004 623,481,197
1980 136,736,312 2005 673,153,699
1990 318,473,517 2006 605,536,231
2000 473,849,942 2007 663,007,432
2001 1,558,867,305 2008 795,783,313
Source: Division of Permits and Inspections,City of Omaha.
Largest Employers—City of Omaha
December 2008
Number of
Employer Employees
1. Offutt Air Force Base* 12,000
2. Omaha Public Schools 7,500
3.Alegent Health 5,000
4.Methodist Health System 5,000
5.First Data 5,000
6. First National Bank of Nebraska 2,500
7.Union Pacific Corp. 2,500
8.University of Nebraska Medical Center 2,500
9.The Nebraska Medical Center 2,500
10. ConAgra Foods 2,500
11. Mutual of Omaha 2,500
12. Oriental Trading Co. 2,500
13. PayPal 2,500
14.University of Nebraska Omaha 2,500
15. Creighton University 2,500
16. Millard Public Schools 2,500
17. Harrah's Casino 2,500
`Located in Sarpy County(immediately south of Omaha).
Source: Greater Omaha Chamber of Commerce Top 25 Employer List,2008 (Ranked by Number of Employees).
4829-9333-9140.4 A-3
Through May 2009.
4829-9333-9140.4 A-2
Other Services 16,500 3.6 16,700 3.6
Government 61,100 13.2 62,100 13.3
Total Nonfarm Employment 462,800 100.0% 468,400 100.0%
Source: Bureau of Labor Statistics: State and Area Employment,Hours and Earnings.
4829-9333-9140.4
and interest earned on the Federal Securities to provide for the payment of the principal of, redemption
premium, if any, and interest on the Refunded Bonds when due, and (b)the actuarial yield on such
Federal Securities and on the Bonds, which computations support the conclusion that the Bonds are not
"arbitrage bonds" under Section 148 of the Code, will be verified by Chris D. Berens C.P.A., P.C.,
independent certified public accountants.
CERTIFICATION AS TO OFFICIAL STATEMENT
The City of Omaha, Nebraska, will furnish a certificate signed on its behalf by Carol Ebdon,
Finance Director of the City of Omaha, and delivered concurrently with the delivery of the Bonds,to the
effect that at the date of this Official Statement and at the date of delivery of the Bonds, (i)the
information and statements, including financial statements, of or pertaining to the City, contained in this
Official Statement were and are correct in all material respects; and (ii) insofar as the City and its affairs,
including its financial affairs, are concerned, this Official Statement did not and does not contain an
untrue statement of a material fact or omit to state a material fact required to be stated therein or
necessary to make the statements therein, in the light of the circumstances under which they were made,
4829-9333-9140.4 23
quences.
Future Legislation
From time to time,there are legislative proposals in the Congress and in the states that, if enacted,
could alter or amend the federal and state tax matters referred to above or adversely affect the market
value of the Bonds. It cannot be predicted whether or in what form any such proposal might be enacted
or whether if enacted it would apply to bonds issued prior to enactment. In addition, regulatory actions
are from time to time announced or proposed and litigation is threatened or commenced which, if
implemented or concluded in a particular manner, could adversely affect the market value 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 or the market value thereof would be
impacted thereby. Purchasers of the Bonds should consult their tax advisors regarding any pending or
proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are
based upon existing legislation and regulations as interpreted by relevant judicial and regulatory
4829-9333-9140.4 22
her entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
[This page left blank intentionally.]
4829-9333-9140.4
140.4
the effect that insofar as the
descriptions and statements, including financial data, contained in the Official Statement of or pertaining
to nongovernmental bodies or governmental bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
APPENDIX B
CITY OF OMAHA—FINANCIAL INFORMATION
Part One
Selected City of Omaha Financial Information
Part Two
Independent Auditors'Report and General Purpose Financial Statements
4829-9333-9140.4
l bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
[This page left blank intentionally.]
4829-9333-9140.4
N
Part One
Selected City of Omaha Financial Information
Part Two
Independent Auditors'Report and General Purpose Financial Statements
4829-9333-9140.4
l bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
APPENDIX B
CITY OF OMAHA—FINANCIAL INFORMATION
PART ONE
Selected City of Omaha Financial Information
4829-9333-9140.4 B-1
tors'Report and General Purpose Financial Statements
4829-9333-9140.4
l bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
CITY OF OMAHA,NEBRASKA
GENERAL FUND STATEMENT OF REVENUE,
EXPENDITURES AND CHANGES IN FUND BALANCE
Five Years Ended December 31,2008
2004 2005 2006 2007 2008
Revenue:
General Property Tax $ 47,304,855 $ 50,000,897 $ 52,205,484 $ 55,126,392 $ 61,795,651
Motor Vehicle Taxes 8,814,977 8,808,677 8,818,011 8,825,629 9,374,405
City sales&use tax 109,662,232 112,954,972 113,633,982 118,680,986 121,532,796
Business taxes 27,000,112 26,845,997 28,781,008 30,778,878 32,921,017
Licenses&permits 8,645,623 8,248,962 8,216,565 8,150,481 8,155,504
Intergovernmental revenue 7,521,860 9,956,560 8,388,815 9,246,268 9,437,282
Charges for services 15,323,915 15,616,713 16,285,001 18,568,340 19,842,674
Investment income 846,374 1,292,491 4,170,840 5,671,876 3,847,009
Rents&royalties 113,534 107,512 159,665 120,473 104,961
Miscellaneous 920,544 1,215,451 1,189,362 4,915,605 1,685,643
Revenue from Stadium 909,777
Total Revenue $226,154,026 $235,048,232 $241,848,733 $260,084,928 $269,606,719
Expenditures:
Legislative&Executive $ 2,476,555 $ 2,587,929 $ 2,458,360 $ 2,621,744 $ 2,540,850
Law,Personnel&Human Relations 5,587,167 5,673,577 5,490,058 5,887,846 5,824,839
Finance 3,392,483 2,819,299 2,340,491 2,389,924 2,276,814
Administrative Services 1,518,104 - 0 0 0
Planning 5,255,516 6,599,159 5,115,735 5,755,897 6,612,669
Parks,Recreation&Public Property 15,846,920 15,265,292 14,899,544 16,483,949 17,887,259
Public Safety 133,803,769 139,765,068 151,289,868 163,245,015 168,503,353
Public Works 12,264,237 13,630,679 14,227,826 15,140,836 14,988,397
Convention and Tourism 0 0 255,600 250,000 0
Public Library 8,080,267 8,406,738 7,600,999 8,356,835 8,173,587
Retiree Benefits 15,994,880 15,163,968 16,372,920 17,410,910 19,359,233
Agency&Other Accounts 18,877,442 23,225,076 23,083,677 22,869,002 23,861,550
Downtown Stadium 0 0 0 0 909.776
Total Expenditures 223,097,340 233,136,785 243,135,078 260,411,958 270,938,327
Excess(deficit)of revenues
over expenditures: $ 3,056,686 $ 1,911,447 $ (1,286,345) $ (327,030) (1.331,608)
Other sources(uses)of
financial resources:
Initial credit $ 1,333 $ 489,111 $ 3,762,999 $ 2,643,828 $ 3,249,743
Operating transfers and
encumbrance adjustments(net) 704,980 243,269 182,684 1,579,312 545,751
Net other sources(uses)
of financial resources 706,313 732,380 3,945,683 4,223,140 3,795,494
Excess(deficiency)of revenues
over expenditures&other sources
(uses)of financial resources* $ 3,762,999 $ 2,643,827 $ 2,659,338 $ 3,896,110 $ 2,463,886
Fund balance,beginning of yr. 490,444 4,252,110 6,406,811 5,303,150 6,555,432
Less initial credit ( 1,333) (489,111) (3,762,999) (2,643,828) (3.249,743)
Fund balance,end of yr. $ 4.252.110 $ 6.406.811 $ 5,303.150 $ 6 555 432 $ 5,769.575
Source: Records of the Finance Department,City of Omaha
*City of Omaha procedure in General Fund budgeting is as follows: at the end of each fiscal year,the excess,if any,of revenues and adjustments
over expenditures and encumbrances is determined. Any such excess,less extraordinary transfers out,if any,is used as the initial credit to the
General Fund Budget for the second year following the year in which the excess has arisen.
4829-9333-9140.4 B-2
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 or the market value thereof would be
impacted thereby. Purchasers of the Bonds should consult their tax advisors regarding any pending or
proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are
based upon existing legislation and regulations as interpreted by relevant judicial and regulatory
4829-9333-9140.4 22
her entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
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4829-9333-9140.4
•
•
CITY OF OMAHA,NEBRASKA
GENERAL DEBT SERVICE FUND STATEMENT OF REVENUE,
EXPENDITURES AND CHANGES IN FUND BALANCE
Five Years Ended December 31,2008
2004 2005 2006 2007 2008
Revenue:
Taxes $34,494,562 $35,631,565 $37,751,458 $ 39,700,167 $44,536,697
In lieu-of-taxes 74,594 74,594 92,735 88,094 74,594
Interest income 596,500 238,746 114,615 111,542 252,097
Tax allocation revenue 6,418,394 - ---
Parking fees 1,187,866 1,168,532 1,026,585 1,243,110 $1,328,971
Seat tax 433,207 374,998 594,628 427,038 544,927
State turn back revenue 318,747 997,550 450,389 799,636 2,404.735
Total revenue $43,523,870 $38,485,985 $40,030,410 $42,369,587 $49,142,021
Contributions from annexed areas 8,193,136 822,226 344,325 14,467,116 10,568,138
Total revenue&contributions $51,717,006 $39,308,211 $40,374,735 $56,836,703 $59,710,159
Expenditures:
Outside services:
Professional fees&liabilities $ 4,747,872 $ 562,771 $ 292,396 $ 1,848,730 $ 2,071,744
Collection fees 349,257 375,683 377,054 425,334 446,385
Total outside services $ 5,097,129 $ 938,454 $ 669,450 $ 2,274,064 $ 2,518,129
General obligation bonds:
Interest expense $ 56,237,576 $21,883,212 $23,008,972 $37,631,606 $28,463,687
Bonds retired 234,975,000 21,150.000 35,125,000 39,725,234 109,871,890
Total general obligation bonds 291,212,576 $43,033,212 $58,133,972 $77,356,840 $138,335,577
Total expenditures 296,309,705 $43,971,666 $58,803,422 $79,630,904 $140,853,706
Excess(deficit)of revenues&
contributions over(under)
expenditures $(244,592,699) $(4,663,455) $(18,428,687) $(22,794,201) $(81,143,547)
Other financing sources(uses):
Refunding Bonds 257,091,1.59 - 11,425,000 27,397,421 83,628,251
Excess(deficit)of revenues&
contributions over(under)
expenditures&other
financing sources(uses) $ 12,498,460 $(4,663,455) $(7,003,687) $4,603,220 $2,484,704
Fund balance at beginning of year 11,057,002 23,555,462 18,892,007 11,888,320 16,491,540
Fund balance at end of year $ 23.555.462 $18.892.007 $11.888.320 $16.491,540 $18,976,244
4829-9333-9140.4 B-3
31,608)
Other sources(uses)of
financial resources:
Initial credit $ 1,333 $ 489,111 $ 3,762,999 $ 2,643,828 $ 3,249,743
Operating transfers and
encumbrance adjustments(net) 704,980 243,269 182,684 1,579,312 545,751
Net other sources(uses)
of financial resources 706,313 732,380 3,945,683 4,223,140 3,795,494
Excess(deficiency)of revenues
over expenditures&other sources
(uses)of financial resources* $ 3,762,999 $ 2,643,827 $ 2,659,338 $ 3,896,110 $ 2,463,886
Fund balance,beginning of yr. 490,444 4,252,110 6,406,811 5,303,150 6,555,432
Less initial credit ( 1,333) (489,111) (3,762,999) (2,643,828) (3.249,743)
Fund balance,end of yr. $ 4.252.110 $ 6.406.811 $ 5,303.150 $ 6 555 432 $ 5,769.575
Source: Records of the Finance Department,City of Omaha
*City of Omaha procedure in General Fund budgeting is as follows: at the end of each fiscal year,the excess,if any,of revenues and adjustments
over expenditures and encumbrances is determined. Any such excess,less extraordinary transfers out,if any,is used as the initial credit to the
General Fund Budget for the second year following the year in which the excess has arisen.
