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007-2013 - layne heavy civil inc-eastside interceptor replaceme (2)
Shea -Traylor Joint, Venture, Austell, GA Nickajack/South Cobb Tunnel Atlanta, GA As a component of the $300 Million South Cobb County CSO Tunnel Project, under construction for the Cobb County Water System, the Nickajack Connector Tunnel conveys sewer flows from the Nickajack Drop Structure to the South Cobb WRF Influent Pump Station. This tunnel was constructed in the very hard Schist bedrock which underlies Cobb County in north central Georgia; and was driven by use of a Tunnel Boring Machine (TBM) cutting a bore 8.5' in diameter and 3300 LF in length. Following tunnel mining, 72" diameter FRP .pipe, manufactured by Hobas Pipe Co., was installed within the tunnel, and the annular space filled with cellular grout. Layne Heavy Civil, Inc. was a subcontractor to the Shea -Traylor Joint Venture, which held the prime contract with Cobb County. Project No. 3 Name: Overall Creek Interceptor Replacement Location: Nashville, TN Description of Salient Project Features: Lower Plate Section under Interstate Four Phases with Several Curves.(Very.Shallow) i I Description of Ground Conditions: 3, 000 to 8, 000 PSI Limestone (Some areas fractured. Rock Bolts & Straps) TSM Manufacturer and Description: Mark VIII Jarva Robbins Company Description of Initial Support and Final Lining: Bolts & Straps Liner Plates under under Interstate 250' Contract Bid Price: $25, 717, 949 Contract Final Price: $22, 547, 574 Contract Duration at Bid: see attached Contract Duration at Acceptance: Name, Organization and Telephone Number of Owner's Project Manager: Name: Mr. Babhy Worthington Organization (Agency): Harpeth Valley Utilities District Telephone Number: GIS-352-7076 Name of Project Manager who completed this project: Richard Southerland Name of Superintendent who completed this project: Rick Ryon, Tunnel Superintendent P-12 Harpeth Valley Utility District, Nashville, TN Overall Creek Interceptor Replacement Nashville, TN The Overall Creek. Sewer was built to replace. existing, over -loaded shallow sewers with a new deep trunk relief sewer. Built in 4 phases, the finished sewer includes 24,841 LF of 48" and 60" FRP sewer and FRP manhole structures. Given the numerous under -crossings of existing sewers and water transmission mains, the very hilly topography of the Overall Creek drainage basin and the extensive surface development in this fast-growing area of suburban Nashville, it was necessary to install much of this .new trunk sewer by trenchless methods. In total 3 major tunnel sections, totaling 5,825 LF, were mined with our Jarva Mark Vill Tunnel Boring Machine. Two additional tunnels, totaling 455 LF were built by conventional hand -mining tunnel methods. All tunnel construction was self -performed by Layne Heavy Civil, Inc. crews. Additional challenges in the construction of this project was the extensive controlled deep trench rock blasting required, as well as numerous under -crossing of existing. water and sewer mains performed by mechanical rock removal. Extensive sewer flow by-pass pumping was required. In addition to the nearly five miles of new trunk sewer, thousands of feet of smaller diameter sewer were installed to turn -in flows from existing sewers within the drainage basin. 'All FRP pipe and manholes were supplied by Hobas Pipe USA, Inc. W. RICHARD RYON. Tunnel Superintendent Mid -South Division Summary of Qualifications Mr. Ryon began his Heavy Construction career in 1.984 as a tunnel miner, and began work with Layne in 1986. Since then, Rick has worked many positions in underground construction, leading to his current position as Project Superintendent. During his career; Rick has been heavily involved in the construction of shafts, tunnels of all types and ground conditions (TBM, Shield, Road Header and Hand Mined tunnels in hard rock, mixed ground and soft ground). Rick is experienced with rock bolting, Rib and Board and .Liner Plate tunnel supports Rick has overseen pipe installation within tunnels including RCP; 1=RP and DIP pipe materials and. annular space grouting, cast -in -place concrete tunnel linings, ground modification grouting, and the construction of related cast -in -place concrete structures. Additionally, Rick has experience with the application of both wet and dry pneumatically applied concrete linings in shafts and tunnels. Relevant Project. Experience ■ 61h Avenue Transmission. Line Tunnel Nashville, TN $8,800,000 ■ Niickajack Tunnel Atlanta, GA $8,001,425 Greensferry Sewer Basin Atlanta, GA $12,230,990 ■ Shoal Creek Tunnel Austin, TX $9,544,513 • Mill Creek Trunk Sewer Upgrade, Phase 11 Nashville, TN $9,804,626 • Mill Creek Trunk Sewer Upgrade, Phase -1 Nashville, TN $2,949,056 • Vanderbilt Utility Tunnels Nashville, TN $3,772,713 • Second Avenue Tunnel " Nashville, TN $15,703,900 2971 Kraft Drive •P.O. Box 40646 - Nashville. TN 37204 • 615,1255-3161 .. Fax 615,726-3807 Atlanta, GA Columbus, Obi Dallas, TX . beaver, CO - Jaoksonville. FL • Odeans, IN - Quakertown, PA eE'"rizr�x�eWATER MINERAL ENERGY JOHNNY (J.B.) GIBSON Tunnel Superintendent Mid -South Division West Are CSa Tunnel Atlanta, GA $24,328,800 31 Vanderbilt Utility Tunnel Repair Nashville, TN $1,612,198 Raw Water Intake Cumming, GA $5,447,000 ® Mill Creek Trunk Sewer, Phase 2 Nashville, TN $9,884,900 Shoal Creek Raw Water Intake Gwinnett Co., Lawrenceville., GA $29,623,300 Lakeside WTP Raw Water Intake Gainesville, GA $11,979,500 Second Ave. Tunnel Nashville, TN $15,703,900 r Griffin Branch Trunk & Shades Valley Transfer Birmingham, AL $10,915,625. 