HomeMy Public PortalAboutExhibit MSD 18A2 State Direct Loan Due Diligence Request FormExhibit MSD 18A2
STATE DIRECT LOAN
DUE DILIGENCE REQUEST FORM
(Governmental Participant)
The following information is requested from each participant ("Participant") that is applying for financial
assistance from the Missouri Depai liiient of Natural Resources - Water Protection Program — Financial
Assistance Center. The information is also needed as part of the due diligence review required by federal and
state securities laws. It is necessary to obtain the following information for the Missouri Depaitiuent of Natural
Resources to assess loan participant's financial background information. By executing this questionnaire, the
Participant certifies that responses provided are true, correct, complete and do not contain material misstatements
or omissions.
If one of the following questions is not applicable, please indicate so. Attach additional sheets of paper, as
needed, or extend the form electronically, as needed, to answer the following questions. Return the completed
form to:
Joe Boland
Missouri Dept. of Natural Resources, WPP — FAC
P.O. Box 176
Jefferson City, MO 65102-0176
Phone: (573) 751-1192
Fax: (573) 751-9396
Please confirm that the following description of project to be financed with the State Direct Loan is accurate:
[insert project description from DNR's FNSIJ
General Information
1. Legal Name of Participant:
Nature of governmental entity of the Participant (county, city, village, public water district, public
sewer district, or combination):
Authorized Representative/Daily Contact Person:
Address:
Phone #:
E-mail:
Fax #:
7/7/2011
2. Does any member of the Participant's governing body or any of its key administrative personnel have a
potential conflict of interest regarding the project to be financed with the Direct Loan by reason of such
membership or position?
❑ Yes
❑ No
If yes, state whom and the nature of such conflict.
3. Date of Participant's fiscal year end:
4. Participant's Taxpayer Identification Number:
5. Has the Participant ever defaulted on a bond issue?
❑ Yes
❑ No
If yes, please describe:
6. Does the Participant's last annual audit include a finding that the Participant is in non-compliance with
any bond covenants contained in any bond ordinances or resolutions?
❑ Yes
❑ No
If yes, please describe:
7. Has the Participant ever failed to comply with any of the informational reporting responsibilities
contained in any financing document or instrument intended to comply with the requirements of Rule
15c2-12 of the Securities and Exchange Commission (regarding municipal securities disclosure)?
U Yes
CI No
If yes, please describe:
8. Participant's local bond counsel:
Name:
Address:
Phone #:
E-mail:
9. Participant's financial advisor, if any:
Name:
Address:
Phone #:
E-mail:
Fax #:
Fax #:
7/7/2011 -2-
II. Debt and Authorizing Information
What is the source of repayment of the Participant's bonds securing the direct loan:
❑ Combined Waterworks and Sewerage System Revenues
❑ Waterworks System Revenues
❑ Sewerage System Revenues
❑ Unlimited Property Tax Revenues (General Obligation)
❑ Capital Improvement Sales Tax Revenues (Bonds)
❑ Capital Improvement Sales Tax Revenues (annual appropriation) [note — must also check another
box]
❑ Other (describe):
2. Is there a limitation on the final maturity date for the Participant's bonds imposed by election or
ordinance?
❑ Yes
❑ No
If yes, please describe:
3. Please attach a list of the Participant's outstanding bonds that are secured by the same source of
revenues that will secure repayment of the direct loan indicated in II -1 above, showing outstanding
balance, source of payment, and principal and interest payable by fiscal year.
4. Describe the amount and type of any authorized but unissued bond debt for the type of bonds secured
by the same source of revenues that will secure repayment of the direct loan, including the bonds to be
issued in connection with this financing.
5. If sales tax is an anticipated source of repayment for the direct loan, list and describe all sales taxes
imposed by the Participant (including the sales tax described above as a source of repayment for this
financing):
Please provide a copy of the ballot authorizing such sales tax(es) and ordinance(s) establishing the sales
tax(es).
6. Does the Participant anticipate issuing any bonds simultaneously with or within one year after the bonds
to be issued by the Participant in connection with this direct loan?