4829-9333-9140.4 B-2
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 or the market value thereof would be
impacted thereby. Purchasers of the Bonds should consult their tax advisors regarding any pending or
proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are
based upon existing legislation and regulations as interpreted by relevant judicial and regulatory
4829-9333-9140.4 22
her entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
c
1 .. '�' member SIPC
�''- .cr
C.0 0
•-- J=
- i-2 o *
Fa > H Preliminary;subject to change
:n v v
L L
4829-9333-9140.4
CITY OF OMAHA
SPECIAL TAX REVENUE REDEVELOPMENT AND SPECIAL OBLIGATION
DEBT SERVICE FUND
Five Years Ended December 31,2008
2004 2005 2006 2007 2008
Revenues:
Property tax revenue 1,757,854 1,815,671 1,924,414 1,987,825 2,266,497
Tax allocation revenue 985,556 1,632,230 1,752,414 3,926,399 2,270,964
State cigarette tax 1,500,328 1,500,000 1,500,000 1,500,000 1,500,000
NRD Miller Park contribution 200,000 200,000 200,000 200,000 ---
Douglas County Miller Park contribution 282,352 141,176 141,176 141,176 141,177
Rolling River --- 56,146 --- 111,575 ---
Naming rights convention center 1,990,000 825,000 825,000 825,000 825,000
Land sales 1,015,257 1,656,289 --- 224,260 77,500
Refunding Bonds\Other Income 207,662 --- --- --- 40,596,567
Sewer Revenue Fees* 1,519,081 1,520,149 1,519,551 1,517,971 1,518,584
Total revenues 9,458,090 9,346,661 7,862,555 10,434,206 49,196,289
Expenditures:
Agency and other accounts 16,718 26,119 47,445 20,842 56,122
Principal payment 1,481,024 1,746,813 2,003,542 4,315,527 35,949,182
Interest 4,526,330 5,459,700 5,281,609 5,094,062 5,454,753
Sewer Special Obligation debt service* 1,519,081 1,520,149 1,519,551 1,517,971 1,518,584
Professional fees 12,809 142,796 114,917 168,275 6,330,887
Total expenditures 7,555,962 8,895,577 8,967,064 11,116,677 49,309,528
Excess(deficit)of revenues
over expenditures 1,902,128 451,084 (1,104,509) (682,471) (113,239)
Fund balance,beginning of year:
•
Fund balance 6,541,296 8,443,424 8,894,508 7,789,999 7,107,528
Fund balance,end of year:
Fund balance 8,443,424 8,894,508 7,789,999 7,107,528 6,994,289
This redevelopment levy is used to pay bond and interest payments on Redevelopment Bonds.The levy for 2004,
2005,2006,2007 and 2008 is.894 cents per$100 of taxable valuation.The State Community Development Law
authorizes a taxing authority of 2.6 cents on each$100 upon actual value of all taxable property in the City.The Omaha
Special Tax Revenue Redevelopment and Special Obligation Debt Service Fund services the following issuances:
Name Date of Issue Date Retired
ConAgra Riverfront Redevelopment 1988 2008
Downtown Redevelopment 1999 2019
2002 Redevelopment(Stockyards&Downtown) 2002 2032
2002 Special Obligation(Riverfront) 2002 2032
Performing Arts Redevelopment 2004 2024
Special Tax Revenue Redevelopment 2007 2027
Special Tax&Tax Allocation Revenue Redevelopment A 2007 2016
Special Tax&Tax Allocation Revenue Redevelopment B 2007 2011
2008 Redevelopment(Stockyards&Downtown) 2008 2026
2008 Special Obligation(Riverfront) 2008 2013
Special Tax Revenue Redevelopment 2008 2028
In 2002,the 2002 Special Obligation Bonds were issued.These bonds are serviced by a
variety of revenue sources including Property Tax Revenue,Tax Allocation Revenue,State Cigarette Tax, NRD Miller
Park Contribution,Douglas County Miller Park Contribution,Sewer Fees and Land Sales.
*The debt service for these 2002 Special Obligation Bonds is paid directly from the Sewer Revenue Enterprise Fund.
•
4829-9333-9140.4 B-4 .
y transfers out,if any,is used as the initial credit to the
General Fund Budget for the second year following the year in which the excess has arisen.
4829-9333-9140.4 B-2
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 or the market value thereof would be
impacted thereby. Purchasers of the Bonds should consult their tax advisors regarding any pending or
proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are
based upon existing legislation and regulations as interpreted by relevant judicial and regulatory
4829-9333-9140.4 22
her entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
c
1 .. '�' member SIPC
�''- .cr
C.0 0
•-- J=
- i-2 o *
Fa > H Preliminary;subject to change
:n v v
L L
4829-9333-9140.4
CITY OF OMAHA,NEBRASKA
GENERAL FUND
Fiscal Year 2009 Budget and 2010 Budget
2009 2010
Budgeted Budgeted
Revenues:
General Property Tax $ 64,378,978 $ 70,322,657
Motor Vehicle Taxes 9,020,000 9,300,000
City Sales and Use Tax 136,087,500 130,454,000
Less:LB 775 Refunds (8,000,000) (7,500,000)
Business Taxes 32,655,095 34,932,000
Licenses and Permits 8,437,700 8,544,362
Intergovernmental Revenues 9,869,300 9,303,000
Charges for Services 18,894,974 19,386,252
Investment Income 2,825,400 2,850,000
Miscellaneous 2,535,692 1,370,000
Prior Year Balance 3,896,110 1,873,465
Total Revenue $280,600,749 $ 280,835,736
Expenditures:
Legislative&Executive 2,801,834 2,697,014
Law,Personnel&Human Relations 6,421,625 6,229,540
Finance 2,450,432 2,505,735
Planning 6,524,621 6,784,881
Parks,Recreation and
Public Property 18,576,407 18,297,135
Fire 69,096,544 68,782,298
Police 94,008,933 98,289,052
Public Works 15,359,629 16,272,610
Convention and Tourism 500,000 500,000
Public Library 8,631,805 10,294,689
Benefits 22,015,412 23,252,805
Agency and Other Accounts 34,213,507 26,929,977
Total Expenditures $280,600,749 $ 280,835,736
Source: Finance Department,City of Omaha.
The major portion of the City's day-to-day operations, some annual capital improvements and various lease-purchase
agreements are financed by the General Fund. Appropriations are also made from the fund for operating the Public Library
System. Further appropriations are provided for the City's contribution to employee benefit plans including pension systems,
hospitalization and life insurance and social security taxes. The 2010 Budget was formulated from revised projections for budget
year 2009. 2010 Budget projections anticipate an increase of$0.2 million over 2009 Budget or an increase of 0.1%.
4829-9333-9140.4 B-5
actual value of all taxable property in the City.The Omaha
Special Tax Revenue Redevelopment and Special Obligation Debt Service Fund services the following issuances:
Name Date of Issue Date Retired
ConAgra Riverfront Redevelopment 1988 2008
Downtown Redevelopment 1999 2019
2002 Redevelopment(Stockyards&Downtown) 2002 2032
2002 Special Obligation(Riverfront) 2002 2032
Performing Arts Redevelopment 2004 2024
Special Tax Revenue Redevelopment 2007 2027
Special Tax&Tax Allocation Revenue Redevelopment A 2007 2016
Special Tax&Tax Allocation Revenue Redevelopment B 2007 2011
2008 Redevelopment(Stockyards&Downtown) 2008 2026
2008 Special Obligation(Riverfront) 2008 2013
Special Tax Revenue Redevelopment 2008 2028
In 2002,the 2002 Special Obligation Bonds were issued.These bonds are serviced by a
variety of revenue sources including Property Tax Revenue,Tax Allocation Revenue,State Cigarette Tax, NRD Miller
Park Contribution,Douglas County Miller Park Contribution,Sewer Fees and Land Sales.
*The debt service for these 2002 Special Obligation Bonds is paid directly from the Sewer Revenue Enterprise Fund.
•
4829-9333-9140.4 B-4 .
y transfers out,if any,is used as the initial credit to the
General Fund Budget for the second year following the year in which the excess has arisen.
4829-9333-9140.4 B-2
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 or the market value thereof would be
impacted thereby. Purchasers of the Bonds should consult their tax advisors regarding any pending or
proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are
based upon existing legislation and regulations as interpreted by relevant judicial and regulatory
4829-9333-9140.4 22
her entity that is treated as a corporation for U.S. federal tax purposes)that
is created or organized in or under the laws of the United States or any state thereof(including the District
4829-9333-9140.4 20
T OF THE PRINCIPAL OF AND INTEREST ON THE BONDS.
c: MATURITY SCHEDULE
_�.:B (on inside cover page)
y i
,� 4 g This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the
-= '^ entire Official Statement to obtain information essential and material to the making of an informed investment decision.
o The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of
°c legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be
;, N made on or about October 15, 2009,at DTC in New York,New York against payment therefor.
4,c c
• Dated: September—,2009 DAVIDSON
w• COMPANIES, D.A.Davidson & Co.
c
1 .. '�' member SIPC
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Fa > H Preliminary;subject to change
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4829-9333-9140.4
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4829-9333-9140.4
SUMMARY OF 2009 GENERAL FUND REVENUES AND EXPENDITURES BY SOURCE
as of June 30,2009
2009 Actual Projected Projected Over
Budgeted 6/30/2009 12/31/2009 (Under)Budget
Revenues:
General Property Tax $64,378,978 $37,179,644 $64,578,978 $ 200,000 1
Motor Vehicle Taxes 9,020,000 4,464,363 9,250,000 230,000
City Sales and Use Tax 128,087,500 60,293,083 120,025,978 (8,061,522) I
Business Taxes 32,655,095 13,317,687 34,792,865 2,137,770
Licenses and Permits 8,437,700 3,404,162 6,965,000 (1,472,700)
Intergovernmental Revenues 9,869,300 4,168,383 8,458,000 (1,411,300)
Charges for Services 18,894,974 8,726,087 19,878,436 983,462
Investment Income 2,825,400 789,314 1,300,000 (1,525,400)
Miscellaneous 2,535,692 1,134,937 2,535,692 0
Prior Year General Fund Balance 3,896,110 3,896,110 3,896,110 0
Total General Fund Revenue $280.600,749 $137,373,770 $271,681,059 $(8,919.690)
Expenditures:
Legislative&Executive $ 2,801,834 $ 1,920,655 $ 2,709,044 $ (92,790)
Law,Personnel&Human Relations 6,421,625 2,785,258 5,832,258 (589,367)
Finance 2,450,432 1,130,357 2,389,188 (61,244)
Planning 6,524,621 2,888,264 6,434,060 (90,561)
Parks,Recreation and
Public Property 18,576,407 9,123,557 17,718,874 (857,533)
Public Safety 163,105,477 45,409,730 168,678,304 5,572,827
Public Works 15,359,629 6,301,637 15,907,833 548,204
Convention&Tourism 500,000 0 0 (500,000)
Public Library 8,631,805 3,902,622 8,231,765 (400,040)
•
Benefits 22,015,412 12,765,835 22,975,047 959,635
Outside Agency Accounts 19,422,158 11,537,890 18,090,966 (1,331,192)
Contingency and Other Accounts 14,791,349 3,043,833 12,746,332 (2,045,017)
Total General Fund Expenditures $280,600,749 $100,809,638 $281,713,671 $ 1,112,922
Excess Revenues over Expenditures Overage() $(10,032,612) .
Projected 2008 General Fund Budget Carryover Reserve $(10,032,612)
Source: Unaudited records and projections of the Finance Department, City of Omaha as of June 30, 2009. These records and
projections have not been reviewed by the City's outside auditors:projections are projections only.Actual results as the result of
the Year 2009 year-end audit may differ significantly. Since this June 30, 2009 projection, the City has initiated several
expenditure reduction initiatives and increased fees to enhance revenues. See"SOURCES OF CITY REVENUES".
4829-9333-9140.4 B-7
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4829-9333-9140.4
Property Valuations and Debt Ratios
as of December 31
2004 2005 2006 2007 2008
Actual Valuation' $20,091,391,760 $21,495,123,660 $22,265,984,445 $25,302,239,770 $26,509,935,870
Net Direct General
Obligation Bonded
Debt 439,551,010 465,864,465 464,368,152 520,334,932 539,086,218
%of Net Direct
General Obligation
Bonded Debt to
Actual Valuation 2.19% 2.03% 2.09% 2.06% 2.03%
'Source: Records of Accounting Department,Office of the Douglas County Clerk.