2971 Kraft Drive • P,O, Box 40646 Nashvitte, TN 37204 6151255-3161 Fax 6151726-3807 Atlanta, GA. - Columbus, Clio Dallas, TX • Denver, CO • JacksonA, le, FL Orleans, IN - Quakertown, PA 11111;:::La YJATE.Fl MINERAL - ENERGY A. DAVID CHAMBERS Total Years Experience. Joined iayrte Hear+y;Crr�i1 �;985 Tunnel Superintendent Mid -South Division Summary of Qualifications Mr. Chambers began his Heavy Construction career in 1985 as a tunnel miner for Hailey. Since then, David has worked. many positions in underground construction, leading to his current position as Project Superintendent. During his career, David has been heavily involved in the construction of shafts, tunnels of all types and .ground conditions (TBM, Shield, Road Header and Hand Mined tunnels in hard rock, mixed ground and soft ground). David is experienced with rock bolting, Rib and Board and Liner Plate tunnel supports. David has overseen pipe installation within tunnels including RCP, FRP and DIP pipe materials and annular space grouting, cast -in -place .concrete tunnel linings, ground modification grouting, and the construction of related cast -in -place concrete structures. Additionally, David .has experience with the application of both wet and dry pneumatically applied concrete linings in shafts and tunnels. RELEVANT PROJECT EXPERIENCE: ■ Nickajack Tunnel Atlanta, GA $8,001,425 ■ Nuclear Refueling Simulator Facility Chattanooga, TN $8,387,240 141h St. Utility Tunnel, Water Main & Sanitary Sewer GA, DOT, Fulton Co. $9,834,291 ■ Greensferry Sewer Basin Atlanta, GA $12,230,990 ■ Valley Creek Relief Tunnel — Phase 1 Birmingham, AL $27,800,000 ° Raw Water Intake & Pump Station St. Louis, MID $3,789,535 e Patton Creek Trunk Sewer, Phase III Birmingham, AL $10,749,722 Bluff Park Tunnel Birmingham, AL $8,395,670 ■ Minor Park Pump Station & Sewer Birmingham, AL $11,809,751. 2971 Kraft Drive • P.O.. Sax 40646 Nashville, TN 37204 - 615,255-3161 Fax 615/726-3807 Atlanta, GA - Columbus, OH - Dallas, TX • Denver, 00 - Jacksonville, FL • Orleans, IN • Quakertown, PA Knoxville Utilities Board, Tennessee Lover Second Greek Trunkline at Woodland Knoxville, TN X/ This project consists of installing 1,200 LF of 30" CCFRPM pipe by open cut ranging from 22'-30' deep in hard rock; 700 LF of 60" hand mined tunnel with 30" DIP carrier pipe under Second Creek, Norfolk Southern rail road tracks and Knoxville and Holston River rail road tracks; 185 LF of 6-inch DIP by open cut; 600 LF of 22" HDPE rehabilitation utilizing a pipe bursting method. Installed new precast manholes, rehabilitation of existing manholes. m O cO GO co co It o o o c*] N O M o 0 o 0rnpCl) T o 'i Cl D7 CO LS7 to tf) 0 d) Q Cn_ Cf' O V co M 1� d) tS7 00 T iS7 T t[') V ti O C? 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N m a -5 v m m m U co y V `m a V E � O � c = a a A m Acmi ¢ n- m a ie - a or m c 3 N 9 N y m. E v 4 a U' C7 C7 [7 C7 SL V" U d d U C7 N 2 E m CL 7 n" r N a F W Q cW m # to J RS J p N w p u�a cn 13 m b W �2 A N 9 D O F P-14 Addendum #3 PBNAL SUM FORM Any singular refet'ance to Bidder, Surety, owter or other party shall be considered plural where applicable. BIDDER (Name and Address): Layne Heavy Civil, Inc. 2971 Kraft Drive Nashville, TN 37204 SURETY (Name andAddress cfPrincipalPlace ofBustness): Travelers Casualty and Surety Coihpany of America One Tower Square Hartford, CT 06183 OVINER- City of Xicbmond, Indiana 5Q1101th Sa' Street Richmond, IN 473 74 BID Bid Due pate: November 7, 2012 .Description: City of Richmond, Indiana Bast Side Interceptor Replacement Project -- Phase III BOND Bond Number: LAY 507D Date (Nat earlier than Bfd due date): November 7, 2012 Penal sam 7VVJf1W OfIA& (Words) (Figures) - Surety and Bidder, intending to be logally bound horeby, subjoct to the ti-xrns set forth below, do each cause this Bid Bond to be duly executed by an authorized officer, agent, or representative. BIDDER SURETY Layne Heavy Civil, Inc. Travelers Casualty and Su�€ty (Scat) Company of America C�-) Bidder's Name and Corporate Seal Surety's Name and Corporate £-. By: _kLf By: Signature Si c (Atia�& Powu of Attorney) A �hley Quinn., Print Name District M anager � 'I" itle Attest U .r," Signature Steven M. Garrett Print Name Attorney -in -Fact Titr d? / Attest: ,Wl lgBa g DeoraA. Yat bh Wendy Scudder Attorney -in -Fact Title As�stant (;or cret� Title Note: Above Addresses are to be z�edS_rargrvinyany required.noiiee..Provide execution by any additional pcn•ties, sveh as. joint venturers, if necasary.. EicnC C-438 BEd Bond (PURMi Smn Porm) Fregarcd bythe Enffineers Mat COY&Act Docnnsents OMM ttce. PENAL, SUM FORM 1. Bidder and. Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors, and assigns to pay to Owner upon default of Bidder the penal sum set forth on the face of this Bond. Payment of the penal sum is the extent of Bidder's and Surety's liability. Recovery of such penal sum under the terms of this Bond shall be Owner's sole and exclusive remedy upon default of Bidder. 2. Default of Bidder shall occur upon the failure of Bidder to deliver within the time required by the Bidding Documents (or any extension thereof agreed to in writing by Owner) the executed Agreement required by the Bidding Documents and any performance and payment bonds required by the Bidding Documents. 3. This obligation shall be null and void if. 3.1 Owner accepts Bidder's Bid and Bidder delivers within the time required by the Bidding Documents (or any extension thereof agreed to in writing by Owner) the executed Agreement required by the Bidding Documents and any performance and payment bonds required by the Bidding Documents, or 3.2 All Bids are rejected by Owner, or 3.3 Owner fails to issue a Notice of Award to Bidder within the time specified in the Bidding Documents (or any, extension thereof agreed to in writing by Bidder and, if applicable, consented to by Surety when required by Paragraph 5 hereof). 