❑ Yes
Cl No
If yes, please describe and provide an official statement, if available:
7/7/2011 -3-
III. Project and Finance Structure Information
1. Expected Project Sources and Uses:
Description
Direct Loan
SRF Grant
Other Sourcest
Total
Land and easement acquisition
Planning and design
Refinancing outstanding debt
$0
Construction111
Contingency
Capitalized interest121
$0
Subtotal Construction Costs
Local bond counsel
$0
Local financial advisor
$0
Paying/Escrow Agent
$0
Master Trust Bond Expense13'
$0
Program bond counse1141
$0
Subtotal Financing Costs
TOTAL
Participant funds or other financing source (e.g. DNR rural sewer grant)
111 Includes construction engineering
121 Non-standard — requires justification in 2. below
[31 0.6% of Direct Loan Total
141 Available from DNR Project Coordinator
2. Structure for Participant bonds:
Amortization Method: ❑ Standard - Level debt.
❑ Non-standard: Provide proposed amortization and justification.
Are revenues available to pay interest on the Participant's bonds from date of issuance?
❑ Yes
❑ No
If no, please describe special circumstances:
Will this financing utilize all remaining voter authorization?
❑ Yes
❑ No
7/7/2011 -4-
3. Anticipated Project Schedule: Please provide a separate project schedule for each project that will be
completed pursuant to a separate construction contract.
Event
Projected Date (month/year)
Contract 1
Projected Date (month/year)
Contract 2
Advertising for Bids
Bid Opening
Construction Contract Award
Initiation of Operations*
Construction Completion
Project Completion
* "Initiation of operations" is not Project completion. It is the date upon which operations commence
or beneficial occupancy is achieved under a construction contract awarded in connection with this
financing.
Please add an additional page if the above table does not contain sufficient columns for the separate
projects to be financed by this direct loan.
4. Estimated Construction Draw Schedule. Note: Construction draws should equal the fmancial assistance
requested as shown in the Expected Sources and Uses (Construction Subtotal) (III.1. above). Please
provide a separate draw schedule for each of the contracts identified above.
Month/Year
SRF/DNR Sources
Other Sourcest
Total
t Excludes DNR grants
5. Are sales tax revenues an anticipated source of repayment?
❑ Yes
❑ No
7/7/2011 -5-
If yes, please furnish the following information:
Is there a tax increment financing district within the district/city that would capture a portion of the
sales tax revenues that are anticipated to be a source of repayment for the participant's bonds?
Collection data for the past five (5) fiscal years (and collections for current fiscal -year-to-date) for those
sales tax revenues available to pay debt service on the Participant's bonds:
20 $ (fiscal -year-to-date)
20 $
20 $
20 $
20 $
20 $
Rate of sales tax available:
Permissible uses for the sales tax:
Restrictions on the use of sales tax:
Sunset date for sales tax, if any:
6. Note: Question 6 is applicable only if the Participant is refinancing outstanding notes/bonds with
the direct loan.
Does the project include a refinancing of outstanding notes or bonds?
❑ Yes
❑ No
If yes, please describe the bonds or notes to be refinanced, the amount of the proceeds that have been
spent, the amount of bonds or notes outstanding and the call date:
Are there any unexpended proceeds from the bonds or notes being refinanced?
❑ Yes
❑ No
If yes, please provide an expected disbursement schedule. (Include the last date on which any
remaining proceeds from the bonds or notes to be refmanced may be disbursed.)
Has DNR reviewed expenditures of the proceeds of the bonds or notes to be refinanced to determine if
such expenditures qualify as "eligible costs?"
CI Yes
❑ No
Were these projects covered under a FNSI or a categorical exclusion?
LI Yes
❑ No
If fmancing is being requested for the purpose of refunding outstanding notes or bonds, please provide a
copy of the resolution or ordinance authorizing the issuance of the bonds or notes to be refunded.
7/7/2011 -6-
7. Are there any proposed leases or management contracts with or occupancy by nongovernmental entities
(other than contracts for janitorial, office equipment repair, billing or other services that are solely
incidental to the primary governmental function(s)) of the project financed with the proceeds of the
direct loan?
❑ Yes
❑ No
If yes, briefly describe:
8. Will a nongovernmental entity use more than 5% of the project financed with the proceeds of the direct
loan?
❑ Yes
❑ No
If so, will such user receive treatment different than that afforded to a member of the general public, or
is the project designed in any way to accommodate the needs of such user? For this purpose, the term
"use" may include, among other things, ownership or the actual or beneficial use of property pursuant
to any number of other arrangements, such as a lease, a management, service or incentive payment
contract, a research agreement or certain other arrangements, such as a take or pay or other output -type
contract.
❑ Yes
❑ No
If yes, briefly describe the arrangements concerning such user. Include any special fee(s) to be charged
to such user that are outside the approved user charge ordinance:
IV. System Information and Revenues
1. Other than the project being financed with this direct loan, describe generally any plans to expand,
improve or equip the system within the next two years:
2. Provide actual operating expenses of the system for the previous two (2) years and projected operating
expenses of the system for the current year and the next (4) fiscal years. Please do not include current
or anticipated debt service payments. Denote the year in which new project is to come on line.