Population,Net General Bonded Debt and Per Capita Debt
Per Capita
Net Direct Net Direct
General Obligation General Obligation
Year Population' Bonded Debt2'3 Bonded Debt
1950 251,117 $ 11,100,500 $ 44.20
1960 301,598 30,697,871 101.78
1970 346,929 71,586,248 206.34
1980 313,911 73,939,298 235.54
1990 335,795 115,435,013 343.77
2000 390,007 408,103,671 1,046.40
2001 390,153 423,338,935 1,085.06
2002 399,357 417,421,740 1,045.23
2003 404,267 421,869,470 1,043.54
2004 404,274 439,551,010 1,087.26
2005 409,416 465,864,465 1,137.88 I
2006 419,545 464,368,152 1,106.84
2007 433,715 520,334,932 1,199.72
2008 440,691 539,312,795 1,223.79
'Source: United States Census and Metropolitan Area Planning Agency,City of Omaha.
2Records of the Finance Department,City of Omaha.
3In 1982,the City of Omaha inaugurated a new annexation policy. The current annexation policy is designed to create annual,
balanced annexation packages and establish consistency from year to year. Such annexation packages combine areas with
relatively high outstanding indebtedness in relation to assessed valuation with other areas that have a more positive financial
picture. These balanced packages can then be added to the City without tax increase to cover retirement of the additional debt
assumed by the City. Under this approach,Omaha has grown by approximately 126,780 people and 39 square miles as a result
of annexations since 1980.
4829-9333-9140.4 B-8
projections of the Finance Department, City of Omaha as of June 30, 2009. These records and
projections have not been reviewed by the City's outside auditors:projections are projections only.Actual results as the result of
the Year 2009 year-end audit may differ significantly. Since this June 30, 2009 projection, the City has initiated several
expenditure reduction initiatives and increased fees to enhance revenues. See"SOURCES OF CITY REVENUES".
4829-9333-9140.4 B-7
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OVERLAPPING DEBT
Listed below are the political subdivisions which have the power to levy taxes and the amount of
net bonded indebtedness of each, as reported to the State of Nebraska Auditor of Public Accounts on
January 2, 2009, applicable to the taxable property within the City of Omaha:
%Applicable to $Amount
Bonds Outstanding City of Omaha Applicable
Douglas County' $ 80,045,000 75.30% $ 63,273,885
Omaha-Douglas Public Building Commission2 26,820,000 75.30 20,195,460
School District of Omaha3 241,561,949 85.24 205,707,405
School District of Ralston3 27,855,000 71.89 20,024,959
School District of Millard3 157,785,000 62.76 99,073,201
School District of Elkhorn3 120,190,000 53.05 63,760,795
School District No.66 of Douglas County3 17,960,000 100.00 17,960,000
Total $672,216,949 $487,195,706
1 Douglas County, under various lease purchase agreements, is obligated to provide for annual rental payments. The annual
payments on those lease purchase agreements,mostly short-term,are in each case$500,000 or less.
2 Payable from certain property tax revenues and payments to be made to it by the City of Omaha and Douglas County under
certain contractual agreements. Actual rental payments by the City for 2008 were$1,358,426. The Act authorizing issuance of
bonds by the Omaha-Douglas Public Building Commission (the"Commission")permits the Commission to levy a tax of$.017
per$100 of actual valuation on all the taxable property in Douglas County;the levy for 2007-08 is$.01096 per$100 of actual
valuation. However, although the same Act authorizes the City to levy a tax on all the taxable property in the City, except
intangible property,of$.017 per$100 of actual valuation in excess of the Charter limitation described under"AUTHORITY TO
LEVY TAXES,"if and to the extent necessary to make the City's payments to the Commission,no such levy has ever been made
by the City for such purpose.
3 Tax levies for general obligation bond sinking fund purposes are unlimited as to amount. Residents of the City reside in one of
the five school districts and pay taxes only to that school district. These numbers represent bonds outstanding as of August 31,
2008.
The City's ratio of direct and overlapping debt($944,669,629)to its 2009/2010 property valuation
($27,077,712,200) is 3.489%.
LONG-TERM CONTRACTUAL AGREEMENTS
The City of Omaha, under certain existing contractual agreements (including lease purchase
agreements), is obligated to provide for annual payments which are a charge on the General Fund and the
Parking Revenue Fund. From 2009 to 2033, the highest annual payment is $9,349,466 (in 2011), the
lowest is $1,819,270 (in 2029), and the average annual payment is $5,280,256. Such annual payments are
included as General Fund budgetary items for which annual appropriations are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
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4829-9333-9140.4
City of Omaha and Local Authorities and Districts
Revenue and Special Obligation Bonds Outstanding'
as of December 31,2008
City of Omaha:
Tax Increment Bonds and Notes $ 261,573,649
Special Tax Revenue Bonds 44,000,000
Highway Allocation Revenue Bonds 2,210,000
Convention Center Hotel Revenue Bonds 109,750,000
Special Obligation Bonds 83,825,000
Omaha Public Power District 1,902,403,000
Airport Authority of the City of Omaha 28,564,382
Sanitary Sewerage System Revenue Bonds 52,235,000
Nebraska Department of Environmental Control Sewer Revenue Notes 35,270,961
Metropolitan Utilities District 195,102,930
'Revenue bond indebtedness is not general obligation debt of the City. Principal and interest are paid solely from revenues
arising from operations of the respective City facilities or of the Authority or District issuing such revenue bonds. No taxes are
levied for payment of either principal or interest. Nor are the Tax Increment Bonds and Notes and Special Tax Revenue Bonds
referred to above general obligations of the City. Principal and interest are paid(1)either from that portion of the ad valorem tax
on real property in a redevelopment project which is in excess of that portion of the ad valorem tax upon real property in such
redevelopment project produced by the levy at the rate fixed each year by or for each public body levying a tax in such
redevelopment project on the valuation for assessment of the taxable real property as last certified for the year prior to the
providing for division of such taxes pursuant to the redevelopment plan or(2)from special tax revenues collected pursuant to
redevelopment laws.
4829-9333-9140.4 B-1 0
t
intangible property,of$.017 per$100 of actual valuation in excess of the Charter limitation described under"AUTHORITY TO
LEVY TAXES,"if and to the extent necessary to make the City's payments to the Commission,no such levy has ever been made
by the City for such purpose.
3 Tax levies for general obligation bond sinking fund purposes are unlimited as to amount. Residents of the City reside in one of
the five school districts and pay taxes only to that school district. These numbers represent bonds outstanding as of August 31,
2008.
The City's ratio of direct and overlapping debt($944,669,629)to its 2009/2010 property valuation
($27,077,712,200) is 3.489%.
LONG-TERM CONTRACTUAL AGREEMENTS
The City of Omaha, under certain existing contractual agreements (including lease purchase
agreements), is obligated to provide for annual payments which are a charge on the General Fund and the
Parking Revenue Fund. From 2009 to 2033, the highest annual payment is $9,349,466 (in 2011), the
lowest is $1,819,270 (in 2029), and the average annual payment is $5,280,256. Such annual payments are
included as General Fund budgetary items for which annual appropriations are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
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4829-9333-9140.4
1
TOTAL PROPERTY TAX LEVIES IN THE CITY OF OMAHA
(Levied on Real and Tangible Personal Property)
2005 2006 2007 2008 2009 2010
City of Omaha
Amount per$100 of actual Valuation
General Fund $.2431 $.2431 $.2431 $.2431 $.2431 $.2611
Debt Service .1759 .1759 .1759 .1759 .1759 .1928
Fund
.0060 .0060 .0060 .0060 .0060 .0060
Judgment Fund
Redevelopment .0089 .0089 .0089 .0089 .0089 .0159
Fund
Total for $.4339 $.4339 $.4339 $.4339 $.4339 $.4759
City of
Omaha
2004-05 2005-06 2006-07 2007-08 2008-09
Amount per$100 of actual Valuation
Other Taxing Units
M.U.D.-Water Hydrants $.0070 $ -0- $ -0- $ -0- $ -0-
Douglas County .2680 .26427 .26144 0.24519 0.24519
Library-(Unincorporated
Areas Only) .0251 .02122 .01855 0.01770 0.01807
School District of Omaha' 1.2545 1.21849 1.19930 1.20059 1.20064
School District No.66 of
Douglas County' 1.2930 1.28885 1.30156 1.25282 1.25302
School District of Ralston' 1.3236 1.30261 1.29216 1.26197 1.29738 1
School District of Millard' 1.2989 1.28995 1.27958 1.20999 1.43084 1
School District of Elkhorn' 1.2581 1.23776 1.29165 1.30510 1.30499
State Educational Service
Units .01502 .01502 .01502 0.015002 0.015002
Omaha-Douglas Public
Building Commission .0110 .01096 .01096 0.01096 0.01300
Papio Missouri River
Natural Resources 1
District .0406 .03909 .03844 0.03485 0.03375
Metropolitan Technical
Community College .0674 .0674 .0674 0.06740 0.06740
Omaha Transit Authority .0505 .04890 .04871 0.04617 0.04613
'Residents in Omaha reside in one of the above five school districts and pay taxes only to that school district.
2Residents residing in school districts other than the School District of Omaha pay$.01642 for years 2008-09,$.01629 for years 2007-08,$.01642
for years 2006-07 and$.01657 for years 2005-06.
4829-9333-9140.4 B-11
2008.
The City's ratio of direct and overlapping debt($944,669,629)to its 2009/2010 property valuation
($27,077,712,200) is 3.489%.
LONG-TERM CONTRACTUAL AGREEMENTS
The City of Omaha, under certain existing contractual agreements (including lease purchase
agreements), is obligated to provide for annual payments which are a charge on the General Fund and the
Parking Revenue Fund. From 2009 to 2033, the highest annual payment is $9,349,466 (in 2011), the
lowest is $1,819,270 (in 2029), and the average annual payment is $5,280,256. Such annual payments are
included as General Fund budgetary items for which annual appropriations are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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4829-9333-9140.4
MAJOR TAXPAYERS
The following are firms located within the City of Omaha with real estate valuations in excess of
$25,000,000 as of August 30,2009.
Value of
Taxpayer Real Property
OAK VIEW MALL LLC $102,718,100
UNITED OF OMAHA LIFE INS 95,101,200
WESTROADS MALL LLC 82,092,800
168TH AND DODGE LP 75,647,800
IRET-MR9 LLC 55,005,100
CLF LANDMARK OMAHA LLC 54,550,200
FIRST DATA RESOURCES INC 53,282,900
COMMERCIAL FEDERAL SAVINGS&LOAN 52,086,500
OPIS REALTY CO ETAL 43,994,900
W 0 W LIFE INS SOC 40,000,000
CREIGHTON ST JOSEPH REGIONAL 39,000,000
CONNECTICUT NATL BANK TR 38,856,300
FIRST NATIONAL BANK OMAHA 36,710,100
WAL-MART REAL ESTATE BUS TR 36,617,800
OMAHA PLAZA INVESTMENTS LLC 36,287,300
CAGR LLC 34,761,700
TARGET CORPORATION 34,244,100
WACHOVIA DEVELOPMENT CORPORATION 34,060,000
COLE MT OMAHA 33,341,600
DOUGLAS BUILDING LLC 31,580,300
LVP OAKVIEW STRIP CENTER LLC 31,183,200
GUARANTEE MUTUAL LIFE 31,132,000
SECURITY NATL PROPERTIES FUND 30,946,000
WEST TELESERVICES CORP 30,006,900
ALEGENT HEALTH 29,706,500
BISHOP CLARKSON MEMORIAL HOSPITAL 28,762,100
REGENCY LAKESIDE ASSOC LLC 28,750,800
IRET PROPERTIES 28,644,600
FIRST NATL OF NEBR INC 28,216,300
CONNECTIVITY SOLUTIONS MANUFACTURING 28,020,600
CFO2 OMAHA LLC 27,484,300
NEBRASKA FURNITURE MART INC. 27,121,100
LOZIER CORP 26,943,500
WAL-MART REAL ESTATE BUSINESS 26,213,000
L STREET MARKETPLACE LLC 25,677,200
ROE—NORTH PARK II LLC 25,623,300
VANDERBILT LTD 25,606,400
Source: Records of the Tax Control Supervisor,Office of the Douglas County Clerk.