4. Payment under this Bond will be due and payable upon default of Bidder and within 30 calendar days after receipt by Bidder and Surety of written notice of default from Owner, which notice will be given with reasonable promptness, identifying this Bond and the Project and including a statement of the amount due." 5. Surety waives notice of any and all defenses based on or arising out of any time extension to issue Notice of Award agreed to in writing by Owner and Bidder, provided that the total time for issuing Notice of Award including extensions shall not in the aggregate exceed 120 days from Bid due date without Surety's written consent. b. No suit or action, shall be commenced under this Bond prior to 30 calendar days after the notice of default required in Paragraph 4 above is received by Bidder and Surety and in no case later than one year after Bid due date. 7. Any suitor action under this Bond shall be commenced only in a court of competent jurisdiction located in the state in which the Project is located. _. S. Notices required hereunder shall be in writing and sent to Bidder and Surety at their respective addresses shown on the face of this Bond. Such notices may be sent by personal delivery, commercial courier, or by United States Registered or Certified Mail, return receipt requested, postage pre -paid, and shall be deemed to be effective upon receipt by the party concerned. 9. Surety shall cause to be attached to this Bond a current and effective Power of Attorney evidencing the authority of the. officer, agent, or representative who executed this Bond on behalf of Surety to execute, seal, and deliver such Bond and bind the Surety thereby. 10. This Bond is intended to conform to all applicable statutory requirements. Any applicable requirement of any applicable statute that has been omitted from this Bond shall be deemed to be included herein as if set forth at length. If any provision of this Bond conflicts with any applicable statute, then the provision of said statute shall govern and the remainder of this Bond that is not in conflict therewith shall continue in frill force and effect. 11. The term "Bid" as used herein includes a Bid, offer, or proposal as applicable. . EJCDC C430 Bid Bond (Penal Sum Form) Prepared by the Engineers Joint Contract Documents Committee. Page P-16 WARNING: THIS POWER OF ATTORNEY IS INVALID WIT HOJT THE ; iEG BORDER TRAVELERS � PONLT•R OF ATTORNEY Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. St. Paul Fire and Marine Insurance Company St. Paul Guardian Insurance Company St. Paul Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company Attorney -In Fact No_ 220048 Certificate No. 005015230 KNOW ALL MEN BY TFIESE PRESENT'S: That St. Pant Fire and Marine Insurance Company, St. Paul Guardian Insurance Company and St. Paul Mercury Insurance Company are corporations duly organized under the laws of the State of Minnesota, that Farmington Casualty Company, Travelers Casualty and Surety Company, and Travelers Casualty and Surety Company of America are corporations duly organized under the laws of the State of Connecticut, that United States Fidelity and Guaranty Company is a corporation duly organized under the laws of the State of Maryland, that Fidelity and Guaranty Insurance Company is a corporation duly organized under the laws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc., is a corporation duly organized under the laws of the State of Wisconsin (herein collectively called the "Companies"), and that the Companies do hereby make, constitute and appoint Deborah A. Yates, Steven M. Garrett, William A. Kantlehner TIT, Thomas J. Mitchell, Jeffrey A. Brown, Diane L. Phelps, S. Annette Mullet, Roger A. Neal, .and Linda Kapfhammer of the City of Louisville State of Kentucl y mm their true and lawful Attorneys) -in -Fact, each in their separate capacity if more than one is named above, to sign, execute, sea] and acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or penttitte.dni any actions or.proceedings allowed by law, Not Bruited to a specific dollar amount. 281h IN W'ITNESS'A'IIIrREOF, the Companies have caused this iustrunient to be signed and titvir corporate seals to be herein affixed, this dav of August 2012 Farmington Casualty Company St. Paul Mercury Insurance Company Fidelity and Guaranty Insurance Goinpany. Travelers Casualty and Surety Company Fidelity and Guaranty Insurance Underwriters, Inc. Travelers Casualty and Surety Company of America St. Paul Fire and Marine Insurance Company United States Fidelity and Guaranty Company St. Paul Guardian Insurance: Company. eASUq � 0.E 4 � M IT'S I'� N54 `ww SY AH � c�`°ykr }< �ea°'°T+,6'>� - _ yp ell r••.. ;G� �r'Sa'�,-......,.'�ei. yo.'' o c �`,�Csi'L=ry � IYyy�� fi _ _ _� `v �{'"'..,.-"if➢+�+' 1', V. "' ei S ' R...p faii4 < Yyd'Y�� c Ild`$Ffl •G z �^I�Y-tyi+l� 9 I95 8 i t jiSe, a.L `03 lz; ,T Ha ao. . Y896 dY '�� 1� r � '' �'`' .. fie$' � v:'•._ a° ar �'�. State of Connecticut 13y: ' r City of ldartford ss. Gellrompson, enior1 a -5ce President-- On this the 28th day of Aag¢S[ 2012 before me personally appeared George W. Thompson, who acknowledged himself to be the Seuior Vice President of Farmington Casualty Company, Fidelity and Gua=anty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Sr. Paul Fire and Marine insurance Company, St, Paul Guardian Insurance Company, St. Paul Mercury Insirance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, and that he, as such, being authorized so to do, executed, the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. In Witness Whereof; I hereunto set my hand and official seal. My Commission expires the 30th day of Tune, 20I6_ C' �'t�i tE, it Mare C. Tera�lt No any Pablic 58440-6-11 Printed in U.B.A. WARNING:THIS POWER OF ATTORNEY IS INVALID WITHOUT THE RED BORDER `JdARNING:THO POWER OF.ATTORNEY IS INVALID WITHOUTTHE RED This Power QfAttorney is granted under and by the authority of the following resolntI.ons adopted by the. Boards of Directors of Fa-mington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., St. Par' Fire and Nfaone Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States .Fidelity and. Guaranty Company, which resolutions ale now in full force and effect, reading as follows: RESOLVED, that the Chairman; the President, any Vice Chairman, any Executive %ice President, any Senior Vice PmMcut, arty Vice President, any Second Vice President; the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint Attorneys -in -Fact and Agents to art for and on. behalf of the Company and may give such appointee such authority as his or her