Year
(previous)
(previous)
(current)
(next)
(next)
(next)
(next)
Operating Expenses
7/7/2011 -7-
3. If system revenues are an anticipated source of repayment of the bonds securing the direct loan, please
provide the following information in connection with the Participant's system (or the portion of the
system from which the Participant anticipates drawing revenues to repay the direct loan):
Last five (5) fiscal years
20
20
20
20
20
System Revenue
Investment Income
Other Income
Total Revenue
Operating Expenses (excl. depreciation)
Net Revenues available for DS
Annual Debt Service (existing)
Debt Service Coverage
Existing debt coverage required, if any:
4. Ten (10) largest users and % of system use.
User
% of System Use % of System Revenues
Has there been a 5% or greater change in the number of system users during the past two-year period?
U Yes
❑ No
If so, please explain.
5. Identify system use (gallons per day) for billing purposes, actual billings, and collections for each of
last five (5) years. If the system is a combined waterworks and sewerage system, please provide the
following info, !,cation separately for the waterworks and sewerage components of the combined system.
Year
20
20
20
20
20
System Use (gal.)
Billings ($) Collections ($)
7/7/2011 -8-
6. Current and Proposed Rate Structure.
Please provide the Participant's current rate structure and its effective date and any proposed new rate
structure and date of adoption for the same. If the Participant has a combined waterworks and sewer
system, the rate structure for both water and sewer users should be included.
Current Rate Proposed Rate
Schedule Effective Date Structure Date of Adoption
Residential users
Commercial users
Industrial users
Please provide a copy of the ordinance imposing the most recent rate increase in connection with the
current SRF financing.
7. Please provide infoimation on previous rate increases and effective dates within the last five (5) years.
8. Does the Participant's investment policy relative to funds of the system or otherwise securing the direct
loan comply with the State Treasurer's model investment policy and any other state law requirements
(see www.treasurer.mo.gov/invest'policy2.doc model policy)?
9. Please provide a certificate or other evidence of insurance coverage against the risks of property and
casualty loss, public liability, and any other insurance maintained by the Participant, including type of
coverage, amount of coverage, annual premiums, name of insurer, and term.
V. Litigation and Other Proceedings
1. Provide a description of all contracts and commitments of the Participant under which any default has
occurred or is claimed to have occurred.
2. Describe (1) any pending or possible litigation and contractual disputes and (2) any consent decrees,
prospective judgments, writs, injunctions, court orders, settlement agreements or judgments, or
correspondence regarding the same, to which the Participant either is or has been a party within the past
three (3) years or that are threatened against the Participant. Supply copies of all letters concerning any
litigation against the Participant that have been provided by all legal counsel to the Participant's
independent public accountants in connection with audit opinions for the last three (3) fiscal years.
3. Has the Missouri Department of Natural Resources initiated or threatened any enforcement action
against the Participant with regard to the system?
❑ Yes
❑ No
If yes, please describe.
7/7/2011 -9-
4. Is the Participant under an administrative or judicial compliance order?
❑ Yes
❑ No
If yes, please describe.
5. Please provide any report or investigation made by any governmental agency or administrative
regulatory body concerning the Participant within the last five (5) years.
VI. Requested Documents
Please provide a copy of the following:
1. All annual reports or audited financial statements and auditor's reports, including any management
letters, for the Participant, and for the Participant's system, if available, for the last two (2) fiscal years
(if available on a website, please indicate so and provide a web address).
2. Any bond ordinances or resolutions adopted in connection with outstanding system revenue bonds or
any other document that contains restrictions on the use of system revenues.
3. All reports prepared by or for the Participant (including reports by inside or independent consultants)
that describe or evaluate the Participant or its system. Include all reports that detail future operating
costs of the system for the next five (5) years, such as any recent rate studies or operating budget or
engineering reports.
4. Any agreements relating to any grants and/or loans to the Participant relating to its system, including
any USDA Rural Development loans/grants and/or HUD Community Development Block Grants.
5. The most recent official statement, if any, regarding a bond issue or other financing.
6. One copy of this completed foiiu, including supporting documentation, on a compact disk (CD) in
Acrobat Adobe (pdf) foi mat.
Executed this day of , 2010.
[Participant Name]
By:
Name:
Title:
7/7/2011 -10..