4829-9333-9140.4 B-12
or years 2007-08,$.01642
for years 2006-07 and$.01657 for years 2005-06.
4829-9333-9140.4 B-11
2008.
The City's ratio of direct and overlapping debt($944,669,629)to its 2009/2010 property valuation
($27,077,712,200) is 3.489%.
LONG-TERM CONTRACTUAL AGREEMENTS
The City of Omaha, under certain existing contractual agreements (including lease purchase
agreements), is obligated to provide for annual payments which are a charge on the General Fund and the
Parking Revenue Fund. From 2009 to 2033, the highest annual payment is $9,349,466 (in 2011), the
lowest is $1,819,270 (in 2029), and the average annual payment is $5,280,256. Such annual payments are
included as General Fund budgetary items for which annual appropriations are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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4829-9333-9140.4
•
DEBT MANAGEMENT
General Obligation Debt Margin
Article V, Section 5.27,Home Rule Charter of the City of Omaha, 1956, as amended,provides:
The total amount of general obligation indebtedness outstanding at any
time, which shall include bonds issued but shall not include bonds
authorized until they are issued, shall not exceed 3.5 per cent of the
actual value of taxable real and personal property in the city.
Computation of the general obligation debt margin as defined in the Home Rule Charter, based
upon 2007 valuations, reflects the following:
Maximum debt limit(3.5% of total assessed valuation) $927,847,755
General obligation bonds outstanding 558,062,463
Less balance in General Obligation Debt (18,976,244) (539,086,219)
Service Fund December 31,2008
General obligation debt margin $388,761,536
Revenue bond indebtedness, special obligation bonds, general obligation notes and
lease-purchase agreements are not chargeable against the general obligation debt margin. The City of
Omaha has no general obligation notes outstanding. Revenue and special obligation bond indebtedness
and lease purchase agreement obligations are set forth herein under the captions "OVERLAPPING
DEBT" and "LONG-TERM CONTRACTUAL AGREEMENTS—City of Omaha and Local Authorities
and Districts Revenue and Special Obligation Bonds Outstanding."
Debt Payment Record
The City of Omaha has never defaulted on its obligations to pay principal of or interest on its
indebtedness.
General Obligation Bonds Authorized But Unissued
Upon the issuance of the Bonds, the City has $35,146,000 of general obligation bonds authorized
but unissued. The City anticipates that these bonds will be issued in varying amounts annually through
2012.
CASH RESERVE FUND
At a special City election held on November 6, 1984, voters of the City approved an amendment
to Section 5.03 of the City Charter to provide in subsection(10) for the establishment of a cash reserve
fund("Cash Reserve Fund")for the purpose of meeting emergencies arising from:
(a) the loss or partial loss of a revenue source;
(b) an unanticipated expenditure demand due to a natural disaster, casualty loss or
act of God;
4829-9333-9140.4 B-13
overlapping debt($944,669,629)to its 2009/2010 property valuation
($27,077,712,200) is 3.489%.
LONG-TERM CONTRACTUAL AGREEMENTS
The City of Omaha, under certain existing contractual agreements (including lease purchase
agreements), is obligated to provide for annual payments which are a charge on the General Fund and the
Parking Revenue Fund. From 2009 to 2033, the highest annual payment is $9,349,466 (in 2011), the
lowest is $1,819,270 (in 2029), and the average annual payment is $5,280,256. Such annual payments are
included as General Fund budgetary items for which annual appropriations are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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(c) expenditure demand for the satisfaction of judgments and litigation expenses
when the Judgment Levy Fund balance is inadequate; or
(d) conditions wherein serious loss of life, health or property is threatened or has
occurred.
The 1984 amendment to the City Charter authorized the appropriation at the close of any fiscal
year for credit to the Cash Reserve Fund of any amount, or portion thereof, held as General Fund surplus.
Income earned on amounts credited to the Cash Reserve Fund is retained in the fund. The maximum size
of the Cash Reserve Fund was established at an amount equal to 4%of General Fund appropriations.
The ordinance adopted by the City Council to close Fiscal 1984 Accounts provided that the sum
of $1,600,000 be transferred from 1984 available budgetary balances as the initial credit to the Cash
Reserve Fund to be held as provided in Section 5.03(10) of the City Charter. 2008 interest earnings of
$168,683 increased the balance as of December 31, 2008 to$5,586,001.
EMPLOYEE RELATIONS: RETIREMENT SYSTEMS
The City of Omaha negotiates with four major unions: The Civilian Management Professional
and Technical Employees Council; The Omaha City Employees, Local No. 251; The Omaha Association
of Firefighters, Local No. 385; and The Omaha Police Union, Local No. 1. Current agreements with the
four unions expire as follows: The Civilian Management Professional and Technical Employees
Council—December 31, 2008; Omaha Association of Firefighters, Local No. 385—December 29, 2008;
Omaha City Employees, Local No. 251—December 31, 2008; and Omaha Police Union, Local No. 1—
December 30,2008.
The negotiating procedure involves meeting with the designated union representatives and
discussing economic and noneconomic items regarding contractual agreements. At any time, should an
impasse be reached, Nebraska law provides that either party may appeal to the Nebraska Commission of
Industrial Relations. Either party may appeal the decision of such Commission to the Nebraska Supreme
Court,whose decision is final.
CITY OF OMAHA EMPLOYEES' RETIREMENT SYSTEM
The City of Omaha Employees' Retirement System became effective on January 1, 1949. Certain
of its provisions, which are governed by Chapter 22.21 of the Omaha Municipal Code, are summarized
herein.
All city employees except the following are covered by the plan: police; firefighters; persons paid
on a contractual or fee basis; seasonal, temporary and part-time employees; and elected officials who do
not make written application to the plan.
4829-9333-9140.4 B-14
for annual payments which are a charge on the General Fund and the
Parking Revenue Fund. From 2009 to 2033, the highest annual payment is $9,349,466 (in 2011), the
lowest is $1,819,270 (in 2029), and the average annual payment is $5,280,256. Such annual payments are
included as General Fund budgetary items for which annual appropriations are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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The historical and negotiated employee and City contributions rates based on an employee's
compensation are as follows:
Period Employee Rate City Rate
07/01/72-01/31/98 4.00% 5.20%
02/01/98-06/18/01 4.85 6.05
06/19/01-12/23/01 4.98 6.18
12/24/01-12/21/02 5.33 6.53
12/22/02-12/20/03 5.70 6.90
12/21/03-07/29/06 6.825 8.025
07/30/06-12/16/06 7.325 8.525
12/17/06-12/15/07 7.825 9.025
12/16/07-12/27/08 8.325 9.525
Prior service credit is granted for employment with the City before January 1, 1949, and
membership service credit is granted for employment thereafter. Compulsory military duty and voluntary
military duty in time of war count as service.
Early retirement is permitted at age 50 with five years of service, with the accrued benefit
reduced 8% per year for retirement prior to age 60. For employees whose age plus service equals or
exceeds 80, the 8% per year reduction is eliminated. An employee's monthly pension is equal to 2.25%
of average final monthly compensation for each year of service.
Following is a cash flow analysis of the System for the last five fiscal years:
2004 2005 2006 2007 2008
Receipts
Employee Contributions $ 3,627,681 $3,643,131 $3,532,487 $ 4,262,326 $4,695,162
Employer Contributions 4,449,203 4,500,192 4,145,033 4,975,039 5,374,082
Investment Income 30,056,366 18,008,146 30,714,663 17,158,906 (74,148,690)
Security Lending Income 101,171 92,472 126,172 199,220 131,023
Total Receipts $38,234,421 $26,243,941 $38,518,355 $26,595,491 ($63,948,423)
Disbursements
Retirement Pensions $15,215,239 $17,647,999 $21,159,087 $22,230,727 $23,359,337
Death Benefits 173,400 210,338 75,698 11,524 256,610
Refunds 431,819 320,002 455,998 251,974 327,075
Other Disbursements 1,635,149 1,777,885 1,912,828 2,047,699 1,750,227
Total Disbursements 17,455,607 19,956,224 23,603,611 24,541,924 25,693,249
Excess of Receipts
Over Disbursements $20,778,814 $6.287,717 $ 14,914,744 $2,053,567 ($89,641,672)
Source:Records of Finance Department,City of Omaha.
•
4829-9333-9140.4 B-15
n a contractual or fee basis; seasonal, temporary and part-time employees; and elected officials who do
not make written application to the plan.
4829-9333-9140.4 B-14
for annual payments which are a charge on the General Fund and the
Parking Revenue Fund. From 2009 to 2033, the highest annual payment is $9,349,466 (in 2011), the
lowest is $1,819,270 (in 2029), and the average annual payment is $5,280,256. Such annual payments are
included as General Fund budgetary items for which annual appropriations are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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The latest actuarial study by the firm of Milliman Consultants and Actuaries was for the period
ended January 1, 2008 and included an 8.0% investment rate of return assumption. Summarized below is
financial information concerning the System for the last five fiscal years.
2004 2005 2006 2007 2008
System Total Assets' $270,838,150 $277,125,867 $292,040,611 $294,094,178 $204,452,506
Employee Contributions' 3,627,681 3,643,131 3,532,487 4,262,326 4,695,162
Employer Contributions' 4,449,203 4,500,192 4,145,033 4,975,039 5,374,082
Net Pension Obligation2 (5,778,439) (8,100,275) (10,080,703) (13,910,207) (17,626,003)
Unfunded Actuarial 57,100,000 74,900,000 69,700,000 74,300,000 183,200,000
Accrued Liability
1System Total Assets,Employee Contributions and Employer Contributions figures are taken from City of Omaha records
as of December 31 of each year.
2Complete Actuarial Valuations are performed every year, the last being for the period ended January 1, 2008. The net
pension asset and unfunded accrued liability figures are taken from reports of Milliman Consultants and Actuaries and
annual City audits.
The City's annual pension cost and net pension obligation to the Civilian Plan for the fiscal year
ended December 31,2008 are as follows:
City of Omaha Employees' Retirement System
Annual Pension Cost and Net Pension Obligation
December 31,2008
Annual required contribution $ 9,212,669
Interest on net pension asset 1,112,817
Adjustment to annual required contribution (1,235,608)
Annual pension cost 9,089,878
Contributions made 5,374,082
Increase in net pension obligation 3,715,796
Net pension obligation,beginning of year (13,910,207)
Net pension obligation,end of year $(17,626,003)
Three-year trend information is as follows:
Fiscal Annual Percentage Net
year pension ' of APC pension
ending cost(APC) contributed obligation
12/31/2008 $9,089,878 59% $(17,626,003)
12/31/2007 8,794,543 57 (13,910,207)
12/31/2006 6,135,462 67 (10,090,703)
•
4829-9333-9140.4 B-16
of Omaha.
•
4829-9333-9140.4 B-15
n a contractual or fee basis; seasonal, temporary and part-time employees; and elected officials who do
not make written application to the plan.
4829-9333-9140.4 B-14
for annual payments which are a charge on the General Fund and the
Parking Revenue Fund. From 2009 to 2033, the highest annual payment is $9,349,466 (in 2011), the
lowest is $1,819,270 (in 2029), and the average annual payment is $5,280,256. Such annual payments are
included as General Fund budgetary items for which annual appropriations are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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POLICE AND FIRE RETIREMENT SYSTEM
The City of Omaha Police and Fire Retirement System became effective on July 1, 1961. Certain
of its provisions, which are governed by Chapter 22.61 of the Omaha Municipal Code, are summarized
herein.
Membership in the System is limited to and shall include only probationary and regular
uniformed personnel of the Police and Fire Departments.
Retirement is optional at age at age 45 with 20 years of service with a lifetime monthly service
retirement benefit equal to 53% of average final monthly compensation. With 25 years of service or
more, an employee can retire at the minimum age of 45 with a lifetime monthly retirement benefit equal
to 75% of average final monthly compensation.