cotificate of authority may prescribe to sign with the Company's name and seal with the Company's seal bonds, mcognizances, contracts of indemnity, and other writings obligatory in the nature of a. bond, recognizance, or conditional undertaking, and any of said officers or the Board of Directors at any time may remove any such appointee and revoke the power given hint or her, and it is FURTHER RESOLVED, that the Chairman, the. President, any 'Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President may delegate all or any part of the foregoing authority to one or more officers or employees of dris Company; provided that each such delegation is in Lvritirig and a copy thereof is filed in the office of the Secretary; and it is FURTHER RESOLVED, that any bond, recognizance, contract of indemnity, or writing obligatory in the nature of a bond, recognizance, or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive V ice President, any Senior Vice President or any Vice President, any Second rice President, the Treasurer. any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary: or (b) duly executed (under seat, if required) by one or more Attorneys -in -Fact and Agents pursuant to the power prescribed in his or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority; and it is FURTHER RESOLVED, that the signature of each of the following officers: President any Executive Vice President, any Senior Vice President, any Vice President, any Assistant Vice President, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile to any Power of Attorney or to any certificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys -in -Fact. for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof, and any such Power of Attorney or certificate bearing such facsimile signature or facsimile seal shall be. valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile seal shall be valid and binding on Clio Company in the future with respect to any bond or understanding to which it is, attached. 1, Kevin E. Hughes, the undersigned, Assistant Secretary, of Famaington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty insurance Underwriters, Inc., St. Paul Fire and Marine Insurance. Company, St. Paul Guardian Insurance Company, St, Paul Mercmy Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company do Hereby certify that the above and foregoing is a true and correct copy of the Power of Attorney executed by said Companies. which is in Ml force acid effect and has not been revolted. L1 TESTIMONY WHEREOF,.I have hereunto set my hand, and affxed the seals of said Cott-ipanies this 7t1 day of N OV G Al ber 20 2 Kevin B. Hughes, Assistant Sec Lary G f5(l,�T �'�L Y ,Jv�4lRc 4 4 m `6�*�" 1 \� ��^^•� R4`S. .1�TY 9/!0 1N SU-iPlY ��"' J si�rcoRsotwr' �e r"yY 'E'� _ '=SEd&'ai -s` �W ealN..yi OcaaP• J' 189& I ' �Q;,.sohLi;n t.�..•.� d•S-y � aY' '� .H t� � .. .. 4a�f 4hN To verify the authenticity of this Power of Attorney, call 1-800-421-3880 or contact us at www.travelersbond.com. Please refer to the Attorney -In -Fact number, the above -named individuals and the details of the bond to which the power is attached, Financial Statement for Bidders Submitted to City of Richmond, IN 8y. Layne Heavy Civil, �nC. A Corporation ktgogowEbp Address PO Box 40646 Nashville, TN 37204 Date Submitted November 7 2012 P-17 Contractor's Financial Statement Submitted by Layne Heavy Civil., Inc. K3 A Corporation ❑ A Co -Partnership ❑ An Individual with principal office at 4520 N. State Road 37, Orleans, IN 47452 .To City of Richmond, IN Condition at close of business (SEE ATTACEM FINANCIAL STATEMIRT) 20 ASSETS 1. Cash: (a) On hand $ (b) In bank $ , (c) Elsewhere $ 2. Notes receivable: (a) Due within 90 days (b) Due after 90 days (c) Past due 3. Accounts payable from completed contracts, exclusive of claims not approved for payment Dollars Cts. 4. Sums earned on uncompleted contracts as shown by engineer's or architect's estimate: (a) Amount receivable from deducting retainage (b) Retainage to date, due upon completion of contracts 5. Accounts receivable from sources other than construction contracts S. Deposits for bids or other guarantees: (a) Recoverable within 90 days (b) Recoverable after 90 days 7. Interest accrued on loans, securities, etc. 8: Real estate: (a) Used for business purposes (b) Not used for business purposes 9. Stocks and bonds: (a) Listed -- present market value (b) Unlisted -- present value 10.. Materials in stock not included in Item 4: (a) For uncompleted contracts (present value) (b) Other materials (present value) 11€ Equipment, book value 12. Furniture and fixtures, book value 13. Other assets Total assets LIABILITIES 1. Notes receivable: (a) To banks — regular (b) To banks for certified checks (c) To others for equipment obligations (d) To others exclusive of equipment obligations 2. Accounts payable: (a) Not past due (b) Past due 3. Real estate encumbrances 4. Other liabilities 5. Reserves B. Capital stock paid up: (a) Common (b) Common (b) Preferred (b) Preferred 7. Surplus (net worth) Total liabilities CONTINGENT LIABILITIES 1: Liability on notes receivable, discounted or sold 2. Liability on accounts receivable, pledged, assigned or sold 3. Liability as bondsman 4. Liability as guarantor on contracts or on account of others 5. Other contingent liabilifiel ` Total contingent liabilities DETAILS RELATIVE TO ASSETS (a) Cash (b) (c) on hand deposited in banks and named below eisewhere — (state where) $ $ $ NAME OF BANK LOCATION DEPOSIT IN NAME OF AMOUNT 2* (a) Notes receivable (b) (c) due within 90 days due after 90 days past due $ $ $ RECEIVABLE FROM: NAME AND ADDRESS FOR WHAT DATE OF MATURITY HOW SECURED AMOUNT Have any of the above been discounted or sold? If so, state amount, to whom, and reason 3* Accounts receivable from completed contracts exclusive of claims not approved for payment $ AMOUNT NAME AND ADDRESS OF OWNER NATURE OF CONTRACT AMOUNT OF CONTRACT RECEIVABLE Have any of the above been assigned, sold, or pledged? If so, state amount, to whom, and reason 4* Sums earned on uncompleted contracts, as shown by engineer's or architect's estimate: (a) Amount receivable after deducting retainage $ (b) Retainage to date due upon completion of contract $ DESIGNATION OF CONTRACT AND NAME AND ADDRESS OF OWNER AMGUNT Gr` CONTRACT AiviGiiNT EARNED AMOUNT RECEIVED RETAiNAGE AMOUNT F_XCLUSiVE OF RETAINAGE .WHEN DUE AMOUNT Have any of the above been assigned, sold, or pledged? If so, state amount, to whom, and reason P-19 *List separately each item amounting to 10 percent or more of the total and combine the remainder. DETAILS RELATIVE TO ASSETS (Continued). � 5* Accounts receivable not from construction contracts $ RECEIVABLE FROM: NAME AND ADDRESS FOR WHAT WHEN DUE AMOUNT I What amount, if any, is past due Deposits with bids or otherwise guarantees $ DEPOSITED WITH: NAME AND ADDRESS FORWHAT WHEN RECOVERABLE AMOUNT 7 Interest accrued on loans, securities, etc. $ ON WHATACCRUED TO BE PAID WHEN AMOUNT 8 Real estate f (a) Used for business purposes $ book value (b) Not used For business purposes $ DESCRIPTION OF PROPERTY ROVEMENTS TOTAL BOOK VALUE NAVEMENTS I300K VALUE - 7OFF 2 � - 3 5 6 LOCATION HELD IN WHOLE NAME ASSESSED VALUE AMOUNT OF ENCUMBRANCES i — --- --- --- 3 3 -_ - — 5 6- --- - 7 *List separately each item amounting to 10 percent or more of the total and combine the remainder. P-20 DETAILS RELATIVE TO ASSETS (Continued) g Stocks and Bonds (a) Listed — present market value $ (b) Unlisted — present market value $ DESCRIPTION ISSUING COMPANY LAST INTEREST OR DIVIDEND PAID PAR VALUE PRESENT MARKET VALUE QUANTITY AMOUNT DATE % 1 2 3 �... -- 4 -- 5 - s 7 WHO HAS POSSESSION IF ANY ARE PLEDGED OR IN ESCROW, STATE FOR WHOM AND REASON AMOUNT PLEDGED OR IN ESCROW 1 2 4 5 6 - 7 10 Materials in stock and not included in Item 4, Assets: (a) For use on uncompleted contracts (present value) $ (b) Other materials (present value g DESCRIPTION OF MATERIAL QUANTITY PRESENT VALUE FOR UNCOMPLETED CONTRACTS OTHER MATERIALS Equipment at book value QUANTITY DESCRIPTION AND CAPACITY OF ITEMS AGE OF ITEMS PURCHASE PRICE DEPRECIATION CHARGED OFF BOOK VALUE Are there any liens against the above-7 if so, state total amount *If two or more items are lumped above, give the sum of their ages. P-21 DETAILS RELATIVE TO ASSETS (Continued) 12 ! Furniture and fixtures at book value $ 13 Other assets $ DESCRIPTION AMOUNT TOTAL ASSETS DETAILS RELATIVE TO LIABILITIES (a) To banks, reguiar $ Notes Payable (b) To banks for certified checks $ (c) To others for equipment obligations $ (d) To others exclusive of equipment obligations $ TO WHOM: NAME AND ADDRESS WHAT SECURITY WHEN DUE AMOUNT 2 Accounts Payable (a) Not past due $ (b) Past due TO WHOM: NAME AND ADDRESS FOR WHAT DATE PAYABLE AMOUNT 3 Real estate encumbrances (See Item 8, Assets) $ ¢ Other liabilities $ DESCRIPTION AMOUNT Reserves $ INTEREST $ INSURANCE $. BLDGS. & FIXT. $ PLANT DEPR. $ TAXES $ BAD DEBTS 6 Capital stock paid up (o) Common (d) Preferred $ $ 7 Surplus $ TOTAL LIABILITIES I P-22 If.a corporation answerthis: Amount for which inc Capital paid in cash_ When incorporated_ In what state Names and titles of all persons having authority to execute and receipt estimate vouchers and to conduct other business for the corporation, including its officers, the signatures of whom are legally binding. Do you have necessary "certificate of authority" to transact corporate business in this state, under the terms of Chapter 215, Acts of 1929, and acts amendatory thereto? If a co -partnership answer this: Date of organization State whether co -partnership is general, limited or association Give the names, addresses and proportional interests of all parties: Name P-23 Address Share The name of the partnership firm which the above partners are operating is Give names and titles of all persons having. authority to execute and receipt estimate vouchers and to conduct other business for the partnership, the signatures of whom are legally binding, The undersigned hereby declares that the foregoing is a true statement of the financial condition of the individual co -partnership or corporation herein first named, as of the date herein first given; that this statement is for the express purpose of inducing the party to whom it is submitted to award the submittor a contract; and that any depository, vendor or other agency herein named is hereby authorized to supply such party with any information necessary to verify this statement. NOTE: A co -partnership must firm name and address and signatures of all partners. A corporation must give full corporate name, signature of official and affix corporate seal STATE OF_ COUNTY OF SS Affidavit for Individual being duly sworn, deposes and says that the foregoing financial statement, taken from his books, is a true and accurate statement of the financial condition of the date thereof and that the. answers to the foregoing interrogatories are true. Subscribed and sworn to before the this day of . 20 STATE OF COUNTY OF. Notary Public Affidavit for Co -Partnership 5S (Member of firm must sign here) being duly swam, deposes and says that he is a member of the firm of that he is familiar with the books of the said firm showing its financial condition; that the foregoing financial statement, taken from the books of the said firm, is a true and accurate statement of the financial condition of the said firm as of the date thereof and that the answers to the foregoing interrogatories are true. Subscribed and sworn to before me this (Member of firm must sign here) day of 20 Notary Public Affidavit for Corporation STATE OF TN COUNTY OF Davidson 5S Ashley Quinn being duly. sworn,deposes. and says that he is a District= Manager of the La a Hea Civil, Inc, ; the corporation described in and which 'executed the foregoing statcment, that he is familiar with the books of the said corporation showing its financial condition; that the foregoing financial statement, taken from the books of the said corporation, is a true and accurate statement of the financial condition of the said Corp ration