Following is a cash flow analysis of the system for the last five fiscal years:
2004 2005 2006 2007 2008
Receipts
Employee Contributions $10,712,955 $11,558,030 $13,468,182 $14,996,443 $14,858,953
Employer Contributions 15,387,900 16,434,609 19,020,836 20,699,211 20,373,206
Prior Service Contributions 1,327,600 1,327,600 1,327,600 1,327,000 1,327,000
Investment Income 43,980,340 39,095,219 58,197,853 28,888,051 (148,242,515)
Security Lending Income 102,444 85,792 84,760 150,220 448,804
$71,511,239 $68,501,250 $92,099,231 $66,060,925 ($111,234,552)
Disbursements
Retirement Pensions $30,994,359 $31,973,122 $33,918,970 $39,653,439 $49,426,367
Death Benefits 23,900 66,463 1,000 56,898 13,000
Refunds 195,981 121,520 318,739 235,811 221,824
Other Disbursements 3,679,805 3,365,627 3,574,750 3,799,517 3,103,770
34,894,045 35,526,732 37,813,459 43,745,665 52,764,961
Excess of Receipts $36,617,194 $32,974,518 $54,285,772 $22,315,260 ($163,999,513)
Over Disbursements
Source:Records of Finance Department,City of Omaha.
4829-9333-9140.4 B-17
year pension ' of APC pension
ending cost(APC) contributed obligation
12/31/2008 $9,089,878 59% $(17,626,003)
12/31/2007 8,794,543 57 (13,910,207)
12/31/2006 6,135,462 67 (10,090,703)
•
4829-9333-9140.4 B-16
of Omaha.
•
4829-9333-9140.4 B-15
n a contractual or fee basis; seasonal, temporary and part-time employees; and elected officials who do
not make written application to the plan.
4829-9333-9140.4 B-14
for annual payments which are a charge on the General Fund and the
Parking Revenue Fund. From 2009 to 2033, the highest annual payment is $9,349,466 (in 2011), the
lowest is $1,819,270 (in 2029), and the average annual payment is $5,280,256. Such annual payments are
included as General Fund budgetary items for which annual appropriations are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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The latest actuarial study by the firm of Milliman Consultants and Actuaries was for the period
ended January 1, 2008 and included an 8.0% rate of return investment assumption. Summarized below is
financial information concerning the System for the last five years.
2004 2005 2006 2007 2008
System Total Assets' $420,348,491 $453,323,009 $507,608,781 $529,923,390 $365,923,877
Employee Contributions' 10,712,955 11,558,030 13,468,182 14,996,211 14,858,953
Employer Contributions' 16,715,500 17,762,209 20,348,436 22,026,211 21,700,206
Net Pension Obligation2 (12,500,861) (20,884,106) (31,630,196) (45,494,051) (61,464,670)
Unfunded Actuarial
Accrued Liability2 $123,600,000 $250,500,000 $293,500,000 351,900,000 581,700,000
'System Total Assets,Employee Contributions and Employer Contributions figures are taken from City of Omaha records
as of December 31 of each year.
2Complete Actuarial Valuations are performed every year, the last being for the period ended January 1, 2008. The net
pension asset and unfunded accrued liability figures are taken from reports of Milliman Consultants and Actuaries and
annual City audits.
During 1977, on the basis of an actuarial balance sheet prepared as of January 1, 1977, the
District Court of Douglas County, Nebraska made a determination relative to the unfunded liability for
past service credits and the method of funding such amount. The City had adopted a policy whereby the
employer contributions each year exceeded the matching requirements and served to amortize in part the
past service costs. Commencing in 1979, the City contributes to the Police and Firemen's Retirement
System the sum of$1,327,600 per year for 50 years to provide for the amortization of the prior service
cost.
The City's annual pension cost and net pension obligation to the Uniform Plan for the year ended
December 31,2008 are as follows:
Police and Firemen's Retirement System
Annual Pension Cost and Net Pension Obligation
December 31,2008
Annual required contribution $38,073,021
Interest on net pension obligation 3,639,524
Adjustment to annual required contribution (4,041,720)
Annual pension cost 37,670,825
Contributions made 21,700,206
Increase in net pension obligation 15,970,619
Net pension obligation,beginning of year (45,494,051)
Net pension obligation,end of year $(61,464,670)
4829-9333-9140.4 B-1 8
rge on the General Fund and the
Parking Revenue Fund. From 2009 to 2033, the highest annual payment is $9,349,466 (in 2011), the
lowest is $1,819,270 (in 2029), and the average annual payment is $5,280,256. Such annual payments are
included as General Fund budgetary items for which annual appropriations are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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4829-9333-9140.4
Three-year trend information is as follows:
Fiscal Annual Percentage Net
year pension of APC pension
ending cost(APC) contributed obligation
12/31/2008 $37,671,425 58% $(61,464,670)
12/31/2007 34,563,066 60 (45,494,051)
12/31/2006 30,917,700 65 (31,630,196)
OTHER POST EMPLOYMENT BENEFITS
Implementation of GASB Statements
The Government Accounting Standards Board ("GASB") has issued Statements No. 43 ("GASB
43"), Financial Reporting for Post Employment Benefit Plans Other Than Pension Plans ("OPEBs"), and
No. 45 ("GASB 45"), Accounting and Financial Reporting by Employers for Post Employment Benefits
Other Than Pensions. GASB 43 was implemented by the City for fiscal year ending December 31, 2006
and GASB 45 was implemented by the City for fiscal year ending December 31,2007.
GASB 45 requires the accounting for the annual cost of OPEB and the related outstanding liability
using an actuarial approach similar to pensions. The City implemented prospectively (zero net obligation
at transition).
Plan Description
The City provides certain postemployment health care benefits to eligible retirees and their
dependents in accordance with provisions established in Chapter 23 of the Omaha Municipal Code. The
plan is a single-employer defined benefit health care plan administered by the City. The plan does not
issue separate financial statements.
Funding Policy
The contribution requirements of plan members and the City are established through labor
negotiations, with the Omaha Police Union Local No. 101 (the "Police Union"), the Professional
Firefighters Association of Omaha Local No. 385 (the"Firefighters Union"),the Omaha City Employees
Local No. 251, and other classified civilian and sworn employees. All agreements are approved and can
be amended by the Omaha City Council. Contributions are made to the plan based on a pay-as-you-go
basis and the City self-insures this benefit. For the year ended December 31, 2008, the City paid
$15,479,325 for 1,201 retirees. Retiree contribution rates vary from 0% to 5% of an annual estimated
premium depending on the bargaining group date of retirement. Retiree contributions for 2008
were $400,564.
Annual OPEB Cost and Net OPEB Obligation
The City's annual OPEB expense is calculated based on the annual required contribution of the
employer ("ARC"), an amount actuarially determined in accordance with the parameters of GASB 45.
The ARC represents a level of funding that, if paid on an ongoing basis, is projected to cover normal
cost each year and amortize any unfunded actuarial liabilities (or funding excess) over a period not
to exceed 30 years. The City's annual OPEB cost, the percentage of annual OPEB cost contributed to
the plan,and the net OPEB obligation for 2008 are as follows (unaudited):
4829-9333-9140.4 B-19
ns are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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4829-9333-9140.4
Percentage of
Annual OPEB annual OPEB Net OPEB
cost contributed
Fiscal year ended:
December 31,2008 $37,600,000 40.7% $38,012,952
The following tables(unaudited) show(1)the components of the City's annual OPEB cost for the
year, the amount actually contributed to the plan, and changes in the City's net OPEB obligation and
(2)the funded status of the plan:
(1) Annual required contribution $37,600,000
Contributions made 15,479,325
Increase in OPEB obligation 22,120,675
Net OPEB obligation—beginning of year 15,892,277
Net OPEB obligation—end of year $38,012,952
(2) The funded status of the plan as of March 1,2006 is as follows:
Actuarial accrued liability(AAL) $388,500,000
Actuarial value of plan assets —
Unfunded actuarial accrued liability(UAAL) $388,500,000
Funded ratio —%
Covered payroll $ 155,900,000
UAAL as a percentage of covered payroll 249%
Source: Finance Department,City of Omaha.
Actuarial Methods and Assumptions
Actuarial valuations on an ongoing plan involve estimates of the value-reported amounts and
assumptions about the probability of occurrence of events far into the future. Examples include
assumptions about future employment, mortality and the health care cost trend. Amounts determined
regarding the funded status of the plan and the annual required contributions of the employer are subject
to continual revision as actual results are compared with past expectations and new estimates are
made about the future. The following Schedule of Funding Progress presents multiyear trend
information about whether the actuarial value of plan assets is increasing or decreasing over time relative
to the actuarial accrued liabilities for benefits.
4829-9333-9140.4 B-20
y-as-you-go
basis and the City self-insures this benefit. For the year ended December 31, 2008, the City paid
$15,479,325 for 1,201 retirees. Retiree contribution rates vary from 0% to 5% of an annual estimated
premium depending on the bargaining group date of retirement. Retiree contributions for 2008
were $400,564.
Annual OPEB Cost and Net OPEB Obligation
The City's annual OPEB expense is calculated based on the annual required contribution of the
employer ("ARC"), an amount actuarially determined in accordance with the parameters of GASB 45.
The ARC represents a level of funding that, if paid on an ongoing basis, is projected to cover normal
cost each year and amortize any unfunded actuarial liabilities (or funding excess) over a period not
to exceed 30 years. The City's annual OPEB cost, the percentage of annual OPEB cost contributed to
the plan,and the net OPEB obligation for 2008 are as follows (unaudited):
4829-9333-9140.4 B-19
ns are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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4829-9333-9140.4
CITY OF OMAHA,NEBRASKA
Schedule of Funding Progress(unaudited)
Year ended December 31,2007
Post-Retirement Obligations Schedule of
Funding Progress and Trend Information
(Dollar amounts in millions)
UAL as a
Actuarial Unfunded percentage
. Actuarial value of Actuarial AL Funded Covered of covered
valuation date assets liability(AL) (UAL) ratio payroll payroll
(a) (b) (b-a) (a/b) (c) ((b-a)/(c)
March 1,2006 $ - $307,500,000 $307,500,000 -% $153,600,000 200%
March 1,2008 $ - 388,500,000 388,500,000 -% 155,900,000 249%
Schedule of Employer Contributions
Annual Total Percentage of
required employer ARC
contribution contribution contribution
Fiscal year ending (a) (b) (b/c)
December 31, 2007 $28,600,000 $12,707,723 44.4%
December 31, 2008 37,600,000 15,892,277 40.7%
Source:Finance Department,City of Omaha.
Projections of benefits for financial reporting purposes are based on the substantive plan
(the plan as understood by the employer and the plan members) and include benefits provided at the
time of each valuation and the historical pattern of sharing benefit costs between the employer and plan
member to that point. The actuarial methods used include techniques that are designed to reduce the
effects of short-term volatility in actuarial accrued liabilities and the actuarial value of assets, consistent
with the long-term perspective of the calculations. In the March 1, 2008 actuarial valuation, the unit
credit actuarial cost method was used. The actuarial assumptions included a 4% projected
investment rate of return and an annual health care cost trend of 7.88% initially, reduced by decrements
to an ultimate rate of 5% after five years. Both rates include a 3.25% inflation assumption. The
amortization of the unfunded actuarial accrued liability is calculated assuming 29 annual payments
increasing at 4% per year. The actuarial study was prepared by Milliman Consultants and Actuaries for
the period ending March 1,2008.
4829-9333-9140.4 B-21
were $400,564.
Annual OPEB Cost and Net OPEB Obligation
The City's annual OPEB expense is calculated based on the annual required contribution of the
employer ("ARC"), an amount actuarially determined in accordance with the parameters of GASB 45.
The ARC represents a level of funding that, if paid on an ongoing basis, is projected to cover normal
cost each year and amortize any unfunded actuarial liabilities (or funding excess) over a period not
to exceed 30 years. The City's annual OPEB cost, the percentage of annual OPEB cost contributed to
the plan,and the net OPEB obligation for 2008 are as follows (unaudited):
4829-9333-9140.4 B-19
ns are required. Under the
Charter of the City of Omaha, the outstanding amount of any lease purchase agreements executed by the
City as vendee or as lessee is not chargeable against the City debt limit.
4829-9333-9140.4 B-9
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4829-9333-9140.4
APPENDIX B
CITY OF OMAHA—FINANCIAL INFORMATION
PART TWO
Independent Auditors'Report and General Purpose Financial Statements
4829-9333-9140.4
ort and General Purpose Financial Statements
4829-9333-9140.4
l bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
•
APPENDIX C
FORM OF CONTINUING DISCLOSURE UNDERTAKING
4829-9333-9140.4
port and General Purpose Financial Statements
4829-9333-9140.4
ort and General Purpose Financial Statements
4829-9333-9140.4
l bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
[This page left blank intentionally.]
4829-9333-9140.4
NTINUING DISCLOSURE UNDERTAKING
4829-9333-9140.4
port and General Purpose Financial Statements
4829-9333-9140.4
ort and General Purpose Financial Statements
4829-9333-9140.4
l bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
APPENDIX C
FORM OF CONTINUING DISCLOSURE UNDERTAKING
Following is the text of Section 12 of the Ordinance. Such Ordinance provisions comprise the
City's continuing disclosure undertakings pursuant to Securities and Exchange Commission
Rule 15c2-12(b)(5)(i) with respect to the Bonds.
(a) That the City does hereby covenant and agree and enter into a written
undertaking for the benefit of the holders and beneficial owners of the Bonds in accordance with
Section(b)(5)(i) of Securities and Exchange Commission Rule 15c2-12 under the Securities
Exchange Act of 1934, as amended (17 C.F.R. § 240.15c2-12) (the "Rule"). Capitalized terms
used in this Section 12 and not otherwise defined in this Ordinance shall have the meanings
assigned such terms in subsection(d) hereof. It being the intention of the City that there be full
and complete compliance with the Rule, this Section shall be construed in accordance with the
written interpretative guidance and no-action letters published from time to time by the Securities
and Exchange Commission and its staff with respect to the Rule.
(b) The City undertakes to provide the following information as provided in this
Section 12:
(i) Annual Financial Information;
(ii) Audited Financial Statements, if any; and
(iii) Material Event Notices.
(c) (i) The City shall while any Bonds are outstanding provide the Annual
Financial Information on or before the date which is 270 days after the end of each fiscal year of
the City (the "Report Date") to the MSRB in an electronic format accompanied by identifying
information as prescribed by the MSRB. The City shall include with each submission of Annual
Financial Information a written representation to the effect that the Annual Financial Information
is the Annual Financial Information required by this Section 12 and that it complies with the
applicable requirements of this Section 12 and that it has been provided to the MSRB. If the City
changes its fiscal year, it shall provide written notice of the change of fiscal year to the MSRB. It
shall be sufficient if the City provides to the MSRB any or all of the Annual Financial
Information by specific reference to documents previously provided to the MSRB or filed with
the Securities and Exchange Commission and, if such a document is a final official statement
within the meaning of the Rule,available from the MSRB.
(ii) If not provided as part of the Annual Financial Information, the City shall
provide the Audited Financial Statements when and if available while any Bonds are outstanding
to the MSRB.
(iii) If a Material Event occurs while any Bonds are Outstanding, the City shall
provide a Material Event Notice in a timely manner to the MSRB. Each Material Event Notice
shall be so captioned and shall prominently state the date,title and CUSIP numbers of the Bonds.
(iv) The City shall provide in a timely manner to the MSRB notice of any failure by
the City while any Bonds are outstanding to provide to the MSRB Annual Financial Information
on or before the Report Date.
4829-9333-9140.4
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4829-9333-9140.4
(v) Any filing or report under this Section 12 may be made solely by transmitting
such filing or report to the MSRB in an electronic format accompanied by identifying information
as prescribed by the MSRB.
(d) The following are the definitions of the capitalized terms used in this Section 12
and not otherwise defined in this Ordinance:
(i) "Annual Financial Information" means the financial information or
operating data with respect to the City, provided at least annually, of the type included in
Appendix B of the final official statement with respect to the Bonds. The financial
statements included in the Annual Financial Information shall be prepared in accordance
with generally accepted accounting principles ("GAAP") for governmental units as
prescribed by the Government Accounting Standards Board ("GASB"). Such financial
statements may,but are not required to be,Audited Financial Statements.
(ii) "Audited Financial Statements" means the City's annual financial
statements, prepared in accordance with GAAP for governmental units as prescribed by
GASB, which financial statements shall have been audited by such auditor as shall be
then required or permitted by the laws of the State of Nebraska.
(iii) "Material Event" means any of the following events, if material, with
respect to the Bonds:
(A) Principal and interest payment delinquencies;
(B) Non-payment related defaults;
(C) Unscheduled draws on debt service reserves reflecting financial
difficulties;
(D) Unscheduled draws on credit enhancements reflecting financial
difficulties;
(E) Substitution of credit or liquidity providers, or their failure to
perform;
(F) Adverse tax opinions or events affecting the tax-exempt status of
the Bonds;
(G) Modifications to rights of Bondholders;
(H) Bond calls;
(I) Defeasances;
(J) Release, substitution or sale of property securing repayment of
the Bonds; and
(K) Rating changes.
(iv) "Material Event Notice"means electronic notice of a Material Event.
(v) "MSRB" means the Municipal Securities Rulemaking Board. On July 1,
2009 the MSRB became the sole repository to which the City must electronically submit
Annual Financial Information, Audited Financial Statements, if any, and Material Event
Notices pursuant to this Section 12. Reference is made to Commission Release No.
34-59062, December 8, 2008 (the "Release") relating to the MSRB's Electronic
Municipal Market Access ("EMMA") system for municipal securities disclosure which
became effective on July 1, 2009. To the extent applicable to this Section 12, the City
shall comply with the Release and with EMMA.
(e) (i) The continuing obligation hereunder of the City to provide Annual
Financial Information, Audited Financial Statements, if any, and Material Event Notices shall
terminate immediately once the Bonds no longer are outstanding. This Section 12, or any
4829-9333-9140.4 C-2
to the MSRB Annual Financial Information
on or before the Report Date.
4829-9333-9140.4
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provision hereof, shall be null and void in the event that the City obtains an opinion of nationally
recognized bond counsel to the effect that those portions of the Rule which require this Section
12, or any such provision, are invalid, have been repealed retroactively or otherwise do not apply
to the Bonds, provided that the City shall have provided notice of such delivery and the
cancellation of this Section 12 to the MSRB.
(2) This Section 12 may be amended, without the consent of the Bondholders, but
only upon the City obtaining an opinion of nationally recognized bond counsel to the effect that
such amendment, and giving effect thereto, will not adversely affect the compliance of this
Section 12 by the City with the Rule, provided that the City shall have provided notice of such
delivery and of the amendment to the MSRB. Any such amendment shall satisfy, unless
otherwise permitted by the Rule,the following conditions:
(i) The amendment may only be made in connection with a change in
circumstances that arises from a change in legal requirements, change in law or change in
the identity,nature or status of the obligated person or type of business conducted;
(ii) This Section 12, as amended, would have complied with the
requirements of the Rule at the time of the primary offering, after taking into account any
amendments or interpretations of the Rule, as well as any change in circumstances; and
(iii) The amendment does not materially impair the interests of Bondholders,
as determined either by parties unaffiliated with the City (such as nationally recognized
bond counsel), or by approving vote of Bondholders pursuant to the terms of the
Ordinance at the time of the amendment.
The initial Annual Financial Information after the amendment shall explain, in narrative
form, the reasons for the amendment and the effect of the change, if any, in the type of operating
data or financial information being provided.
(f) Any failure by the City to perform in accordance with this Section 12 shall not constitute
an Event of Default with respect to the Bonds. If the City fails to comply herewith, any Bondholder or
beneficial owner may take such actions as may be necessary and appropriate, including seeking specific
performance by court order,to cause the City to comply with its obligations hereunder.
•
4829-9333-9140.4 C-3
pursuant to this Section 12. Reference is made to Commission Release No.
34-59062, December 8, 2008 (the "Release") relating to the MSRB's Electronic
Municipal Market Access ("EMMA") system for municipal securities disclosure which
became effective on July 1, 2009. To the extent applicable to this Section 12, the City
shall comply with the Release and with EMMA.
(e) (i) The continuing obligation hereunder of the City to provide Annual
Financial Information, Audited Financial Statements, if any, and Material Event Notices shall
terminate immediately once the Bonds no longer are outstanding. This Section 12, or any
4829-9333-9140.4 C-2
to the MSRB Annual Financial Information
on or before the Report Date.
4829-9333-9140.4
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APPENDIX D
FORM OF OPINION OF BOND COUNSEL
4829-9333-9140.4
DERTAKING
4829-9333-9140.4
port and General Purpose Financial Statements
4829-9333-9140.4
ort and General Purpose Financial Statements
4829-9333-9140.4
l bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
•
[This page left blank intentionally.]
4829-9333-9140.4
3-9140.4
DERTAKING
4829-9333-9140.4
port and General Purpose Financial Statements
4829-9333-9140.4
ort and General Purpose Financial Statements
4829-9333-9140.4
l bodies other than the City are concerned, such descriptions,
statements and data have been obtained from sources believed by the City to be reliable, and that the City
has no reason to believe that they are untrue or incomplete in any material respect.
The execution and delivery of this Official Statement have been duly authorized by the City as of
the date shown on the cover hereof.
CITY OF OMAHA,NEBRASKA
By
Mayor
4829-9333-9140.4 24
APPENDIX D
FORM OF OPINION OF BOND COUNSEL
[Letterhead of Kutak Rock LLP]
October , 2009
City Council of the City
of Omaha,Nebraska
Omaha/Douglas Civic Center
1819 Farnam Street
Omaha,NE 68183
CITY OF OMAHA,NEBRASKA
CITY OF OMAHA,NEBRASKA CITY OF OMAHA,NEBRASKA
Taxable Various Purpose Bonds
Various Purpose Bonds (Build America Bonds—Direct General Obligation Refunding Bonds
Series 2009A Payment)Series 2009B Series 2009B
Ladies and Gentlemen:
We have acted as Bond Counsel in connection with the issuance and sale by the City of Omaha, a
municipal corporation in the State of Nebraska of$ aggregate principal amount of Various
Purpose Bonds Series 2009A (the "Series 2009 Bonds"), and of$ aggregate principal amount of
Taxable Various Purpose Bonds (Build America Bonds—Direct Payment) Series 2009B (the
"Series 2009B Bonds") and $ aggregate principal amount of General Obligation Refunding
Bonds Series 2009B (the "Refunding Bonds" and, collectively with the Series 2009A Bonds and the
Series 2009B Bonds, the "Bonds"). The Bonds are issuable as fully registered Bonds without coupons
dated as of the date of delivery thereof in the denomination of$5,000 or any integral multiple thereof,
bearing interest payable semiannually on June 1 and December 1 of each year, commencing June 1,2010,
at the rates per annum set forth in the schedule below and maturing on December 1 of each of the years
and in the principal amounts as follows:
Series 2009A Bonds Series 2009B Bonds Refunding Bonds
Maturity Interest Maturity Interest Maturity Interest
(December 1) Amount Rate (December 1) Amount Rate (December 1) Amount Rate
The [Bonds] maturing December 1, 20_and thereafter are subject to redemption at the option of
the City of Omaha at any time on or after December 1, 20—, and the [Bonds] maturing on December 1,
20 are subject to mandatory sinking fund redemption, in each case upon the terms and at the prices set
forth therein. The Bonds recite that they are issued by the City of Omaha to provide, in the cases of the
Series 2009A Bonds and the Series 2009B Bonds, for payment of (i)the cost of certain streets and
highways, public facilities, public safety equipment and parks and recreation facilities and (ii) in the case
of the Refunding Bonds, the costs of refunding certain indebtedness of the City, and in each case under
and pursuant to and in full conformity with the Constitution and Statutes of the State of Nebraska and the
4829-9333-9140.4
") system for municipal securities disclosure which
became effective on July 1, 2009. To the extent applicable to this Section 12, the City
shall comply with the Release and with EMMA.
(e) (i) The continuing obligation hereunder of the City to provide Annual
Financial Information, Audited Financial Statements, if any, and Material Event Notices shall
terminate immediately once the Bonds no longer are outstanding. This Section 12, or any
4829-9333-9140.4 C-2
to the MSRB Annual Financial Information
on or before the Report Date.
4829-9333-9140.4
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4829-9333-9140.4
Charter of the City of Omaha, and pursuant to and in full compliance with the proceedings of the City
Council of the City of Omaha duly enacted and adopted.