as of the date thereof and that the answers to the foregoing interrogatories are true. Subscribed and sworn to before me this �;,s•`' (Mem er of firm mus#sign here} .7t day of November 20 ; ....,. $$ f 3 r^�T...... P-2 ;>a The Company estimates that a 10% change in the prices of oil and natural gas would have impacted income before taxes by approximately $425,000 for the year ended January 31, 2012, based on the Company's production which was sold on a spot market basis during the year. This measure is exclusive of any potential impact on its impairment computation. Item S. Financial Statements and Supplementary Data Index to Consolidated Financial Statements and Financial Statement Schedules Layne Christensen Company and Subsidiaries Page Statement of Management Responsibility 5D Report of Independent Registered Public Accounting Firm 51 Financial Statements: Consolidated Balance Sheets as of January 31, 2012 and 2011 52 Consolidated Statements of Operations for the Years landed January 31, 2012, 2011 and 2010 54 Consolidated Statements of Comprehensive (Loss) Income for the Years Ended January 31, 2012. 2011 and 2010 54 Consolidated Statements of Stockholders' Equity for the Years Ended January 31, 2012, 2011 and 2010 55 Consolidated Statements of Cash Flows for the Years Ended January 31, 2012, 2011 and 2010 56 Notes to Consolidated Financial Statements 57 Supplemental Information on Oil and Gas Producing Activities 83 Financial Statement Schedule 11: Valuation and Qualifying Accounts $6 All other schedules have been omitted because they are not applicable or not required as the required information is included in the consolidated financial statements of the Company or the notes thereto. 49 Statement of Management Responsibility The consolidated financial statements of Layne Christensen Company and subsidiaries (the "Company") have been prepared in conformity with accounting principles generally accepted in the United Stales. The integrity and objectivity of the data in these financial statements are the responsibility of management, as is all other information included in the Annual Report on Form 10-K. Management believes the information presented in the Annual Report is consistent with the financial statements, and the financial statements do not contain material misstatements due to Fraud or error. Whcfe appropriate, the financial statements reflect management's best estimates and judgments. Management is also responsible for maintaining a system of internal accounting controls with the objectives of providing reasonable assurance that the Company's assets are safeguarded against material loss from unauthorized use or disposition, and that authorized transactions are properly recorded io permit the preparation of accurate.f tnancial data. However. limitations exist in any system of internal controls based on recognition that the cost of the system should not exceed its benefits. The Company believes its system of accounting controls, of which its internal auditing function is an integral part, accomplishes the stated objectives. The Audit Committee of the Board of Directors, composed of outside directors, meets periodically with management, the Company's independent registered public accountants and internal auditors to review matters related to the Company's financial statements. internal audit activities, internal accounting controls and non -audit services provided by the independent accountants. The independent registered public accountants and internal auditors have full access to the Audit Committee and meet with it, both with and without management present, to discuss the scope and results of their audits, including internal controls, audit and financial matters. /s/Rene J. Robichaud Rene J. Robichaud President and Chief Executive Officer /s/Jerrn W. Fanska Jerry W. Fanska SeniorVice President and Chief Financial Officer 54 Report of Independent Registered Public Accounting Firm Board of Directors and Stockholders Layne Christensen Company . Mission Woods. Kansas We have audited the accompanying consolidated balance sheets of Layne Christensen Company and subsidiaries (the "Company") as of January 31. 2012 and 2011, and the related consolidated statements of operations, comprehensive (loss) income, stockholders' equity, and cash flows for each of the three years in the period ended January 31, 2012, Our audits also included the financial statement schedule listed in the Index at Item 8. These financial statements and financial statement schedule are the responsibility of the Company's management_ Our responsibility is to express an opinion on the financial statements and financial statement schedule based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States)_ Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis. evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such cnnsoiidated financial statements present fairly, in all material respects, the financial position of Layne Christensen Company and subsidiaries at January 31, 2012 and 2011, and the results of their operations and their cash flows for each of the three years in the period ended January 31, 2012, in conformity with accounting principles generally accepted in the United States of America_ Also, in our opinion, such financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein. As discussed in Mote I to the consolidated financial statements, the Company has changed its method of presenting comprehensive income due to the adoption of FASB Accounting Standards Update No. 2011-05, Presenration of Comprehensive Income, The change in presentation has been applied retrospectively to all periods presented. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States). the Company's internal control over financial reporting as of Ianuary 31, 2012, based on the criteria established in Internal Control —Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated April 27, 2012, expressed an unqualified opinion on the Company's internal control over financial re.Porting. lslDeloilre & Touche LLP Kansas City, Missouri April 27, 2012 51 LAYNE CHRISTENSEN COMPANY AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS January 31, January 31, (in thousands) 2012 2011. ASSETS Current assets: Cash and cash equivalents $ 41,916 $ 44,985 Customer receivables, less allowance of $8,141 and $8,628, respectively 162,043 142,816 Costs and estimated earnings in excess of billings on uncompleted contracts 107,295 82,569 Inventories 35,392 29,542 Deferred income taxes 21,895 20,824 Income taxes receivable 4,137 8,633 Restricted deposits -current 3,143 3,966 Other 16,968 10,811 Total current assets 392,789 344,146 Property and equipment: Land I7,155 12,631 Buildings 41,159 36,466 Machinery and equipment 478,896 441,588 Gas transportation facilities and equipment 40,995 40,886 Oil and gas properties, including unevaluated mineral interests excluded from amortization of $6,185 and $6,960, respectively 102,251 97,737 Minerai interests in oil and gas properties 21,374 22,261 701,830 651,569 Less - Accumulated depreciation and depletion (424,473) (391,713) Net property and equipment 277,357 259.856 Other assets: Investment in affiliates 88,297 69,152 Goodwill 19,536 103,378 Other intangible assets, net 12,266 26,453 Restricted deposits -long term 443 3,001 Other 15,148 10,666 Total other assets 135,690 212,650 Total assets $ 805,836 $ 816:652 See Notes to Consolidated Financial Statements. - Continued - 52 LAYNE CHRISTENSEN COMPANY AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS - (Continued) January 31, January 31, (in thousands, except per share data) 2012 2011 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 104,261 $ 98,933 Notes payable and current maturities of long term debt 7,450 97667 Accrued compensation 48,573 441584 Accrued insurance expense 12,596 9,579 Other aecrtted expenses. 29,120 22,422 Acquisition escrow obligation -current 3,143 3.966 Income taxes payable 19,328 12,J26 Billings in excess of costs and estimated earnings on uncompleted contracts 31,914 49,560 Total current liabilities 256,385 250,837 Noncurrent and deferred liabilities: Long -.term debt 52,716 Accrued insurance expense 14,018 11,609 Deferred income taxes 9,883 26.782 Acquisition escrow obligation -long term 443 3,001 Other 20,510 20,499 Total noncurrent and deferred liabilities 97,570 61,891 Contingencies Stockholders' equity: Common stock, par value $.01 per share, 30,000 shares authorized, 19,699 and 19,540 shares issued and outstanding, respectively 197 195 Capital in excess of par value 351,057 347,307 Retained earnings 103,634 159,709 Accumulated other comprehensive loss (6,223) (5,909) Total Layne Christensen Company stockholders' equity 448,665 501,402 Noncontrolling interests 3,216 2,522 Total equity 451,881 503,924 Total liabilities and stockholders' equity $ 805,836 $ 816,652 See Notes to Consolidated Financial Statements. 53 LAYNE CHRISTENSEN COMPANY AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS Years Ended January 31, (in thousands, except per share data) _ - --_ 2012 2011 2010 Revenues $ 1,133,147 $ 1,025,659 $ 866,417 Cost of revenues (exclusive of depreciation, depletion, amortization, and impairmen(shown below) (881,215) (787,289) (661,552) Selling, general and administrative expenses (167,157) (1421808) . (128,24-4) Depreciation, depletion and amortization (63,124) (53,468) (57,679) Impairment of goodwill and definite -lived intangible assets (97,529) Impairment of oil and gas properties - (21,642) Litigation settlement gains - - 3,495 Equity in earning of affiliates 24,647 13.153 8,198 Interest expense (2,357) (1,594) (2,734) Other income, net 9,632 515 199 (Loss) income before income taxes (43,956) 54,168 6,458 Income tax expense (9,226) (22:581) (5,093) Net (loss) income (53,182) 31,587 .1,365 Net income attributable to noncontrolling interests (2,893) (1,596) - Net (loss) income attributable to Layne Christensen Company $ (56,075) $ 29,991 $ 1,365 (Loss) earnings per share information attributable to Layne Christensen shareholders: Basic (logs) income per share.. Diluted (loss) income per share Weighted average shares outstanding - basic Dilutive stock options and unvested shares Weighted average shares outstanding - dilutive See Notes to Consolidated Financial Statements. LAYNE CHRISTENSEN COMPANY AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME 1.55 $ 0.07 $ (2.88) $ 1.53 $ 0.07 19,455 19,393 19,328 - 185 94 I9,455 19,578 19,422 Years Ended Janua_a 31_ (in thousands) 2012 .2011 2010 Net (loss) income $ (53,182) $ 31,587 $ 1,365 Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments (414) 195 2,936 Change in unrealized loss on foreign exchange contracts 62 34 Change in unrecognized pension liability - - - 1,017 Other comprehensive (loss) income (414) 257 3,987 Comprehensive (loss) income (53,596) 31,844 5,352 Comprehensive income attributable to noncontroliing interests (all attributable to net income) (2,893) (I,596) Comprehensive (loss) income attributable to Layne Christensen Company $ (56,489) $ 30,248 $ 5,352 See Notes to Consolidated Financial Statements. 54 LAYNE CHR19TENSEN COMPANY AND SUBSIDIARIES CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY 7otal Layne Accumulated Christensen Capital In Other Company Excess Common Stock of Retained Comprehensive Stockholders' Noncontrolling Par (in thousands, except per share data) Shares Amount Value Earnings Income (Loss) Equity Interests Total Balance February 1, 2009 19,3827976 $ 194 $3371528 $128,353 $ (10,053) $ 456,022 $ _ 75 $456,097 Net income - - - 1,365 - 1,365 - 1,365 Other comprehensive income - - - 3,987 3,987 - 3,987 Issuance of nonvested shares 12,771 - - - _ _ Treasury stock purchased and subsequently cancelled (5,374) - (113) (313) _ (ill) Issuance of stock upon exercise of options 32,159 - 524 524 - 524 Income tax benefit on exercise of options - - 83 83 - 83 Income tax deficiency upon vesting of restricted shares - (191) - (191) - (191) Share -based compensation - - 4,841 4,843 - 4.841 .Issuance of stock upon acquisition of business 12,677 - 280 - 280 - 280 Balance January 31, 2010 19,435,209 194 342,952 - �- 129,718 (6,066) -- 466,798 75 466,973 Net income - - 29,991 29,991 - �- 1,596- 31,587 Other comprehensive income - - - 257 257 - 257 Issuance of nonvested shares 58,709 1 (1) - _ _ _ Forfeiture of nonvested shares (1,824) - - - _ _ Treasury stock purchased and subsequently _ cancelled (5,441) - (136) (136) - (136) Issuance of stock upon exercise of options 53,380 - 896 - 896 -- 896 Income tax benefit on exercise of options - - 224 224 - 224 Income tax deficiency upon vesting of restricted shares - (127) (127) - (127) Noncontrolling interests of acquisition _ - - 851 85 t Share -based compensation - 3,499 - 3,499 - 3,499 Balance January 31, 2011 19,540,033 _._ 195 347,307 _ 159,709-(5,809) 501,402 � 2,522 503,924 Net (loss) income - - - (56,075) - (56,075) 2,893 (53,182) Other comprehensive loss - (414) (414) - (414) Issuance of nonvested shares 193,188 2 (2) - _ _ Forfeiture of nonvested shares (5,927) - _ _ Treasury stock purchased and subsequently cancelled (5,382 } (150) (150) (150) Expiration of performance contingent nonvested shares (33,251) - - - Issuance of stock upon exercise of options 10,611 - 220 - - 220 - 220 Income tax benefit on exercise of options - - 16 16 - 16 Income tax deficiency upon vesting of _ restricted shares (130) - (130) - (130) Distributions to noncontrolling interest _ (2,19 (,9 Share -based compensation .. _ _ - 3,796 - 3,796 - � ,796 3 Balance January 31, 2012 19,690,272 $ 197 $351,057 $103,634 .$ (6,223) $ 448,665 $ _ 3,216 $451 881 See Notes to Consolidated Financial Statements. 55 LAYNE CHRISTENSEN COMPANY AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOW Years Ended January 31, (in thousands) 2012 _ 2011 2010 Cash flow from operating activities: Net (loss) income $ (53,182) $ 31,587 S 1,365 Adjustments to reconcile net (loss) income to cash from operations: Depreciation, depletion and amortization 63,566 53,468 57.679 Deferred income taxes (18,009) (I 15) (12,968) Share -based compensation 3,796 3,499 4,841 Share -based compensation excess tax benefit (16) (224) (75) Equity in earnings of affiliates (24,647) (13,153) (8,198) Dividends received From affiliates 5,502 4,225 5,098 Gain from disposal of property and equipment (8,247) (896) (147) Impairment of goodwill and definite -lived intangible assets 97,529 - - Impairment of oil and gas properties - 21,642 Non -cash litigation settlement gain (2.868) Changes in current assets and liabilities, (exclusive of effects of acquisitions): (Increase) decrease in customer receivables (19,330) (27,214) 25,951 (Increase) decrease in costs and estimated earnings in excess of billings on uncompleted contracts (24,726) 3,164 (4,770) (increase) decrease in inventories (5,882) (4,004) 6,128 Increase(decrease) in other current assets (7,180) (11,200) 4,279 Increase(decrease)in accounts payable and accrued expenses 26,418 27,311 (11,760) (Decrease) increase in billings in excess of costs and estimated earnings on uncompleted contracts (17,646) 1,259 7,845 Other, net (2,234) 1,173 (87) Cash provided by operating activities 15,712 68,880 93,955 Cash flow from investing activities: Additions to property and equipment (66,952) (64,329) (40,561) Additions to gas transportation facilities and equipment (109) (138) (923) Additions to oil and gas properties (3,434) (2,414) . (2,649) Additions to mineral interests in oil and gas properties (331) (322) (692) Acquisition of businesses, net of cash acquired (8,855) (16,876) (13,257) Proceeds from disposal of property and equipment 14,055 1,664 808 Deposit of cash into restricted accounts (9,000) - . Release ofcash from restricted accounts 12,830 1,156 515 Distribution of restricted cash for prior year acquisitions (3,930) (1,156) (515) Investment in foreign affiliate - (16,150) - Payment of cash purchase price adjustments on prior year acquisitions (426) (1,349) Proceeds from sale of business 4,800 - Cash used in investing activities (65,626) (94,191) (58,623) Cash flow from financing activities: Borrowing under revolving facilities 94,784 3,000 - Repayments under revolving loan facilities (47,000) - Net -increase in notes payable 7,366 - Repayments of long term debt (6,667) (20,000) (20,000) Issuance of common stock upon exercise of stock options 220 896 524 Excess tax benefit on exercise of share -based instruments 16 224 75 Purchases and retirement of treasury stock (.150). (136) (113) Distribution to noncontrolling interest (2,199) - . Cash provided by (used in) financing activities 46,370 (1b,0I6) (19,514) Effects of exchange rate changes on cash 475 1,862 1,467 Net (decrease) increase in cash and cash equivalents (3,069) -(39,465) 17'285 Cash and cash equivalents at beginning of year 44,985 84,450 67,165 Cash and cash equivalents at end of year $ 41,916 S 44,995 $ 84,450 See Notes to Consolidated Financial Statements. 56 E-VERIFY PROGRAM' Pursuant to Indiana Code 22-5-1.7-11, the Contractor awarded the Bid is required to enroll in and verify the work eligibility status of all its newly hired employees through the E-Verify program. The Contractor who is awarded the Bid is not required to verify the work eligibility status of all its newly hired employees through the E-Verify program if the E-Verify program no longer exists. The individual person(s) executing this Proposal, being first duly sworn, depose(s) and state(s) that the Contractor does not knowingly employ an unauthorized alien. The undersigned further affirms that, prior to entering into an agreement for this Bid, the undersigned business entity will enroll in and agrees to verify the work eligibility status of all its newly hired employees through the E Verity program. 13 Written Signature: Printed Name: Title: Lori Herrell Payroll Important — Notary Signature and Seal Required in the Space Below STATE OF TN SS: COUNTY OF Davidson Subscribed and sworn to before me this 7th- day of November 20 12 My commission expires: 11/4/13 Residing in Davidson State of TN County P-25 (Signed) Printed Name: Wendy Scudder