The City has covenanted in the ordinance pursuant to which the Bonds have been issued to at all
times do and perform all acts and things permitted by law and necessary or desirable to assure that(a)the
interest on the Series 2009A Bonds and Refunding Bonds shall, for purposes of federal income taxation,
be excludable from the gross income of the recipient and (b)the Series 2009B Bonds will qualify as
"build America bonds" under Section 54AA(d) of the Internal Revenue Code (the "Code") and as
"qualified bonds"under Section 54AA(g) of the Code.
We have examined the Constitution and Statutes of the State of Nebraska, the Charter of the City
of Omaha, certified copies of proceedings of the City Council of the City of Omaha authorizing the
issuance of the Bonds, and an executed bond of said issue.
In our opinion the Bonds have been authorized and issued in accordance with the Constitution
and Statutes of the State of Nebraska and the Charter of the City of Omaha, and constitute valid and
legally binding obligations of the City, and the City has the power and is obligated to levy ad valorem
taxes for the payment of the Bonds and the interest thereon upon all the property within the City of
Omaha subject to taxation by the City of Omaha without limitation as to rate or amount.
The rights of the owners of the Bonds and the enforceability thereof may be subject to valid
bankruptcy, insolvency,reorganization,moratorium and other laws for the relief of debtors.
It is also our opinion that, assuming compliance by the City of Omaha with the covenant referred
to in the fourth paragraph of this letter, the interest on the Series 2009A Bonds and the Refunding Bonds
is excluded from gross income for federal income tax purposes and is not a special preference item for
purposes of the federal alternative minimum tax imposed on individuals and corporations. Interest on the
Refunding Bonds (but not the Series 2009A Bonds), however, must be included in the "adjusted current
earnings" of certain corporations (i.e., alternative minimum taxable income as adjusted for certain items,
including those items that would be included in the calculation of a corporation's earnings and profits
under Subchapter C of the Code) and such corporations are required to include in the calculation of
alternative minimum taxable income 75% of the excess of each such corporation's adjusted current
earnings (which includes tax-exempt interest) over its alternative minimum taxable income (determined
without regard to this adjustment and prior to reduction for certain net operating losses).
The accrual or receipt of interest on the Series 2009A Bonds and the Refunding Bonds may
otherwise affect the federal income tax liability of the recipient. The extent of these other tax
consequences will depend upon the recipient's particular tax status or other items of income or deduction.
We express no opinion regarding any such consequences. Purchasers of the Series 2009A Bonds and the
Refunding Bonds, particularly purchasers that are corporations (including S corporations and foreign
corporations operating branches in the United States), property or casualty insurance companies, banks,
thrifts or other financial institutions, certain recipients of Social Security or Railroad Retirement benefits,
taxpayers otherwise entitled to claim the earned income credit or taxpayers who may be deemed to have
incurred (or continued) indebtedness to purchase or carry tax-exempt obligations are advised to consult
their tax advisors as to the tax consequences of purchasing or holding the Series 2009A Bonds and the
Refunding Bonds.
Assuming compliance by the City with certain covenants, existing laws, regulations, rulings and
judicial decisions, the Series 2009B Bonds are "build America bonds" under Section 54AA(d) of the
Code and"qualified bonds" under Section 54AA(g) of the Code. Failure of the City to comply with such
requirements could result in the Series 2009B Bonds failing to be "build America bonds" under Section
54AA(d) or "qualified bonds" under Section 54AA(g) retroactively to the date of issuance of.the
Series 2009B Bonds.
4829-9333-9140.4 D-2
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Interest on the Series 2009B Bonds is not excluded from gross income for federal income tax
purposes under Section 103 of the Code. Purchasers of the Series 2009B Bonds should consult their own
tax advisors as to the tax consequences of purchasing or owning the Series 2009B Bonds.
It is further our opinion that, under the existing laws of the State of Nebraska, interest income on
the Series 2009A Bonds and the Refunding Bonds is exempt from Nebraska state income taxation as long
as it is exempt for purposes of the federal income tax.
Very truly yours,
[To be signed and delivered at closing by
Kutak Rock LLP]
4829-9333-9140.4 D-3
Mayor
4829-9333-9140.4 24
APPENDIX E
SCHEDULE OF REFUNDED BONDS
City of Omaha,Nebraska
Various Purpose Bonds,Series of 2000
Dated December 1,2000
Maturity
December 1 Amount Interest Rate CUSIP
2011 $1,500,000 4.60%
City of Elkhorn,Nebraska
Various Purpose Bonds,Series of 2005C
Dated September 15,2005
Maturity
September 15 Amount Interest Rate CUSIP
2011 $40,000 3.75%
2012 45,000 3.85
2013 45,000 3.95
2014 45,000 4.05
2015 50,000 4.10
2016 50,000 4.15
2017 55,000 4.25
2018 55,000 4.30
2019 60,000 4.35
2024 335,000 4.55
Douglas County Sanitary and Improvement District No.391 (Spring Ridge)
General Obligation Refunding Bonds Series 2005
Dated March 1,2005
Maturity
March 1 Amount Interest Rate CUSIP
2011 $215,000 3.50%
Douglas County Sanitary and Improvement District No.423(Thompson Mile)
General Obligation Bonds Series 2005
Dated January 15,2005
Maturity
January 15 Amount Interest Rate CUSIP
2011 $ 70,000 3.75%
4829-9333-9140.4
ha subject to taxation by the City of Omaha without limitation as to rate or amount.
The rights of the owners of the Bonds and the enforceability thereof may be subject to valid
bankruptcy, insolvency,reorganization,moratorium and other laws for the relief of debtors.
It is also our opinion that, assuming compliance by the City of Omaha with the covenant referred
to in the fourth paragraph of this letter, the interest on the Series 2009A Bonds and the Refunding Bonds
is excluded from gross income for federal income tax purposes and is not a special preference item for
purposes of the federal alternative minimum tax imposed on individuals and corporations. Interest on the
Refunding Bonds (but not the Series 2009A Bonds), however, must be included in the "adjusted current
earnings" of certain corporations (i.e., alternative minimum taxable income as adjusted for certain items,
including those items that would be included in the calculation of a corporation's earnings and profits
under Subchapter C of the Code) and such corporations are required to include in the calculation of
alternative minimum taxable income 75% of the excess of each such corporation's adjusted current
earnings (which includes tax-exempt interest) over its alternative minimum taxable income (determined
without regard to this adjustment and prior to reduction for certain net operating losses).
The accrual or receipt of interest on the Series 2009A Bonds and the Refunding Bonds may
otherwise affect the federal income tax liability of the recipient. The extent of these other tax
consequences will depend upon the recipient's particular tax status or other items of income or deduction.
We express no opinion regarding any such consequences. Purchasers of the Series 2009A Bonds and the
Refunding Bonds, particularly purchasers that are corporations (including S corporations and foreign
corporations operating branches in the United States), property or casualty insurance companies, banks,
thrifts or other financial institutions, certain recipients of Social Security or Railroad Retirement benefits,
taxpayers otherwise entitled to claim the earned income credit or taxpayers who may be deemed to have
incurred (or continued) indebtedness to purchase or carry tax-exempt obligations are advised to consult
their tax advisors as to the tax consequences of purchasing or holding the Series 2009A Bonds and the
Refunding Bonds.
Assuming compliance by the City with certain covenants, existing laws, regulations, rulings and
judicial decisions, the Series 2009B Bonds are "build America bonds" under Section 54AA(d) of the
Code and"qualified bonds" under Section 54AA(g) of the Code. Failure of the City to comply with such
requirements could result in the Series 2009B Bonds failing to be "build America bonds" under Section
54AA(d) or "qualified bonds" under Section 54AA(g) retroactively to the date of issuance of.the
Series 2009B Bonds.
4829-9333-9140.4 D-2
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Douglas County Sanitary and Improvement District No.459(Legacy)
General Obligation Bonds,Series 2006
Dated June 15,2006
Maturity
June 15 Amount Interest Rate CUSIP
2012 $70,000 4.40%
2013 80,000 4.45
2014 90,000 4.55
2015 100,000 4.65
2016 110,000 4.70
2017 120,000 4.75
2018 130,000 4.80
2019 145,000 4.85
2020 155,000 4.90
2021 160,000 4.95
2022 170,000 5.00
2023 180,000 5.05
2024 190,000 5.10
2025 195,000 5.15
2026 650,000 5.15
Douglas County Sanitary and Improvement District No.470(Whispering Ridge)
General Obligation Bonds Series 2006
Dated October 1,2006
Maturity
October 1 Amount Interest Rate CUSIP
2012 $20,000 4.35%
2013 30,000 4.40
2014 35,000 4.45
2015 40,000 4.50
2016 40,000 4.55
2017 45,000 4.60
2018 45,000 4.65
2019 50,000 4.70
2020 55,000 4.75
2021 60,000 4.80
2022 65,000 4.85
2023 70,000 4.90
•
4829-9333-9140.4 E-2
e owners of the Bonds and the enforceability thereof may be subject to valid
bankruptcy, insolvency,reorganization,moratorium and other laws for the relief of debtors.
It is also our opinion that, assuming compliance by the City of Omaha with the covenant referred
to in the fourth paragraph of this letter, the interest on the Series 2009A Bonds and the Refunding Bonds
is excluded from gross income for federal income tax purposes and is not a special preference item for
purposes of the federal alternative minimum tax imposed on individuals and corporations. Interest on the
Refunding Bonds (but not the Series 2009A Bonds), however, must be included in the "adjusted current
earnings" of certain corporations (i.e., alternative minimum taxable income as adjusted for certain items,
including those items that would be included in the calculation of a corporation's earnings and profits
under Subchapter C of the Code) and such corporations are required to include in the calculation of
alternative minimum taxable income 75% of the excess of each such corporation's adjusted current
earnings (which includes tax-exempt interest) over its alternative minimum taxable income (determined
without regard to this adjustment and prior to reduction for certain net operating losses).
The accrual or receipt of interest on the Series 2009A Bonds and the Refunding Bonds may
otherwise affect the federal income tax liability of the recipient. The extent of these other tax
consequences will depend upon the recipient's particular tax status or other items of income or deduction.
We express no opinion regarding any such consequences. Purchasers of the Series 2009A Bonds and the
Refunding Bonds, particularly purchasers that are corporations (including S corporations and foreign
corporations operating branches in the United States), property or casualty insurance companies, banks,
thrifts or other financial institutions, certain recipients of Social Security or Railroad Retirement benefits,
taxpayers otherwise entitled to claim the earned income credit or taxpayers who may be deemed to have
incurred (or continued) indebtedness to purchase or carry tax-exempt obligations are advised to consult
their tax advisors as to the tax consequences of purchasing or holding the Series 2009A Bonds and the
Refunding Bonds.
Assuming compliance by the City with certain covenants, existing laws, regulations, rulings and
judicial decisions, the Series 2009B Bonds are "build America bonds" under Section 54AA(d) of the
Code and"qualified bonds" under Section 54AA(g) of the Code. Failure of the City to comply with such
requirements could result in the Series 2009B Bonds failing to be "build America bonds" under Section
54AA(d) or "qualified bonds" under Section 54AA(g) retroactively to the date of issuance of.the
Series 2009B Bonds.
4829-9333-9140.4 D-2
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Douglas County Sanitary and Improvement District No.534(Menards Subdivision)
General Obligation Bonds Series 2008
Dated February 15,2008
Maturity
October 1 Amount Interest Rate CUSIP
2011 $66,662 5.05%
2012 70,116 5.05
2013 73,749 5.05
2014 77,569 5.05
2015 81,588 5.05
2016 85,815 5.05
2017 90,261 5.05
2018 94,937 5.05
2019 99,856 5.05
2020 105,029 5.05
2021 110,471 5.05
2022 116,194 5.05
2023 122,214 5.05
2024 128,545 5.05
2025 135,205 5.05
2026 142,210 5.05
2027 149,577 5.05
2028 157,327 5.05
2029 165,477 5.05
2030 174,050 5.05
2031 183,068 5.05
2032 192,552 5.05
2033 202,528 5.05
•
4829-9333-9140.4 E-3
.50
2016 40,000 4.55
2017 45,000 4.60
2018 45,000 4.65
2019 50,000 4.70
2020 55,000 4.75
2021 60,000 4.80
2022 65,000 4.85
2023 70,000 4.90
•
4829-9333-9140.4 E-2
e owners of the Bonds and the enforceability thereof may be subject to valid
bankruptcy, insolvency,reorganization,moratorium and other laws for the relief of debtors.
It is also our opinion that, assuming compliance by the City of Omaha with the covenant referred
to in the fourth paragraph of this letter, the interest on the Series 2009A Bonds and the Refunding Bonds
is excluded from gross income for federal income tax purposes and is not a special preference item for
purposes of the federal alternative minimum tax imposed on individuals and corporations. Interest on the
Refunding Bonds (but not the Series 2009A Bonds), however, must be included in the "adjusted current
earnings" of certain corporations (i.e., alternative minimum taxable income as adjusted for certain items,
including those items that would be included in the calculation of a corporation's earnings and profits
under Subchapter C of the Code) and such corporations are required to include in the calculation of
alternative minimum taxable income 75% of the excess of each such corporation's adjusted current
earnings (which includes tax-exempt interest) over its alternative minimum taxable income (determined
without regard to this adjustment and prior to reduction for certain net operating losses).
The accrual or receipt of interest on the Series 2009A Bonds and the Refunding Bonds may
otherwise affect the federal income tax liability of the recipient. The extent of these other tax
consequences will depend upon the recipient's particular tax status or other items of income or deduction.
We express no opinion regarding any such consequences. Purchasers of the Series 2009A Bonds and the
Refunding Bonds, particularly purchasers that are corporations (including S corporations and foreign
corporations operating branches in the United States), property or casualty insurance companies, banks,
thrifts or other financial institutions, certain recipients of Social Security or Railroad Retirement benefits,
taxpayers otherwise entitled to claim the earned income credit or taxpayers who may be deemed to have
incurred (or continued) indebtedness to purchase or carry tax-exempt obligations are advised to consult
their tax advisors as to the tax consequences of purchasing or holding the Series 2009A Bonds and the
Refunding Bonds.
Assuming compliance by the City with certain covenants, existing laws, regulations, rulings and
judicial decisions, the Series 2009B Bonds are "build America bonds" under Section 54AA(d) of the
Code and"qualified bonds" under Section 54AA(g) of the Code. Failure of the City to comply with such
requirements could result in the Series 2009B Bonds failing to be "build America bonds" under Section
54AA(d) or "qualified bonds" under Section 54AA(g) retroactively to the date of issuance of.the
Series 2009B Bonds.
4829-9333-9140.4 D-2
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C-25A CITY OF OMAHA
LEGISLATIVE CHAMBER
Omaha,Nebraska
RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA:
WHEREAS, the City Council of the City of Omaha, Nebraska was authorized at an
election held on May 9, 2006 to issue Public Facility Bonds in the aggregate principal amount of
$16,540,000, of which$12,200,000 has been issued; and
WHEREAS, the City Council of the City of Omaha, Nebraska was authorized at an
election held on May 9, 2006 to issue Street and Highway Bonds in the aggregate principal
amount of$58,066,000, of which$26,600,000 has been issued; and
WHEREAS, the City Council of the City of Omaha, Nebraska was authorized at an
election held on May 9, 2006 to issue Public Safety Bonds in the aggregate principal amount of
$7,260,000, of which $3,400,000 has been issued; and
WHEREAS, the City Council of the City of Omaha, Nebraska was authorized at an
election held on May 9, 2006 to issue Parks and Recreation Bonds in the aggregate principal
amount of$16,930,000, of which $5,600,000 has been issued; and
WHEREAS, the City Council of the City of Omaha, Nebraska has designated for
redemption and retirement certain outstanding bonded indebtedness in the aggregate principal
amount of approximately $10,000,000, and pursuant to Sections 10-142, 10-615 and 10-616,
Reissue Revised Statutes of Nebraska, as amended, is authorized to issue general obligation
refunding bonds for the purpose of paying and retiring such outstanding bonded indebtedness,
including premium, if any, and interest thereon to the date of redemption; and
WHEREAS, the City Council of the City of Omaha, Nebraska has determined that it is
necessary and in the best interests of said City that general obligation bonds and general
obligation refunding bonds be authorized to be issued pursuant to the five authorizations granted
for the purposes provided and in proceedings of the elections referred to in the first through the
fourth clauses hereof, and for the refunding purpose referred to in the fifth clause hereof,
respectively, and issue said general obligation bonds and general obligation refunding bonds in
three separate series to be known as Various Purpose Bonds Series 2009A, Taxable Various
Purpose Bonds (Build American Bonds-Direct Payment) Series 2009B, and General Obligation
Refunding Bonds Series 2009B (collectively, the "Bonds") in the aggregate amount of not to
exceed $28,000,000:
By
Councilmember
Adopted
City Clerk
Approved
Mayor
n's adjusted current
earnings (which includes tax-exempt interest) over its alternative minimum taxable income (determined
without regard to this adjustment and prior to reduction for certain net operating losses).
The accrual or receipt of interest on the Series 2009A Bonds and the Refunding Bonds may
otherwise affect the federal income tax liability of the recipient. The extent of these other tax
consequences will depend upon the recipient's particular tax status or other items of income or deduction.
We express no opinion regarding any such consequences. Purchasers of the Series 2009A Bonds and the
Refunding Bonds, particularly purchasers that are corporations (including S corporations and foreign
corporations operating branches in the United States), property or casualty insurance companies, banks,
thrifts or other financial institutions, certain recipients of Social Security or Railroad Retirement benefits,
taxpayers otherwise entitled to claim the earned income credit or taxpayers who may be deemed to have
incurred (or continued) indebtedness to purchase or carry tax-exempt obligations are advised to consult
their tax advisors as to the tax consequences of purchasing or holding the Series 2009A Bonds and the
Refunding Bonds.
Assuming compliance by the City with certain covenants, existing laws, regulations, rulings and
judicial decisions, the Series 2009B Bonds are "build America bonds" under Section 54AA(d) of the
Code and"qualified bonds" under Section 54AA(g) of the Code. Failure of the City to comply with such
requirements could result in the Series 2009B Bonds failing to be "build America bonds" under Section
54AA(d) or "qualified bonds" under Section 54AA(g) retroactively to the date of issuance of.the
Series 2009B Bonds.
4829-9333-9140.4 D-2
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4829-9333-9140.4
C-25A
Clio OF OMAHA
LEGISLATIVE CHAMBER
Omaha,Nebraska
4
Purpose Date Authorized Amount To Be Issued <;
Public Facility May 9, 2006 $ 1,600,000 ''; ;
. Street and Highway May 9, 2006 9,200,000
Public Safety May 9, 2006 1,600,000
Parks and Recreation May 9, 2006 6,200,000
Refunding Bonds — Up to $10,000,000
TOTAL Up to $28,000,000
WHEREAS, to enable the prospective underwriter of the Bonds to comply with
Rule 15c2-12 under the Securities Exchange Act of 1934, as amended, it is necessary for the City
of Omaha to provide said prospective underwriter with an official statement which (except for
certain omissions permitted by said Rule 15c-12)the City deems final as of its date; and,
WHEREAS, the Finance Department of the City of Omaha and the prospective
underwriter, have prepared the Preliminary Official Statement (attached hereto as Exhibit A)
pertaining to the issuance and sale of the Bonds.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF OMAHA:
THAT, the Preliminary Official Statement to be dated September 22, 2009 (or such later
date as the Finance Director shall approve) pertaining to the issuance and sale of the Bonds, in
Exhibit A attached hereto and by this reference made a part hereof as fully as if set forth herein,
is hereby approved in substantially the form attached hereto, the Preliminary Official Statement
is deemed final as of its date,within the meaning of Rule 15c2-12 under the Securities Exchange
Act of 1934, as amended (except for certain omissions permitted by said Rule 15c2-12), and the
delivery of the aforesaid Preliminary Official Statement on behalf of the City of Omaha by the
Finance Director is hereby confirmed, ratified, authorized and approved, and the distribution of
the Preliminary Official Statement by the prospective underwriter of the Bonds is hereby
confirmed, ratified, authorized and approved.
APPROVED AS TO FORM'
' A ORNEY
twei4:7 ge4.14,44444,
PABonds\VPBS Se t2009\POSRes1001skl.doc
B P
Y
Councilmember
" Adopted SEP 2 2 09 .. 6— o
M_
/44,
-s` .-'• 'ty Clerk//
Approv:or _ _
2
/' Mayor
ed $28,000,000:
By
Councilmember
Adopted
City Clerk
Approved
Mayor
n's adjusted current
earnings (which includes tax-exempt interest) over its alternative minimum taxable income (determined
without regard to this adjustment and prior to reduction for certain net operating losses).
The accrual or receipt of interest on the Series 2009A Bonds and the Refunding Bonds may
otherwise affect the federal income tax liability of the recipient. The extent of these other tax
consequences will depend upon the recipient's particular tax status or other items of income or deduction.
We express no opinion regarding any such consequences. Purchasers of the Series 2009A Bonds and the
Refunding Bonds, particularly purchasers that are corporations (including S corporations and foreign
corporations operating branches in the United States), property or casualty insurance companies, banks,
thrifts or other financial institutions, certain recipients of Social Security or Railroad Retirement benefits,
taxpayers otherwise entitled to claim the earned income credit or taxpayers who may be deemed to have
incurred (or continued) indebtedness to purchase or carry tax-exempt obligations are advised to consult
their tax advisors as to the tax consequences of purchasing or holding the Series 2009A Bonds and the
Refunding Bonds.
Assuming compliance by the City with certain covenants, existing laws, regulations, rulings and
judicial decisions, the Series 2009B Bonds are "build America bonds" under Section 54AA(d) of the
Code and"qualified bonds" under Section 54AA(g) of the Code. Failure of the City to comply with such
requirements could result in the Series 2009B Bonds failing to be "build America bonds" under Section
54AA(d) or "qualified bonds" under Section 54AA(g) retroactively to the date of issuance of.the
Series 2009B Bonds.
4829-9333-9140.4 D-2
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d hereto and by this reference made a part hereof as fully as if set forth herein,
is hereby approved in substantially the form attached hereto, the Preliminary Official Statement
is deemed final as of its date,within the meaning of Rule 15c2-12 under the Securities Exchange
Act of 1934, as amended (except for certain omissions permitted by said Rule 15c2-12), and the
delivery of the aforesaid Preliminary Official Statement on behalf of the City of Omaha by the
Finance Director is hereby confirmed, ratified, authorized and approved, and the distribution of
the Preliminary Official Statement by the prospective underwriter of the Bonds is hereby
confirmed, ratified, authorized and approved.
APPROVED AS TO FORM'
' A ORNEY
twei4:7 ge4.14,44444,
PABonds\VPBS Se t2009\POSRes1001skl.doc
B P
Y
Councilmember
" Adopted SEP 2 2 09 .. 6— o
M_
/44,
-s` .-'• 'ty Clerk//
Approv:or _ _
2
/' Mayor
ed $28,000,000:
By
Councilmember
Adopted
City Clerk
Approved
Mayor
n's adjusted current
earnings (which includes tax-exempt interest) over its alternative minimum taxable income (determined
without regard to this adjustment and prior to reduction for certain net operating losses).
The accrual or receipt of interest on the Series 2009A Bonds and the Refunding Bonds may
otherwise affect the federal income tax liability of the recipient. The extent of these other tax
consequences will depend upon the recipient's particular tax status or other items of income or deduction.
We express no opinion regarding any such consequences. Purchasers of the Series 2009A Bonds and the
Refunding Bonds, particularly purchasers that are corporations (including S corporations and foreign
corporations operating branches in the United States), property or casualty insurance companies, banks,
thrifts or other financial institutions, certain recipients of Social Security or Railroad Retirement benefits,
taxpayers otherwise entitled to claim the earned income credit or taxpayers who may be deemed to have
incurred (or continued) indebtedness to purchase or carry tax-exempt obligations are advised to consult
their tax advisors as to the tax consequences of purchasing or holding the Series 2009A Bonds and the
Refunding Bonds.
Assuming compliance by the City with certain covenants, existing laws, regulations, rulings and
judicial decisions, the Series 2009B Bonds are "build America bonds" under Section 54AA(d) of the
Code and"qualified bonds" under Section 54AA(g) of the Code. Failure of the City to comply with such
requirements could result in the Series 2009B Bonds failing to be "build America bonds" under Section
54AA(d) or "qualified bonds" under Section 54AA(g) retroactively to the date of issuance of.the
Series 2009B Bonds.
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